10-Q

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 10-Q

þ Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended September 30, 2016

or

¨ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from             to            

Commission File Number 001-34832

INTRALINKS HOLDINGS, INC.

(Exact name of registrant as specified in its charter)

Delaware	20-8915510
(State or other jurisdiction of Incorporation or organization)	(I.R.S. Employer Identification Number)

150 East 42nd Street 8th Floor New York, New York	10017
(Address of principal executive offices)	(Zip Code)

(212) 543-7700

(Registrant’s telephone number, including area code)

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 þ 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 (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).  Yes þ No ¨

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

Large accelerated filer ¨ Accelerated filer þ Non-accelerated filer ¨ Smaller reporting company ¨

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

Indicate the number of shares outstanding of each of the issuer's classes of Common Stock, as of the latest practicable date.

Class	Outstanding at October 28, 2016
Common Stock, par value $0.001 per share	57,755,261

INTRALINKS HOLDINGS, INC.

QUARTERLY REPORT ON FORM 10-Q

For the quarter ended September 30, 2016

Table of Contents

	Page Number
PART I FINANCIAL INFORMATION
ITEM 1. Financial Statements (Unaudited)	3
Consolidated Balance Sheets	3
Consolidated Statements of Operations	4
Consolidated Statements of Comprehensive Loss	5
Consolidated Statements of Cash Flows	6
Notes to Consolidated Financial Statements	7
ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations	14
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk	21
ITEM 4. Controls and Procedures	21
PART II OTHER INFORMATION	21
ITEM 1. Legal Proceedings	21
ITEM 1A. Risk Factors	21
ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds	21
ITEM 3. Defaults Upon Senior Securities	21
ITEM 4. Mine Safety Disclosures	22
ITEM 5. Other Information	22
ITEM 6. Exhibits	22
SIGNATURES	23

PART I - FINANCIAL INFORMATION

ITEM 1. Financial Statements

INTRALINKS HOLDINGS, INC.

CONSOLIDATED BALANCE SHEETS

(In thousands, except share data)

(unaudited)

	September 30,			December 31,
	2016			2015
ASSETS
Current assets:
Cash and cash equivalents	$	47,862		$	47,875
Investments	—			12,425
Accounts receivable, net of allowances of $5,801 and $4,265, respectively	53,074			50,360
Prepaid expenses	8,779			8,595
Other current assets	3,454			3,399
Total current assets	113,169			122,654
Fixed assets, net	15,700			20,789
Capitalized software, net	51,910			46,636
Goodwill	229,848			224,383
Other intangibles, net	21,561			38,106
Other non-current assets	5,575			7,619
Total assets	$	437,763		$	460,187
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable	$	5,007		$	10,094
Current portion of long-term debt, net of debt issuance costs	1,885			1,829
Deferred revenue	56,291			52,005
Accrued expenses and other current liabilities	26,577			29,856
Total current liabilities	89,760			93,784
Long-term debt, net of debt issuance costs	78,155			79,457
Other long-term liabilities	4,640			4,795
Commitments and contingencies
Stockholders' equity:
Undesignated preferred stock, $0.001 par value; 10,000,000 shares authorized; 0 shares issued and outstanding, respectively	—			—
Common stock, $0.001 par value; authorized 300,000,000 shares; issued 59,162,325 and 58,434,464 shares; outstanding 57,752,961 and 58,434,464 shares, respectively	59			58
Additional paid-in capital	464,629			456,141
Accumulated deficit	(183,669		)	(169,594		)
Accumulated other comprehensive loss	(4,322		)	(4,454		)
Treasury stock, 1,409,634 and 0 shares of common stock at cost, respectively	(11,489		)	—
Total stockholders' equity	265,208			282,151
Total liabilities and stockholders' equity	$	437,763		$	460,187

The accompanying notes are an integral part of these Consolidated Financial Statements.

3

INTRALINKS HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except share and per share data)

(unaudited)

	Three months ended September 30,						Nine months ended September 30,
	2016			2015			2016			2015
Revenue	$	75,414		$	69,588		$	219,088		$	204,869
Cost of revenue	19,401			19,304			59,007			57,189
Gross profit	56,013			50,284			160,081			147,680
Operating expenses:
Sales and marketing	32,897			29,496			96,236			91,666
General and administrative	15,614			18,652			50,795			55,406
Product development	6,858			6,859			20,828			19,107
Total operating expenses	55,369			55,007			167,859			166,179
Income (loss) from operations	644			(4,723		)	(7,778		)	(18,499		)
Interest expense	1,165			1,124			3,415			3,323
Amortization of debt issuance costs	143			143			429			429
Other (income) expense, net	(133		)	151			979			989
Net loss before income tax	(531		)	(6,141		)	(12,601		)	(23,240		)
Income tax expense	700			420			1,474			1,164
Net loss	$	(1,231	)	$	(6,561	)	$	(14,075	)	$	(24,404	)
Net loss per common share:
Basic	$	(0.02	)	$	(0.11	)	$	(0.25	)	$	(0.43	)
Diluted	$	(0.02	)	$	(0.11	)	$	(0.25	)	$	(0.43	)
Weighted average number of shares:
Basic	56,916,485			57,446,774			57,303,394			56,970,515
Diluted	56,916,485			57,446,774			57,303,394			56,970,515

The accompanying notes are an integral part of these Consolidated Financial Statements.

4

INTRALINKS HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS

(In thousands)

(unaudited)

	Three months ended September 30,						Nine months ended September 30,
	2016			2015			2016			2015
Net loss	$	(1,231	)	$	(6,561	)	$	(14,075	)	$	(24,404	)
Change in foreign currency translation adjustment (1)	(19		)	(1,542		)	132			(2,554		)
Total other comprehensive (loss) income, net of tax	(19		)	(1,542		)	132			(2,554		)
Comprehensive loss	$	(1,250	)	$	(8,103	)	$	(13,943	)	$	(26,958	)

(1) Net of tax benefit of $0.01 million and expense of $0.1 million for the three and nine months ended September 30, 2016, respectively, and net of tax benefit of $0 for both the three and nine months ended September 30, 2015

The accompanying notes are an integral part of these Consolidated Financial Statements.

5

INTRALINKS HOLDINGS, INC.

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(unaudited)

	Nine months ended September 30,
	2016			2015
Net loss	$	(14,075	)	$	(24,404	)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	19,539			20,222
Amortization of intangible assets	18,145			17,961
Stock-based compensation expense	8,288			8,932
Other, net	3,433			3,192
Changes in operating assets and liabilities:
Accounts receivable	(4,590		)	(7,419		)
Prepaid expenses and other assets	278			(2,510		)
Accounts payable	(4,351		)	2,254
Accrued expenses and other liabilities	(3,130		)	349
Deferred revenue	3,525			3,577
Net cash provided by operating activities	27,062			22,154
Cash flows from investing activities:
Capitalized software development costs	(19,108		)	(18,594		)
Capital expenditures	(1,413		)	(10,589		)
Maturities of investments	12,384			6,750
Acquisition, net of cash acquired	(6,334		)	—
Purchase of a cost method investment	—			(1,000		)
Net cash used in investing activities	(14,471		)	(23,433		)
Cash flows from financing activities:
Purchases of treasury stock	(11,489		)	—
Payments on long-term debt	(1,727		)	(600		)
Other, net	200			1,887
Net cash (used in) provided by financing activities	(13,016		)	1,287
Effect of foreign exchange rate changes on cash and cash equivalents	412			(1,255		)
Net decrease in cash and cash equivalents	(13		)	(1,247		)
Cash and cash equivalents at beginning of period	47,875			40,682
Cash and cash equivalents at end of period	$	47,862		$	39,435

The accompanying notes are an integral part of these Consolidated Financial Statements.

6

INTRALINKS HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

1. Intralinks Holdings, Inc. and Summary of Significant Accounting Policies

Intralinks Holdings, Inc. ("Intralinks Holdings") and its subsidiaries (collectively, the "Company") is a leading global provider of Software-as-a-Service ("SaaS") solutions for secure enterprise content collaboration within and among organizations. The Company was incorporated in Delaware in June 1996. The Company's cloud-based solutions enable organizations to manage, control, track, search, exchange and collaborate on sensitive information, inside and outside of the firewall, all within a secure and easy-to-use environment.

Basis of Presentation

The accompanying unaudited Consolidated Financial Statements include the accounts of Intralinks Holdings and its subsidiaries. All intercompany balances and transactions have been eliminated. The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such SEC rules and regulations.

