forr-10q_20180331.htm

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

 

(MARK ONE)

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934.

FOR THE QUARTERLY PERIOD ENDED March 31, 2018

OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934.

COMMISSION FILE NUMBER: 000-21433

 

FORRESTER RESEARCH, INC.

(Exact name of registrant as specified in its charter)

 

 

DELAWARE

 

04-2797789

(State or other jurisdiction of

incorporation or organization)

 

(I.R.S. Employer

Identification Number)

 

 

 

60 Acorn Park Drive

CAMBRIDGE, MASSACHUSETTS

 

02140

(Address of principal executive offices)

 

(Zip Code)

Registrant’s telephone number, including area code: (617) 613-6000

 

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes       No  

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes       No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):

 

Large accelerated filer

 

  

Accelerated filer

 

 

 

 

 

 

 

 

Non-accelerated filer

 

 (Do not check if a smaller reporting company)

  

Smaller reporting company

 

 

Emerging growth company

 

  

 

 

 

If an emerging growth company, indicate by checkmark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes       No  

As of May 7, 2018 17,984,000 shares of the registrant’s common stock were outstanding.

 

 

 


 

FORRESTER RESEARCH, INC.

INDEX TO FORM 10-Q

 

 

  

PAGE

 

PART I. FINANCIAL INFORMATION

  

3

 

ITEM 1. Financial Statements (Unaudited)

  

3

 

Consolidated Balance Sheets as of March 31, 2018 and December 31, 2017

  

3

 

Consolidated Statements of Income (Loss) for the Three Months Ended March 31, 2018 and 2017

  

4

 

Consolidated Statements of Comprehensive Income (Loss) for the Three Months Ended March 31, 2018 and 2017

  

5

 

Consolidated Statements of Cash Flows for the Three Months Ended March 31, 2018 and 2017

  

6

 

Notes to Consolidated Financial Statements

  

7

 

ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

  

20

 

ITEM 3. Quantitative and Qualitative Disclosures About Market Risk

  

28

 

ITEM 4. Controls and Procedures

  

28

 

PART II. OTHER INFORMATION

  

29

 

ITEM 1A. Risk Factors

  

29

 

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

 

29

 

ITEM 6. Exhibits

  

30

 

  

 

 

 

 

 

 

2


 

PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

FORRESTER RESEARCH, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data, unaudited)

 

 

 

March 31,

 

 

December 31,

 

 

 

2018

 

 

2017

 

ASSETS

 

 

 

 

 

 

 

 

Current Assets:

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

82,073

 

 

$

79,790

 

Marketable investments (Note 3)

 

 

54,258

 

 

 

54,333

 

Accounts receivable, net

 

 

62,154

 

 

 

70,023

 

Deferred commissions

 

 

14,722

 

 

 

13,731

 

Prepaid expenses and other current assets

 

 

18,641

 

 

 

18,942

 

Total current assets

 

 

231,848

 

 

 

236,819

 

Property and equipment, net

 

 

24,487

 

 

 

25,249

 

Goodwill

 

 

76,900

 

 

 

76,169

 

Intangible assets, net

 

 

559

 

 

 

732

 

Other assets

 

 

6,942

 

 

 

6,231

 

Total assets

 

$

340,736

 

 

$

345,200

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Current Liabilities:

 

 

 

 

 

 

 

 

Accounts payable

 

$

353

 

 

$

217

 

Accrued expenses and other current liabilities

 

 

35,260

 

 

 

49,629

 

Deferred revenue

 

 

155,425

 

 

 

145,207

 

Total current liabilities

 

 

191,038

 

 

 

195,053

 

Non-current liabilities

 

 

8,403

 

 

 

8,958

 

Total liabilities

 

 

199,441

 

 

 

204,011

 

 

 

 

 

 

 

 

 

 

Stockholders' Equity (Note 8):

 

 

 

 

 

 

 

 

Preferred stock, $0.01 par value

 

 

 

 

 

 

 

 

Authorized - 500 shares; issued and outstanding - none

 

 

 

 

 

 

Common stock, $0.01 par value

 

 

 

 

 

 

 

 

Authorized - 125,000 shares

 

 

 

 

 

 

 

 

Issued - 22,514 and 22,432 shares as of March 31, 2018 and December 31, 2017, respectively

 

 

 

 

 

 

 

 

Outstanding - 18,017 and 18,041 shares as of March 31, 2018 and December 31, 2017, respectively

 

 

225

 

 

 

224

 

Additional paid-in capital

 

 

186,335

 

 

 

181,910

 

Retained earnings

 

 

121,495

 

 

 

123,010

 

Treasury stock - 4,497 and 4,391 shares as of March 31, 2018 and December 31, 2017, respectively, at cost

 

 

(166,310

)

 

 

(161,943

)

Accumulated other comprehensive loss

 

 

(450

)

 

 

(2,012

)

Total stockholders’ equity

 

 

141,295

 

 

 

141,189

 

Total liabilities and stockholders’ equity

 

$

340,736

 

 

$

345,200

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

3


 

FORRESTER RESEARCH, INC.

