0001595974-20-000026 | 10-K | XBRL Viewer

Print Document View Excel Document

Cover Page - USD ($) $ in Millions	12 Months Ended
Cover Page - USD ($) $ in Millions	Dec. 31, 2019	Feb. 23, 2020	Jun. 28, 2019
Cover page.
Document Type	10-K
Document Annual Report	true
Document Period End Date	Dec. 31, 2019
Document Transition Report	false
Entity File Number	001-36384
Entity Registrant Name	THE RUBICON PROJECT, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	20-8881738
Entity Address, Address Line One	12181 Bluff Creek Drive,
Entity Address, Address Line Two	4th Floor
Entity Address, City or Town	Los Angeles,
Entity Address, State or Province	CA
Entity Address, Postal Zip Code	90094
City Area Code	310
Local Phone Number	207-0272
Title of 12(b) Security	Common stock, par value $0.00001 per share
Trading Symbol	RUBI
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Public Float			$ 321.4
Entity Common Stock, Shares Outstanding		55,040,645
Documents Incorporated by Reference	None
Entity Central Index Key	0001595974
Amendment Flag	false
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	FY
Current Fiscal Year End Date	--12-31

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 88,888	$ 80,452
Marketable securities	0	7,524
Accounts receivable, net	217,571	205,683
Prepaid expenses and other current assets	6,591	6,882
TOTAL CURRENT ASSETS	313,050	300,541
Property and equipment, net	23,667	33,487
Right of use lease asset	21,491
Internal use software development costs, net	16,053	14,570
Intangible assets, net	11,386	10,174
Goodwill	7,370	0
Other assets, non-current	2,103	1,240
TOTAL ASSETS	395,120	360,012
Current liabilities:
Accounts payable and accrued expenses	259,439	239,678
Lease liabilities - current portion	7,282
Other current liabilities	778	1,304
TOTAL CURRENT LIABILITIES	267,499	240,982
Lease liabilities - non-current portion	15,231
Other liabilities, non-current	454	1,017
TOTAL LIABILITIES	283,184	241,999
Commitments and contingencies (Note 17)
STOCKHOLDERS' EQUITY
Preferred stock, $0.00001 par value, 10,000 shares authorized at December 31, 2019 and December 31, 2018; 0 shares issued and outstanding at December 31, 2019 and December 31, 2018	0	0
Common stock, $0.00001 par value; 500,000 shares authorized at December 31, 2019 and December 31, 2018; 53,888 and 51,159 shares issued, and outstanding at December 31, 2019 and December 31, 2018, respectively	1	1
Additional paid-in capital	453,064	433,877
Accumulated other comprehensive loss	(45)	(259)
Accumulated deficit	(341,084)	(315,606)
TOTAL STOCKHOLDERS' EQUITY	111,936	118,013
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	$ 395,120	$ 360,012

Consolidated Balance Sheets (Parenthetical) - $ / shares	Dec. 31, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, par or stated value per share (usd per share)	$ 0.00001	$ 0.00001
Preferred stock, shares authorized	10,000,000	10,000,000
Preferred stock, shares issued	0	0
Preferred stock, shares outstanding	0	0
Common stock, par or stated value per share	$ 0.00001	$ 0.00001
Common stock, shares authorized	500,000,000	500,000,000
Common stock, shares, issued	53,888,000	51,159,000
Common stock, shares, outstanding	53,888,000	51,159,000

Consolidated Statements of Operations - USD ($) shares in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Statement [Abstract]
Revenue	$ 156,414,000	$ 124,685,000
Expenses:
Cost of revenue	57,391,000	60,003,000
Sales and marketing	44,565,000	44,556,000
Technology and development	40,269,000	37,863,000
General and administrative	41,772,000	42,431,000
Restructuring and other exit costs	0	3,440,000
Total expenses	183,997,000	188,293,000
Loss from operations	(27,583,000)	(63,608,000)
Other (income) expense:
Interest income, net	(789,000)	(988,000)
Other income	(285,000)	(766,000)
Foreign exchange (gain) loss, net	481,000	(389,000)
Total other (income) expense, net	(593,000)	(2,143,000)
Loss before income taxes	(26,990,000)	(61,465,000)
Provision (benefit) for income taxes	(1,512,000)	357,000
Net loss	$ (25,478,000)	$ (61,822,000)
Net loss per share:
Basic and Diluted (usd per share)	$ (0.48)	$ (1.23)
Weighted average shares used to compute net loss per share:
Basic and Diluted (in shares)	52,614	50,259

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Statement of Comprehensive Income [Abstract]
Net loss	$ (25,478)	$ (61,822)
Other comprehensive income (loss):
Unrealized gain on investments	2	27
Foreign currency translation adjustments	212	(327)
Other comprehensive income (loss)	214	(300)
Comprehensive loss	$ (25,264)	$ (62,122)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Consolidated Statements of Stockholders' Equity (Deficit) - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income (Loss)	Accumulated Deficit
Beginning Balance (in shares) at Dec. 31, 2017		50,239,000
Beginning Balance at Dec. 31, 2017	$ 164,611	$ 0	$ 418,354	$ 41	$ (253,784)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		50,000
Exercise of common stock options	45		45
Restricted stock awards, net (in shares)		(156,000)
Restricted stock awards, net	0
Issuance of common stock related to employee stock purchase plan (in shares)		174,000
Issuance of common stock related to employee stock purchase plan	314		314
Issuance of common stock related to RSU vesting (in shares)		1,367,000
Issuance of common stock related to RSU vesting	1	$ 1
Shares withheld related to net share settlement (in shares)		(515,000)
Shares withheld related to net share settlement	(1,638)		(1,638)
Stock-based compensation	16,802		16,802
Other comprehensive income (loss)	(300)			(300)
Net loss	$ (61,822)				(61,822)
Ending Balance (in shares) at Dec. 31, 2018	51,159,000	51,159,000
Ending Balance at Dec. 31, 2018	$ 118,013	$ 1	433,877	(259)	(315,606)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		285,000
Exercise of common stock options	588		588
Restricted stock awards, net (in shares)		(182,000)
Restricted stock awards, net	0
Issuance of common stock related to employee stock purchase plan (in shares)		227,000
Issuance of common stock related to employee stock purchase plan	1,054		1,054
Issuance of common stock related to RSU vesting (in shares)		2,858,000
Issuance of common stock related to RSU vesting	0
Shares withheld related to net share settlement (in shares)		(459,000)
Shares withheld related to net share settlement	(1,847)		(1,847)
Stock-based compensation	19,392		19,392
Other comprehensive income (loss)	214			214
Net loss	$ (25,478)				(25,478)
Ending Balance (in shares) at Dec. 31, 2019	53,888,000	53,888,000
Ending Balance at Dec. 31, 2019	$ 111,936	$ 1	$ 453,064	$ (45)	$ (341,084)

Consolidated Statement of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
OPERATING ACTIVITIES:
Net loss	$ (25,478)	$ (61,822)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	32,126	35,338
Stock-based compensation	18,825	16,282
Loss on disposal of property and equipment	114	243
Provision for doubtful accounts	2,060	758
Accretion of available for sale securities	24	(412)
Non-cash lease expense	(209)
Deferred income taxes	(595)	(42)
Unrealized foreign currency gains, net	(823)	(897)
Changes in operating assets and liabilities, net of effect of business acquisitions:
Accounts receivable	(10,705)	(40,688)
Prepaid expenses and other assets	(51)	4,519
Accounts payable and accrued expenses	16,288	26,612
Other liabilities	407	(2,577)
Net cash provided by (used in) operating activities	31,983	(22,686)
INVESTING ACTIVITIES:
Purchases of property and equipment	(11,425)	(11,433)
Capitalized internal use software development costs	(8,463)	(8,507)
Acquisitions, net of cash acquired	(11,000)	0
Investments in available-for-sale securities	0	(23,991)
Maturities of available-for-sale securities	7,500	62,650
Sales of available-for-sale securities	0	9,228
Net cash provided by (used in) investing activities	(23,388)	27,947
FINANCING ACTIVITIES:
Proceeds from exercise of stock options	588	45
Proceeds from issuance of common stock under employee stock purchase plan	1,054	314
Taxes paid related to net share settlement	(1,847)	(1,638)
Net cash used in financing activities	(205)	(1,279)
EFFECT OF EXCHANGE RATE CHANGES ON CASH, CASH EQUIVALENTS AND RESTRICTED CASH	46	(172)
CHANGE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH	8,436	3,810
CASH, CASH EQUIVALENTS AND RESTRICTED CASH — Beginning of period	80,452	76,642
CASH, CASH EQUIVALENTS AND RESTRICTED CASH — End of period	88,888	80,452
SUPPLEMENTAL DISCLOSURES OF OTHER CASH FLOW INFORMATION:
Cash paid for income taxes	291	379
Cash paid for interest	61	46
Capitalized assets financed by accounts payable and accrued expenses	141	6
Capitalized stock-based compensation	567	$ 520
Operating lease right-of-use assets obtained in exchange for new operating lease liabilities	$ 13,533

Nature of Operations	12 Months Ended
Nature of Operations	Dec. 31, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Nature of Operations	Nature of Operations Company Overview The Rubicon Project, Inc., or Rubicon Project (the "Company"), was formed on April 20, 2007 in Delaware and began operations in April 2007. The Company is headquartered in Los Angeles, California. The Company provides a technology solution to automate the purchase and sale of digital advertising inventory for buyers and sellers. The Company's platform features applications and services for digital advertising sellers, including websites, mobile applications and other digital media properties, and their representatives, to sell their digital advertising inventory; applications and services for buyers, including advertisers, agencies, agency trading desks, and demand side platforms ("DSPs") to buy digital advertising inventory; and a marketplace over which such transactions are executed. In the second quarter of 2019, the Company announced the beta program for Demand Manager. Demand Manager helps sellers effectively monetize their advertising inventory through configuration tools and analytics to make it easier to deploy, configure, and optimize Prebid-based header bidding solutions. Prebid is a free and open source suite of software products designed by advertising community developers to enable publishers to implement header bidding on their websites and from within their apps. Together, these features power and enhance a comprehensive, transparent, independent advertising marketplace that brings buyers and sellers together and facilitates intelligent decision making and automated transaction execution for the advertising inventory managed on the Company's platform. See related acquisition of rtk.io described in Note 10-Business Acquisitions. Advertising inventory takes different forms, referred to as advertising units, including display, audio, and video; is purchased and sold through real-time bidding, which includes (i) direct sale of premium inventory, which the Company refers to as private marketplaces ("PMP"), and (ii) open auction bidding, which the Company refers to as open marketplace ("OMP"); and is accessed by users through different channels, including mobile web, mobile application, desktop, and connected televisions ("CTV"), as well as across various out-of-home channels such as digital billboards.

Net Income (Loss) Per Share

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Net Income (Loss) Per Share

The following table presents the basic and diluted net loss per share:



	Year Ended
	December 31, 2019			December 31, 2018
Basic and Diluted EPS:
Net loss	$	(25,478	)	$	(61,822	)
Weighted-average common shares outstanding	52,634			50,602
Weighted-average unvested restricted shares	(20)			(343)
Weighted-average common shares outstanding used to compute net loss per share	52,614			50,259
Basic and diluted net loss per share	$	(0.48	)	$	(1.23	)

The following weighted-average shares have been excluded from the calculation of diluted net loss per share attributable to common stockholders for each period presented because they are anti-dilutive:



	Year Ended
	December 31, 2019	December 31, 2018
	(in thousands)
Options to purchase common stock	793	128
Unvested restricted stock awards	13	218
Unvested restricted stock units	4,211	2,029
ESPP	34	55
Total shares excluded from net loss per share	5,051	2,430

Organization and Summary of Significant Accounting Policies

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Organization and Summary of Significant Accounting Policies

Basis of Consolidation

The accompanying consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America, or GAAP, and include the operations of the Company and its wholly owned subsidiaries. All significant inter-company transactions and balances have been eliminated in consolidation.

Segments

Management has determined that the Company operates as one segment. The Company’s chief operating decision maker reviews financial information on an aggregated and consolidated basis, together with certain operating and performance measures principally to make decisions about how to allocate resources and to measure the Company’s performance.

Use of Estimates

The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported and disclosed financial statements and accompanying footnotes. Actual results could differ materially from these estimates.

On an ongoing basis, management evaluates its estimates, primarily those related to: (i) revenue recognition criteria, including the determination of revenue reporting as net versus gross in the Company’s revenue arrangements, (ii) accounts receivable and allowances for doubtful accounts, (iii) the useful lives of intangible assets and property and equipment, (iv) valuation of long-lived assets and their recoverability, including goodwill, (v) the realization of tax assets and estimates of tax liabilities, (vi) assumptions used in valuation models to determine the fair value of stock-based awards, (vii) fair value of financial instruments, (viii) the recognition and disclosure of contingent liabilities, and (ix) the assumptions used in valuing acquired assets and assumed liabilities in business combinations. These estimates are 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. Estimates relating to the valuation of stock and business combinations, as well as the recoverability of long-lived assets and goodwill, require the selection of appropriate valuation methodologies and models, and significant judgment in evaluating ranges of assumptions and financial inputs. Actual

results may differ materially from those estimates under different assumptions or circumstances.

Revenue Recognition

The Company generates revenue from the purchase and sale of digital advertising inventory through its marketplace. The Company also generates revenue from the fee it charges clients for use of its Demand Manager product, which generally is a percentage of the client's advertising spending on any advertising marketplace. Digital advertising inventory is created when consumers access sellers’ content. Sellers provide digital advertising inventory to the Company's platform in the form of advertising requests, or ad requests. When the Company receives ad requests from sellers, it sends bid requests to buyers, which enable buyers to bid on sellers’ digital advertising inventory. Winning bids can create advertising, or paid impressions, for the seller to present to the consumer.

The total volume of spending between buyers and sellers on the Company's platform is referred to as advertising spend. The Company keeps a percentage of that advertising spend as a fee, and remits the remainder to the seller. The fee that the Company retains from the gross advertising spend on its platform is recognized as revenue. The fee earned on each transaction is based on the pre-existing agreement with the seller and the clearing price of the winning bid. The Company recognizes revenue upon fulfillment of its performance obligation to a client, which occurs at the point in time an ad renders and is counted as a paid impression, subject to a contract existing with the client and a fixed or determinable transaction price. Performance obligations for all transactions are satisfied, and the corresponding revenue is recognized, at a distinct point in time; the Company has no arrangements with multiple performance obligations. The Company considers the following when determining if a contract exists (i) contract approval by all parties, (ii) identification of each party’s rights regarding the goods or services to be transferred, (iii) specified payment terms, (iv) commercial substance of the contract, and (v) collectability of substantially all of the consideration is probable.

The Company evaluates whether it acts as the principal in the purchase and sale of digital advertising inventory to determine whether revenue should be reported on a gross or net basis. The Company has determined that it does not act as the principal in the purchase and sale of digital advertising inventory because it does not have control of the digital advertising inventory and does not set prices agreed upon within the auction marketplace, and therefore reports revenue on a net basis. See Note 4 for additional disclosure of the Company's revenue policies and disaggregated presentation of the Company's revenues.

Expenses

The Company classifies its expenses into the following categories:

Cost of Revenue. The Company's cost of revenue consists primarily of data center costs, bandwidth costs, ad protection costs, depreciation and maintenance expense of hardware supporting the Company's revenue-producing platform, amortization of software costs for the development of the Company's revenue-producing platform, amortization expense associated with acquired developed technologies, personnel costs, facilities-related costs, and cloud computing costs. Personnel costs included in cost of revenue include salaries, bonuses, and stock-based compensation, and are primarily attributable to personnel in the Company's network operations group who support the Company's platform. The Company capitalizes costs associated with software that is developed or obtained for internal use and amortizes the costs associated with its revenue-producing platform in cost of revenue over their estimated useful lives. The Company amortizes acquired developed technologies over their estimated useful lives.

Sales and Marketing. The Company's sales and marketing expenses consist primarily of personnel costs, including salaries, bonuses, and stock-based compensation, as well as marketing expenses such as brand marketing, travel expenses, trade shows and marketing materials, professional services, and amortization expense associated with client relationships and backlog from the Company's business acquisitions and, to a lesser extent, facilities-related costs and depreciation and amortization. The Company's sales organization focuses on increasing the adoption of the Company's solution by existing and new buyers and sellers. The Company amortizes acquired intangibles associated with client relationships and backlog from its business acquisitions over their estimated useful lives.