In the opinion of management, the accompanying unaudited Consolidated Financial Statements contain all normal and recurring adjustments necessary for the fair statement of the Company's consolidated financial position, results of operations and cash flows for the interim periods presented. Interim results are not necessarily indicative of the results to be expected for a full year. The financial statements contained herein are unaudited and should be read in conjunction with the Company’s audited Consolidated Financial Statements and related notes included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Certain prior year amounts have been reclassified to conform to the current year presentation.

Use of Estimates

The preparation of the Company's Consolidated Financial Statements in conformity with U.S. GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates.

On an ongoing basis, the Company evaluates its estimates and assumptions including those related to (a) allowances for doubtful accounts and reserves for customer credits, (b) the fair values of the Company's single operating segment and reporting unit, goodwill, definite-lived intangible assets and long-term investments, (c) the recoverability of its definite-lived intangible assets, capitalized software and fixed assets (and their related useful lives), (d) certain components of the income tax provision (including the valuation allowance on net deferred tax assets and liabilities for uncertain tax positions), (e) accruals for certain compensation and benefit expenses and (f) the fair value of stock-based awards including estimated forfeitures of such awards. The Company bases its estimates, judgments and assumptions on historical experience, its forecasts and budgets and on various other factors that it believes to be reasonable under the circumstances.

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers, which outlines a single comprehensive model for entities to use in accounting for revenue. ASU 2014-09 supersedes current revenue recognition guidance and requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt ASU 2014-09. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. The amendment in this update deferred the effective date of implementation of ASU 2014-09 by one year and is now effective for annual and interim reporting periods beginning after December 15, 2017. In March 2016, the FASB issued ASU 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net), amending the principal-versus-agent implementation guidance set forth in ASU 2014-09. The amendment clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued ASU 2016-10, Identifying Performance Obligations and Licensing, which amends certain aspects of the guidance set forth in the FASB's new revenue standard related to identifying performance obligations and licensing implementation. In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical

7

INTRALINKS HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

Expedients, which clarifies implementation guidance in ASU 2014-09 on assessing collectability, noncash consideration, presentation of sales tax and completed contracts and contract modifications at transition. The Company is currently evaluating the impact of the adoption of these standards on its Consolidated Financial Statements.

In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs, which requires an entity to present debt issuance costs on the balance sheet as a direct deduction from the related liability rather than as an asset. ASU 2015-03 is effective for annual and interim reporting periods beginning after December 15, 2015. In August 2015, the FASB issued ASU 2015-15, Interest-Imputation of Interest: Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, which clarifies that the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are outstanding borrowings on the line-of-credit. As a result of the retrospective adoption of ASU 2015-03, at December 31, 2015, the Company reclassified capitalized deferred debt issuance costs of $0.5 million from "Other current assets" to "Current portion of long-term debt, net of debt issuance costs" and $1.0 million from "Other non-current assets" to "Long-term debt, net of debt issuance costs."

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes existing guidance on accounting for leases in "Leases (Topic 840)" and generally requires all leases to be recognized in the consolidated balance sheet. ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018; early adoption is permitted. The provisions of ASU 2016-02 are to be applied using a modified retrospective approach. The Company is currently evaluating the impact of the adoption of this standard on its Consolidated Financial Statements.

In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation(Topic 718): Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for employee stock-based payment. This update provides clarification on guidance for employee share-based payments, in particular areas including income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows.  ASU 2016-09 is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company is currently evaluating the impact of the adoption of these standards on its Consolidated Financial Statements.

2. Investments and Fair Value Measurements

The Company has classified its investments in corporate securities as held-to-maturity and, as such, has recorded them at amortized cost. Interest earned on these corporate securities is included in “Other expense (income), net” within the Consolidated Statements of Operations. The gross unrealized holding gains and losses for the three and nine months ended September 30, 2016 and 2015 were not material.

The Company held no investments at September 30, 2016. The following table summarizes these investments at December 31, 2015:

			December 31, 2015
Security Type	Remaining Maturity	Consolidated Balance Sheet Classification	Amortized Cost
			(In thousands)
Corporate Securities	15 to 202 Days	Investments (current)	$	12,425

The Company categorizes its financial instruments measured at fair value into a three-level fair value hierarchy that prioritizes the inputs used in determining the fair value of the asset or liability. The three levels of the fair value hierarchy are as follows:

• Level 1:  Fair value measurement of the asset or liability using observable inputs such as quoted prices in active markets for identical assets or liabilities;

• Level 2:  Fair value measurement of the asset or liability using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and

• Level 3:  Fair value measurement of the asset or liability using unobservable inputs that reflect the Company’s own assumptions regarding the applicable asset or liability.

8

INTRALINKS HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

The following tables present the Company's financial instruments that are measured at fair value on a recurring basis:

	September 30, 2016
	Total		Level 1		Level 2		Level 3
	(In thousands)
Asset:
Money market funds as cash equivalents	$	16,331	$	16,331	$	—	$	—

	December 31, 2015
	Total		Level 1		Level 2		Level 3
	(In thousands)
Asset:
Money market funds as cash equivalents	$	17,143	$	17,143	$	—	$	—

The Company's non-financial assets, which include goodwill, intangible assets, fixed assets, capitalized software and cost method investments, are adjusted to fair value only when an impairment charge is recognized. These fair value measurements are based predominantly on Level 3 inputs.

At September 30, 2016 and December 31, 2015, the carrying value of the Company's investments accounted for under the cost method totaled $3.0 million and $4.5 million, respectively, and are included in "Other non-current assets" on the Company's Consolidated Balance Sheets. During the nine months ended September 30, 2016, the Company recognized an impairment charge of $1.5 million related to the write-down of a cost method investment to its estimated fair value of zero. The decline in value was determined to be other-than-temporary due to the investee company’s inability to continue operations without new outside financing. The impairment charge is included in “Other (income) expense, net” in the Consolidated Statements of Operations.

3. Goodwill and Other Intangibles

At September 30, 2016 and December 31, 2015, the Company had $229.8 million and $224.4 million of goodwill, respectively. The additions to goodwill and other intangibles relate to the Company’s acquisition of Verilume, Inc., a cloud infrastructure company. The Company completed the purchase price allocation related to this transaction and recorded the acquired assets and assumed liabilities at their estimated fair values.

At September 30, 2016, other intangibles consisted of the following:

	Definite–Lived Intangible Assets
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
	(In thousands)
Customer relationships	$	141,973	$	(131,789	)	$	10,184
Developed technology	135,792		(128,023		)	7,769
Trade name	14,629		(11,330		)	3,299
Non-compete agreements	1,687		(1,378		)	309
Total	$	294,081	$	(272,520	)	$	21,561

At December 31, 2015, other intangibles consisted of the following:

9

INTRALINKS HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

	Definite–Lived Intangible Assets
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
	(In thousands)
Customer relationships	$	141,973	$	(121,141	)	$	20,832
Developed technology	134,542		(121,634		)	12,908
Trade name	14,629		(10,416		)	4,213
Non-compete agreements	1,337		(1,184		)	153
Total	$	292,481	$	(254,375	)	$	38,106

Amortization of intangible assets is classified in each of the operating expense categories as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	2,145	$	2,083	$	6,389	$	6,248
Sales and marketing	3,550		3,549		10,648		10,648
General and administrative	373		354		1,108		1,065
Total	$	6,068	$	5,986	$	18,145	$	17,961

At September 30, 2016, amortization of intangible assets for each of the next five years and thereafter is estimated to be as follows:

	Amount
	(In thousands)
Remainder of 2016	$	6,069
2017	12,224
2018	1,911
2019	966
2020	281
Thereafter	110
Total	$	21,561

4. Fixed Assets

Fixed assets consisted of the following:

	September 30,			December 31,
	2016			2015
	(In thousands)
Computer equipment and software	$	37,499		$	37,200
Furniture, fixtures and office equipment	3,074			3,058
Leasehold improvements	6,355			6,213
Total fixed assets	46,928			46,471
Less: Accumulated depreciation and amortization	(31,228		)	(25,682		)
Fixed assets, net	$	15,700		$	20,789

Depreciation expense is classified in each of the operating expense categories as follows:

10

INTRALINKS HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	1,419	$	1,181	$	4,248	$	3,416
Sales and marketing	302		304		985		918
General and administrative	190		245		608		750
Product development	134		133		433		430
Total	$	2,045	$	1,863	$	6,274	$	5,514

5. Capitalized Software

Capitalized software consisted of the following:

	September 30,			December 31,
	2016			2015
	(In thousands)
Capitalized internal-use software development costs	$	164,669		$	146,261
Less: Accumulated amortization	(112,759		)	(99,625		)
Capitalized software, net	$	51,910		$	46,636

Amortization expense is classified in each of the operating expense categories as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	4,175	$	4,625	$	12,774	$	14,224
Sales and marketing	59		51		163		117
General and administrative	97		122		328		367
Total	$	4,331	$	4,798	$	13,265	$	14,708

6. Income Tax

The Company recorded an income tax expense of $0.7 million and $1.5 million despite a pre-tax loss of $0.5 million and $12.6 million for the three and nine months ended September 30, 2016, respectively, and recorded an income tax expense of $0.4 million and $1.2 million despite a pre-tax loss of $6.1 million and $23.2 million for the three and nine months ended September 30, 2015, respectively, primarily because the income tax benefit related to the U.S. pre-tax loss generated was subject to a valuation allowance. In addition, certain foreign jurisdictions generated pre-tax income that resulted in tax expense.