CONSOLIDATED STATEMENTS OF INCOME (LOSS)

(In thousands, except per share data, unaudited)

 

 

 

Three Months Ended

 

 

 

 

March 31,

 

 

 

 

2018

 

 

2017

 

 

Revenues:

 

 

 

 

 

 

 

 

 

Research services

 

$

51,700

 

 

$

51,743

 

 

Advisory services and events

 

 

26,049

 

 

 

25,451

 

 

Total revenues

 

 

77,749

 

 

 

77,194

 

 

Operating expenses:

 

 

 

 

 

 

 

 

 

Cost of services and fulfillment

 

 

34,105

 

 

 

31,396

 

 

Selling and marketing

 

 

33,011

 

 

 

30,622

 

 

General and administrative

 

 

10,739

 

 

 

10,170

 

 

Depreciation

 

 

1,996

 

 

 

1,679

 

 

Amortization of intangible assets

 

 

186

 

 

 

191

 

 

Total operating expenses

 

 

80,037

 

 

 

74,058

 

 

Income (loss) from operations

 

 

(2,288

)

 

 

3,136

 

 

Other income (expense), net

 

 

(118

)

 

 

9

 

 

Losses on investments, net

 

 

(25

)

 

 

(203

)

 

Income (loss) before income taxes

 

 

(2,431

)

 

 

2,942

 

 

Income tax benefit

 

 

(698

)

 

 

(88

)

 

Net income (loss)

 

$

(1,733

)

 

$

3,030

 

 

Basic income (loss) per common share

 

$

(0.10

)

 

$

0.17

 

 

Diluted income (loss) per common share

 

$

(0.10

)

 

$

0.16

 

 

Basic weighted average common shares outstanding

 

 

18,036

 

 

 

18,230

 

 

Diluted weighted average common shares outstanding

 

 

18,036

 

 

 

18,536

 

 

Cash dividends declared per common share

 

$

0.20

 

 

$

0.19

 

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

4


 

FORRESTER RESEARCH, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In thousands, unaudited)

 

 

Three Months Ended March 31,

 

 

2018

 

 

2017

 

Net income (loss)

$

(1,733

)

 

$

3,030

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss), net of taxes:

 

 

 

 

 

 

 

Foreign currency translation

 

1,703

 

 

 

790

 

Net change in market value of investments

 

(115

)

 

 

17

 

Other comprehensive income

 

1,588

 

 

 

807

 

Comprehensive income (loss)

$

(145

)

 

$

3,837

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

5


 

FORRESTER RESEARCH, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands, unaudited)

 

 

Three Months Ended March 31,

 

2018

 

 

2017

 

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income (loss)

$

(1,733

)

 

$

3,030

 

 

Adjustments to reconcile net income (loss) to net cash provided by operating

   activities:

 

 

 

 

 

 

 

 

Depreciation

 

1,996

 

 

 

1,679

 

 

Amortization of intangible assets

 

186

 

 

 

191

 

 

Net losses from investments

 

25

 

 

 

203

 

 

Deferred income taxes

 

93

 

 

 

(257

)

 

Stock-based compensation

 

1,963

 

 

 

2,049

 

 

Amortization of premium on investments

 

25

 

 

 

61

 

 

Foreign currency losses

 

387

 

 

 

215

 

 

Changes in assets and liabilities

 

 

 

 

 

 

 

 

Accounts receivable

 

7,921

 

 

 

3,839

 

 

Deferred commissions

 

(122

)

 

 

(235

)

 

Prepaid expenses and other current assets

 

(5,454

)

 

 

138

 

 

Accounts payable

 

133

 

 

 

(1,485

)

 

Accrued expenses and other liabilities

 

(14,890

)

 

 

(11,512

)

 

Deferred revenue

 

17,275

 

 

 

21,538

 

 

Net cash provided by operating activities

 

7,805

 

 

 

19,454

 

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Purchases of property and equipment

 

(1,324

)

 

 

(1,540

)

 

Purchases of marketable investments

 

(11,604

)

 

 

(11,503

)

 

Proceeds from sales and maturities of marketable investments

 

11,500

 

 

 

12,200

 

 

Other investing activity

 

 

 

 

184

 

 

Net cash used in investing activities

 

(1,428

)

 

 

(659

)

 

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Dividends paid on common stock

 

(3,611

)

 

 

(3,462

)

 

Repurchases of common stock

 

(4,367

)

 

 

(21,453

)

 

Proceeds from issuance of common stock under employee equity

   incentive plans

 

2,530

 

 

 

2,723

 

 

Taxes paid related to net share settlements of stock-based compensation awards

 

(66

)

 

 

(56

)

 

Net cash used in financing activities

 

(5,514

)

 

 

(22,248

)

 

Effect of exchange rate changes on cash and cash equivalents

 

1,420

 

 

 

671

 

 

Net increase (decrease) in cash and cash equivalents

 

2,283

 

 

 

(2,782

)

 

Cash and cash equivalents, beginning of period

 

79,790

 

 

 

76,958

 

 

Cash and cash equivalents, end of period

$

82,073

 

 

$

74,176

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Supplemental disclosure of cash flow information:

 

 

 

 

 

 

 

 

Cash paid for income taxes

$

669

 

 

$

115

 

 

 

The accompanying notes are an integral part of these consolidated financial statements.