Technology and Development. The Company's technology and development expenses consist primarily of personnel costs, including salaries, bonuses, and stock-based compensation, and professional services associated with the ongoing development and maintenance of the Company's solution and, to a lesser extent, facilities-related costs and depreciation and amortization, including amortization expense associated with acquired intangible assets from the Company's business acquisitions that are related to technology and development functions. These expenses include costs incurred in the development, implementation and maintenance of internal use software, including platform and related infrastructure. Technology and development costs are expensed as incurred, except to the extent that such costs are associated with internal use software development that qualifies for capitalization, which are then recorded as internal use software development costs, net on the Company's consolidated balance sheets. The Company amortizes internal use software development costs that relate to its revenue-producing activities on the Company's platform to cost of revenue and amortizes other internal use software development costs to technology and development costs or general and administrative expenses, depending on the nature of the related project. The Company amortizes acquired intangibles associated

with technology and development functions from its business acquisitions over their estimated useful lives.

General and Administrative. The Company's general and administrative expenses consist primarily of personnel costs, including salaries, bonuses, and stock-based compensation, associated with the Company's executive, finance, legal, human resources, compliance, and other administrative personnel, as well as accounting and legal professional services fees, facilities-related costs and depreciation, and other corporate-related expenses. General and administrative expenses also include amortization of internal use software development costs and acquired intangible assets from the Company's business acquisitions over their estimated useful lives that relate to general and administrative functions.

Restructuring and Other Exit Costs. The Company's restructuring and other exit costs are cash and non-cash charges consisting primarily of employee termination costs, including stock-based compensation charges, facility closure and relocation costs, and contract termination costs.

Stock-Based Compensation

Compensation expense related to stock-based awards is measured and recognized in the consolidated financial statements based on the fair value of the awards granted. The Company has granted restricted stock awards, restricted stock units, and stock option awards that vest based solely on continued service, or service conditions, to employees and non-employees. The fair value of each share-based award containing service conditions is based on the Company's closing price of the Company's common stock as reported on the New York Stock Exchange, or the NYSE, on the grant date for restricted stock awards and restricted stock units and is estimated using the Black-Scholes option-pricing model for stock option awards. For service condition awards, stock-based compensation expense is recognized on a straight-line basis over the requisite service periods of the awards, or the vesting period, which is generally four years.

The assumptions and estimates used in the Black-Scholes pricing model are as follows:

Fair Value of Common Stock. The fair value of common stock is based on the closing price of the Company's common stock as reported on the NYSE on the grant date.

Risk-Free Interest Rate. The Company bases the risk-free interest rate used in the Black-Scholes option-pricing model on the yields of U.S. Treasury securities with maturities appropriate for the term of stock option awards.

Expected Term. For employee options that contain service conditions, the Company applies the simplified approach, in which the expected term of an award is presumed to be the mid-point between the vesting date and the expiration date of the award. The expected term of employee stock options that contain performance conditions represents the weighted-average period that the stock options are estimated to remain outstanding.

Volatility. Because the Company does not have significant trading history for the Company’s common stock, the Company determines the price volatility based on the historical volatilities of a publicly traded peer group based on daily price observations over a period equivalent to the expected term of the stock option grants.

Dividend Yield. The dividend yield assumption is based on the Company’s history and current expectations of dividend payouts. The Company has never declared or paid any cash dividends on its common stock and does not anticipate paying any cash dividends in the foreseeable future, so the Company used an expected dividend yield of zero.

Determining the fair value of stock-based awards using a pricing model requires judgment. The Company’s use of the Black-Scholes option-pricing model requires the input of subjective assumptions such as the expected term of the award, the expected volatility of the price of the Company’s common stock, risk-free interest rates, and the expected dividend yield of the Company’s common stock. The assumptions used in the Company’s valuation model represent management’s best estimates. These estimates involve inherent uncertainties and the application of management’s judgment. If factors change and different assumptions are used, the Company’s stock-based compensation expense could be materially different in the future.

Due to the full valuation allowance provided on its net deferred tax assets, the Company has not recorded any tax benefit attributable to stock-based awards for the years ended December 31, 2019 and 2018.

Income Taxes

Deferred income tax assets and liabilities are determined based upon the net tax effects of the differences between the Company’s consolidated financial statement carrying amounts and the tax basis of assets and liabilities and are measured using the enacted tax rate expected to apply to taxable income in the years in which the differences are expected to be reversed.

A valuation allowance is used to reduce some or all of the deferred tax assets if, based upon the weight of available evidence, it is more likely than not that those deferred tax assets will not be realized. The Company has established a full valuation allowance to offset its domestic net deferred tax assets due to the uncertainty of realizing future tax benefits from the net operating loss carryforwards and other deferred tax assets.

The Company recognizes 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 the consolidated financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized. The Company recognizes interest and penalties accrued related to its uncertain tax positions in its income tax provision (benefit) in the consolidated statements of operations.

Capital Stock

The Company has authorized capital stock of 500,000,000 shares of common stock and 10,000,000 shares of preferred stock. The Company has issued common stock, which is included in outstanding common stock on the Company's Consolidated Balance Sheets. The Company has not issued any shares of its preferred stock subsequent to the Company's IPO and does not have any preferred stock outstanding.

The Company is required to reserve and keep available out of its authorized but unissued shares of common stock such number of shares sufficient to effect the conversion of all shares granted and available for grant under the Company’s stock award plans. The number of shares of the Company's stock reserved for these purposes at December 31, 2019 was 18,014,777.

The board of directors is authorized to establish, from time to time, the number of shares to be included in each series of preferred stock, and to fix the designation, powers, privileges, preferences, and relative participating, optional or other rights, if any, of the shares of each series of preferred stock, and any of its qualifications, limitations or restrictions.

Net Income (Loss) Per Share Attributable to Common Stockholders

Basic net income (loss) per share of common stock is calculated by dividing the net income (loss) by the weighted-average number of shares of common stock outstanding. Diluted income (loss) per share attributable to common stockholders adjusts the basic weighted-average number of shares of common stock outstanding for the effect of potentially dilutive securities during the period. Potentially dilutive securities consist of stock options, restricted stock awards, restricted stock units, potential shares issued under the Company's Employee Stock Purchase Plan ("ESPP"), shares held in escrow and potential shares issuable as part of contingent consideration as a result of business combinations. For purposes of this calculation, potentially dilutive securities are excluded from the calculation of diluted net income (loss) per share if their effect is anti-dilutive.

Comprehensive Income (Loss)

Comprehensive income (loss) encompasses all changes in equity other than those arising from transactions with stockholders, and consists of net income (loss), unrealized gains (losses) on investments and foreign currency translation adjustments.

Cash, Cash Equivalents, and Marketable Securities

The Company invests excess cash primarily in money market funds, corporate debt securities, and highly liquid debt instruments of the U.S. government and its agencies. The Company classifies investments held in money market funds as cash equivalents because the money market funds have weighted-average maturities at the date of purchase of less than 90 days. Investments held in U.S. government and agency bonds and corporate debt securities with stated maturities of less than one year are classified as short-term investments included in marketable securities and prepaid expenses and other current assets. Investments held in U.S. government and agency bonds and corporate debt securities with stated maturities of over a year are classified as long-term investments included in other assets, non-current on the Company’s consolidated balance sheets, as the Company does not expect to redeem or sell these securities within one year from the balance sheet date.

The Company determines the appropriate classification of investments in marketable securities at the time of purchase and reevaluates such designation at each balance sheet date. The Company classifies and accounts for the Company’s marketable securities as available-for-sale, and as a result carries the securities at fair value and reports the unrealized gains and losses in the consolidated statements of comprehensive income (loss) and as a component of stockholders’ equity. The Company determines any realized gains or losses on the sale of marketable securities on a specific identification method, and the Company records such gains and losses as a component of other income, net on the Company’s consolidated statements of operations.

Restricted Cash

The Company classifies certain restricted cash balances within prepaid expenses and other current assets on the consolidated balance sheets based upon the term of the remaining restrictions. At December 31, 2019 and 2018 the Company had no restricted cash.

Accounts Receivable Allowance for Doubtful Accounts

Accounts receivable are recorded at the invoiced amount, are unsecured, and do not bear interest. The allowance for doubtful accounts is based on the best estimate of the amount of probable credit losses in existing accounts receivable. The allowance for doubtful accounts is determined based on historical collection experience and the review in each period of the status of the then-outstanding accounts receivable, while taking into consideration current client information, subsequent collection history and other relevant data. The Company reviews the allowance for doubtful accounts on a quarterly basis. Account balances are charged off against the allowance when the Company believes it is probable the receivable will not be recovered. The Company’s allowance for doubtful accounts was approximately $3.4 million and $1.3 million at December 31, 2019 and 2018, respectively. During the years ended December 31, 2019 and 2018, the Company wrote off $3.3 million and $0.6 million, respectively, of accounts receivable.

Property and Equipment, Net

Property and equipment are recorded at historical cost, less accumulated depreciation and amortization. Depreciation is computed using the straight-line method based upon the estimated useful lives of the assets. The estimated useful lives of the Company’s property and equipment are as follows:



	Years
Computer equipment and network hardware	3
Furniture, fixtures and office equipment	5 to 7
Leasehold improvements	Shorter of useful life or life of lease
Computer equipment under leases	Shorter of useful life or life of lease

Repair and maintenance costs are charged to expense as incurred, while renewals and improvements are capitalized. When assets are retired or otherwise disposed of, the cost and related accumulated depreciation are removed from the accounts and any resulting gain or loss is reflected in the Company’s results of operations.

Internal Use Software Development Costs

The Company capitalizes certain internal use software development costs associated with creating and enhancing internally developed software related to the Company’s technology infrastructure. These costs include personnel and related employee benefits expenses for employees who are directly associated with and who devote time to software projects, and external direct costs of materials and services consumed in developing or obtaining the software. Software development costs that do not meet the qualification for capitalization, as further discussed below, are expensed as incurred and recorded in technology and development expenses in the results of operations.

Software development activities generally consist of three stages, (i) the planning stage, (ii) the application and infrastructure development stage, and (iii) the post implementation stage. Costs incurred in the planning and post implementation stages of software development, including costs associated with the post-configuration training and repairs and maintenance of the developed technologies, are expensed as incurred. The Company capitalizes costs associated with software developed for internal use when the planning stage is completed, management has authorized further funding for the completion of the project, and it is probable that the project will be completed and perform as intended. Costs incurred in the application and infrastructure development stages, including significant enhancements and upgrades, are capitalized. Capitalization ends once a project is substantially complete and the software and technologies are ready for their intended purpose. Internal use software development costs are amortized using a straight-line method over the estimated useful life of three years, commencing when the software is ready for its intended use. The straight-line recognition method approximates the manner in which the expected benefit will be derived.

The Company does not transfer ownership of its software, or lease its software, to third parties.

Intangible Assets

Intangible assets primarily consist of acquired developed technology, client relationships, and non-compete agreements resulting from business combinations, which are recorded at acquisition-date fair value, less accumulated amortization. The Company determines the appropriate useful life of its intangible assets by performing an analysis of expected cash flows of the acquired assets. Intangible assets are amortized over their estimated useful lives using a straight-line method, which approximates the pattern in which the economic benefits are consumed.

The Company’s intangible assets are being amortized over their estimated useful lives as follows:



	Years
Developed technology	3 to 5
Client relationships	2 to 3
Non-compete agreements	2 to 3
Other intangible assets	0.5 to 1.5

Intangible assets are reviewed for impairment indicators at least annually and whenever events or changes in circumstances indicate that the carrying amount of the assets might not be recoverable. Conditions that would necessitate an impairment assessment include a significant decline in the observable market value of an asset, a significant change in the extent or manner in which an asset is used, or any other significant adverse change that would indicate that the carrying amount of an asset or group of assets may not be recoverable. For intangible assets used in operations, impairment losses are only recorded if the asset’s carrying amount is not recoverable through its undiscounted, probability-weighted future cash flows. The Company measures the impairment loss based on the difference between the carrying amount and estimated fair value.

Impairment of Long-Lived Assets including Internal Use Capitalized Software Costs

The Company assesses the recoverability of its long-lived assets when events or changes in circumstances indicate their carrying value 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, 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. The Company performs impairment testing at the asset group level that represents the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. The Company assesses recoverability of a long-lived asset by determining whether the carrying value of the asset group can be recovered through projected undiscounted cash flows over their remaining lives. If the carrying value of the asset group exceeds the forecasted undiscounted cash flows, an impairment loss is recognized, measured as the amount by which the carrying amount exceeds estimated fair value. An impairment loss is charged to operations in the period in which management determines such impairment.

Business Combinations

The results of businesses acquired in a business combination are included in the Company’s consolidated financial statements from the date of acquisition. The Company allocates the purchase price of a business combination, which is the sum of the consideration provided, which may consist of cash, equity or a combination of the two, 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 use significant judgment and estimates including the selection of valuation methodologies, estimates of future revenues and cash flows, discount rates and selection of comparable companies.

When the Company issues stock-based or cash awards to an acquired company’s stockholders, the Company evaluates whether the awards are contingent consideration or compensation for post-business combination 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 expense over the requisite service period.

The Company estimates the fair value of intangible assets acquired generally using a discounted cash flow approach, which includes an analysis of the future cash flows expected to be generated by the asset and the risk associated with achieving these cash flows. The key assumptions used in the discounted cash flow model include the discount rate that is applied to the forecasted future cash flows to calculate the present value of those cash flows and the estimate of future cash flows attributable to the acquired

intangible asset, which include revenue, expenses and taxes. The carrying value of acquired working capital assets and liabilities approximates its fair value, given the short-term nature of these assets and liabilities.

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 aggregate fair value of the consideration transferred in a business combination over the fair value of the assets acquired, net of liabilities assumed. Goodwill is not amortized, but is subject to impairment testing conducted annually during the fourth quarter or more frequently if events or changes in circumstances indicate that goodwill may be impaired.

In accordance with guidance related to impairment testing, the Company has the option to first assess qualitative factors to determine whether or not it is necessary to perform the quantitative goodwill impairment test. If the qualitative assessment option is not elected, or if the qualitative assessment indicates that it is more likely than not that the fair value is less than its carrying amount, a quantitative analysis is then performed. The quantitative analysis, if performed, compares the estimated fair value of the Company with its respective carrying amount, including goodwill. If the estimated fair value of the Company exceeds its carrying amount, including goodwill, goodwill is considered not to be impaired and no additional steps are necessary. If the fair value is less than the carrying amount, including goodwill, then an impairment adjustment must be recorded up to the carrying amount of goodwill.

The Company operates as a single operating segment and has identified a single reporting unit.

Operating and Finance Leases

On January 1, 2019, the Company adopted ASU 2016-02—Leases (Topic 842), ("ASC 842"), which requires the recognition of the right-of-use assets, or ROU assets, and related lease liabilities on the balance sheet using a modified retrospective approach. The consolidated financial statements related to periods prior to January 1, 2019 were not restated, and continue to be reported under ASC Topic 840—Leases ("ASC 840"), which did not require the recognition of operating lease liabilities on the balance sheet. As a result, the consolidated financial statements related to periods prior to January 1, 2019 are not entirely comparative with current and future periods. As permitted under ASC 842, the Company elected several practical expedients that permit the Company to not reassess (1) whether existing contracts are or contain a lease, (2) the classification of existing leases, and (3) whether previously capitalized costs continue to qualify as initial indirect costs. In addition, the Company has elected not to recognize short-term leases on the balance sheet, nor separate lease and non-lease components for data center leases. In addition, the Company utilized the portfolio approach to group leases with similar characteristics and did not use hindsight to determine lease term. The finance lease classification under ASC 842 includes leases previously classified as capital leases under ASC 840.

In addition to the leases previously reported under ASC 840, the Company also reviewed its data center agreements to identify non-lease components that should not be included in the lease liability and lease expense under ASC 842. Certain fixed non-lease components of data center leases, primarily fixed minimum power commitments, have been included in the lease liability and ROU asset as the Company has elected the practical expedient for its data centers to not separate the lease and non-lease components; however, variable components have not been included. For identified leases, the Company used its incremental borrowing rate to discount the related future payment obligations as of January 1, 2019 to determine its lease liability as of adoption. As of the adoption date, the Company recognized a lease liability of $15.6 million and a corresponding ROU asset of $14.3 million; there was no equity impact from the adoption. The difference between the lease liability and the ROU asset primarily represents the existing deferred rent liabilities balances before adoption, resulting from historical straight-lining of operating leases, which was effectively reclassified upon adoption to reduce the measurement of the ROU asset.