The Company is routinely under audit by federal, state, local and foreign tax authorities in the area of income tax. These audits include questioning the timing and the amount of income and deductions and the allocation of income and deductions among various tax jurisdictions. The Internal Revenue Service recently completed an audit of the Company’s federal tax returns for the years ended December 31, 2010 and 2011. Various other jurisdictions are open to examination for various tax years. Management believes it has adequately provided for all uncertain tax positions and any potential audit adjustments would not have a material impact on the Company’s liquidity, results of operations or financial condition.

Unrecognized tax benefits totaled $6.8 million and $5.5 million at September 30, 2016 and December 31, 2015, respectively. Management does not expect that the balance of unrecognized tax benefits will significantly increase or decrease over the next twelve months. If unrecognized tax benefits at September 30, 2016 are subsequently recognized, the Company's income tax expense would be reduced by $5.7 million ($0.7 million net of the impact of the Company’s valuation allowance).

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INTRALINKS HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

7. Debt

Long-term debt consisted of the following:

	September 30,			December 31,
	2016			2015
	(In thousands)
Term Loan Credit Facility	$	78,000		$	78,600
Equipment Loan Facility	3,591			4,719
Term Loan original issue discount	(387		)	(507		)
Term Loan unamortized debt issuance costs	(1,164		)	(1,526		)
Total debt, net of debt issuance costs	80,040			81,286
Less: current portion (Term Loan Credit Facility)	(318		)	(318		)
Less: current portion (Equipment Loan Facility)	(1,567		)	(1,511		)
Total current portion of debt, net of debt issuance costs	(1,885		)	(1,829		)
Total long-term debt, net of debt issuance costs	$	78,155		$	79,457

Based on available market information, the estimated fair value of the Company’s long-term debt was $79.2 million and $81.0 million as of September 30, 2016 and December 31, 2015, respectively. These fair value measurements were determined using Level 2 observable inputs, as defined in Note 2. The estimated fair value of our facility related to the purchase of equipment ("Equipment Loan Facility") approximates its carrying value at each reporting period.

As of September 30, 2016, the Company had $2.9 million in outstanding letters of credit issued under its Revolving Credit Facility.

The Term Loan Credit Facility and the Revolving Credit Facility (collectively, the "Credit Facilities") include covenants that restrict certain activities by the Company, as well as require the Company to comply with certain financial ratios such as a Consolidated Net Leverage Ratio and a springing Fixed Charge Coverage Ratio, as these terms are defined in the agreements governing the Credit Facilities. The agreements governing the Credit Facilities also contain other affirmative and negative covenants with which the Company is required to comply. The Term Loan Credit Facility requires partial prepayment of a portion of the principal outstanding in the event that the Company generates Consolidated Excess Cash Flow (as defined under the Term Loan Credit Facility) in excess of a certain threshold. This determination is to be made 90 days following the end of the preceding fiscal year, with any payment, if required, due within 105 days following the end of the preceding fiscal year. The Company was in compliance with all applicable covenants set forth in the Credit Facilities as of September 30, 2016 and there was no required prepayment for the year ended December 31, 2015.

8. Employee Stock Plans

Stock-based compensation expense is measured at the grant date based on the fair value of the award and recognized as expense over the requisite service period, net of an estimated forfeiture rate. The Company maintains several stock-based compensation plans, which are more fully described in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Stock-based compensation expense related to all of the Company’s stock awards is included in operating expense categories, as follows:

12

INTRALINKS HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	217	$	142	$	544	$	358
Sales and marketing	737		487		1,839		1,537
General and administrative	1,411		2,086		4,477		6,002
Product development	519		353		1,428		1,035
Total	$	2,884	$	3,068	$	8,288	$	8,932

9. Net Loss per Share

The following table provides a reconciliation of the numerator and denominator used in computing basic and diluted net loss per common share:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015
Numerator:
Net loss (in thousands)	$	(1,231	)	$	(6,561	)	$	(14,075	)	$	(24,404	)
Denominator:
Weighted-average shares used to compute basic net loss per share	56,916,485			57,446,774			57,303,394			56,970,515
Effect of dilutive options, unvested shares of restricted stock awards and unvested restricted stock units	—			—			—			—
Weighted-average shares used to compute diluted net loss per share	56,916,485			57,446,774			57,303,394			56,970,515
Net loss per share:
Basic	$	(0.02	)	$	(0.11	)	$	(0.25	)	$	(0.43	)
Diluted	$	(0.02	)	$	(0.11	)	$	(0.25	)	$	(0.43	)

The following outstanding options to purchase common stock, unvested shares of restricted stock awards and unvested restricted stock units were excluded from the computation of diluted net loss per share for the periods presented as their inclusion would have been anti-dilutive:

	September 30,	September 30,
	2016	2015
Options to purchase common stock	3,875,077	4,170,107
Unvested shares of restricted stock awards	662,605	562,055
Unvested shares of restricted stock units	3,702,917	2,143,793

10. Contingencies

In the ordinary course of business, the Company and its subsidiaries are subject to various claims, charges, disputes, litigation and regulatory inquiries and investigations. The Company establishes reserves for specific legal matters when it determines that the likelihood of an unfavorable outcome is probable and the loss is reasonably estimable. Management has also identified certain other legal matters where it believes an unfavorable outcome is not probable and, therefore, no reserve is established. Although management currently believes that resolving claims against the Company, including claims where an unfavorable outcome is reasonably possible, will not have a material impact on the Company's liquidity, results of operations or financial condition, these matters are subject to inherent uncertainties and management's view of these matters may change in the future. The Company also evaluates other contingent matters, including income and non-income tax contingencies, to assess the likelihood of an unfavorable outcome and estimated extent of potential loss. These matters, if resolved adversely against the Company, may result in monetary

13

INTRALINKS HOLDINGS, INC.

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(unaudited)

damages, fines and penalties or require changes in business practices. It is possible that an unfavorable outcome of one or more of these lawsuits or other contingencies could have a material impact on the Company's liquidity, results of operations or financial condition.

The Company is not currently aware of any pending or threatened material claims, charges, disputes, litigation and regulatory inquiries and investigations.

ITEM 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Our operating results and financial condition have varied in the past and could in the future vary significantly depending on a number of factors. Some of the statements in this Quarterly Report constitute “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements relate to our operations and are based on our current expectations, estimates and projections. Words such as “may,” “will,” “could,” “would,” “should,” “anticipate,” “predict,” “potential,” “continue,” “expects,” “intends,” “plans,” “projects,” “believes,” “estimates,” “goals,” “in our view” and similar expressions are used to identify these forward-looking statements. The forward-looking statements included in this Quarterly Report include, but are not limited to, statements about our internal control over financial reporting, our results of operations and financial condition and our plans, strategies and developments. Forward-looking statements are only predictions and, as such, are not guarantees of future performance and involve risks, uncertainties and assumptions that are difficult to predict. Forward-looking statements are based upon assumptions as to future events or our future financial performance that may not prove to be accurate. Actual outcomes and results may differ materially from what is expressed or forecasted in these forward-looking statements. Many of the reasons for these differences include changes that occur in our continually changing business environment and other important factors. These risks, uncertainties and other factors are more fully described in this section and under the heading "Risk Factors" in Item 1A of Part I of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015, filed with the Securities and Exchange Commission, or the SEC, on March 4, 2016. You are strongly encouraged to read those sections carefully as the occurrence of the events described therein and elsewhere in this report could materially harm our business. Given these risks, uncertainties and other factors, you should not place undue reliance on these forward-looking statements. Also, these statements speak only as of the date they were made and, except as required by law, we undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

Overview

Management’s Discussion and Analysis of Financial Condition and Results of Operations, or MD&A, is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity and certain other factors that may affect our future results. The following discussion and analysis of our financial condition and results of operations should be read in conjunction with our consolidated financial statements and related notes included in Part I, Item 1. "Financial Statements (Unaudited)" of this Quarterly Report on Form 10-Q and the audited consolidated financial statements included in Part II, Item 8. "Financial Statements and Supplementary Data" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Intralinks is a leading global technology provider of Software-as-a-Service, or SaaS, solutions for secure enterprise content collaboration within and among organizations. Our cloud-based solutions enable organizations to manage, control, track, search, exchange and collaborate on sensitive information, inside and outside the firewall, all within a secure and easy-to-use environment.