 

 

 

6


 

FORRESTER RESEARCH, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

 

 

Note 1 — Interim Consolidated Financial Statements

Basis of Presentation

The accompanying unaudited interim consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) for reporting on Form 10-Q. Accordingly, certain information and footnote disclosures required for complete financial statements are not included herein. The year-end balance sheet data was derived from audited financial statements, but does not include all disclosures required by accounting principles generally accepted in the United States of America. It is recommended that these financial statements be read in conjunction with the consolidated financial statements and related notes that appear in the Forrester Research, Inc. (“Forrester”) Annual Report on Form 10-K for the year ended December 31, 2017. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair statement of the financial position, results of operations, comprehensive income (loss) and cash flows as of the dates and for the periods presented have been included. The results of operations for the three months ended March 31, 2018 may not be indicative of the results for the year ending December 31, 2018, or any other period.

Fair Value Measurements

The carrying amounts reflected in the Consolidated Balance Sheets for cash and cash equivalents, accounts receivable, accounts payable, and accrued expenses approximate fair value due to their short-term maturities. See Note 3 – Marketable Investments - for the fair value of the Company’s marketable investments.

 

 

Adoption of New Accounting Pronouncements

 

The Company adopted the guidance in Accounting Standards Update (“ASU”) No. 2016-15, Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments, on January 1, 2018. The new standard clarifies certain aspects of the statement of cash flows, including contingent consideration payments made after a business combination, proceeds from the settlement of insurance claims, and distributions received from equity method investees, among others. The adoption of this standard did not have a material impact on the Company’s statements of cash flows.

 

The Company adopted the guidance in ASU No. 2016-18, Statement of Cash Flows: Restricted Cash, on January 1, 2018. The new standard requires restricted cash to be included with cash and cash equivalents when reconciling the beginning and ending amounts on the statement of cash flows. The adoption of this standard did not have an impact on the Company’s statements of cash flows.

 

The Company elected to adopt the guidance in ASU No. 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income, on January 1, 2018. The new standard allows but does not require, a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act (the “Act”) enacted on December 22, 2017. The Company elected to make the reclassification adjustment as of the beginning of the period of adoption in the amount of $26,000 using the aggregate portfolio approach. The reclassification amount includes the effect of the change in the U.S. federal corporate income tax rate on the gross deferred tax amounts at the date of enactment of the Act related to items remaining in accumulated other comprehensive income.

 

In May 2014, the Financial Accounting Standards Board (FASB) issued ASU No. 2014-09, Revenue from Contracts with Customers, and has since issued several additional amendments thereto (collectively known as ASC 606).  ASC 606 supersedes all existing revenue recognition requirements, including most industry-specific guidance. The new standard requires a company to recognize revenue when it transfers goods or services to customers in an amount that reflects the consideration that the company expects to receive for those goods or services. ASC 606 also includes subtopic ASC 340-40, Other Assets and Deferred Costs-Contracts with Customers, which provides guidance on accounting for certain revenue related costs including costs associated with obtaining and fulfilling a contract.

 

On January 1, 2018, the Company adopted ASC 606 using the modified retrospective method. Under this method, the reported results for 2018 reflect the application of ASC 606, while the reported results for 2017 were prepared under the guidance of ASC 605, Revenue Recognition, which is referred to herein as the “previous guidance”. The modified retrospective method requires the

 

7


 

cumulative effect of applying the new guidance to all contracts with customers that were not completed as of January 1, 2018 to be recorded as an adjustment to retained earnings as of the adoption date. Forrester considered a contract to be complete if all the revenue was recognized in accordance with the previous guidance that was in effect before the adoption date.

 

The effect of adopting ASC 606 included a $7.8 million reduction in deferred revenue, primarily related to prepaid performance obligations that are expected to expire in 2018 and 2019 that would have been recognized in 2017 under the new guidance; a decrease of $5.5 million in prepaid expenses and other current assets related to deferred survey costs that would have been expensed as incurred in 2017 under the new guidance and the current tax impact of the cumulative effect; an increase of $0.9 million in deferred commissions related to the capitalization of fringe benefits as incremental costs to obtain customer contracts under the new guidance; and an increase of $0.6 million in other assets for the deferred tax effect of the cumulative effect. Retained earnings increased by $3.8 million as a net result of these adjustments.

 

Refer to Note 5, Revenue and Contract Costs, for additional disclosures and a discussion of the Company's updated policies related to revenue recognition, related balance sheet accounts, and accounting for costs to obtain and fulfill a customer contract.