The Company records rent expense for operating leases, including leases of office locations, data centers, and equipment, on a straight-line basis over the lease term. The straight-line calculation of rent expense includes rent escalations on certain leases, as well as lease incentives provided by the landlords, including payments for leasehold improvements and rent-free periods. The Company begins recognition of rent expense on the commencement date, which is generally the date that the asset is made available for use. The lease liability is included in lease liabilities, current and lease liabilities, non-current within the consolidated balance sheet, which are reduced as lease related payments are made. The ROU asset is amortized on a periodic basis over the expected term of the lease (see Note 16).

Prior to January 1, 2019, assets and liabilities under capital lease were recorded at the lesser of present value of aggregate future minimum lease payments, including estimated bargain purchase options, or the fair value of the asset under lease. Assets under capital lease were amortized using the straight-line method over the estimated useful lives of the assets.

Fair Value of Financial Instruments

The carrying amounts of the Company's cash equivalents, accounts receivable, accounts payable, accrued expenses, and seller payables approximate fair value due to the short-term nature of these instruments. Certain assets of the Company are recorded at their fair value, using the fair value hierarchy, on a recurring basis, and other assets and liabilities, including goodwill and intangible assets are 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 (see Note 5).

Concentration of Risk

Financial instruments that potentially subject the Company to concentration of credit risk consist principally of cash, cash equivalents, restricted cash and accounts receivable. Cash and cash equivalents maintained with financial institutions exceed applicable federally insured limits.

Accounts receivable include amounts due from buyers with principal operations primarily in the United States. The Company performs ongoing credit evaluations of its buyers.

At December 31, 2019, two buyers accounted for 23% and 17% respectively, of consolidated accounts receivable. At December 31, 2018, two buyers accounted for 21% and 13%, respectively, of accounts receivable.

The Company recognizes revenue from its contracts with sellers. No seller of advertising inventory accounted for 10% or more of revenue during the year ended December 31, 2019 and year ended December 31, 2018.

At December 31, 2019 and 2018, no seller of advertising inventory comprised 10% or more of accounts payable.

Foreign Currency Transactions and Translation

Transactions in foreign currencies are translated into the functional currency of the applicable entity at the rates of exchange in effect at the date of the transaction. Foreign exchange gains or losses were included in foreign exchange (gain) loss, net in the accompanying consolidated statements of operations. To the extent that the functional currency is different than the U.S Dollar, the financial statements have then been translated into U.S. Dollars using period-end exchange rates for assets and liabilities and average exchanges rates for the results of operations. Foreign currency translation gains and losses are included as a component of accumulated other comprehensive income (loss) on the consolidated balance sheet.

Recent Accounting Pronouncements

Under the Jumpstart Our Business Startups Act, or the JOBS Act, the Company met the definition of an emerging growth company for the year ended December 31, 2018 and 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. For the year ended December 31, 2019, the Company no longer meets the definition of an emerging growth company due to the time limitation of five fiscal years since the Company's initial public offering.

In June 2016, the FASB issued ASU 2016-13—Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("ASU 2016-13"). This guidance requires entities to use a current expected credit loss methodology to measure impairments of certain financial assets and to recognize an allowance for its estimate of lifetime expected credit losses. The main objective of this update is to provide financial statement users with more decision-useful information about the expected credit losses on financial instruments and other commitments to extend credit held by a reporting entity at each reporting date. The guidance is effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. The Company will adopt ASU 2016-13 as of January 1, 2020. The Company is currently evaluating the impact the standard may have on our consolidated financial statements.

In August 2018, the FASB issued ASU 2018-13—Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement ("ASU 2018-13"), to streamline the disclosure requirements of ASC Topic 820—Fair Value Measurement. ASU 2018 removes certain disclosure requirements, including the valuation process for Level 3 fair value measurements, and adds certain quantitative disclosures around Level 3 fair value measurements. This ASU is effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period, with early adoption permitted. The provisions of ASU 2018-13 are required to be adopted retrospectively, with the exception of disclosure of the range and weighted average of significant unobservable inputs used to develop Level 3 measurements, which can be adopted prospectively. The Company is currently evaluating the effect this guidance will have on its consolidated financial statements and related disclosures.

In August 2018, the FASB issued ASU 2018-15—Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract ("ASU 2018-15"). ASU 2018-15 was issued to clarify the requirements of ASC 350-40—Intangibles—Goodwill and Other—Internal-Use Software ("ASC 350-40"). The ASU clarifies that implementation, setup and other upfront costs related to cloud computing agreements ("CCA") should be accounted for under ASC 350-40. ASC 2018-15 will require companies to capitalize certain costs incurred when purchasing a CCA that is a service. Under the new guidance, companies will apply the same criteria for capitalizing implementation costs in a CCA service as they would for internal-use software. The capitalized implementation costs will generally be expensed over the term of the service arrangement and the related assets will be assessed for impairment using the same model applied to long-lived assets. This ASU is effective for annual reporting periods beginning after December 15, 2019, including interim periods within that reporting period, with early adoption permitted. ASU 2018-15 can be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company is adopting the guidance on January 1, 2020 and does not expect the adoption of this standard to have a material impact on its consolidated financial statements.

In December 2018, the FASB issued ASU 2018-20—Leases (Topic 842): Narrow-Scope Improvements for Lessors ("ASU 2018-20"). ASU 2018-20 was issued to clarify the requirements for lessors under ASC 842—Leases ("ASC 842"). The ASU clarifies the recognition timing and requirements of certain payments made by lessees to either the lessor or a third party. This ASU is effective for annual reporting periods beginning after December 15, 2018, including interim periods within that reporting period, with its adoption aligned with the adoption of ASU 2016-02. The Company functions as the sublessor for a limited number of real estate leases, however ASU 2018-20 is not applicable to these subleases.

In December 2019, the FASB issued ASU 2019-02—Simplifying the Accounting for Income Taxes ("ASU 2019-01") . ASU 2019-02 simplifies the accounting for income taxes by removing certain exceptions to general principles in Topic 740 and clarifies and amends existing guidance for clarity and consistent application. This guidance is effective for fiscal years and interim periods within those fiscal years, beginning after December 15, 2020 including interim reporting periods within those fiscal years. Early adoption is permitted. The Company is evaluating the impact of adopting this new accounting guidance on its consolidated financial statements and related disclosures.

Revenues

12 Months Ended

Dec. 31, 2019

Revenue from Contract with Customer [Abstract]

Revenues

On January 1, 2018, the Company adopted Accounting Standards Update 2014-09—Revenue from Contracts with Customers (Topic 606) ("ASU 2014-09") using a modified retrospective approach applied to all contracts that generated revenue in the preceding year. The adoption of this guidance did not have an impact on the amount or timing of revenue recognized by the Company.

The Company generates revenue from transactions where it provides a platform for the purchase and sale of digital advertising inventory. The Company also generates revenue from the fee it charges clients for use of its Demand Manager product, which generally is a percentage of the client's advertising spending on any advertising marketplace. The Company’s advertising automation solution is a marketplace for sellers of digital advertising inventory (providers of websites, mobile applications and other digital media properties, and their representatives) and buyers of digital advertising inventory (including advertisers, agencies, agency trading desks, and demand-side platforms). This solution incorporates proprietary machine-learning algorithms, sophisticated data processing, high-volume storage, detailed analytics capabilities, and a distributed infrastructure. Together, these features form the basis for the Company’s automated advertising solution that brings buyers and sellers together and facilitates intelligent decision-making and automated transaction execution for the digital advertising inventory managed on the Company's platform. Digital advertising inventory is created when consumers access sellers’ content. Sellers provide digital advertising inventory to the Company’s platform in the form of advertising requests, or ad requests. When the Company receives ad requests from sellers, it sends bid requests to buyers, which enable buyers to bid on sellers’ digital advertising inventory. Winning bids can create advertising, or paid impressions, for the seller to present to the consumer.

The total volume of spending between buyers and sellers on the Company’s platform is referred to as advertising spend. The Company keeps a percentage of that advertising spend as a fee, and remits the remainder to the seller. The fee that the Company retains from the gross advertising spend on its platform is recognized as revenue. The fee earned on each transaction is based on the pre-existing agreement between the Company and the seller and the clearing price of the winning bid. The Company recognizes revenue upon fulfillment of its performance obligation to a client, which occurs at the point in time an ad renders and is counted as a paid impression, subject to an underlying agreement existing with the client and a fixed or determinable transaction price. Performance obligations for all transactions are satisfied, and the corresponding revenue is recognized, at a distinct point in time when an ad renders. The Company does not have arrangements with multiple performance obligations.

The Company reports revenue on a net basis as it does not act as the principal in the purchase and sale of digital advertising inventory because it does not have control of the digital advertising inventory and does not set prices agreed upon within the auction marketplace.

Payment terms are specified in agreements between the Company and the buyers and sellers on its exchange platform. The Company generally bills buyers at the end of each month for the full purchase price of impressions filled in that month. The Company recognizes volume discounts as a reduction of revenue as they are incurred. Specific payment terms may vary by agreement, but are generally seventy-five days or less. The Company's accounts receivable are recorded at the amount of gross billings to buyers, net of allowances for the amounts the Company is responsible to collect. The Company's accounts payable related to amounts due to sellers are recorded at the net amount payable to sellers (see Note 11). Accordingly, both accounts receivable and accounts payable appear large in relation to revenue reported on a net basis.

The following table presents our revenue by channel for the years ended December 31, 2019 and 2018:



	Year Ended
	December 31, 2019				December 31, 2018

Channel:
Desktop	$	68,302	44	%	$	59,039	47	%
Mobile	88,112		56		65,646		53
Total	$	156,414	100	%	$	124,685	100	%

The following table presents the Company's revenue disaggregated by geographic location, based on the location of the Company's sellers:



	Year Ended
	December 31, 2019		December 31, 2018
	(in thousands)
United States	$	108,385	$	83,020
International	48,029		41,665
Total	$	156,414	$	124,685

Fair Value Measurements

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Fair Value Measurements

Recurring Fair Value Measurements

Fair value represents 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. Observable inputs are based on market data obtained from independent sources. The fair value hierarchy is based on the following three levels of inputs, of which the first two are considered observable and the last one is considered unobservable:


•	Level 1 – Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date.


•	Level 2 – Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly.


•	Level 3 – Unobservable inputs.

The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at December 31, 2019:



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
Cash equivalents	$	13,501	$	13,501	$	—	$	—

The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at December 31, 2018:



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
Cash equivalents	$	13,692	$	13,692	$	—	$	—
U.S. Treasury, government and agency debt securities	$	7,524	$	7,524	$	—	$	—

At December 31, 2019 and 2018, cash equivalents of $13.5 million and $13.7 million, respectively, consisted of money market funds and commercial paper, with original maturities of three months or less. The carrying amounts of cash equivalents are classified as Level 1 or Level 2 depending on whether or not their fair values are based on quoted market prices for identical securities that are traded in an active market. Corporate debt securities (which are included in marketable securities on the balance sheet) with fair values derived from similar securities rather than based on quoted market prices for identical securities, are classified as Level 2 as well. The fair values of the Company's U.S. treasury, government and agency debt securities are based on quoted market prices and classified as Level 1, and are included within marketable securities.

There were no transfers between Level 1 and Level 2 fair value measurements during the years ended December 31, 2019 and 2018.

- Definition

The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information.

+ References + Details

Investments

12 Months Ended

Dec. 31, 2019

Investments, Fair Value Disclosure [Abstract]

Investments

Investments in marketable securities as of December 31, 2018 consisted of the following:



	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
	(in thousands)
Available-for-sale—short-term:
U.S. Treasury, government and agency debt securities	$	7,526	$	—	$	(2	)	$	7,524

During the year ended December 31, 2019, $7.5 million of available-for-sale investments matured, on which the realized gains were de minimis and there were no unrealized holding gains (losses) reclassified out of accumulated other comprehensive loss into the consolidated statements of operations. The Company had no sales of available-for-sale investments in 2019.

During the year ended December 31, 2018, the Company sold $9.2 million of available-for-sale investments, on which the realized gains were de minimis and there were no unrealized holding gains (losses) reclassified out of accumulated other comprehensive loss into the consolidated statements of operations.

Property and Equipment

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Property and Equipment

Major classes of property and equipment were as follows:



	December 31, 2019			December 31, 2018
	(in thousands)
Purchased software	$	1,254		$	1,254
Computer equipment and network hardware	105,491			98,884
Furniture, fixtures and office equipment	1,896			1,973
Leasehold improvements	1,589			2,571
Gross property and equipment	110,230			104,682
Accumulated depreciation	(86,563		)	(71,195		)
Net property and equipment	$	23,667		$	33,487

Depreciation expense on property and equipment totaled $21.3 million and $25.0 million for the years ended December 31, 2019 and 2018, respectively. There were no impairment charges to property and equipment for the years ended December 31, 2019 and 2018.

At December 31, 2019, the Company had $21.5 million of ROU assets and no property and equipment under finance leases. At December 31, 2018, the Company had no property and equipment under capital leases.

The Company's property and equipment, net by geographical region was as follows:



	December 31, 2019		December 31, 2018
	(in thousands)
United States	$	14,546	$	24,928
International	9,121		8,559
Total	$	23,667	$	33,487

Internal Use Software Development Costs

12 Months Ended

Dec. 31, 2019

Research and Development [Abstract]

Internal Use Software Development Costs

Internal use software development costs were as follows:



	December 31, 2019			December 31, 2018
	(in thousands)
Internal use software development costs, gross	45,156			$	41,882
Accumulated amortization	(29,103		)	(27,312		)
Internal use software development costs, net	$	16,053		$	14,570

During the years ended December 31, 2019 and 2018, the Company capitalized $9.0 million and $9.0 million, respectively, of internal use software development costs. Amortization expense was $7.5 million and $7.2 million for the years ended December 31, 2019 and 2018, respectively. In the years ended December 31, 2019 and 2018, amortization expense included the write-off of software development costs of $0.5 million and $0.5 million, in the respective periods. Based on the Company’s internal use software development costs at December 31, 2019, estimated amortization expense of $7.5 million, $5.3 million, $2.9 million, and $0.3 million is expected to be recognized in 2020, 2021, 2022, and 2023 respectively.

There were no impairment charges to internal use software development costs for the year ended December 31, 2019 and 2018.

Goodwill and Intangible Assets

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Intangible Assets

oodwill and Intangible Assets

Details of the Company’s goodwill were as follows:



	December 31, 2019
	(in thousands)
Beginning balance	$	—
Additions from the acquisition of RTKio (Note 10)	7,370
Ending balance	$	7,370

The Company’s intangible assets as of December 31, 2019 and 2018 included the following:



	December 31, 2019			December 31, 2018
	(in thousands)
Amortizable intangible assets:
Developed technology	$	19,658		$	16,878
Customer relationships	1,650			—
Non-compete agreements	70			690
Trademarks	20			20
Total identifiable intangible assets, gross	21,398			17,588
Accumulated amortization—intangible assets:
Developed technology	(9,823		)	(6,888		)
Customer relationships	(162		)	—
Non-compete agreements	(7		)	(506		)
Trademarks	(20		)	(20		)
Total accumulated amortization—intangible assets	(10,012		)	(7,414		)
Total identifiable intangible assets, net	$	11,386		$	10,174

Amortization of intangible assets for the years ended December 31, 2019 and 2018 was $3.3 million and $3.2 million, respectively. During the year ended December 31, 2019, the Company wrote off fully amortized intangible assets with a historical cost of $0.7 million.

The estimated remaining amortization expense associated with the Company's intangible assets was as follows as of December 31, 2019:



Fiscal Year	Amount
	(in thousands)
2020	$	4,242
2021	4,073
2022	2,068
2023	556
2024	447
Total	$	11,386

The Company's qualitative assessment in the fourth quarter of 2019 did not indicate that it is more likely than not that the fair value of its goodwill and intangible assets is less than the aggregate carrying amount.