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Results of Operations

The following table sets forth Consolidated Statements of Operations data as a percentage of revenue.

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
Revenue	100.0	%	100.0	%	100.0	%	100.0	%
Cost of revenue	25.7	%	27.7	%	26.9	%	27.9	%
Gross profit	74.3	%	72.3	%	73.1	%	72.1	%
Operating expenses:
Sales and marketing	43.6	%	42.4	%	43.9	%	44.7	%
General and administrative	20.7	%	26.8	%	23.2	%	27.0	%
Product development	9.1	%	9.9	%	9.5	%	9.3	%
Total operating expenses	73.4	%	79.0	%	76.6	%	81.1	%
Income (loss) from operations	0.9	%	(6.8	)%	(3.6	)%	(9.0	)%
Interest expense	1.5	%	1.6	%	1.6	%	1.6	%
Amortization of debt issuance costs	0.2	%	0.2	%	0.2	%	0.2	%
Other (income) expense, net	(0.2	)%	0.2	%	0.4	%	0.5	%
Net loss before income tax	(0.7	)%	(8.8	)%	(5.8	)%	(11.3	)%
Income tax expense	0.9	%	0.6	%	0.7	%	0.6	%
Net loss	(1.6	)%	(9.4	)%	(6.4	)%	(11.9	)%

Comparison of the Three and Nine Months Ended September 30, 2016 and 2015

Revenue

	Three Months Ended September 30,				Change					Nine Months Ended September 30,				Change
	2016		2015		$			%		2016		2015		$			%
	(Dollars in thousands)
M&A	$	39,226	$	35,563	$	3,663		10.3	%	$	111,439	$	103,496	$	7,943		7.7	%
Enterprise	29,294		27,113		2,181			8.0	%	86,507		79,703		6,804			8.5	%
DCM	6,894		6,912		(18		)	(0.3	)%	21,142		21,670		(528		)	(2.4	)%
Total revenue	$	75,414	$	69,588	$	5,826		8.4	%	$	219,088	$	204,869	$	14,219		6.9	%

Total revenue for the three and nine months ended September 30, 2016 increased 8.4% and 6.9%, or 9.1% and 8.3% excluding the effects of foreign exchange, from 2015 to 2016, respectively.

M&A revenue for the three and nine months ended September 30, 2016 increased 10.3% and 7.7%, or 11.1% and 9.3% excluding the effects of foreign exchange, from 2015 to 2016, respectively. The growth in M&A revenue for the three and nine months ended September 30, 2016 was largely driven by a higher volume of strategic business transactions.

Enterprise revenue for the three and nine months ended September 30, 2016 increased 8.0% and 8.5%, or 8.9% and 9.8% excluding the effects of foreign exchange, from 2015 to 2016, respectively. The growth in Enterprise revenue for the three and nine months ended September 30, 2016 was primarily due to an increase in the number of enterprise customers year-over-year and revenue expansion within the existing customer base.

DCM revenue for the three and nine months ended September 30, 2016 remained comparable to 2015 with a decrease of 0.3% and 2.4% as reported and excluding the effects of foreign exchange from 2015 to 2016, respectively.

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Cost of Revenue and Gross Profit

	Three Months Ended September 30,						Change				Nine Months Ended September 30,						Change
	2016			2015			$		%		2016			2015			$		%
	(Dollars in thousands)
Cost of revenue	$	19,401		$	19,304		$	97	0.5	%	$	59,007		$	57,189		$	1,818	3.2	%
Gross profit	$	56,013		$	50,284		$	5,729	11.4	%	$	160,081		$	147,680		$	12,401	8.4	%
Gross margin	74.3		%	72.3		%	2.0 points				73.1		%	72.1		%	1.0 point

Cost of revenue for the three months ended September 30, 2016 was comparable to 2015.

Cost of revenue for the nine months ended September 30, 2016 increased $1.8 million, or 3.2%, from 2015 to 2016, primarily due increases in employee compensation and related expenses and higher software license and maintenance and hosting fees to support continued customer growth and investments in our platform.

Operating Expenses

	Three Months Ended September 30,				Change					Nine Months Ended September 30,				Change
	2016		2015		$			%		2016		2015		$			%
	(Dollars in thousands)									(Dollars in thousands)
Sales and marketing	$	32,897	$	29,496	$	3,401		11.5	%	$	96,236	$	91,666	$	4,570		5.0	%
General and administrative	15,614		18,652		(3,038		)	(16.3	)%	50,795		55,406		(4,611		)	(8.3	)%
Product development	6,858		6,859		(1		)	—	%	20,828		19,107		1,721			9.0	%
Total operating expenses	$	55,369	$	55,007	$	362		0.7	%	$	167,859	$	166,179	$	1,680		1.0	%

Sales and marketing expense for the three and nine months ended September 30, 2016 increased $3.4 million and $4.6 million, or 11.5% and 5.0%, from 2015 to 2016, respectively, largely due to an increase in headcount as we continue to expand our sales capacity, partially offset by decreases in marketing expense and commissions to third-party partners primarily due to an initiative to expand our internal renewals department, which was previously primarily outsourced.

General and administrative expense for the three and nine months ended September 30, 2016 decreased $3.0 million and $4.6 million, or 16.3% and 8.3%, from 2015 to 2016, respectively, primarily due to management's focus on reducing our overall general and administrative expenses. In addition, stock-based compensation expense decreased $0.7 million and $1.5 million for the three and nine months ended September 30, 2016 primarily due to awards granted to key employees in prior years that became fully vested during the year ended December 31, 2015.

Product development expense for the three months ended September 30, 2016 was comparable to 2015. The increase in product development expense for the nine months ended September 30, 2016 of $1.7 million, or 9.0%, from 2015 to 2016, consisted of an increase in employee compensation and related expenses due to an increase in headcount, partially offset by an increase in the percentage of employee compensation and related expenses that were capitalized during the period, as well as a decrease in third-party labor expenses.

Total product development costs comprise product development expense and capitalized software, including capitalized interest.

	Three Months Ended September 30,						Change					Nine Months Ended September 30,						Change
	2016			2015			$			%		2016			2015			$			%
	(Dollars in thousands)											(Dollars in thousands)
Product development expense	$	6,858		$	6,859		$	(1	)	—	%	$	20,828		$	19,107		$	1,721		9.0	%
Capitalized software development costs	5,731			6,333			(602		)	(9.5	)%	18,366			19,062			(696		)	(3.7	)%
Total product development costs	$	12,589		$	13,192		$	(603	)	(4.6	)%	$	39,194		$	38,169		$	1,025		2.7	%
As a percentage of revenue	16.7		%	19.0		%						17.9		%	18.6		%

The decrease in total product development costs for the three months ended September 30, 2016 of $0.6 million, or 4.6%, was driven primarily by a decrease in third-party labor costs, partially offset by an increase in employee compensation and related expenses due to an increase in headcount. The increase in total product development costs for the nine months ended September

16

30, 2016 of $1.0 million, or 2.7%, from 2015 to 2016 was driven primarily by an increase in headcount, partially offset by a decrease in third-party labor costs.

Non-Operating Expenses

	Three Months Ended September 30,					Change					Nine Months Ended September 30,				Change
	2016			2015		$			%		2016		2015		$			%
	(Dollars in thousands)										(Dollars in thousands)
Interest expense	$	1,165		$	1,124	$	41		3.6	%	$	3,415	$	3,323	$	92		2.8	%
Amortization of debt issuance costs	$	143		$	143	$	—		—	%	$	429	$	429	$	—		—	%
Other (income) expense, net	$	(133	)	$	151	$	(284	)	>(100)%		$	979	$	989	$	(10	)	(1.0	)%

Interest expense and amortization of debt issuance costs for the three and nine months ended September 30, 2016 were comparable to 2015.