The following tables summarize the effect of adopting ASC 606 on the Company’s financial statements during and as of the three months ended March 31, 2018 (in thousands):

 

Consolidated Balance Sheet

 

 

 

 

 

 

 

 

As of March 31, 2018

 

 

 

 

 

 

Amounts as

 

 

 

 

 

 

if Previous

 

 

 

 

 

 

Guidance in

 

 

As Reported

 

 

Effect

 

Accounts receivable, net

$

62,154

 

 

$

67,826

 

Deferred commissions

 

14,722

 

 

 

13,791

 

Prepaid expenses and other current assets

 

18,641

 

 

 

23,427

 

Total current assets

 

231,848

 

 

 

241,375

 

Other assets

 

6,942

 

 

 

6,380

 

Total assets

 

340,736

 

 

 

349,702

 

 

 

 

 

 

 

 

 

Deferred revenue

$

155,425

 

 

$

166,669

 

Total current liabilities

 

191,038

 

 

 

202,282

 

Total liabilities

 

199,441

 

 

 

210,685

 

Retained earnings

 

121,495

 

 

 

119,217

 

Total stockholders’ equity

 

141,295

 

 

 

139,017

 

Total liabilities and stockholders’ equity

 

340,736

 

 

 

349,702

 

 

Total assets were $9.0 million less than if the previous guidance remained in effect, largely due to the following changes required by the adoption of ASC 606:

 

 

Accounts receivable, net was lower due to the Company excluding invoices issued on cancellable contracts in excess of revenue recognized.

 

Prepaid expenses and other current assets were lower due to expensing survey costs as incurred and the current period tax effect of the adjustments.

 

Deferred revenue was $11.2 million less due to the accelerated recognition of revenue for estimated unexercised rights, which would have been deferred under the previous guidance until the right expired, and the exclusion of invoices issued on cancellable contracts in excess of revenue recognized.

 

 

8


 

Consolidated Statement of Income (Loss)

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2018

 

 

 

 

 

 

Amounts as

 

 

 

 

 

 

if Previous

 

 

 

 

 

 

Guidance in

 

 

As Reported

 

 

Effect

 

Revenues:

 

 

 

 

 

 

 

Research services

$

51,700

 

 

$

53,387

 

Advisory services and events

 

26,049

 

 

 

26,618

 

Total revenues

 

77,749

 

 

 

80,005

 

Operating expenses:

 

 

 

 

 

 

 

Cost of services and fulfillment

 

34,105

 

 

 

34,090

 

Selling and marketing

 

33,011

 

 

 

33,073

 

Total operating expenses

 

80,037

 

 

 

80,084

 

Income from operations

 

(2,288

)

 

 

(79

)

Income before income taxes

 

(2,431

)

 

 

(222

)

Income tax provision

 

(698

)

 

 

(13

)

Net loss

 

(1,733

)

 

 

(209

)

Basic loss per common share

$

(0.10

)

 

$

(0.01

)

Diluted loss per common share

$

(0.10

)

 

$

(0.01

)

 

The $2.3 million reduction to total revenues is related to ASC 606’s requirement to recognize revenue for estimated future unexercised customer rights rather than recognize unexercised rights when they occur. The Company currently expects this change to primarily affect the timing of revenue within the quarters of 2018 but does not expect it to have a material effect on the Company’s results of operations for the full year of 2018. The net impact, including the tax effect, of accounting for revenue under the new guidance increased net loss and net loss per share by $1.5 million and $0.09, respectively.

 

Consolidated Statement of Comprehensive Income (Loss)

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2018

 

 

 

 

 

 

Amounts as

 

 

 

 

 

 

if Previous

 

 

 

 

 

 

Guidance in

 

 

As Reported

 

 

Effect

 

Net loss

$

(1,733

)

 

$

(209

)

Comprehensive income (loss)

 

(145

)

 

 

1,379

 

 

Consolidated Statement of Cash Flows

 

 

 

 

 

 

 

 

Three Months Ended March 31, 2018

 

 

 

 

 

 

Amounts as

 

 

 

 

 

 

if Previous

 

 

 

 

 

 

Guidance in

 

 

As Reported

 

 

Effect

 

Cash flows from operating activities:

 

 

 

 

 

 

 

Net income

$

(1,733

)

 

$

(209

)

Accounts receivable

 

7,921

 

 

 

2,249

 

Deferred commissions

 

(122

)

 

 

(75

)

Prepaid expenses and other current assets

 

(5,454

)

 

 

(4,769

)

Deferred revenue

 

17,275

 

 

 

20,691

 

 

The impact to comprehensive loss and cash flows from operating activities are driven by the consolidated balance sheet and income statement changes previously discussed.