Business Combinations

12 Months Ended

Dec. 31, 2019

Business Combinations [Abstract]

Business Combinations

2019 Acquisition—RTK.io

On October 21, 2019, the Company completed the acquisition of RTK.io for total purchase consideration of $11.4 million, which includes cash paid of $11.0 million, cash acquired of $0.6 million, and a working capital adjustment of $0.2 million. RTK.io is a leading provider of tools and services that bring simplicity and control to header bidding for publishers. RTK’s solution is built on Prebid, the same open source framework as Demand Manager, the header bidding solution the Company launched in May 2019. The primary reason for the acquisition was to acquire technology, know-how, and personnel that will enable the Company to extend its Demand Manager product portfolio and client base. The financial results of RTK.io have been included in the Company's consolidated financial statements since the date of the acquisition.

The major classes of assets and liabilities to which the Company allocated the purchase price were as follows as of the acquisition date:



	Amount
	(in thousands)
Cash and cash equivalents	$	553
Accounts receivable	2,441
Prepaid and other assets	50
Intangible assets	4,520
Goodwill	7,370
Total assets acquired	14,934
Accounts payable and accrued expenses	2,450
Deferred tax liability, net	1,089
Total liabilities assumed	3,539
Total net assets acquired	$	11,395

The following table summarizes the components of the acquired intangible assets and estimated useful lives (in thousands, except for estimated useful life):



	December 31, 2019		Estimated Useful Life
Developed technology	$	2,780	5 years
Customer relationships	1,650		2 years
Non-compete agreements	70		2 years
Trademark & trade name	20		< 0.5 year
Total intangible assets acquired	$	4,520

The intangible assets are amortized on a straight-line basis, which approximates the pattern in which the economic benefits are consumed, over their estimated useful lives. Amortization of developed technology is included in cost of revenue, amortization related to customer relationships is included in sales and marketing, amortization related to non-compete agreements is included in sales and marketing or technology and development, depending on the nature of the employee's job function, and amortization related to trademark and trade name is included in general and administrative.

Goodwill resulting from the acquisition was primarily attributable to acquired workforce, an increase in development capabilities, increased offerings to clients, and enhanced opportunities for growth and innovation. The acquired intangibles and goodwill resulting from the RTK.io acquisition are not amortizable for tax purposes. Pro forma results of operations were not significant to the consolidated results of operations.

The Company does not track RTK.io's expenses on a stand-alone basis, and as a result, the determination of RTK.io post-acquisition operating results on a stand-alone basis was impracticable. The post-acquisition revenue, expenses, and pro forma results of operations were not significant to the consolidated results of operations for the years ended December 31, 2019 and 2018.

2020 Merger—Telaria

On December 19, 2019, the Company entered into an Agreement and Plan of Merger with Telaria, Inc. ("Telaria"), pursuant to which, subject to the approval of the Company's stockholders and Telaria stockholders, the Company and Telaria will combine in an all-stock merger (the "Merger"). At the completion of the Merger, Telaria will become a wholly owned subsidiary of the Company. The Merger will create a combined company offering a single platform for transacting CTV, desktop display, video, audio, and mobile inventory across all geographies and auction types. The Merger has not been completed as of December 31, 2019 and is expected to be completed in early April 2020. Refer to "Item 1. Business" for additional information.

Accounts Payable and Accrued Expenses

12 Months Ended

Dec. 31, 2019

Payables and Accruals [Abstract]

Accounts Payable and Accrued Expense

Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses included the following:



	December 31, 2019		December 31, 2018
	(in thousands)
Accounts payable—seller	$	247,891	$	230,423
Accounts payable—trade	4,822		3,122
Accrued employee-related payables	6,726		6,133
Total	$	259,439	$	239,678

Accumulated Other Comprehensive Loss

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Accumulated Other Comprehensive Loss

Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss) were as follows (in thousands):



	Unrealized Gain (Loss) on Investments, net of tax			Foreign Currency Translation			Accumulated Other Comprehensive Income (Loss)
Balance at December 31, 2017	$	(29	)	$	70		$	41
Other comprehensive income (loss)	27			(327		)	(300		)
Balance at December 31, 2018	(2		)	(257		)	(259		)
Other comprehensive income	2			212			214
Balance at December 31, 2019	$	—		$	(45	)	$	(45	)

Stock-Based Compensation

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

Stock-Based Compensation

In connection with its IPO, the Company implemented its 2014 Equity Incentive Plan, which governs equity awards made to employees and directors of the Company since the IPO. Prior to the IPO, the Company granted equity awards under its 2007 Stock Incentive Plan, which governs equity awards made to employees and contractors prior to the IPO. In November 2014, the Company approved the 2014 Inducement Grant Equity Incentive Plan (the "Inducement Plan"), which governs certain equity awards made to certain employees in connection with commencement of employment. In connection with the Company's acquisitions of Chango Inc. ("Chango"), iSocket, Inc. ("iSocket"), and nToggle, Inc. ("nToggle") it assumed the existing employee equity award plans, the 2009 Chango Stock Option Plan (the "Chango Plan"), the iSocket 2009 Equity Incentive Plan (the "iSocket Plan"), and the nToggle 2014 Equity Incentive Plan (the "nToggle Plan"). All compensatory equity awards outstanding at

December 31, 2019 were issued pursuant to the 2014 Equity Incentive Plan, the iSocket Plan, the Chango Plan, the nToggle Plan, the Inducement Plan, or the Company's 2007 Stock Incentive Plan.

The Company’s equity incentive plans provide for the grant of equity awards, including non-statutory or incentive stock options, restricted stock awards, and restricted stock units, to the Company's employees, officers, directors, and consultants. The Company's board of directors administers the plans. Options outstanding vest based upon continued service at varying rates, but generally over four years from issuance with 25% vesting after one year of service and the remainder vesting monthly thereafter. Restricted stock awards and restricted stock units vest at varying rates, typically approximately 25% vesting after approximately one year of service and the remainder vesting semi-annually thereafter. The restricted stock units granted in 2019 and 2018 included 1.8 million and 2.8 million, respectively, restricted stock units that vest 50% on each of the first and second anniversaries of the grant date. Restricted stock units granted in 2020 will typically have approximately 25% of the award vesting after approximately one year of service and the remainder vesting quarterly thereafter. Options, restricted stock awards, and restricted stock units granted under the plans accelerate under certain circumstances for certain participants upon on a change in control, as defined in the governing plan. No further awards were made under the iSocket Plan, the Chango Plan, or the nToggle Plan from the date of acquisition and no further awards were made under the 2007 Stock Incentive Plan since the IPO. Available shares under the iSocket Plan, the Chango Plan, and the nToggle Plan were rolled into the available share pool under the 2014 Equity Incentive Plan at the time of acquisition of each company, and available shares under the 2007 Stock Incentive Plan were rolled into the available share pool under the 2014 Equity Incentive Plan at the time of the IPO. An aggregate of 3,780,447 shares remained available for future issuance at December 31, 2019 under the plans. The 2014 Equity Incentive Plan has an evergreen provision pursuant to which the share reserve will automatically increase on January 1^st of each year in an amount equal to 5% of the total number of shares of capital stock outstanding on December 31^st of the preceding calendar year, although the Company’s board of directors may provide for a lesser increase, or no increase, in any year. The 2014 Inducement Grant Equity Incentive Plan has a provision pursuant to which the share reserve may be increased at the discretion of the Company's board of directors.

Stock Options

A summary of stock option activity for the year ended December 31, 2019 is as follows:



	Shares Under Option		Weighted- Average Exercise Price		Weighted- Average Contractual Life	Aggregate Intrinsic Value
	(in thousands)					(in thousands)
Outstanding at December 31, 2018	3,488		$	7.06
Granted	1,184		$	4.98
Exercised	(285	)	$	1.99
Expired	(47	)	$	13.36
Forfeited	(78	)	$	2.74
Outstanding at December 31, 2019	4,262		$	6.82	6.9 years	$	11,825
Exercisable at December 31, 2019	2,420		$	8.62	5.6 years	$	4,995

The total intrinsic value of options exercised during the year ended December 31, 2019 was $1.6 million. At December 31, 2019, the Company had unrecognized employee stock-based compensation expense relating to nonvested stock options of approximately $4.0 million, which is expected to be recognized over a weighted-average period of 2.6 years. The weighted-average grant date fair value per share of stock options granted during the year ended December 31, 2019 was $2.85. Total fair value of options vested during the year ended December 31, 2019 was $1.6 million.

The Company estimates the fair value of stock options that contain service and/or performance conditions using the Black-Scholes option pricing model. The weighted-average input assumptions used by the Company were as follows:



	Year Ended
	December 31, 2019		December 31, 2018
Expected term (in years)	6.1		6.0
Risk-free interest rate	2.55	%	2.67	%
Expected volatility	60	%	57	%
Dividend yield	—	%	—	%

Restricted Stock Awards

A summary of restricted stock activity for the year ended December 31, 2019 is as follows:



	Number of Shares		Weighted-Average Grant Date Fair Value
	(in thousands)
Nonvested shares of restricted stock outstanding at December 31, 2018	197		$	12.06
Granted	—		$	—
Canceled	(182	)	$	12.71
Vested	(13	)	$	13.74
Nonvested shares of restricted stock outstanding at December 31, 2019	2		$	13.49

The aggregate fair value of restricted stock awards with service conditions that vested during the year ended December 31, 2019 was $0.1 million. At December 31, 2019, the Company had unrecognized stock-based compensation expense for restricted stock awards with service conditions of $18.9 thousand, which is expected to be recognized over a weighted-average period of 0.4 years.

Restricted Stock Units

A summary of restricted stock unit activity for the year ended December 31, 2019 is as follows:



	Number of Shares		Weighted-Average Grant Date Fair Value
	(in thousands)
Nonvested restricted stock units outstanding at December 31, 2018	6,100		$	3.56
Granted	5,341		$	5.09
Canceled	(506	)	$	3.94
Vested	(2,858	)	$	3.82
Nonvested restricted stock units outstanding at December 31, 2019	8,077		$	4.46

The weighted-average grant date fair value per share of restricted stock units granted during the year ended December 31, 2019 was $5.09. The aggregate fair value of restricted stock units that vested during the year ended December 31, 2019 was $16.6 million. At December 31, 2019, the intrinsic value of nonvested restricted stock units was $65.9 million. At December 31, 2019, the Company had unrecognized stock-based compensation expense relating to nonvested restricted stock units of approximately $26.0 million, which is expected to be recognized over a weighted-average period of 2.1 years.

Employee Stock Purchase Plan

In November 2013, the Company adopted the Company's 2014 Employee Stock Purchase Plan ("ESPP"). The ESPP is designed to enable eligible employees to periodically purchase shares of the Company's common stock at a discount through payroll deductions of up to 10% of their eligible compensation, subject to any plan limitations. At the end of each six-month offering period, employees are able to purchase shares at a price per share equal to 85% of the lower of the fair market value of the Company's common stock on the first trading day of the offering period or on the last trading day of the offering period. Offering periods generally commence and end in May and November of each year.

As of December 31, 2019, the Company has reserved 1,891,813 shares of its common stock for issuance under the ESPP. The ESPP has an evergreen provision pursuant to which the share reserve will automatically increase on January 1^st of each year in an amount equal to 1% of the total number of shares of capital stock outstanding on December 31^st of the preceding calendar year, although the Company’s board of directors may provide for a lesser increase, or no increase, in any year.

Stock-Based Compensation Expense

Total stock-based compensation expense recorded in the consolidated statements of operations was as follows:



	Year Ended
	December 31, 2019		December 31, 2018
	(in thousands)
Cost of revenue	$	421	$	321
Sales and marketing	5,638		4,557
Technology and development	4,757		2,867
General and administrative	8,009		8,139
Restructuring and other exit costs	—		398
Total stock-based compensation expense	$	18,825	$	16,282

Restructuring and Other Exit Costs	12 Months Ended
Restructuring and Other Exit Costs	Dec. 31, 2019
Restructuring and Related Activities [Abstract]
Restructuring and Other Exit Costs	Restructuring and Other Exit CostsIn the first quarter of 2018, the Company announced its restructuring plan to reduce headcount to bring the Company's general and administrative operations into better alignment with the current size of the business and de-layer certain functions, and to reduce its investment in unprofitable projects (the "2018 Restructuring Events"). During the year ended December 31, 2018 the Company incurred restructuring and other exit costs expenses of $3.4 million for severance and one-time termination benefits and as of December 31, 2018, the Company had $0.1 million accrued restructuring and other exit costs remaining and are included within other liabilities on the Company's consolidated balance sheets. No restructuring and other exit costs were incurred during the year ended December 31, 2019, and all remaining accrued costs associated with the 2018 restructuring events were paid in the first quarter of 2019.

Leases

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Leases

The Company adopted ASC 842 as of January 1, 2019. As part of the implementation, the Company recognized its lease liabilities, including the current and non-current portions, within its consolidated balance sheet as of the adoption date, which represents the present value of the Company’s obligation related to the estimated future lease payments. The Company also recognized a right-of-use asset, or ROU asset, which represents the right to use the leased asset over the period of the lease. The ROU asset was calculated as the lease liability less any asset or liability balances that existed at the time of adoption.

The lease term is generally specified in the lease agreement, however certain agreements provide for lease term extensions or early termination options. To determine the period for the estimated future lease payments, the Company evaluates whether it is reasonably certain that it will exercise the option at the commencement date and periodically thereafter. Certain data center lease agreements include one year extension options or month-to-month extension options, and one or more of these extensions have been assumed for each lease that the Company believes to be an integral part of the business in the near term. The lease terms of the Company’s operating leases generally range from 1.0 year to 10.5 years, and the weighted average remaining lease term of leases included in the lease liability is 6.3 years as of December 31, 2019.

To determine the estimated future lease payments, the Company reviews each of its lease agreements to identify the various payment components. For real estate and equipment leases, the Company includes only the actual lease components in its determination of future lease payments, and for its data center leases, includes both the fixed lease and non-lease components in the estimated future lease payments. This typically includes a fixed minimum power commitment that is included in the data center agreements, but it does not include any variable or usage-based additional charges. Once the estimated future lease payments are determined, the Company uses a discount rate to calculate the present value of the future lease payments. Because most of the Company's leases do not provide an implicit rate of return, the Company uses the incremental borrowing rate it would be subject to on borrowings from its available revolving debt agreement based on the information available at the lease commencement date in determining the present value of lease payments. As of December 31, 2019, a weighted average discount rate of 4.65% has been applied to the remaining lease payments to calculate the lease liabilities included within the consolidated balance sheet.

For the year ended December 31, 2019, the Company recognized $7.8 million of lease expense under ASC 842, which included operating lease expenses associated with leases included in the lease liability and ROU asset on the consolidated balance sheet. In addition, for the year ended December 31, 2019, the Company recognized expenses of $10.0 million of cloud-based services related to data centers and $1.2 million of lease expense related to short-term leases that are not included in the ROU asset or lease liability balances.

For the year ended December 31, 2018, the Company recognized rental expenses of $19.7 million under ASC 840, which included expenses related to short-term leases, and also included certain non-lease components including variable capacity related expenses for cloud-based services related to data centers of $7.1 million.

The maturity of the Company's lease liabilities associated with leases included in the lease liability and ROU asset were as follows as of December 31, 2019 (in thousands):



Fiscal Year
2020	$	8,167
2021	4,570
2022	2,429
2023	2,065
2024	1,611
Thereafter	6,880
Total lease payments (undiscounted)	25,722
Less: imputed interest	(3,209		)
Lease liabilities—total (discounted)	$	22,513

The following table summarizes the Company's future minimum lease payments under non-cancelable operating leases and related sublease income at December 31, 2018 based on the lease accounting guidance prior to the adoption of ASC 842:



	2019			2020			2021			2022			2023			Total
	(in thousands)
Operating lease expense	$	6,773		$	3,880		$	1,734		$	1,019		$	597		$	14,003
Operating sublease income	(285		)	(194		)	(194		)	(194		)	(145		)	(1,012		)
Total	$	6,488		$	3,686		$	1,540		$	825		$	452		$	12,991

The Company also received rental income of $0.3 million and $0.8 million for real estate leases for which it subleases the property to a third party during the year ended December 31, 2019 and 2018, respectively.