Other (income) expense, net comprises impairment charges, foreign currency transaction (gains) losses and interest income. Foreign currency transaction (gains) losses largely relate to the remeasurement of Euro and British Pound Sterling denominated accounts receivable held by entities where the Euro or British Pound Sterling is not the functional currency. Net foreign currency transaction (gains) losses were $(0.1) and $(0.5) and $0.2 and $1.1 for the three and nine months ended September 30, 2016 and 2015, respectively. During the nine months ended September 30, 2016, we recognized an other-than-temporary impairment charge of $1.5 million related to the write-down of a cost method investment to its estimated fair value of zero due to the investee company's inability to continue operations without new outside financing.

Income Tax Expense

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)				(In thousands)
Income tax expense	$	700	$	420	$	1,474	$	1,164

We recorded an income tax expense of $0.7 million and $1.5 million despite a pre-tax loss of $0.5 million and $12.6 million for the three and nine months ended September 30, 2016, respectively, and recorded an income tax expense of $0.4 million and $1.2 million despite a pre-tax loss of $6.1 million and $23.2 million for the three and nine months ended September 30, 2015, respectively, primarily because the income tax benefit related to the U.S. pre-tax loss generated was subject to a valuation allowance. In addition, certain foreign jurisdictions generated pre-tax income that resulted in tax expense.

We have a valuation allowance on our net U.S. deferred tax assets as we currently believe the assets will not be recoverable. Given expected improvements in business performance and other potential actions it is possible we could conclude in the near future that a valuation allowance will no longer be required. If we were to release the valuation allowance in the future, the current estimate of the GAAP income tax benefit that would be recognized could be as much as $26 million.

Business Measurements

We believe annualized recurring revenue ("ARR") and non-GAAP adjusted operating income are key business measurements as we use them internally to help us evaluate our performance, identify trends affecting our business, establish budgets, assess operational efficiencies, make strategic decisions and compensate our management.

ARR growth represents the percentage increase in the value attributable to all of our renewable subscription contracts for which revenue is recognized on a ratable basis as compared to the same date in the prior year. ARR is calculated as the annualized value of all renewable subscription contracts in effect at a specific point in time, without regard to the duration of the contract. ARR growth at September 30, 2016 was approximately 6% year-over-year, excluding the effects of foreign exchange.

Non-GAAP adjusted operating income represents the corresponding GAAP measure adjusted to exclude, if applicable: (1) amortization of intangible assets, (2) stock-based compensation expense and (3) impairment charges or asset write-offs. The table below provides a reconciliation of U.S. GAAP income (loss) from operations to non-GAAP adjusted operating income:

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	Three Months Ended September 30,					Nine months ended September 30,
	2016		2015			2016			2015
	(In thousands)
Income (loss) from operations	$	644	$	(4,723	)	$	(7,778	)	$	(18,499	)
Amortization of intangible assets	6,068		5,986			18,145			17,961
Stock-based compensation expense	2,884		3,068			8,288			8,932
Non-GAAP adjusted operating income	$	9,596	$	4,331		$	18,655		$	8,394

We report non-GAAP adjusted operating income as a supplemental measure that is not prepared in accordance with generally accepted accounting principles in the United States, or GAAP or U.S. GAAP. Our definition of this non-GAAP financial measure may differ from the definition used by other companies, including peer companies, and therefore comparability may be limited. This non-GAAP financial measure should be considered in addition to our results prepared in accordance with U.S. GAAP and should not be considered a substitute for or superior to our U.S. GAAP results. We endeavor to compensate for the limitations of this non-GAAP financial measure by providing the comparable GAAP measure with equal or greater prominence.

Management believes that this non-GAAP financial measure, when viewed with our results under U.S. GAAP and the accompanying reconciliation, provides useful information about our period-over-period growth and provides additional information that is useful for evaluating our operating performance. Management also believes that this non-GAAP financial measure provides a more meaningful comparison of our operating results against those of other companies in our industry, as well as on a period-over-period basis, because this measure excludes items that are not representative of our operating performance, such as amortization of intangible assets and stock-based compensation expense.

Financial Position, Liquidity and Capital Resources

Cash Flows

	September 30,
	2016			2015
	(In thousands)
Cash and cash equivalents	$	47,862		$	39,435
	Nine Months Ended September 30,
	2016			2015
	(In thousands)
Net cash provided by operating activities	$	27,062		$	22,154
Net cash used in investing activities	(14,471		)	(23,433		)
Net cash (used in) provided by financing activities	(13,016		)	1,287
Effect of foreign exchange rate changes on cash and cash equivalents	412			(1,255		)
Net decrease in cash and cash equivalents	$	(13	)	$	(1,247	)

Operating Activities

Net cash provided by operating activities for the nine months ended September 30, 2016 was $27.1 million as a result of $35.3 million in cash generated from results of operations after adjusting for non-cash items, partially offset by a net decrease in our operating assets and liabilities of $8.3 million. The net decrease in operating assets and liabilities consisted primarily of an increase of $4.6 million in accounts receivable, primarily related to timing of cash collections, a decrease of $4.4 million in accounts payable related to timing of payments and a decrease of $3.1 million in accrued expenses and other liabilities, primarily related to payment of bonus and commissions related to 2015, partially offset by an increase of $3.5 million in deferred revenue. Additionally, net cash provided by operating activities during the nine months ended September 30, 2016 consisted of a net loss of $14.1 million plus adjustments for non-cash items of $49.4 million including (a) depreciation and amortization of $19.5 million, (b) amortization of intangible assets of $18.1 million, (c) stock-based compensation expense of $8.3 million and (d) an impairment charge of $1.5 million related to the write-down of a cost method investment to its fair value of zero.

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Net cash provided by operating activities for the nine months ended September 30, 2015 was $22.2 million as a result of $25.9 million in cash generated from results of operations after adjusting for non-cash items, partially offset by a net decrease in our operating assets and liabilities of $3.7 million. The net decrease in operating assets and liabilities consisted primarily of an increase of $7.4 million in accounts receivable, primarily related to the timing of cash collections, partially offset by an increase of $3.6 million in deferred revenue. Additionally, net cash provided by operating activities during the nine months ended September 30, 2015 consisted of a net loss of $24.4 million, plus adjustments for non-cash items of $50.3 million including (a) depreciation and amortization of $20.2 million, (b) amortization of intangible assets of $18.0 million and (c) stock-based compensation expense of $8.9 million.

Investing Activities

Net cash used in investing activities for the nine months ended September 30, 2016 and 2015 was $14.5 million and $23.4 million, respectively. Investments in capitalized software development costs for the nine months ended September 30, 2016 and 2015 were $19.1 million and $18.6 million, respectively. Cash used in investing activities related to capital expenditures during the nine months ended September 30, 2016 was $1.4 million compared to $10.6 million during the nine months ended September 30, 2015, which was primarily related to infrastructure projects. During the nine months ended September 30, 2016 and 2015, maturities of investments, comprising corporate securities, were $12.4 million and $6.8 million, respectively. During the nine months ended September 30, 2016, we used $6.3 million in cash for the acquisition of Verilume, Inc. During the nine months ended September 30, 2015, we purchased a minority interest in a privately held company for $1.0 million, which is accounted for under the cost method.

Financing Activities

Net cash used in financing activities for the nine months ended September 30, 2016 of $13.0 million includes $11.5 million for the repurchase of 1.4 million shares of common stock at an average price of $8.13 per share and $1.7 million of debt repayments.

Net cash provided by financing activities for the nine months ended September 30, 2015 of $1.3 million includes $2.7 million related to the exercise of stock options and issuance of common stock, a $0.5 million payment of a holdback related to the acquisition of docTrackr, Inc. and $0.2 million of repayments of outstanding financing arrangements recorded in "Other, net" financing activities, partially offset by $0.6 million of debt repayments.

Liquidity and Capital Resources

Our principal sources of liquidity are our cash, cash equivalents and investments, as well as the cash flows we generate from operations. At September 30, 2016, we had $47.9 million in cash and cash equivalents and $53.1 million in accounts receivable, net of allowances. We have a $15.0 million Revolving Credit Facility, which expires on February 24, 2019, and is available as an additional source of financing. At September 30, 2016, we had $2.9 million in outstanding letters of credit under our Revolving Credit Facility.