 

 

 

9


 

Note 2 — Accumulated Other Comprehensive Loss

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

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

Net Unrealized

 

 

Cumulative

 

 

Accumulated

 

 

 

Loss on Marketable

 

 

Translation

 

 

Other Comprehensive

 

 

 

Investments

 

 

Adjustment

 

 

Loss

 

Balance at January 1, 2018

 

$

(115

)

 

$

(1,897

)

 

$

(2,012

)

Reclassification of stranded tax effects from tax reform

 

 

(26

)

 

 

 

 

 

(26

)

Foreign currency translation

 

 

 

 

 

1,703

 

 

 

1,703

 

Unrealized loss on investments, net of tax of $(38)

 

 

(115

)

 

 

 

 

 

(115

)

Balance at March 31, 2018

 

$

(256

)

 

$

(194

)

 

$

(450

)

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

Net Unrealized

 

 

Cumulative

 

 

Accumulated

 

 

 

Loss on Marketable

 

 

Translation

 

 

Other Comprehensive

 

 

 

Investments

 

 

Adjustment

 

 

Loss

 

Balance at January 1, 2017

 

$

(83

)

 

$

(7,490

)

 

$

(7,573

)

Foreign currency translation

 

 

 

 

 

790

 

 

 

790

 

Unrealized gain on investments, net of tax of $11

 

 

17

 

 

 

 

 

 

17

 

Balance at March 31, 2017

 

$

(66

)

 

$

(6,700

)

 

$

(6,766

)

 

 

 

 

Note 3 — Marketable Investments

The following table summarizes the Company’s marketable investments (in thousands):

 

 

 

As of  March 31, 2018

 

 

 

 

 

 

 

Gross

 

 

Gross

 

 

 

 

 

 

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Market

 

 

 

Cost

 

 

Gains

 

 

Losses

 

 

Value

 

Federal agency obligations

 

$

1,800

 

 

$

 

 

$

(6

)

 

$

1,794

 

Corporate obligations

 

 

52,800

 

 

 

 

 

 

(336

)

 

 

52,464

 

Total

 

$

54,600

 

 

$

 

 

$

(342

)

 

$

54,258

 

 

 

 

As of December 31, 2017

 

 

 

 

 

 

 

Gross

 

 

Gross

 

 

 

 

 

 

 

Amortized

 

 

Unrealized

 

 

Unrealized

 

 

Market

 

 

 

Cost

 

 

Gains

 

 

Losses

 

 

Value

 

Federal agency obligations

 

$

1,800

 

 

$

 

 

$

(7

)

 

$

1,793

 

Corporate obligations

 

 

52,721

 

 

 

 

 

 

(181

)

 

 

52,540

 

Total

 

$

54,521

 

 

$

 

 

$

(188

)

 

$

54,333

 

 

Realized gains and losses on investments are included in earnings and are determined using the specific identification method. Realized gains and losses on the sale of the Company’s marketable investments were not material in the three months ended March 31, 2018 and 2017.

The following table summarizes the maturity periods of the marketable investments in the Company’s portfolio as of March 31, 2018 (in thousands).

 

 

 

FY 2018

 

 

FY 2019

 

 

FY2020

 

 

Total

 

Federal agency obligations

 

$

1,794

 

 

$

 

 

$

 

 

$

1,794

 

Corporate obligations

 

 

19,970

 

 

 

26,720

 

 

$

5,774

 

 

 

52,464

 

Total

 

$

21,764

 

 

$

26,720

 

 

$

5,774

 

 

$

54,258

 

 

 

10


 

The following table shows the gross unrealized losses and market value of the Company’s available-for-sale securities with unrealized losses that are not deemed to be other-than-temporary, aggregated by investment category and length of time that individual securities have been in a continuous unrealized loss position (in thousands):

 

 

 

As of  March 31, 2018

 

 

 

Less Than 12 Months

 

 

12 Months or Greater

 

 

 

Market

 

 

Unrealized

 

 

Market

 

 

Unrealized

 

 

 

Value

 

 

Losses

 

 

Value

 

 

Losses

 

Federal agency obligations

 

$

 

 

$

 

 

$

1,794

 

 

$

6

 

Corporate obligations

 

 

39,966

 

 

 

295

 

 

 

12,498

 

 

 

41

 

Total

 

$

39,966

 

 

$

295

 

 

$

14,292

 

 

$

47

 

 

 

 

As of December 31, 2017

 

 

 

Less Than 12 Months

 

 

12 Months or Greater

 

 

 

Market

 

 

Unrealized

 

 

Market

 

 

Unrealized

 

 

 

Value

 

 

Losses

 

 

Value

 

 

Losses

 

Federal agency obligations

 

$

 

 

$

 

 

$

1,793

 

 

$

7

 

Corporate obligations

 

 

31,723

 

 

 

149

 

 

 

20,817

 

 

 

32

 

Total

 

$

31,723

 

 

$

149

 

 

$

22,610

 

 

$

39

 

 

Fair Value

The Company measures certain financial assets at fair value on a recurring basis, including cash equivalents and available-for-sale securities. The fair values of these financial assets have been classified as Level 1, 2 or 3 within the fair value hierarchy as described in the accounting standards for fair value measurements.

Level 1 — Fair value based on quoted prices in active markets for identical assets or liabilities.

Level 2 — Fair value based on inputs other than Level 1 inputs that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.

Level 3 — Fair value based on unobservable inputs that are supported by little or no market activity and such inputs are significant to the fair value of the assets or liabilities.