Income Taxes

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Income Taxes

The following are the domestic and foreign components of the Company’s income (loss) before income taxes for the years ended December 31, 2019 and 2018:



	Year Ended
	December 31, 2019			December 31, 2018
	(in thousands)
Domestic	$	(28,063	)	$	(62,292	)
International	1,073			827
Loss before income taxes	$	(26,990	)	$	(61,465	)

The following are the components of the provision (benefit) for income taxes for the years ended December 31, 2019 and 2018:



	Year Ended
	December 31, 2019			December 31, 2018
	(in thousands)
Current:
Federal	$	(153	)	$	(23	)
State	28			41
Foreign	281			388
Total current provision	156			406
Deferred:
Federal	(762		)	—
State	(174		)	2
Foreign	(732		)	(51		)
Total deferred benefit	(1,668		)	(49		)
Total provision (benefit) for income taxes	$	(1,512	)	$	357

The Company recorded an income tax benefit of $1.5 million for the year ended December 31, 2019 and an income tax expense of $0.4 million for the year ended December 31, 2018. The tax benefit for the year ended December 31, 2019 is the result of a deferred tax liability associated with the RTKio acquisition, the release of a foreign valuation allowance resulting from a change to a cost-plus arrangement for a foreign subsidiary, the domestic valuation allowance and the tax liability associated with foreign subsidiaries.

Set forth below is a reconciliation of the components that caused the Company’s provision (benefit) for income taxes to differ from amounts computed by applying the U.S. Federal statutory rate of 21% for the years ended December 31, 2019 and 2018:



	Year Ended
	December 31, 2019		December 31, 2018
U.S. federal statutory income tax rate	21.0	%	21.0	%
State income taxes, net of federal benefit	(0.1	)%	(0.1	)%
Foreign income (loss) at other than U.S. rates	(4.3	)%	—	%
Stock-based compensation expense	3.5	%	(5.3	)%
Meals and entertainment	(0.9	)%	(0.4	)%
Debt cancellation	—	%	(1.2	)%
Other permanent items	(1.2	)%	(0.5	)%
Change in valuation allowance	(7.5	)%	(14.1	)%
Sec 162(m) officers compensation	(6.3	)%	—	%
Provision to return adjustments	1.4	%	—	%
Effective income tax rate	5.6	%	(0.6	)%

Set forth below are the tax effects of temporary differences that give rise to a significant portion of the deferred tax assets and deferred tax liabilities as of December 31, 2019 and 2018:



	December 31, 2019			December 31, 2018
	(in thousands)
Deferred Tax Assets:
Accrued liabilities	$	1,396		$	916
Stock-based compensation	3,666			2,623
Net operating loss carryovers	75,853			76,098
Tax credit carryovers	13,055			13,206
Other	1,537			1,053
Total deferred tax assets	95,507			93,896
Less valuation allowance	(93,611		)	(90,959		)
Deferred tax assets, net of valuation allowance	1,896			2,937
Deferred Tax Liabilities:
Fixed assets	(570		)	(2,352		)
Intangible assets	(298		)	(152		)
Total deferred tax liabilities	(868		)	(2,504		)
Net deferred tax assets (liability)	$	1,028		$	433

The change in valuation allowance for the years ended December 31, 2019 and 2018 was $2.7 million and $9.2 million, respectively.

At December 31, 2019, the Company had U.S. federal net operating loss carryforwards, or NOLs, of approximately $288.8 million, which will begin to expire in 2027. At December 31, 2019, the Company had state NOLs of approximately $176.2 million, which will begin to expire in 2027. At December 31, 2019, the Company had foreign NOLs of approximately $18.0 million, which will begin to expire in 2026. At December 31, 2019, the Company had federal research and development tax credit carryforwards, or credit carryforwards, of approximately $10.2 million, which will begin to expire in 2027. At December 31, 2019, the Company had state research and development tax credits of approximately $8.0 million, which carry forward indefinitely. No amounts for any federal or state research and development tax credits for the year ended December 31, 2018 or December 31, 2019 are included herein.

Utilization of certain NOLs and credit carryforwards may be subject to an annual limitation due to ownership change limitations set forth in the Internal Revenue Code of 1986, as amended, or the Code, and comparable state income tax laws. Any future annual limitation may result in the expiration of NOLs and credit carryforwards before utilization. A prior ownership change and certain acquisitions resulted in the Company having NOLs subject to insignificant annual limitations.

Additionally, for tax years beginning after December 31, 2017, the Tax Cuts and Jobs Act limits the NOL deduction to 80% of taxable income, repeals carryback of all NOLs arising in a tax year ending after 2017, and permits indefinite carryforward for all such NOLs. NOL’s arising in a tax year ending in or before 2017 can offset 100% of taxable income, are available for carryback, and expire 20 years after they arise.

At December 31, 2019, unremitted earnings of the subsidiaries outside of the United States were approximately $8.6 million, on which the Company previously recorded a transition tax of $0.6 million. The Company’s intention is to indefinitely reinvest these earnings outside the United States. Upon distribution of those earnings in the form of a dividend or otherwise, the Company would be subject to withholding taxes payable to various foreign countries and, potentially, various state taxes. The amounts of such tax liabilities that might be payable upon actual repatriation of foreign earnings, after consideration of corresponding foreign tax credits, are not material.

The following table summarizes the activity related to the unrecognized tax benefits (in thousands):



	Amount
	(in thousands)
Balance as of December 31, 2017	$	5,646
Increases related to 2018 tax positions	—
Decreases related to prior year tax positions	(929		)
Balance as of December 31, 2018	4,717
Increases related to current year tax positions	—
Decreases related to current year tax positions	—
Increases related to prior year tax positions	3
Balance as of December 31, 2019	4,720

Interest and penalties related to the Company’s unrecognized tax benefits accrued at December 31, 2019 and 2018 were not material.

Due to the net operating loss carryforwards, the Company's United States federal and a majority of its state returns are open to examination by the Internal Revenue Service and state jurisdictions for all years since inception. For Canada, Japan, the Netherlands, and the United Kingdom, all tax years remain open for examination by the local country tax authorities, for France only 2017 forward are open for examination, for Singapore 2016 and forward are open for examination, and for Australia, Brazil, and Germany, tax years 2015 and forward are open for examination.

The Company does not expect its uncertain income tax positions to have a material impact on its consolidated financial statements within the next twelve months.

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies Commitments The Company has commitments under non-cancelable operating leases for facilities, certain equipment, and its managed data center facilities (Note 16). As of December 31, 2019 and 2018, the Company had $2.5 million and $2.9 million, respectively, of letters of credit associated with office leases available for borrowing, on which there were no outstanding borrowings as of either date. Guarantees and Indemnification The Company’s agreements with sellers, buyers, and other third parties typically obligate it to provide indemnity and defense for losses resulting from claims of intellectual property infringement, damages to property or persons, business losses, or other liabilities. Generally, these indemnity and defense obligations relate to the Company’s own business operations, obligations, and acts or omissions. However, under some circumstances, the Company agrees to indemnify and defend contract counterparties against losses resulting from their own business operations, obligations, and acts or omissions, or the business operations, obligations, and acts or omissions of third parties. For example, because the Company’s business interposes the Company between buyers and sellers in various ways, buyers often require the Company to indemnify them against acts and omissions of sellers, and sellers often require the Company to indemnify them against acts and omissions of buyers. In addition, the Company’s agreements with sellers, buyers, and other third parties typically include provisions limiting the Company’s liability to the counterparty, and the counterparty’s liability to the Company. These limits sometimes do not apply to certain liabilities, including indemnity obligations. These indemnity and limitation of liability provisions generally survive termination or expiration of the agreements in which they appear. The Company has also entered into indemnification agreements with its directors, executive officers and certain other officers that will require the Company, among other things, to indemnify them against certain liabilities that may arise by reason of their status or service as directors, officers or employees. No material demands have been made upon the Company to provide indemnification under such agreements and there are no claims that the Company is aware of that could have a material effect on the Company’s consolidated financial statements. Litigation The Company and its subsidiaries may from time to time be parties to legal or regulatory proceedings, lawsuits and other claims incident to their business activities and to the Company’s status as a public company. Such matters may include, among other things, assertions of contract breach or intellectual property infringement, claims for indemnity arising in the course of the Company’s business, regulatory investigations or enforcement proceedings, and claims by persons whose employment has been terminated. Such matters are subject to many uncertainties, and outcomes are not predictable with assurance. Consequently, management is unable to ascertain the ultimate aggregate amount of monetary liability, amounts which may be covered by insurance or recoverable from third parties, or the financial impact with respect to such matters as of December 31, 2019. However, based on management’s knowledge as of December 31, 2019, management believes that the final resolution of these matters known at such date, individually and in the aggregate, will not have a material adverse effect upon the Company’s consolidated financial position, results of operations or cash flows. On February 13, 2020, a complaint (captioned Sebatini v. The Rubicon Project, Inc. et al.) was filed in the United States District Court for the District of Delaware by a putative stockholder of Telaria challenging the proposed merger. The complaint names as defendants Rubicon Project, Madison Merger Corp., Telaria, and each member of the Telaria board of directors. The complaint asserts violations of Section 14(a) of the Exchange Act and Rule 14a-9 promulgated thereunder against all defendants other than Rubicon Project and Madison Merger Corp., and asserts violations of Section 20(a) of the Exchange Act against Rubicon Project and the individual defendants. The plaintiff contends that the Registration Statement on Form S-4 filed with the SEC by Rubicon Project on February 7, 2020, and serving as an amended preliminary joint proxy statement/prospectus for the Telaria merger, omitted or misrepresented material information regarding the merger. The complaint seeks injunctive relief, rescission, or rescissory damages, and an award of plaintiff’s costs, including attorneys’ fees and expenses. The Company believes the claims asserted in the complaint are without merit. Employment Contracts The Company has entered into severance agreements with certain employees and officers. The Company may be required to pay severance and accelerate the vesting of certain equity awards in the event of involuntary terminations.

Debt	12 Months Ended
Debt	Dec. 31, 2019
Debt Disclosure [Abstract]
Debt	Debt In September 2018, the Company amended and restated its loan and security agreement with Silicon Valley Bank (the "Loan Agreement"), which was scheduled to expire on September 27, 2018. The Loan Agreement provides a senior secured revolving credit facility of up to $40.0 million with a maturity date of September 26, 2020. The amount available for borrowing as of December 31, 2019 is $40.0 million. The Company incurred $0.1 million of debt issuance fees that were capitalized and are being amortized over the term of the Loan Agreement. An unused revolver fee in the amount of 0.15% per annum of the average unused portion of the revolver line is charged and is payable monthly in arrears. The Company may elect for advances to bear interest calculated by reference to prime or LIBOR. If the Company elects LIBOR, amounts outstanding under the amended credit facility bear interest at a rate per annum equal to LIBOR plus 2.50% if a streamline period applies or LIBOR plus 4.00% if a streamline period does not apply. If the Company elects prime, advances bear interest at a rate of prime plus 0.50% if a streamline period applies or prime plus 2.00% if a streamline period does not apply. A streamline period is any period during which an event of default does not exist and the Company's Adjusted Quick Ratio (as defined in the Loan Agreement) is at least 1.05 for each day in the preceding month. The Loan Agreement is collateralized by security interests in substantially all of the Company's assets. Subject to certain exceptions, the Loan Agreement restricts the Company's ability to, among other things, pay dividends, sell assets, make changes to the nature of the business, engage in mergers or acquisitions, incur, assume or permit to exist, additional indebtedness and guarantees, create or permit to exist, liens, make distributions or redeem or repurchase capital stock, or make other investments, engage in transactions with affiliates, make payments with respect to subordinated debt, and enter into certain transactions without the consent of the financial institution. If a streamline period is not in effect, the Company is required to maintain a lockbox arrangement where clients payments received in the lockbox will immediately reduce the amounts outstanding on the credit facility. The Loan Agreement requires the Company to comply with financial covenants, including a minimum Adjusted Quick Ratio and the achievement of certain Adjusted EBITDA targets. On a monthly basis, or quarterly if there were no advances outstanding during the calendar quarter, the Company is required to maintain a minimum Adjusted Quick Ratio of: (i) 1.00 if the trailing six month adjusted EBITDA is $0 or less, or (ii) 0.90 if the trailing six month adjusted EBITDA is greater than $0. If the Company’s Adjusted Quick Ratio is 1.05 or greater, a streamline period applies. As of December 31, 2019, the Company's Adjusted Quick Ratio was 1.13, which is in compliance with its covenant requirement and is higher than the minimum Adjusted Quick Ratio required to qualify for a streamline period. The Company must also maintain the following trailing twelve month Adjusted EBITDA targets as of the end of each quarter as follows: (1) September 30, 2018 through June 30, 2019 Adjusted EBITDA must be within 20% of the Adjusted EBITDA projections that were delivered to Silicon Valley Bank; (2) September 30, 2019 Adjusted EBITDA of $1 or greater; and (3) December 31, 2019 and thereafter, Adjusted EBITDA of $5.0 million or greater. As of December 31, 2019, the Company was in compliance with the Adjusted EBITDA covenant. The Loan Agreement also includes customary representations and warranties, affirmative covenants, and events of default, including events of default upon a change of control and material adverse change (as defined in the Loan Agreement). Following an event of default, SVB would be entitled to, among other things, accelerate payment of amounts due under the credit facility and exercise all rights of a secured creditor. As of December 31, 2019, there were no amounts outstanding under the Loan Agreement. Future availability under the credit facility is dependent on several factors including the available borrowing base and compliance with future covenant requirements.

Quarterly Financial Data (Unaudited)

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Data (Unaudited)

The following tables set forth the Company's quarterly consolidated statements of operations data for each of the eight quarters in the two-year period ended December 31, 2019. The Company has prepared the quarterly unaudited consolidated statements of operations data on a basis consistent with the audited consolidated financial statements included elsewhere in this Annual Report on Form 10-K. In the opinion of management, the financial information in these tables reflects all adjustments, consisting only of normal recurring adjustments, which management considers necessary for a fair statement of this data. This information should be read in conjunction with the audited consolidated financial statements and related notes included elsewhere in this Annual Report on Form 10-K. The results of historical periods are not necessarily indicative of the results for any future period.



	Three Months Ended
	Mar. 31, 2018			June 30, 2018			Sept. 30, 2018			Dec. 31, 2018			Mar. 31, 2019			June 30, 2019			Sept. 30, 2019			Dec. 31, 2019
	(in thousands, except per share amounts)
Revenue	$	24,876		$	28,648		$	29,729		$	41,432		$	32,416		$	37,870		$	37,642		$	48,486
Expenses:
Cost of revenue	14,783			15,044			14,687			15,489			15,116			15,085			13,869			13,321
Sales and marketing	12,257			11,135			10,654			10,510			10,592			11,519			11,040			11,414
Technology and development	10,494			9,245			9,299			8,825			9,716			9,839			10,293			10,421
General and administrative	12,544			11,441			9,355			9,091			10,280			10,027			9,121			12,344
Restructuring and other exit costs	2,466			974			—			—			—			—			—			—
Total expenses	52,544			47,839			43,995			43,915			45,704			46,470			44,323			47,500
Income (loss) from operations	(27,668		)	(19,191		)	(14,266		)	(2,483		)	(13,288		)	(8,600		)	(6,681		)	986
Other (income) expense, net	73			(1,281		)	(558		)	(377		)	(34		)	(403		)	(562		)	406
Income (loss) before income taxes	(27,741		)	(17,910		)	(13,708		)	(2,106		)	(13,254		)	(8,197		)	(6,119		)	580
Provision (benefit) for income taxes	75			74			84			124			(708		)	84			55			(943		)
Net income (loss)	$	(27,816	)	$	(17,984	)	$	(13,792	)	$	(2,230	)	$	(12,546	)	$	(8,281	)	$	(6,174	)	$	1,523
Net income (loss) per share:
Basic	$	(0.56	)	$	(0.36	)	$	(0.27	)	$	(0.04	)	$	(0.24	)	$	(0.16	)	$	(0.12	)	$	0.03
Diluted	$	(0.56	)	$	(0.36	)	$	(0.27	)	$	(0.04	)	$	(0.24	)	$	(0.16	)	$	(0.12	)	$	0.03
Weighted-average shares used to compute net income (loss) per share:
Basic	49,692			50,071			50,513			50,746			51,577			52,358			53,023			53,473
Diluted	49,692			50,071			50,513			50,746			51,577			52,358			53,023			59,595

Related Party Transaction	12 Months Ended
Related Party Transaction	Dec. 31, 2019
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions As of December 31, 2019 and 2018, there were no holders of more than 10% of the Company’s outstanding common stock that were considered to be related parties. During the years ended December 31, 2019 and 2018, the Company did not enter into transactions with any of its related parties.