On February 19, 2016, our Board of Directors authorized the repurchase of up to $20 million of shares of our common stock. We may purchase shares from time to time on the open market or in privately negotiated transactions, depending on those factors management deems relevant at any particular time, including without limitation, market conditions, share price, future outlook and other corporate liquidity requirements and priorities. For detailed information on our share repurchase activity, see Part II, Item 2 - "Unregistered Sales of Equity Securities and Use of Proceeds" of this Quarterly Report on Form 10-Q.

We believe that our sources of funding will be sufficient to satisfy our normal operating requirements, including capital expenditures, share repurchases and principal payments on long-term debt, for at least the next twelve months. Our liquidity could be negatively affected by a decrease in demand for our services. In addition, we may make acquisitions and strategic investments or increase our capital expenditures that could reduce our cash and cash equivalents balances and as a result, we may need to raise additional capital through future debt or equity financing to provide for greater financial flexibility to fund these activities. Additional financing may not be available at all or on terms favorable to us.

The Term Loan Credit Facility requires us to comply with a Consolidated Net Leverage Ratio (as defined in the Term Loan Credit Facility) that must be less than or equal to 3.00 to 1.00. The calculation of our Consolidated Net Leverage Ratio permits us to net from our outstanding total indebtedness up to $20.0 million of our cash and cash equivalents. The Term Loan Credit Facility also requires partial prepayment of a portion of the principal outstanding in the event that we generate Consolidated Excess Cash Flow (as defined under the Term Loan Credit Facility) in excess of a certain threshold. If required, the prepayment is equal to 50% of our excess cash flow as measured on an annual basis, with step-downs to 25% and to 0% of our excess cash flow if our Consolidated Net Leverage Ratio (as defined in the Term Loan Credit Facility), is less than 2.00 to 1.00 and 1.00 to 1.00, respectively. Excess cash flow is generally defined as our adjusted EBITDA (as defined in the Term Loan Credit Facility) less debt service costs, unfinanced capital expenditures, unfinanced acquisition expenditures, and current income taxes paid, as adjusted for changes in our working capital. This determination is to be made 90 days following the end of the preceding fiscal year, with any payment, if required, due within 105 days following the end of the preceding fiscal year. Additionally, the Term Loan Credit Facility requires mandatory prepayment of the term loans from the net proceeds of certain asset sales outside the ordinary course of business and

19

from proceeds of property insurance and condemnation events, in each case subject to our right to reinvest those proceeds in assets used in our business. The Revolving Credit Facility includes a springing Fixed Charge Coverage Ratio (as defined in the Revolving Credit Facility), which we must comply with any time our cash and cash equivalents held in deposit or securities accounts subject to a lien in favor of our revolving loan lenders falls below $10.0 million or if an Event of Default (as defined in the Revolving Credit Facility) occurs, in either case, a "Fixed Charge Coverage Trigger Event." In the event a Fixed Charge Coverage Trigger Event occurs, the Fixed Charge Coverage Ratio must be greater than or equal to 1.10 to 1.00. We were in compliance with all applicable covenants at September 30, 2016 and there was no required prepayment for the year ended December 31, 2015.

The agreements governing our Credit Facilities include the following customary restrictions on certain activities, which are subject to lender approval, with certain exceptions: (i) incurring additional indebtedness other than in the normal course of business; (ii) creating liens or other encumbrances on our assets; (iii) engaging in merger or acquisition transactions; (iv) making investments; and (v) entering into asset sale agreements or paying dividends, making distributions on or repurchasing our stock.

The agreements governing our Credit Facilities also contain customary events of default, including, but not limited to, uncured cross-defaults among these agreements. In addition, an uncured default under our facility related to the purchase of equipment ("Equipment Loan Facility") would result in a cross-default under our Term Loan Credit Facility and our Revolving Credit Facility. Although we currently expect to remain in compliance with these existing covenants, any breach of these covenants or a change in control could result in a default and subsequent cross-defaults, under our credit agreements, which could cause all of the outstanding indebtedness to become immediately due and payable and terminate all commitments from our lenders to extend further credit.

Each of our Credit Facilities is secured by liens on substantially all our assets, including a pledge of 100% of the equity interests in our domestic subsidiaries and an obligation to pledge 65% of the equity interests in our direct foreign subsidiaries. Our Revolving Credit Facility is secured by a first lien on our cash, accounts receivable and certain other liquid collateral and a second lien on our other assets. Our Term Loan Credit Facility is secured by a second lien on our cash, accounts receivable and certain other liquid collateral and a first lien on our other assets. Our Equipment Loan Facility is secured by liens on the equipment financed under that facility.

All obligations under each of our Credit Facilities are unconditionally guaranteed by our direct and indirect domestic subsidiaries. These guarantees are secured by substantially all the present and future property of the guarantors.

Our corporate credit ratings and rating agency outlooks as of September 30, 2016 are summarized in the table below.

Rating Agency	Rating	Outlook
Moody's	B2	Stable
Standard & Poor's	B+	Negative

Contractual Obligations and Commitments

At September 30, 2016, there have been no material changes to our contractual obligations, commitments and off-balance sheet arrangements since the disclosure included in Part II, Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Critical Accounting Policies and Estimates

The preparation of financial statements requires the application of appropriate accounting policies and the use of estimates. Our significant accounting policies are described in Note 2 - "Summary of Significant Accounting Policies" included in Part II, Item 8. "Financial Statements and Supplementary Data" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

On an ongoing basis, we evaluate our estimates and assumptions including those related to (a) allowances for doubtful accounts and reserves for customer credits, (b) the fair values of our single operating segment and reporting unit, goodwill, definite-lived intangible assets and long-term investments, (c) the recoverability of definite-lived intangible assets, capitalized software and fixed assets (and their related useful lives), (d) certain components of the income tax provision (including the valuation allowance on net deferred tax assets and liabilities for uncertain tax positions), (e) accruals for certain compensation and benefit expenses and (f) the fair value of stock-based awards including estimated forfeitures of such awards. We base our estimates, judgments and assumptions on historical experience, forecasts and budgets and on various other factors that we believe to be reasonable under the circumstances.

Recent Accounting Pronouncements

For a discussion of recent accounting pronouncements see Note 1 - "Intralinks Holdings, Inc. and Summary of Significant Accounting Policies" included in Part I, Item 1. "Financial Statements (Unaudited)" of this Quarterly Report on Form 10-Q.

20

ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

At September 30, 2016, there have been no material changes to our exposure to market risk since the disclosure included in Part II, Item 7A. "Quantitative and Qualitative Disclosures about Market Risk" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

ITEM 4: CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures (as defined in Rules 13a-15(e) or 15d-15(e) under the Securities Exchange Act of 1934, as amended, or the Exchange Act) that are designed to ensure that information we are required to disclose in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission rules and forms, and that such information is accumulated and communicated to our management, including our principal executive officer and principal financial officer, as appropriate, to allow timely decisions regarding required disclosure. In designing and evaluating the disclosure controls and procedures, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives, and management necessarily applies its judgment in evaluating the cost-benefit relationship of possible controls and procedures.

Our management, with the participation of our principal executive officer and principal financial officer, evaluated the effectiveness of our disclosure controls and procedures as of the end of the period covered by this report. Based upon this evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures were effective as of the end of the period covered by this report. Management believes that the Consolidated Financial Statements included in this Quarterly Report on Form 10-Q are fairly presented in all material respects in accordance with GAAP, and our principal executive officer and principal financial officer have certified that they fairly present in all material respects our financial condition, results of operations and cash flows for each of the periods presented in this report.

Changes in Internal Control over Financial Reporting

There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) of the Exchange Act) during the period covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - OTHER INFORMATION

ITEM 1: LEGAL PROCEEDINGS

None.

ITEM 1A: RISK FACTORS

We operate in a rapidly changing environment that involves a number of risks that could materially affect our business, financial condition or future results, some of which are beyond our control. In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the factors included in Part I, Item 1A. "Risk Factors" of our Annual Report on Form 10-K for the fiscal year ended December 31, 2015, which could materially affect our business, financial condition or future results. There are no material changes to the risk factors described in our Annual Report.

ITEM 2: UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Unregistered Sales of Equity Securities

During the three and nine months ended September 30, 2016, we did not issue or sell any shares of our common stock pursuant to unregistered transactions.

Issuer Purchases of Equity Securities

In February 2016, we announced the Board of Directors' authorization of a $20 million share repurchase program. This stock repurchase program extends for one year and may be suspended or terminated at any time without prior notice. During the three months ended September 30, 2016, we did not repurchase any shares of our common stock.

ITEM 3: DEFAULTS UPON SENIOR SECURITIES

None.

21

ITEM 4: MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5: OTHER INFORMATION

None.