The following table represents the Company’s fair value hierarchy for its financial assets (cash equivalents and investments) measured at fair value on a recurring basis (in thousands):

 

 

 

As of  March 31, 2018

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Money market funds (1)

 

$

851

 

 

$

 

 

$

 

 

$

851

 

Federal agency obligations

 

 

 

 

 

1,794

 

 

 

 

 

 

1,794

 

Corporate obligations

 

 

 

 

 

52,464

 

 

 

 

 

 

52,464

 

Total

 

$

851

 

 

$

54,258

 

 

$

 

 

$

55,109

 

 

 

 

As of December 31, 2017

 

 

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Money market funds (1)

 

$

492

 

 

$

 

 

$

 

 

$

492

 

Federal agency obligations

 

 

 

 

 

1,793

 

 

 

 

 

$

1,793

 

Corporate obligations

 

 

 

 

 

52,540

 

 

 

 

 

 

52,540

 

Total

 

$

492

 

 

$

54,333

 

 

$

 

 

$

54,825

 

 

(1)

Included in cash and cash equivalents. 

Level 2 assets consist of the Company’s entire portfolio of marketable investments. Level 2 assets have been initially valued at the transaction price and subsequently valued, at the end of each reporting period, typically utilizing third party pricing services or other market observable data. The pricing services utilize industry standard valuation methods, including both income and market based

 

11


 

approaches and observable market inputs to determine value. These observable market inputs include reportable trades, benchmark yields, credit spreads, broker/dealer quotes, bids, offers, current spot rates and other industry and economic events.

 

 

Note 4 — Non-Marketable Investments

At March 31, 2018 and December 31, 2017, the carrying value of the Company’s non-marketable investments, which were composed of interests in technology-related private equity funds, was $1.8 million and $1.9 million, respectively, and is included in other assets in the Consolidated Balance Sheets.

The Company’s investments at March 31, 2018 are being accounted for using the equity method as the investments are limited partnerships and the Company has an ownership interest in excess of 5% and, accordingly, the Company records its share of the investee’s operating results each period. Losses from non-marketable investments were immaterial during the three months ended March 31, 2018 and were $0.2 million during the three months ended March 31, 2017. Losses are included in Losses on Investments, Net in the Consolidated Statements of Income (Loss). During the three months ended March 31, 2018, no distributions were received from the funds. During the three months ended March 31, 2017, $0.4 million of distributions were received from the funds.

 

 

Note 5 – Revenue and Contract Costs

 

 

Revenue Policy

 

The Company adopted ASC 606 on January 1, 2018 using the modified retrospective approach, which applies to all contracts not complete as of the date of adoption. Under ASC 606, the Company recognizes revenue when a customer obtains control of promised goods or services, in an amount that reflects the consideration expected to be received in exchange for those goods or services. The Company follows the five step model prescribed under ASC 606: (i) identify contract(s) with a customer; (ii) identify the performance obligation(s) in the contract; (iii) determine the transaction price; (iv) allocate the transaction price to the performance obligations in the contract; and (v) recognize revenue when (or as) the Company satisfies the performance obligation. Revenues are presented net of any sales or value added taxes collected from customers and remitted to the government.

 

The Company accounts for a contract when it has approval and commitment from both parties, the rights of the parties are identified, payment terms are identified, the contract has commercial substance and collectability of consideration expected to be transferred to the customer is probable. The Company applies judgment in determining the customer’s ability and intention to pay for services expected to be transferred, which is based on factors including the customer’s payment history, management’s ability to mitigate exposure to credit risk (for example, requiring payment in advance of the transfer of goods or services, or the ability to stop transferring promised goods or services in the event a customer fails to pay consideration when due) and experience selling to similarly situated customers.

 

Performance obligations within a contract are identified based on the goods and services promised to be transferred in the contract. When a contract includes more than one promised good or service, the Company must apply judgment to determine whether the promises represent multiple performance obligations or a single, combined performance obligation. This evaluation requires the Company to determine if the promises are both capable of being distinct, where the customer can benefit from the good or service on its own or together with other resources readily available, and are distinct within the context of the contract, where the transfer of goods or services is separately identifiable from other promises in the contract. When both criteria are met, each promised good or service is accounted for as a separate performance obligation. In cases where the promises are distinct, the Company is further required to evaluate if the promises are a series of goods and services that are substantially the same and have the same pattern of transfer to the customer (referred to as the “series” guidance). When the Company determines that promises meet the series guidance, they are accounted for as a single, combined performance obligation. The number of performance obligations in the Company’s arrangements is not different under ASC 606 than the number of separate units of accounting under pervious guidance, as discussed further below.

 

Contracts that contain multiple performance obligations require an allocation of the transaction price to each performance obligation on a relative basis according to their standalone selling prices. The Company continues to determine standalone selling price based on the price at which the performance obligation is sold separately. If the Company does not have a history of selling a performance obligation, management applies judgment to estimate the standalone selling price, taking into consideration available information, including market conditions, factors considered to set list price, pricing of similar products, and internal pricing objectives. The corresponding allocated revenues are recognized as the performance obligations are satisfied, as discussed below.