Organization and Summary of Significant Accounting Policies (Policies)

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Basis of Consolidation

Segments

Use of Estimates

results may differ materially from those estimates under different assumptions or circumstances.

Revenue Recognition

Cost of Revenue

Sales and Marketing

Technology and Development

with technology and development functions from its business acquisitions over their estimated useful lives.

General and Administrative

Restructuring and Other Exit Costs

Stock-Based Compensation

The assumptions and estimates used in the Black-Scholes pricing model are as follows:

Fair Value of Common Stock. The fair value of common stock is based on the closing price of the Company's common stock as reported on the NYSE on the grant date.

Income Taxes

Capital Stock

Net Income (Loss) Per Share Attributable to Common Stockholders

Comprehensive Income (Loss)

Cash, Cash Equivalents, and Restricted Cash

Cash, Cash Equivalents, and Marketable Securities

The Company invests excess cash primarily in money market funds, corporate debt securities, and highly liquid debt instruments of the U.S. government and its agencies.

Restricted Cash

Marketable Securities

The Company classifies investments held in money market funds as cash equivalents because the money market funds have weighted-average maturities at the date of purchase of less than 90 days. Investments held in U.S. government and agency bonds and corporate debt securities with stated maturities of less than one year are classified as short-term investments included in marketable securities and prepaid expenses and other current assets. Investments held in U.S. government and agency bonds and corporate debt securities with stated maturities of over a year are classified as long-term investments included in other assets, non-current on the Company’s consolidated balance sheets, as the Company does not expect to redeem or sell these securities within one year from the balance sheet date.

Accounts Receivable Allowance for Doubtful Accounts

Property and Equipment, Net



	Years
Computer equipment and network hardware	3
Furniture, fixtures and office equipment	5 to 7
Leasehold improvements	Shorter of useful life or life of lease
Computer equipment under leases	Shorter of useful life or life of lease

Internal Use Software Development Costs

The Company does not transfer ownership of its software, or lease its software, to third parties.

Intangible Assets

The Company’s intangible assets are being amortized over their estimated useful lives as follows:



	Years
Developed technology	3 to 5
Client relationships	2 to 3
Non-compete agreements	2 to 3
Other intangible assets	0.5 to 1.5

Impairment of Long-Lived Assets including Internal Use Capitalized Software Costs

Business Combinations

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

The Company operates as a single operating segment and has identified a single reporting unit.

Operating and Finance Leases

Fair Value of Financial Instruments

Concentration of Risk

Accounts receivable include amounts due from buyers with principal operations primarily in the United States. The Company performs ongoing credit evaluations of its buyers.

Foreign Currency Transactions and Translation

Recently Adopted Accounting Pronouncements and Recent Accounting Pronouncements

Recent Accounting Pronouncements

Net Income (Loss) Per Share (Tables)

12 Months Ended

Dec. 31, 2019

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following table presents the basic and diluted net loss per share:



	Year Ended
	December 31, 2019			December 31, 2018
Basic and Diluted EPS:
Net loss	$	(25,478	)	$	(61,822	)
Weighted-average common shares outstanding	52,634			50,602
Weighted-average unvested restricted shares	(20)			(343)
Weighted-average common shares outstanding used to compute net loss per share	52,614			50,259
Basic and diluted net loss per share	$	(0.48	)	$	(1.23	)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share



	Year Ended
	December 31, 2019	December 31, 2018
	(in thousands)
Options to purchase common stock	793	128
Unvested restricted stock awards	13	218
Unvested restricted stock units	4,211	2,029
ESPP	34	55
Total shares excluded from net loss per share	5,051	2,430

Organization and Summary of Significant Accounting Policies (Tables)

12 Months Ended

Dec. 31, 2019

Accounting Policies [Abstract]

Property, Plant and Equipment

The estimated useful lives of the Company’s property and equipment are as follows:



	Years
Computer equipment and network hardware	3
Furniture, fixtures and office equipment	5 to 7
Leasehold improvements	Shorter of useful life or life of lease
Computer equipment under leases	Shorter of useful life or life of lease

Major classes of property and equipment were as follows:



	December 31, 2019			December 31, 2018
	(in thousands)
Purchased software	$	1,254		$	1,254
Computer equipment and network hardware	105,491			98,884
Furniture, fixtures and office equipment	1,896			1,973
Leasehold improvements	1,589			2,571
Gross property and equipment	110,230			104,682
Accumulated depreciation	(86,563		)	(71,195		)
Net property and equipment	$	23,667		$	33,487

The Company's property and equipment, net by geographical region was as follows:



	December 31, 2019		December 31, 2018
	(in thousands)
United States	$	14,546	$	24,928
International	9,121		8,559
Total	$	23,667	$	33,487

Finite-lived Intangible Assets Amortization

The Company’s intangible assets are being amortized over their estimated useful lives as follows:



	Years
Developed technology	3 to 5
Client relationships	2 to 3
Non-compete agreements	2 to 3
Other intangible assets	0.5 to 1.5

Revenues (Tables)

12 Months Ended

Dec. 31, 2019

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue

The following table presents our revenue by channel for the years ended December 31, 2019 and 2018:



	Year Ended
	December 31, 2019				December 31, 2018

Channel:
Desktop	$	68,302	44	%	$	59,039	47	%
Mobile	88,112		56		65,646		53
Total	$	156,414	100	%	$	124,685	100	%

The following table presents the Company's revenue disaggregated by geographic location, based on the location of the Company's sellers:



	Year Ended
	December 31, 2019		December 31, 2018
	(in thousands)
United States	$	108,385	$	83,020
International	48,029		41,665
Total	$	156,414	$	124,685

Fair Value Measurements (Tables)

12 Months Ended

Dec. 31, 2019

Fair Value Disclosures [Abstract]

Fair Value, Assets Measured on Recurring Basis

The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at December 31, 2019:



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
Cash equivalents	$	13,501	$	13,501	$	—	$	—

The table below sets forth a summary of financial instruments that are measured at fair value on a recurring basis at December 31, 2018:



	Total		Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)
	(in thousands)
Cash equivalents	$	13,692	$	13,692	$	—	$	—
U.S. Treasury, government and agency debt securities	$	7,524	$	7,524	$	—	$	—

Investments (Tables)

12 Months Ended

Dec. 31, 2019

Investments, Fair Value Disclosure [Abstract]

Investments in Marketable Securities

Investments in marketable securities as of December 31, 2018 consisted of the following:



	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value
	(in thousands)
Available-for-sale—short-term:
U.S. Treasury, government and agency debt securities	$	7,526	$	—	$	(2	)	$	7,524

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2019

Property, Plant and Equipment [Abstract]

Property, Plant and Equipment

The estimated useful lives of the Company’s property and equipment are as follows:



	Years
Computer equipment and network hardware	3
Furniture, fixtures and office equipment	5 to 7
Leasehold improvements	Shorter of useful life or life of lease
Computer equipment under leases	Shorter of useful life or life of lease

Major classes of property and equipment were as follows:



	December 31, 2019			December 31, 2018
	(in thousands)
Purchased software	$	1,254		$	1,254
Computer equipment and network hardware	105,491			98,884
Furniture, fixtures and office equipment	1,896			1,973
Leasehold improvements	1,589			2,571
Gross property and equipment	110,230			104,682
Accumulated depreciation	(86,563		)	(71,195		)
Net property and equipment	$	23,667		$	33,487

The Company's property and equipment, net by geographical region was as follows:



	December 31, 2019		December 31, 2018
	(in thousands)
United States	$	14,546	$	24,928
International	9,121		8,559
Total	$	23,667	$	33,487

Internal Use Software Development Costs (Tables)

12 Months Ended

Dec. 31, 2019

Research and Development [Abstract]

Schedule Of Internal Use Software Costs

Internal use software development costs were as follows:



	December 31, 2019			December 31, 2018
	(in thousands)
Internal use software development costs, gross	45,156			$	41,882
Accumulated amortization	(29,103		)	(27,312		)
Internal use software development costs, net	$	16,053		$	14,570

Goodwill and Intangible Assets (Tables)

12 Months Ended

Dec. 31, 2019

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Goodwill

Details of the Company’s goodwill were as follows:



	December 31, 2019
	(in thousands)
Beginning balance	$	—
Additions from the acquisition of RTKio (Note 10)	7,370
Ending balance	$	7,370

Schedule of Finite-Lived Intangible Assets

The Company’s intangible assets as of December 31, 2019 and 2018 included the following:



	December 31, 2019			December 31, 2018
	(in thousands)
Amortizable intangible assets:
Developed technology	$	19,658		$	16,878
Customer relationships	1,650			—
Non-compete agreements	70			690
Trademarks	20			20
Total identifiable intangible assets, gross	21,398			17,588
Accumulated amortization—intangible assets:
Developed technology	(9,823		)	(6,888		)
Customer relationships	(162		)	—
Non-compete agreements	(7		)	(506		)
Trademarks	(20		)	(20		)
Total accumulated amortization—intangible assets	(10,012		)	(7,414		)
Total identifiable intangible assets, net	$	11,386		$	10,174

Schedule of Finite-Lived Intangible Assets, Future Amortization Expense

The estimated remaining amortization expense associated with the Company's intangible assets was as follows as of December 31, 2019:



Fiscal Year	Amount
	(in thousands)
2020	$	4,242
2021	4,073
2022	2,068
2023	556
2024	447
Total	$	11,386

Business Combinations (Tables)

12 Months Ended

Dec. 31, 2019

Business Combinations [Abstract]

Schedule of Business Acquisitions, by Acquisition

The major classes of assets and liabilities to which the Company allocated the purchase price were as follows as of the acquisition date:



	Amount
	(in thousands)
Cash and cash equivalents	$	553
Accounts receivable	2,441
Prepaid and other assets	50
Intangible assets	4,520
Goodwill	7,370
Total assets acquired	14,934
Accounts payable and accrued expenses	2,450
Deferred tax liability, net	1,089
Total liabilities assumed	3,539
Total net assets acquired	$	11,395

Schedule of Finite-lived Intangible Assets Acquired as Part of Business Combination

The following table summarizes the components of the acquired intangible assets and estimated useful lives (in thousands, except for estimated useful life):



	December 31, 2019		Estimated Useful Life
Developed technology	$	2,780	5 years
Customer relationships	1,650		2 years
Non-compete agreements	70		2 years
Trademark & trade name	20		< 0.5 year
Total intangible assets acquired	$	4,520

Accounts Payable and Accrued Expenses (Tables)

12 Months Ended

Dec. 31, 2019

Payables and Accruals [Abstract]

Schedule of Accounts Payable and Accrued Liabilities

Accounts payable and accrued expenses included the following:



	December 31, 2019		December 31, 2018
	(in thousands)
Accounts payable—seller	$	247,891	$	230,423
Accounts payable—trade	4,822		3,122
Accrued employee-related payables	6,726		6,133
Total	$	259,439	$	239,678

Accumulated Other Comprehensive Loss (Tables)

12 Months Ended

Dec. 31, 2019

Equity [Abstract]

Schedule of Accumulated Other Comprehensive Income (Loss)

The components of accumulated other comprehensive income (loss) were as follows (in thousands):



	Unrealized Gain (Loss) on Investments, net of tax			Foreign Currency Translation			Accumulated Other Comprehensive Income (Loss)
Balance at December 31, 2017	$	(29	)	$	70		$	41
Other comprehensive income (loss)	27			(327		)	(300		)
Balance at December 31, 2018	(2		)	(257		)	(259		)
Other comprehensive income	2			212			214
Balance at December 31, 2019	$	—		$	(45	)	$	(45	)

Stock-Based Compensation (Tables)

12 Months Ended

Dec. 31, 2019

Share-based Payment Arrangement [Abstract]

Schedule of Share-based Compensation, Stock Options, Activity

A summary of stock option activity for the year ended December 31, 2019 is as follows:



	Shares Under Option		Weighted- Average Exercise Price		Weighted- Average Contractual Life	Aggregate Intrinsic Value
	(in thousands)					(in thousands)
Outstanding at December 31, 2018	3,488		$	7.06
Granted	1,184		$	4.98
Exercised	(285	)	$	1.99
Expired	(47	)	$	13.36
Forfeited	(78	)	$	2.74
Outstanding at December 31, 2019	4,262		$	6.82	6.9 years	$	11,825
Exercisable at December 31, 2019	2,420		$	8.62	5.6 years	$	4,995

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions



	Year Ended
	December 31, 2019		December 31, 2018
Expected term (in years)	6.1		6.0
Risk-free interest rate	2.55	%	2.67	%
Expected volatility	60	%	57	%
Dividend yield	—	%	—	%

Nonvested Restricted Stock Shares Activity

A summary of restricted stock activity for the year ended December 31, 2019 is as follows:



	Number of Shares		Weighted-Average Grant Date Fair Value
	(in thousands)
Nonvested shares of restricted stock outstanding at December 31, 2018	197		$	12.06
Granted	—		$	—
Canceled	(182	)	$	12.71
Vested	(13	)	$	13.74
Nonvested shares of restricted stock outstanding at December 31, 2019	2		$	13.49

Schedule of Nonvested Restricted Stock Units Activity

A summary of restricted stock unit activity for the year ended December 31, 2019 is as follows:



	Number of Shares		Weighted-Average Grant Date Fair Value
	(in thousands)
Nonvested restricted stock units outstanding at December 31, 2018	6,100		$	3.56
Granted	5,341		$	5.09
Canceled	(506	)	$	3.94
Vested	(2,858	)	$	3.82
Nonvested restricted stock units outstanding at December 31, 2019	8,077		$	4.46

Schedule of Compensation Cost for Share-based Payment Arrangements, Allocation of Share-based Compensation Costs for all Plans

Total stock-based compensation expense recorded in the consolidated statements of operations was as follows:



	Year Ended
	December 31, 2019		December 31, 2018
	(in thousands)
Cost of revenue	$	421	$	321
Sales and marketing	5,638		4,557
Technology and development	4,757		2,867
General and administrative	8,009		8,139
Restructuring and other exit costs	—		398
Total stock-based compensation expense	$	18,825	$	16,282

Leases (Tables)

12 Months Ended

Dec. 31, 2019

Leases [Abstract]

Schedules of Maturity of Lease Liabilities

The maturity of the Company's lease liabilities associated with leases included in the lease liability and ROU asset were as follows as of December 31, 2019 (in thousands):



Fiscal Year
2020	$	8,167
2021	4,570
2022	2,429
2023	2,065
2024	1,611
Thereafter	6,880
Total lease payments (undiscounted)	25,722
Less: imputed interest	(3,209		)
Lease liabilities—total (discounted)	$	22,513

Schedule of Future Minimum Rental Payments for Operating Leases



	2019			2020			2021			2022			2023			Total
	(in thousands)
Operating lease expense	$	6,773		$	3,880		$	1,734		$	1,019		$	597		$	14,003
Operating sublease income	(285		)	(194		)	(194		)	(194		)	(145		)	(1,012		)
Total	$	6,488		$	3,686		$	1,540		$	825		$	452		$	12,991

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2019

Income Tax Disclosure [Abstract]

Schedule of Income before Income Tax, Domestic and Foreign

The following are the domestic and foreign components of the Company’s income (loss) before income taxes for the years ended December 31, 2019 and 2018:



	Year Ended
	December 31, 2019			December 31, 2018
	(in thousands)
Domestic	$	(28,063	)	$	(62,292	)
International	1,073			827
Loss before income taxes	$	(26,990	)	$	(61,465	)

Schedule of Components of Income Tax Expense (Benefit)

The following are the components of the provision (benefit) for income taxes for the years ended December 31, 2019 and 2018:



	Year Ended
	December 31, 2019			December 31, 2018
	(in thousands)
Current:
Federal	$	(153	)	$	(23	)
State	28			41
Foreign	281			388
Total current provision	156			406
Deferred:
Federal	(762		)	—
State	(174		)	2
Foreign	(732		)	(51		)
Total deferred benefit	(1,668		)	(49		)
Total provision (benefit) for income taxes	$	(1,512	)	$	357

Schedule of Effective Income Tax Rate Reconciliation



	Year Ended
	December 31, 2019		December 31, 2018
U.S. federal statutory income tax rate	21.0	%	21.0	%
State income taxes, net of federal benefit	(0.1	)%	(0.1	)%
Foreign income (loss) at other than U.S. rates	(4.3	)%	—	%
Stock-based compensation expense	3.5	%	(5.3	)%
Meals and entertainment	(0.9	)%	(0.4	)%
Debt cancellation	—	%	(1.2	)%
Other permanent items	(1.2	)%	(0.5	)%
Change in valuation allowance	(7.5	)%	(14.1	)%
Sec 162(m) officers compensation	(6.3	)%	—	%
Provision to return adjustments	1.4	%	—	%
Effective income tax rate	5.6	%	(0.6	)%

Schedule of Deferred Tax Assets and Liabilities

Set forth below are the tax effects of temporary differences that give rise to a significant portion of the deferred tax assets and deferred tax liabilities as of December 31, 2019 and 2018:



	December 31, 2019			December 31, 2018
	(in thousands)
Deferred Tax Assets:
Accrued liabilities	$	1,396		$	916
Stock-based compensation	3,666			2,623
Net operating loss carryovers	75,853			76,098
Tax credit carryovers	13,055			13,206
Other	1,537			1,053
Total deferred tax assets	95,507			93,896
Less valuation allowance	(93,611		)	(90,959		)
Deferred tax assets, net of valuation allowance	1,896			2,937
Deferred Tax Liabilities:
Fixed assets	(570		)	(2,352		)
Intangible assets	(298		)	(152		)
Total deferred tax liabilities	(868		)	(2,504		)
Net deferred tax assets (liability)	$	1,028		$	433

Schedule of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns Roll Forward

The following table summarizes the activity related to the unrecognized tax benefits (in thousands):



	Amount
	(in thousands)
Balance as of December 31, 2017	$	5,646
Increases related to 2018 tax positions	—
Decreases related to prior year tax positions	(929		)
Balance as of December 31, 2018	4,717
Increases related to current year tax positions	—
Decreases related to current year tax positions	—
Increases related to prior year tax positions	3
Balance as of December 31, 2019	4,720

Quarterly Financial Data (Unaudited) (Tables)

12 Months Ended

Dec. 31, 2019

Quarterly Financial Information Disclosure [Abstract]

Quarterly Financial Data (Unaudited)

The results of historical periods are not necessarily indicative of the results for any future period.