ITEM 6: EXHIBITS

(a) Exhibits required by Item 601 of Regulation S-K.

Exhibit Number	Description
10.1	Intralinks Holdings, Inc. 2010 Equity Incentive Plan as Amended and Restated, together with forms of award agreements (Incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K filed on July 28, 2016).
10.2*	Intralinks Holdings, Inc. Second Amended and Restated 2010 Employee Stock Purchase Plan.
31.1*	Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2*	Certification of Principal Accounting Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1*	Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2*	Certification of Principal Accounting Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS+	XBRL Instance Document
101.SCH+	XBRL Taxonomy Extension Schema Document
101.CAL+	XBRL Taxonomy Calculation Linkbase Document
101.LAB+	XBRL Taxonomy Label Linkbase Document
101.PRE+	XBRL Taxonomy Presentation Linkbase Document
101.DEF+	XBRL Taxonomy Definitions Linkbase Document

* Filed herewith.

+ Attached as Exhibits 101 to this report are the following financial statements from our Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2016 formatted in XBRL (eXtensible Business Reporting Language): (i) the Consolidated Balance Sheets, (ii) the Consolidated Statements of Operations, (iii) the Consolidated Statements of Comprehensive Loss, (iv) the Consolidated Statements of Cash Flows and (v) related notes to these financial statements.

22

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated.

	INTRALINKS HOLDINGS, INC.
	By: /s/ Ronald W. Hovsepian
Date: November 2, 2016	Ronald W. Hovsepian President and Chief Executive Officer
	By: /s/ Christopher J. Lafond
Date: November 2, 2016	Christopher J. Lafond Chief Financial Officer

23

EX-10.2

INTRALINKS HOLDINGS, INC.

SECOND AMENDED AND RESTATED 2010 EMPLOYEE STOCK PURCHASE PLAN

The purpose of the Second Amended and Restated Intralinks Holdings, Inc. 2010 Employee Stock Purchase Plan (the “Plan”) is to provide eligible employees of Intralinks Holdings, Inc. (the “Company”) and each Designated Subsidiary (as defined in Section 11) with opportunities to purchase shares of the Company's common stock, par value $.001 per share (the “Common Stock”).  Two million (2,000,000) shares of Common Stock in the aggregate have been approved and reserved for this purpose.  The Plan is intended to constitute an “employee stock purchase plan” within the meaning of Section 423(b) of the Internal Revenue Code of 1986, as amended (the “Code”), and shall be interpreted in accordance with that intent.

1.    Administration.  The Plan will be administered by the person or persons (the “Administrator”) appointed by the Company’s Board of Directors (the “Board”) for such purpose.  The Administrator has authority at any time to: (i) adopt, alter and repeal such rules, guidelines and practices for the administration of the Plan and for its own acts and proceedings as it shall deem advisable; (ii) interpret the terms and provisions of the Plan; (iii) make all determinations it deems advisable for the administration of the Plan; (iv) decide all disputes arising in connection with the Plan; and (v) otherwise supervise the administration of the Plan.  All interpretations and decisions of the Administrator shall be binding on all persons, including the Company and the Participants.  No member of the Board or individual exercising administrative authority with respect to the Plan shall be liable for any action or determination made in good faith with respect to the Plan or any option granted hereunder.

2.    Offerings.  The Company will make one or more offerings to eligible employees to purchase Common Stock under the Plan (“Offerings”).  Unless otherwise determined by the Administrator, the initial Offering will begin on the date of the Company’s Initial Public Offering and will end on the later of: (a) December 31, 2010, or (b) the last day of the calendar quarter occurring at least 30 days after the date of the Initial Public Offering (the “Initial Offering”).  Thereafter, unless otherwise determined by the Administrator, an Offering will begin on the first business day occurring on or after each January 1, April 1, July 1 and October 1 and will end on the last business day occurring on or before the following March 31, June 30, September 30 and December 31, respectively.  The Administrator may, in its discretion, designate a different period for any Offering, provided that no Offering shall exceed six monthsin duration or overlap any other Offering.

    3.    Eligibility.  Each individual classified as an employee on the payroll records of the Company or a Designated Subsidiary and whose customary employment is more than 20 hours a week is eligible to participate in any one or more of the Offerings under the Plan, such eligibility commencing with the individual’s first day of employment with the Company or a Designated Subsidiary, provided that such employment commencement date is prior to the first day of the calendar month in which an enrollment window occurs.  Notwithstanding any other provision herein, individuals who are not contemporaneously classified as employees of the Company or a Designated Subsidiary for purposes of the Company’s or applicable Designated Subsidiary’s payroll system are not considered to be eligible employees of the Company or any Designated Subsidiary and shall not be eligible to participate in the Plan.  In the event any such individuals are reclassified as employees of the Company or a Designated Subsidiary for any purpose, including, without limitation, common law or statutory employees, by any action of any third party, including, without limitation, any government agency, or as a result of any private lawsuit, action or administrative proceeding, such individuals shall, notwithstanding such reclassification, remain ineligible for participation.  Notwithstanding the foregoing, the exclusive means for individuals who are not contemporaneously classified as employees of the Company or a Designated Subsidiary on the Company’s or Designated Subsidiary’s payroll system to become eligible to participate in this Plan is through an amendment to this Plan, duly executed by the Company, which specifically renders such individuals eligible to participate herein.

    4.    Participation.

(a)           Participants on Effective Date.  Each eligible employee at the time of the Initial Public Offering shall be deemed to be a Participant at such time.  If an eligible employee is deemed to be a Participant pursuant to this Section 4(a), such individual shall be deemed not to have authorized payroll deductions and shall not purchase any Common Stock hereunder unless he or she thereafter authorizes payroll deductions by submitting an enrollment form (in the manner described in Section 4(c)) by November 30, 2010, or such other deadline as the Administrator may set with respect to the Initial Offering.  If such a Participant does not authorize payroll deductions by submitting an enrollment form prior to the deadline for the Initial Offering, that Participant will be deemed to have waived the right to participate.

(b)           Participants in Subsequent Offerings.  An eligible employee who has not participated in the Initial Offering or subsequent Offerings may elect to be a Participant in any new Offering by completing the enrollment form made available through the Company’s equity plan administrator within the period beginning 30 days prior to the relevant Offering Date and ending 15 days before the relevant Offering Date (or by such other deadline as shall be established by the Administrator for the Offering) (such periods referred to as “Enrollment Windows”).

(c)           Enrollment.  The enrollment form will (a) state the amount to be deducted from an eligible employee’s Compensation (as defined in Section 11) per pay period, (b) authorize the purchase of Common Stock in each Offering in accordance with the terms of the Plan and (c) specify the exact name or names in which shares of Common Stock purchased for such individual are to be issued pursuant to Section 10.  An employee who does not enroll in accordance with these procedures will be deemed to have waived the right to participate.  Unless a Participant files a new enrollment form or withdraws from the Plan, such Participant’s deductions and purchases will continue at the same percentage of Compensation for future Offerings, provided he or she remains eligible.

        (d)           Notwithstanding the foregoing, participation in the Plan will neither be permitted nor be denied contrary to the requirements of the Code.

5.    Employee Contributions.  Each eligible employee may authorize payroll deductions at a minimum of 10 dollars ($10) per pay period up to a maximum of 10% of such employee’s Compensation for each pay period.  The Company will maintain book accounts showing the amount of payroll deductions made by each Participant for each Offering.  No interest will accrue or be paid on payroll deductions.

6.    Deduction Changes.  Except in the event of a Participant increasing his or her payroll deduction from 0 percent during the Initial Offering as specified in Section 4(a) or as may be determined by the Administrator in advance of an Offering, a Participant may not increase or decrease his or her payroll deduction during any Offering, but may increase or decrease his or her payroll deduction with respect to the next Offering (subject to the limitations of Section 5) by filing a new enrollment form during the Enrollment Window prior to the relevant Offering Date (or by such other deadline as shall be established by the Administrator for the Offering).  The Administrator may, in advance of any Offering, establish rules permitting a Participant to increase, decrease or terminate his or her payroll deduction during an Offering.

    7.    Withdrawal.  A Participant may withdraw from participation in any Offering under the Plan by delivering a written notice of withdrawal to his or her appropriate payroll location no later than the 20^th day prior to the Exercise Date.  The Participant’s withdrawal will be effective as of the next business day.  Following a Participant’s withdrawal, the Company will promptly refund such individual’s entire account balance under the Plan to him or her.  Partial withdrawals are not permitted.  Such an employee may not begin participation again during the remainder of the Offering, but may enroll in a subsequent Offering in accordance with Section 4.