 

Research services revenues

 

12


 

 

Research services revenues consist primarily of memberships to Research, Connect, and Analytics products. The majority of the Research revenues are annual subscriptions to our research, including access to all or a designated portion of our research and, depending on the type of license, unlimited phone or email analyst inquiry and unlimited participation in Forrester webinars, all of which are delivered throughout the contract period. The Company has concluded that the promises represent a stand ready obligation to provide a daily information service, in which the services are the same each day, every day is distinct, and the customer simultaneously receives and consumes the benefits as the Company transfers control throughout the contract period. Accordingly, these subscriptions meet the requirements of the series guidance and are each accounted for as a single performance obligation. The Company recognizes revenue ratably over time, using an output measure of time elapsed. Research revenues also include sales of electronic reprints, which are written research documents prepared by Forrester’s analysts and hosted via an on-line platform. Reprints include a promise to deliver a customer-selected research document and certain usage data provided through the on-line platform, which represents two performance obligation. The Company satisfies the performance obligation for the research document by providing access to the electronic reprint and accordingly recognizes revenue at that point in time. The Company satisfies the performance obligation for the data portion of the reprint on a daily basis and accordingly recognizes revenue over time.

 

The majority of the Connect revenues are the Company’s Leadership Board product which includes access to the Research offering, access to a private forum with other Leadership Board member peers, access to a Forrester advisor, member-generated content, and one Event ticket. The Company has concluded that all promises, other than the Event ticket, represent a stand ready obligation to provide a daily information and peer service, in which the services are the same each day, every day is distinct, and the customer simultaneously receives and consumes the benefits as the Company transfers control throughout the contract period. Accordingly, these promises meet the requirements of the series guidance and are accounted for as a single performance obligation. The Company recognizes revenue ratably over time, using an output measure of time elapsed. The Event ticket is accounted for as a separate performance obligation and is recognized when the Event occurs.

 

Analytics revenues are annual subscriptions to access designated survey data products and typically include a data advisor, all of which are delivered throughout the contract period. For Analytics subscriptions, the Company has concluded that the promises represent a stand ready obligation to provide a daily data service, in which the services are the same each day, every day is distinct and the customer simultaneously receives and consumes the benefits as the Company transfers control throughout the contract period. Accordingly, these subscriptions meet the requirements of the series guidance and are accounted for as a single performance obligation. The Company recognizes revenue ratably over time, using an output measure of time elapsed. Certain of the Analytics products include advisory services which are accounted for as a separate performance obligation and are recognized at the point in time the session is completed or the final deliverable is transferred to the customer.

 

Advisory services and events revenues

 

Advisory services and events revenues consists of sales of advisory services, consulting projects, and Events.

 

Advisory services revenues are short-term presentations or knowledge sharing sessions (which can range from one hour to two days), such as workshops, speeches and advisory days. Each is a promise for a Forrester analyst to deliver a deeper understanding of Forrester’s published research and represents a single performance obligation. Revenue is recognized at the point in time the session is completed or the final deliverable is transferred to the customer.

 

Consulting project revenues consists of the delivery of focused insights and recommendations that assist customers with their challenges in developing and executing strategies around technology, customer experience and digital transformation. Projects are fixed-fee arrangements that are generally completed within two weeks to three months. The Company concluded that each project represents a single performance obligation as they are a single promise to deliver a customized engagement and deliverable. For the majority of these services, either practically or contractually, the work performed and delivered to the customer has no alternative use to the Company. Additionally, Forrester maintains an enforceable right to payment at all times throughout the contract. The Company utilizes an input method and recognizes revenue over time, based on hours expended relative to the total estimated hours required to satisfy the performance obligation. This input method was chosen since it closely aligns with how control of interim deliverables is transferred to the customer throughout the engagement and is also the method used internally to price the project and assess operational performance. If the Company were to enter into an agreement where it does not have an enforceable right to payment at all times, revenue would be recognized at the point in time the project is completed.

 

Events revenues consist of either ticket or sponsorship sales for a Forrester-hosted event. Each is a single promise that either allows entry to, or grants the right to promote a product or service at, a specific event. The Company concluded that each of these represents a single performance obligation. The Company recognizes revenue at the completion of the Event, which is the point in time when the customer has received the benefit(s) from attending or sponsoring the Event.

 

 

13


 

Prepaid performance obligations, including Event tickets, reprints, advisory and consulting hours, on non-cancellable contracts that the Company estimates will expire unused are recognized in proportion to the pattern of related rights exercised by the customer. This assessment requires significant judgment, including estimating the percentage of prepaid rights that will go unexercised and anticipating the impact that future changes to products, pricing and customer engagement will have on actual expirations. The Company periodically updates the rates used to recognize unexercised rights.

 

Refer to Note 9, Operating Segments, for a summary of disaggregated revenue by product category and business segment.

 

Contract Modifications

 

The Company considers a contract modification to exist when a mutually agreed upon change creates new, or updates existing, enforceable rights and obligations. ASC 606 introduced three specific methods to account for contract modifications depending on the nature of the change(s) in scope or price to the original contract. The new guidance is consistent with how the Company has historically accounted for contract modifications and as a result, will not have an impact on the Company’s results of operations.