	Three Months Ended
	Mar. 31, 2018			June 30, 2018			Sept. 30, 2018			Dec. 31, 2018			Mar. 31, 2019			June 30, 2019			Sept. 30, 2019			Dec. 31, 2019
	(in thousands, except per share amounts)
Revenue	$	24,876		$	28,648		$	29,729		$	41,432		$	32,416		$	37,870		$	37,642		$	48,486
Expenses:
Cost of revenue	14,783			15,044			14,687			15,489			15,116			15,085			13,869			13,321
Sales and marketing	12,257			11,135			10,654			10,510			10,592			11,519			11,040			11,414
Technology and development	10,494			9,245			9,299			8,825			9,716			9,839			10,293			10,421
General and administrative	12,544			11,441			9,355			9,091			10,280			10,027			9,121			12,344
Restructuring and other exit costs	2,466			974			—			—			—			—			—			—
Total expenses	52,544			47,839			43,995			43,915			45,704			46,470			44,323			47,500
Income (loss) from operations	(27,668		)	(19,191		)	(14,266		)	(2,483		)	(13,288		)	(8,600		)	(6,681		)	986
Other (income) expense, net	73			(1,281		)	(558		)	(377		)	(34		)	(403		)	(562		)	406
Income (loss) before income taxes	(27,741		)	(17,910		)	(13,708		)	(2,106		)	(13,254		)	(8,197		)	(6,119		)	580
Provision (benefit) for income taxes	75			74			84			124			(708		)	84			55			(943		)
Net income (loss)	$	(27,816	)	$	(17,984	)	$	(13,792	)	$	(2,230	)	$	(12,546	)	$	(8,281	)	$	(6,174	)	$	1,523
Net income (loss) per share:
Basic	$	(0.56	)	$	(0.36	)	$	(0.27	)	$	(0.04	)	$	(0.24	)	$	(0.16	)	$	(0.12	)	$	0.03
Diluted	$	(0.56	)	$	(0.36	)	$	(0.27	)	$	(0.04	)	$	(0.24	)	$	(0.16	)	$	(0.12	)	$	0.03
Weighted-average shares used to compute net income (loss) per share:
Basic	49,692			50,071			50,513			50,746			51,577			52,358			53,023			53,473
Diluted	49,692			50,071			50,513			50,746			51,577			52,358			53,023			59,595

Net Income (Loss) Per Share (Basic and Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018
Basic and Diluted EPS:
Net loss	$ 1,523	$ (6,174)	$ (8,281)	$ (12,546)	$ (2,230)	$ (13,792)	$ (17,984)	$ (27,816)	$ (25,478)	$ (61,822)
Weighted-average common shares outstanding									52,634	50,602
Weighted-average unvested restricted shares									(20)	(343)
Weighted-average common shares outstanding used to compute net loss per share									52,614	50,259
Basic and diluted net loss per share (usd per share)									$ (0.48)	$ (1.23)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

Net Income (Loss) Per Share (Shares Excluded and Included in Calculation of Diluted Earnings Per Share) (Details) - shares shares in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net income (loss) per share	5,051	2,430
Options to purchase common stock
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net income (loss) per share	793	128
Unvested restricted stock awards
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net income (loss) per share	13	218
Unvested restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net income (loss) per share	4,211	2,029
ESPP
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Total shares excluded from net income (loss) per share	34	55

Organization and Summary of Significant Accounting Policies - Narrative (Details)	12 Months Ended
	Dec. 31, 2019 USD ($) segment shares	Dec. 31, 2018 USD ($) shares	Jan. 01, 2019 USD ($)
Accounting Policies [Abstract]
Number of operating segments \| segment	1
Concentration Risk [Line Items]
Lease liabilities—total (discounted)	$ 22,513,000
Right of use lease asset	$ 21,491,000
Revenues, percent	100.00%	100.00%
Share-based compensation arrangement by share-based payment award, award requisite service period	4 years
Common stock, shares authorized \| shares	500,000,000	500,000,000
Preferred stock, shares authorized \| shares	10,000,000	10,000,000
Share-based compensation arrangement by share-based payment award, number of shares authorized \| shares	18,014,777
Restricted cash	$ 0	$ 0
Accounts receivable, allowance for credit loss	3,400,000	1,300,000
Accounts receivable, allowance for credit loss, writeoff	$ (3,300,000)	$ (600,000)
Customer one \| Customer concentration risk, accounts receivable
Concentration Risk [Line Items]
Revenues, percent	23.00%	21.00%
Customer two \| Customer concentration risk, accounts receivable
Concentration Risk [Line Items]
Revenues, percent	17.00%	13.00%
Measurement input, expected dividend payment
Concentration Risk [Line Items]
Alternative investment, measurement input	0
Accounting Standards Update 2016-02
Concentration Risk [Line Items]
Lease liabilities—total (discounted)			$ 15,600,000
Right of use lease asset			$ 14,300,000

Organization and Summary of Significant Accounting Policies - Property and Equipment (Details)	12 Months Ended
	Dec. 31, 2019
Computer equipment and network hardware
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	3 years
Furniture, fixtures and office equipment \| Minimum
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	5 years
Furniture, fixtures and office equipment \| Maximum
Property, Plant and Equipment [Line Items]
Property, plant and equipment, useful life	7 years

Organization and Summary of Significant Accounting Policies - Intangible Assets (Details)	12 Months Ended
	Dec. 31, 2019
Minimum \| Developed technology
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	3 years
Minimum \| Client relationships
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	2 years
Minimum \| Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	2 years
Minimum \| Other intangible assets
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	6 months
Maximum \| Developed technology
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	5 years
Maximum \| Client relationships
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	3 years
Maximum \| Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	3 years
Maximum \| Other intangible assets
Finite-Lived Intangible Assets [Line Items]
Finite-Lived Intangible Asset, Useful Life	1 year 6 months

Revenues (Details)	12 Months Ended
Revenues (Details)	Dec. 31, 2019
Revenue from Contract with Customer [Abstract]
Payment terms	75 days

Revenues (Revenue Disaggregated by Sales Distribution Channel) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Disaggregation of Revenue [Line Items]
Revenues	$ 156,414	$ 124,685
Revenues, percent	100.00%	100.00%
Desktop
Disaggregation of Revenue [Line Items]
Revenues	$ 68,302	$ 59,039
Revenues, percent	44.00%	47.00%
Mobile
Disaggregation of Revenue [Line Items]
Revenues	$ 88,112	$ 65,646
Revenues, percent	56.00%	53.00%

Revenues (Revenue Disaggregated by Geographic Location) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Disaggregation of Revenue [Line Items]
Revenues	$ 156,414	$ 124,685
United States
Disaggregation of Revenue [Line Items]
Revenues	108,385	83,020
International
Disaggregation of Revenue [Line Items]
Revenues	$ 48,029	$ 41,665

Fair Value Measurements (Financial Instruments) (Details) - Recurring - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Cash equivalents
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	$ 13,501	$ 13,692
Cash equivalents \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	13,501	13,692
Cash equivalents \| Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	0	0
Cash equivalents \| Significant Unobservable Inputs (Level 3)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	$ 0	0
U.S. Treasury, government and agency debt securities
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale securities		7,524
U.S. Treasury, government and agency debt securities \| Quoted Prices in Active Markets for Identical Assets (Level 1)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale securities		7,524
U.S. Treasury, government and agency debt securities \| Significant Other Observable Inputs (Level 2)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale securities		0
U.S. Treasury, government and agency debt securities \| Significant Unobservable Inputs (Level 3)
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Available-for-sale securities		$ 0

Fair Value Measurements (Narrative) (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Cash equivalents \| Recurring
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cash equivalents	$ 13,501	$ 13,692

Investments - Investments in Marketable Securities (Details) - Available-for-sale—short-term - U.S. Treasury, government and agency debt securities $ in Thousands	Dec. 31, 2019 USD ($)
Debt Securities, Available-for-sale [Line Items]
Amortized Cost	$ 7,526
Gross Unrealized Gains	0
Gross Unrealized Losses	(2)
Fair Value	$ 7,524

Investments - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
Investments - Narrative (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Investments, Fair Value Disclosure [Abstract]
Maturities of available-for-sale securities	$ 7,500	$ 62,650
Sales of available-for-sale securities	$ 0	$ 9,228

Property and Equipment (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 110,230	$ 104,682
Accumulated depreciation	(86,563)	(71,195)
Property and equipment, net	23,667	33,487
United States
Property, Plant and Equipment [Line Items]
Property and equipment, net	14,546	24,928
International
Property, Plant and Equipment [Line Items]
Property and equipment, net	9,121	8,559
Purchased software
Property, Plant and Equipment [Line Items]
Gross property and equipment	1,254	1,254
Computer equipment and network hardware
Property, Plant and Equipment [Line Items]
Gross property and equipment	105,491	98,884
Furniture, fixtures and office equipment
Property, Plant and Equipment [Line Items]
Gross property and equipment	1,896	1,973
Leasehold improvements
Property, Plant and Equipment [Line Items]
Gross property and equipment	$ 1,589	$ 2,571

Property and Equipment (Narrative) (Details) - USD ($)	12 Months Ended
Property and Equipment (Narrative) (Details) - USD ($)	Dec. 31, 2019	Dec. 31, 2018
Property, Plant and Equipment [Abstract]
Depreciation expense on property and equipment	$ 21,300,000	$ 25,000,000.0
Impairment of long-lived assets	0	0
Right of use lease asset	$ 21,491,000
Property and equipment under finance leases		0
Property and equipment under capital leases		$ 0

Internal Use Software Development Costs (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Research and Development [Abstract]
Internal use software development costs, gross	$ 45,156	$ 41,882
Accumulated amortization	(29,103)	(27,312)
Internal use software development costs, net	$ 16,053	$ 14,570

Internal Use Software Development Costs (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Research and Development [Abstract]
Capitalized computer software, additions	$ 9.0	$ 9.0
Capitalized computer software, amortization	7.5	7.2
Internal use software development costs, write-offs	0.5	0.5
Estimated amortization expense, 2020	7.5
Estimated amortization expense, 2021	5.3
Estimated amortization expense, 2022	2.9
Estimated amortization expense, 2023	0.3
Capitalized computer software impairments	$ 0.0	$ 0.0

Goodwill and Intangible Assets (Goodwill Activity) (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)
Goodwill [Roll Forward]
Beginning balance	$ 0
Additions from the acquisition of RTKio (Note 10)	7,370
Ending balance	$ 7,370

Goodwill and Intangible Assets (Finite-Lived Intangible Assets) (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets:	$ 21,398	$ 17,588
Accumulated amortization—intangible assets:	(10,012)	(7,414)
Total	11,386	10,174
Developed technology
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets:	19,658	16,878
Accumulated amortization—intangible assets:	(9,823)	(6,888)
Client relationships
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets:	1,650	0
Accumulated amortization—intangible assets:	(162)	0
Non-compete agreements
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets:	70	690
Accumulated amortization—intangible assets:	(7)	(506)
Trademarks
Finite-Lived Intangible Assets [Line Items]
Amortizable intangible assets:	20	20
Accumulated amortization—intangible assets:	$ (20)	$ (20)

Goodwill and Intangible Assets (Narrative) (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
Amortization expense of intangible assets	$ 3.3	$ 3.2
Historical cost	$ 0.7

Goodwill and Intangible Assets (Finite-Lived Intangible Assets, Future Amortization Expense) (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Goodwill and Intangible Assets Disclosure [Abstract]
2020	$ 4,242
2021	4,073
2022	2,068
2023	556
2024	447
Total	$ 11,386	$ 10,174

Business Combinations - Narrative (Details) - USD ($) $ in Thousands		12 Months Ended
	Oct. 21, 2019	Dec. 31, 2019	Dec. 31, 2018
Business Acquisition [Line Items]
Acquisitions, net of cash acquired		$ 11,000	$ 0
RTK
Business Acquisition [Line Items]
Purchase consideration	$ 11,400
Acquisitions, net of cash acquired	11,000
Cash acquired from acquisition	600
Working capital adjustment	$ (200)

Business Combinations - Allocation of Total Purchase Considerations (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Oct. 21, 2019	Dec. 31, 2018
Business Acquisition [Line Items]
Goodwill	$ 7,370		$ 0
RTK
Business Acquisition [Line Items]
Cash and cash equivalents		$ 553
Accounts receivable		2,441
Prepaid and other assets		50
Intangible assets		4,520
Goodwill		7,370
Total assets acquired		14,934
Accounts payable and accrued expenses		2,450
Deferred tax liability, net		1,089
Total liabilities assumed		3,539
Total net assets acquired		$ 11,395

Business Combinations - Acquired Intangible Assets and Estimated Useful Lives (Details) - RTK $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($)
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired	$ 4,520
Developed technology
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired	$ 2,780
Estimated Useful Life	5 years
Customer relationships
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired	$ 1,650
Estimated Useful Life	2 years
Non-compete agreements
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired	$ 70
Estimated Useful Life	2 years
Trademark & trade name
Acquired Finite-Lived Intangible Assets [Line Items]
Finite-lived intangible assets acquired	$ 20
Estimated Useful Life	6 months

Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Payables and Accruals [Abstract]
Accounts payable—seller	$ 247,891	$ 230,423
Accounts payable—trade	4,822	3,122
Accrued employee-related payables	6,726	6,133
Total	$ 259,439	$ 239,678

Accumulated Other Comprehensive Loss - Schedule of Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning Balance	$ 118,013	$ 164,611
Unrealized gain on investments	2	27
Foreign currency translation adjustments	212	(327)
Other comprehensive income (loss)	214	(300)
Ending Balance	111,936	118,013
Unrealized Gain (Loss) on Investments, net of tax
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning Balance	(2)	(29)
Ending Balance	0	(2)
Foreign Currency Translation
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning Balance	(257)	70
Ending Balance	(45)	(257)
Accumulated Other Comprehensive Income (Loss)
AOCI Attributable to Parent, Net of Tax [Roll Forward]
Beginning Balance	(259)	41
Other comprehensive income (loss)	214	(300)
Ending Balance	$ (45)	$ (259)

Stock-Based Compensation (Details) - shares	12 Months Ended
Stock-Based Compensation (Details) - shares	Dec. 31, 2019	Dec. 31, 2018
Number of Shares
Evergreen annual % increase	5.00%
Stock Option
Number of Shares
Vesting period	4 years
Award vesting rights, percentage	25.00%
Restricted awards
Number of Shares
Award vesting rights, percentage	25.00%
Equity plans other than ESPP
Number of Shares
Number of shares available for grant	3,780,447
Two Year RSUs \| Unvested restricted stock units
Number of Shares
Award vesting rights, percentage	50.00%	50.00%
RSUs granted (in shares)	1,800,000	2,800,000

Stock-Based Compensation (Stock Options Outstanding) (Details) $ / shares in Units, shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2019 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Beginning balance (in shares) \| shares	3,488
Granted (in shares) \| shares	1,184
Exercised (in shares) \| shares	(285)
Expired (in shares) \| shares	(47)
Forfeited (in shares) \| shares	(78)
Ending balance (in shares) \| shares	4,262
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Beginning balance (usd per share) \| $ / shares	$ 7.06
Granted (usd per share) \| $ / shares	4.98
Exercised (usd per share) \| $ / shares	1.99
Expired (usd per share) \| $ / shares	13.36
Forfeited (usd per share) \| $ / shares	2.74
Ending balance (usd per share) \| $ / shares	$ 6.82
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Outstanding	6 years 10 months 24 days
Outstanding, aggregate intrinsic value \| $	$ 11,825
Exercisable (in shares) \| shares	2,420
Exercisable (usd per share) \| $ / shares	$ 8.62
Exercisable	5 years 7 months 6 days
Exercisable, aggregate intrinsic value \| $	$ 4,995

Stock-Based Compensation (Stock Options Narrative) (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2019 USD ($) $ / shares
Number of Shares
Intrinsic values of options exercised	$ 1.6
Unrecognized employee stock-based compensation	$ 4.0
Weighted average grant date fair value (usd per share) \| $ / shares	$ 2.85
Fair value of options vested in period	$ 1.6
Stock Option
Number of Shares
Unrecognized employee stock-based compensation, period for recognition	2 years 7 months 6 days

Stock-Based Compensation (Valuation Assumptions) (Details) - Stock Option	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Number of Shares
Expected term (in years)	6 years 1 month 6 days	6 years
Risk-free interest rate	2.55%	2.67%
Expected volatility	60.00%	57.00%
Dividend yield	0.00%	0.00%

Stock-Based Compensation (Restricted Stock Activity) (Details) - Restricted Stock Awards shares in Thousands	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Number of Shares
Beginning balance (in shares) \| shares	197
Granted (in shares) \| shares	0
Canceled (in shares) \| shares	(182)
Vested (in shares) \| shares	(13)
Ending balance (in shares) \| shares	2
Weighted-Average Grant Date Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 12.06
Granted (in dollars per share) \| $ / shares	0
Canceled (in dollars per share) \| $ / shares	12.71
Vested (in dollars per share) \| $ / shares	13.74
Ending balance (in dollars per share) \| $ / shares	$ 13.49

Stock-Based Compensation (Restricted Stock Narrative) (Details)	12 Months Ended
	Dec. 31, 2019 USD ($) $ / shares
Unvested restricted stock awards
Number of Shares
Fair value of restricted stock	$ 100,000
Unrecognized employee stock-based compensation	$ 18,900
Unrecognized employee stock-based compensation, period for recognition	4 months 24 days
Granted (in dollars per share) \| $ / shares	$ 0
Restricted Stock Units (RSUs)
Number of Shares
Fair value of restricted stock	$ 16,600,000
Unrecognized employee stock-based compensation	$ 26,000,000.0
Unrecognized employee stock-based compensation, period for recognition	2 years 1 month 6 days
Granted (in dollars per share) \| $ / shares	$ 5.09
Intrinsic value of nonvested unit	$ 65,900,000

Stock-Based Compensation (Restricted Stock Units Activity) (Details) - Restricted Stock Units (RSUs) shares in Thousands	12 Months Ended
	Dec. 31, 2019 $ / shares shares
Number of Shares
Beginning balance (in shares) \| shares	6,100
Granted (in shares) \| shares	5,341
Canceled (in shares) \| shares	(506)
Vested (in shares) \| shares	(2,858)
Ending balance (in shares) \| shares	8,077
Weighted-Average Grant Date Fair Value
Beginning balance (in dollars per share) \| $ / shares	$ 3.56
Granted (in dollars per share) \| $ / shares	5.09
Canceled (in dollars per share) \| $ / shares	3.94
Vested (in dollars per share) \| $ / shares	3.82
Ending balance (in dollars per share) \| $ / shares	$ 4.46

Stock-Based Compensation (Employee Stock Purchase Plan Narrative) (Details)	12 Months Ended
	Dec. 31, 2019 shares
Number of Shares
Number of shares reserved	18,014,777
Evergreen annual % increase	5.00%
Employee Stock
Number of Shares
Evergreen annual % increase	1.00%
2014 Employee Stock Purchase Plan \| Employee Stock
Number of Shares
Maximum employee subscription rate	10.00%
Purchase price of common stock, percent	85.00%
Number of shares available for grant	1,891,813

Stock-Based Compensation (Expense) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 18,825	$ 16,282
Cost of revenue
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	421	321
Sales and marketing
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	5,638	4,557
Technology and development
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	4,757	2,867
General and administrative
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	8,009	8,139
Restructuring and other exit costs
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Stock-based compensation expense	$ 0	$ 398

Restructuring and Other Exit Costs - Narrative (Details) - USD ($)	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018
Restructuring Cost and Reserve [Line Items]
Restructuring and other exit costs	$ 0	$ 0	$ 0	$ 0	$ 0	$ 0	$ 974,000	$ 2,466,000	$ 0	$ 3,440,000
The 2018 Restructuring Events
Restructuring Cost and Reserve [Line Items]
Restructuring and other exit costs										3,400,000
Accrued restructuring costs					$ 100,000					$ 100,000

Leases - Narrative (Details) - USD ($) $ in Millions	12 Months Ended
Leases - Narrative (Details) - USD ($) $ in Millions	Dec. 31, 2019	Dec. 31, 2018
Lessee, Lease, Description [Line Items]
Lease renewal term	1 year
Remaining lease term	6 years 3 months 18 days
Discount rate	4.65%
Operating lease expense	$ 7.8
Short-term lease cost	1.2
Rent expense, net		$ 19.7
Sublease Income	$ 0.3	0.8
Minimum
Lessee, Lease, Description [Line Items]
Term of lease contract	1 year
Maximum
Lessee, Lease, Description [Line Items]
Term of lease contract	10 years 6 months
Data Centers For Cloud-Based Services
Lessee, Lease, Description [Line Items]
Expense	$ 10.0
Rent expense		$ 7.1

Leases - Schedule of Lease Liability Maturities (Details) $ in Thousands	Dec. 31, 2019 USD ($)
Fiscal Year
2020	$ 8,167
2021	4,570
2022	2,429
2023	2,065
2024	1,611
Thereafter	6,880
Total lease payments (undiscounted)	25,722
Less: imputed interest	(3,209)
Lease liabilities—total (discounted)	$ 22,513

Leases - Schedule of Future Minimum Obligation Including Sublease Income (Details) $ in Thousands	Dec. 31, 2018 USD ($)
Operating lease expense
2019	$ 6,773
2020	3,880
2021	1,734
2022	1,019
2023	597
Total	14,003
Operating sublease income
2019	(285)
2020	(194)
2021	(194)
2022	(194)
2023	(145)
Total	(1,012)
Total
2019	6,488
2020	3,686
2021	1,540
2022	825
2023	452
Total	$ 12,991

Income Taxes (Income before Income Tax, Domestic and Foreign) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Domestic	$ (28,063)	$ (62,292)
International	1,073	827
Loss before income taxes	$ (26,990)	$ (61,465)

Income Taxes (Components of Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018
Current:
Federal									$ (153)	$ (23)
State									28	41
Foreign									281	388
Total current provision									156	406
Deferred:
Federal									(762)	0
State									(174)	2
Foreign									(732)	(51)
Total deferred benefit									(1,668)	(49)
Total provision (benefit) for income taxes	$ (943)	$ 55	$ 84	$ (708)	$ 124	$ 84	$ 74	$ 75	$ (1,512)	$ 357

Income Taxes (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended								12 Months Ended
Income Taxes (Narrative) (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018
Operating Loss Carryforwards [Line Items]
Provision (benefit) for income taxes	$ (943)	$ 55	$ 84	$ (708)	$ 124	$ 84	$ 74	$ 75	$ (1,512)	$ 357
U.S. federal statutory income tax rate									21.00%	21.00%
Change in valuation allowance									$ 2,700	$ 9,200
Unremitted earnings of the subsidiaries outside of the United States	8,600								8,600
Tax cuts and jobs act, incomplete accounting, transition tax for accumulated foreign earnings, provisional income tax expense									600
Domestic Tax Authority
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	288,800								288,800
State and Local Jurisdiction
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	176,200								176,200
Foreign Tax Authority
Operating Loss Carryforwards [Line Items]
Operating loss carryforwards	18,000								18,000
Research Tax Credit Carryforward
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards	10,200								10,200
Research Tax Credit Carryforward \| State and Local Jurisdiction
Operating Loss Carryforwards [Line Items]
Tax credit carryforwards	$ 8,000								$ 8,000

Income Taxes (Effective Income Tax Rate Reconciliation) (Details)	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
U.S. federal statutory income tax rate	21.00%	21.00%
State income taxes, net of federal benefit	(0.10%)	(0.10%)
Foreign income (loss) at other than U.S. rates	(4.30%)	0.00%
Stock-based compensation expense	3.50%	(5.30%)
Meals and entertainment	(0.90%)	(0.40%)
Debt cancellation	0.00%	(1.20%)
Other permanent items	(1.20%)	(0.50%)
Change in valuation allowance	(7.50%)	(14.10%)
Sec 162(m) officers compensation	(6.30%)	0.00%
Provision to return adjustments	1.40%	0.00%
Effective income tax rate	5.60%	(0.60%)

Income Taxes (Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Deferred Tax Assets:
Accrued liabilities	$ 1,396	$ 916
Stock-based compensation	3,666	2,623
Net operating loss carryovers	75,853	76,098
Tax credit carryovers	13,055	13,206
Other	1,537	1,053
Total deferred tax assets	95,507	93,896
Less valuation allowance	(93,611)	(90,959)
Deferred tax assets, net of valuation allowance	1,896	2,937
Deferred Tax Liabilities:
Fixed assets	(570)	(2,352)
Intangible assets	(298)	(152)
Total deferred tax liabilities	(868)	(2,504)
Net deferred tax assets (liability)	$ 1,028	$ 433

Income Taxes (Unrecognized Tax Benefits) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2019	Dec. 31, 2018
Income Tax Disclosure [Abstract]
Beginning balance	$ 4,717	$ 5,646
Increases related to prior year tax positions	3	0
Decreases related to prior year tax positions		(929)
Increases related to current year tax positions	0
Decreases related to current year tax positions	0
Ending balance	$ 4,720	$ 4,717

Commitments and Contingencies (Details) - USD ($) $ in Thousands	Dec. 31, 2019	Dec. 31, 2018
Other Commitments [Line Items]
2020	$ 8,167
2021	4,570
2022	2,429
2023	2,065
2024	1,611
Thereafter	6,880
Financial Standby Letter of Credit \| Office Lease
Other Commitments [Line Items]
Letters of credit outstanding, amount	$ 2,500	$ 2,900

Debt (Narrative) (Details) - Revolving Credit Facility	Sep. 26, 2018 USD ($)	Dec. 31, 2019 USD ($)
Line of Credit Facility [Line Items]
Line of credit facility, maximum borrowing capacity	$ 40,000,000.0
Line of credit facility, remaining borrowing capacity		$ 40,000,000.0
Debt issuance costs, net	$ 100,000
Line of credit facility, unused capacity, commitment fee percentage	0.15%
Debt instrument adjusted quick ratio requirement in streamline period	1.05
Debt instrument adjusted quick ratio	1.13
2011 Loan Agreement
Line of Credit Facility [Line Items]
Adjusted EBITDA threshold	20.00%
Streamline Period Applies \| London Interbank Offered Rate (LIBOR)
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	2.50%
Streamline Period Applies \| Prime Rate
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	0.50%
Streamline Period Does Not Apply \| London Interbank Offered Rate (LIBOR)
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	4.00%
Streamline Period Does Not Apply \| Prime Rate
Line of Credit Facility [Line Items]
Debt instrument, basis spread on variable rate	2.00%
Covenant Term, Scenario One
Line of Credit Facility [Line Items]
Debt instrument adjusted quick ratio requirement	1.00
Debt instrument covenant compliance adjusted earnings before interest taxes depreciation and amortization maximum	$ 0
Covenant Term, Scenario Two
Line of Credit Facility [Line Items]
Debt instrument adjusted quick ratio requirement	0.90
Debt instrument, covenant compliance, adjusted earnings before interest taxes depreciation and amortization minimum	$ 0
Covenant Compliance Period Two \| 2011 Loan Agreement
Line of Credit Facility [Line Items]
Debt instrument covenant compliance adjusted earnings before interest taxes depreciation and amortization maximum	1
Covenant Compliance Period Three \| 2011 Loan Agreement
Line of Credit Facility [Line Items]
Debt instrument, covenant compliance, adjusted earnings before interest taxes depreciation and amortization minimum	$ 5,000,000.0

Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, shares in Thousands	3 Months Ended								12 Months Ended
	Dec. 31, 2019	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Dec. 31, 2018	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Dec. 31, 2019	Dec. 31, 2018
Quarterly Financial Information Disclosure [Abstract]
Revenue	$ 48,486,000	$ 37,642,000	$ 37,870,000	$ 32,416,000	$ 41,432,000	$ 29,729,000	$ 28,648,000	$ 24,876,000	$ 156,414,000	$ 124,685,000
Cost of revenue	13,321,000	13,869,000	15,085,000	15,116,000	15,489,000	14,687,000	15,044,000	14,783,000	57,391,000	60,003,000
Sales and marketing	11,414,000	11,040,000	11,519,000	10,592,000	10,510,000	10,654,000	11,135,000	12,257,000	44,565,000	44,556,000
Technology and development	10,421,000	10,293,000	9,839,000	9,716,000	8,825,000	9,299,000	9,245,000	10,494,000	40,269,000	37,863,000
General and administrative	12,344,000	9,121,000	10,027,000	10,280,000	9,091,000	9,355,000	11,441,000	12,544,000	41,772,000	42,431,000
Restructuring and other exit costs	0	0	0	0	0	0	974,000	2,466,000	0	3,440,000
Total expenses	47,500,000	44,323,000	46,470,000	45,704,000	43,915,000	43,995,000	47,839,000	52,544,000	183,997,000	188,293,000
Loss from operations	986,000	(6,681,000)	(8,600,000)	(13,288,000)	(2,483,000)	(14,266,000)	(19,191,000)	(27,668,000)	(27,583,000)	(63,608,000)
Total other (income) expense, net	(406,000)	562,000	403,000	34,000	377,000	558,000	1,281,000	(73,000)	593,000	2,143,000
Loss before income taxes	580,000	(6,119,000)	(8,197,000)	(13,254,000)	(2,106,000)	(13,708,000)	(17,910,000)	(27,741,000)	(26,990,000)	(61,465,000)
Provision (benefit) for income taxes	(943,000)	55,000	84,000	(708,000)	124,000	84,000	74,000	75,000	(1,512,000)	357,000
Net loss	$ 1,523,000	$ (6,174,000)	$ (8,281,000)	$ (12,546,000)	$ (2,230,000)	$ (13,792,000)	$ (17,984,000)	$ (27,816,000)	$ (25,478,000)	$ (61,822,000)
Basic (usd per share)	$ 0.03	$ (0.12)	$ (0.16)	$ (0.24)	$ (0.04)	$ (0.27)	$ (0.36)	$ (0.56)
Diluted (usd per share)		$ (0.12)	$ (0.16)	$ (0.24)	$ (0.04)	$ (0.27)	$ (0.36)	$ (0.56)	$ 0.03
Basic (in shares)	53,473	53,023	52,358	51,577	50,746	50,513	50,071	49,692
Diluted (in shares)		53,023	52,358	51,577	50,746	50,513	50,071	49,692	59,595