 

The majority of the Company’s contract modifications result in additional or remaining distinct goods and services, and are treated on a prospective basis. Under the prospective method, the transaction price is updated to combine the unrecognized amount as of the modification date plus the additional transaction price from the modification. This amount is then re-allocated to the remaining distinct performance obligations and recognized accordingly.

 

Consulting services contracts can be modified to update the scope of the services purchased. Since a consulting project is a single performance obligation that is only partially satisfied at the modification date, the updated project requirements are not distinct and the modification is accounted for as part of the existing contract. The effect of the modification on the transaction price and the Company’s measure of progress for the performance obligation to which is relates, is recognized as an adjustment to revenue (either an increase or decrease) on a cumulative catch-up basis. For the three months ended March 31, 2018, the Company recorded an immaterial amount of cumulative catch-up adjustments.

 

Accounts Receivable

 

Accounts receivable includes amounts billed and currently due from customers. Since the only condition for payment of our invoices is the passage of time, the Company records a receivable on the date the invoice is issued. Also included in accounts receivable are unbilled amounts resulting from revenue exceeding the amount billed to the customer, where the right to payment is unconditional. If the right to payment for services performed was conditional on something other than the passage of time, the unbilled amount would be recorded as a separate contract asset. There were no contract assets as of March 31, 2018.

 

The majority of the Company’s contracts are non-cancellable. However, for contracts that are cancellable by the customer, the Company does not record a receivable when it issues an invoice. The Company records accounts receivable on these contracts only up to the amount of revenue earned but not yet collected.

 

In addition, since the majority of the Company’s contracts are for a duration of one year and payment is expected within one year from the transfer of goods and services, the Company does not adjust its receivables or transaction price for the effects of a significant financing component.

 

Deferred Revenue

 

The Company refers to contract liabilities as deferred revenue on the consolidated balance sheets. Deferred revenue consists of billings in excess of revenue recognized. Similar to accounts receivable, the Company does not record deferred revenue for invoices issued on a cancellable contract.

 

During the three months ended March 31, 2018, the Company recognized approximately $58 million of revenue related to its deferred revenue at January 1, 2018. In order to determine revenue recognized in the current period from deferred revenue at the beginning of the period, the Company first allocates revenue to the individual deferred revenue balance outstanding at the beginning of the period, until the revenue exceeds that balance.

 

Approximately $254 million of revenue is expected to be recognized during the next 12 to 24 months from remaining performance obligations as of March 31, 2018.

 

Cost to Obtain and Fulfill Contracts

 

 

14


 

The Company capitalizes commissions paid to internal sales representatives and related fringe benefits costs that are incremental to obtaining customer contracts.  These costs are included in deferred commissions on the consolidated balance sheets. The judgments made in determining the amount of costs incurred include the types of costs to capitalize and whether or not the costs are in fact incremental. The Company elected the practical expedient to account for these costs at a portfolio level as the Company’s contracts are similar in nature and the amortization model used closely matches the amortization expense that would be recognized on a contract-by-contract basis. Costs to obtain a contract are amortized to operations as the related revenue is recognized over the initial contract term. The Company evaluates the recoverability of deferred commissions at each balance sheet date.

 

Costs to fulfill the Company’s contracts, such as our survey costs for our Analytics product line, do not meet the specified capitalization criteria as defined in the guidance and as such are expensed as incurred.

 

Note 6 — Income Taxes

Forrester provides for income taxes on an interim basis according to management’s estimate of the effective tax rate expected to be applicable for the full fiscal year. Certain items such as changes in tax rates, tax benefits or expense related to settlements of share-based payment awards, and foreign currency gains or losses are treated as discrete items and are recorded in the period in which they arise.

 

Income tax benefit for the three months ended March 31, 2018 was $0.7 million resulting in an effective tax rate of 28.7% for the period. Income tax benefit for the three months ended March 31, 2017 was $0.1 million resulting in an effective tax rate of (3.0)% for the period.  The increase in the effective tax rate during the three months ended March 31, 2018 compared to the prior year period was primarily due to the recognition of a $1.3 million benefit from the settlement of a tax audit in the first quarter of 2017. For the full year 2018, the Company anticipates that its effective tax rate will be approximately 31%.

 

On December 22, 2017, the Tax Cuts and Jobs Act (the “Act”) was signed into law making significant changes to the Internal Revenue Code. We calculated our best estimate of the impact of the Act in our prior year end income tax provision in accordance with our understanding of the Act and guidance available at that date. On December 22, 2017, Staff Accounting Bulletin No. 118 ("SAB 118") was issued to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Act.  SAB 118 provides a measurement period that should not extend beyond one year from the enactment date of the Act for companies to complete the accounting for the income tax effects of the Act. Any subsequent adjustment to these provisional amounts will be recorded to current tax expense in the quarter of 2018 when the analysis is complete. As the Company completes its analysis of the Act, and collects and prepares necessary data, and interprets any additional guidance issued by the U.