8.    Grant of Options.  On the first trading day of each Offering, the Company will grant to each eligible employee who is then a Participant in the Plan an option (“Option”) to purchase on the Exercise Date, at the Option Price hereinafter provided for, (a) a number of shares of Common Stock determined by dividing such Participant’s accumulated payroll deductions on such Exercise Date by the Option Price (as defined herein); (b) 5,000 shares; or such other maximum number of shares as shall have been established by the Administrator in advance of the Offering, whichever is lowest; provided, however, that such Option shall be subject to the limitations set forth below.  Each Participant's Option shall be exercisable only to the extent of such Participant’s accumulated payroll deductions on the Exercise Date.  The purchase price for each share purchased under each Option (the “Option Price”) will be 85 percent of the Fair Market Value of the Common Stock on the first trading day of the Offering or Exercise Date, whichever is less.

Notwithstanding the foregoing, no Participant may be granted an option hereunder if such Participant, immediately after the option was granted, would be treated as owning stock possessing five percent or more of the total combined voting power or value of all classes of stock of the Company or any Parent or Subsidiary (as defined in Section 11).  For purposes of the preceding sentence, the attribution rules of Section 424(d) of the Code shall apply in determining the stock ownership of a Participant, and all stock which the Participant has a contractual right to purchase shall be treated as stock owned by the Participant.  In addition, no Participant may be granted an Option that permits his or her rights to purchase stock under the Plan, and any other employee stock purchase plan of the Company and its Parents and Subsidiaries, to accrue at a rate which exceeds $25,000 of the fair market value of such stock (determined on the option grant date or dates) for each calendar year in which the Option is outstanding at any time.  The purpose of the limitation in the preceding sentence is to comply with Section 423(b)(8) of the Code and shall be applied taking Options into account in the order in which they were granted.

9.    Exercise of Option and Purchase of Shares.  Each employee who continues to be a Participant in the Plan on the Exercise Date shall be deemed to have exercised his or her Option on such date and shall acquire from the Company such number of whole shares of Common Stock reserved for the purpose of the Plan as his or her accumulated payroll deductions on such date will purchase at the Option Price, subject to any other limitations contained in the Plan.  Any amount remaining in a Participant's account at the end of an Offering solely by reason of the inability to purchase a fractional share will be carried forward to the next Offering; any other balance remaining in a Participant’s account at the end of an Offering will be refunded to the Participant promptly.

10.    Issuance of Certificates.  Certificates representing shares of Common Stock purchased under the Plan may be issued only in the name of the employee, in the name of the employee and another person of legal age as joint tenants with rights of survivorship, or in the name of a broker authorized by the employee to be his, her or their, nominee for such purpose.

11.    Definitions.

The term “Compensation” means the amount of base pay, prior to salary reduction pursuant to Sections 125, 132(f) or 401(k) of the Code.  All other forms of compensation shall be excluded.

The term “Designated Subsidiary” means any present or future Subsidiary (as defined below) that has been designated by the Board to participate in the Plan.  The Board may so designate any Subsidiary, or revoke any such designation, at any time and from time to time, either before or after the Plan is approved by the stockholders. The current list of Designated Subsidiaries is attached hereto as Appendix A.

The term “Exercise Date” means the last business day of an Offering.

The term “Fair Market Value of the Common Stock” on any given date means the fair market value of the Common Stock determined in good faith by the Administrator; provided, however, that if the Common Stock is admitted to quotation on the New York Stock Exchange or another national securities exchange, the determination shall be made by reference to the closing price on such securities exchange.  If there is no closing price for such date, the determination shall be made by reference to the last date preceding such date for which there is a closing price.  Notwithstanding the foregoing, if the date for which Fair Market Value of the Common Stock is determined is the first day when trading prices for the Common Stock are reported on the New York Stock Exchange or another national securities exchange, the Fair Market Value of the Common Stock shall be the “Price to the Public” (or equivalent) set forth on the cover page for the final prospectus relating to the Company’s Initial Public Offering.

The term “Initial Public Offering” means the consummation of the first fully underwritten, firm commitment public offering pursuant to an effective registration statement under the Securities Act of 1933, as amended, covering the offer and sale by the Company of its Common Stock.

The term “Offering Date” means the first day of a quarterly period during which an Offering occurs (e.g., January 1, April 1, July 1 and October 1).

The term “Parent” means a “parent corporation” with respect to the Company, as defined in Section 424(e) of the Code.

The term “Participant” means an individual who is eligible as determined in Section 3 and who has complied with the provisions of Section 4.

The term “Subsidiary” means a “subsidiary corporation” with respect to the Company, as defined in Section 424(f) of the Code.

12.    Rights on Termination of Employment.  If a Participant’s employment terminates for any reason before the Exercise Date for any Offering, no payroll deduction will be taken from any pay due and owing to the Participant and the balance in the Participant’s account will be paid to such Participant or, in the case of such Participant’s death, to his or her estate as if such Participant had withdrawn from the Plan under Section 7.  An employee will be deemed to have terminated employment for this purpose if the corporation or other entity that employs him or her, having been a Designated Subsidiary, ceases to be a Subsidiary, or if the employee is transferred to any corporation or other entity other than the Company or a Designated Subsidiary.  An employee will not be deemed to have terminated employment for this purpose if the employee is on an approved leave of absence for military service or sickness or for any other purpose approved by the Company, if the employee’s right to reemployment is guaranteed either by a statute or by contract or under the policy pursuant to which the leave of absence was granted or if the Administrator otherwise provides in writing.

13.    Special Rules.  Notwithstanding anything herein to the contrary, the Administrator may adopt special rules applicable to the employees of a particular Designated Subsidiary whenever the Administrator determines that such rules are necessary or appropriate for the implementation of the Plan in a foreign jurisdiction where such Designated Subsidiary has employees; provided that such rules are consistent with the requirements of Section 423(b) of the Code.  Such special rules may include (by way of example, but not by way of limitation) the establishment of a method for employees of a given Designated Subsidiary to fund the purchase of shares other than by payroll deduction, if the payroll deduction method is prohibited by local law or is otherwise impracticable.  Any special rules established pursuant to this Section 13 shall, to the extent possible, result in the employees subject to such rules having substantially the same rights as other Participants in the Plan.  Any grant of Options to employees of a Designated Subsidiary under this Section 13 shall be viewed as a separate offering under Section 423 of the Code.

14.    Optionees Not Stockholders.  Neither the granting of an Option to a Participant nor the deductions from his or her pay shall constitute such Participant a holder of the shares of Common Stock covered by an Option under the Plan until such shares have been purchased by and issued to him or her.

15.    Rights Not Transferable.  Rights under the Plan are not transferable by a Participant other than by will or the laws of descent and distribution and are exercisable during the Participant’s lifetime only by the Participant.

16.    Application of Funds.  All funds received or held by the Company under the Plan may be combined with other corporate funds and may be used for any corporate purpose.

17.    Adjustment in Case of Changes Affecting Common Stock.  In the event of a subdivision of outstanding shares of Common Stock, the payment of a dividend in Common Stock or any other change affecting the Common Stock, the number of shares approved for the Plan and the share limitation set forth in Section 8 shall be equitably or proportionately adjusted to give proper effect to such event.

18.    Amendment of the Plan.  The Board may at any time and from time to time amend the Plan in any respect, except that without the approval within 12 months of such Board action by the stockholders, no amendment shall be made increasing the number of shares approved for the Plan or making any other change that would require stockholder approval in order for the Plan, as amended, to qualify as an “employee stock purchase plan” under Section 423(b) of the Code.

19.    Insufficient Shares.  If the total number of shares of Common Stock that would otherwise be purchased on any Exercise Date plus the number of shares purchased under previous Offerings under the Plan exceeds the maximum number of shares issuable under the Plan, the shares then available shall be apportioned among Participants in proportion to the amount of payroll deductions accumulated on behalf of each Participant that would otherwise be used to purchase Common Stock on such Exercise Date.

20.    Termination of the Plan.  The Plan may be terminated at any time by the Board.  Upon termination of the Plan, all amounts in the accounts of Participants shall be promptly refunded.

21.    Governmental Regulations.  The Company’s obligation to sell and deliver Common Stock under the Plan is subject to obtaining all governmental approvals required in connection with the authorization, issuance, or sale of such stock.

22.    Governing Law.  This Plan and all Options and actions taken thereunder shall be governed by, and construed in accordance with, the laws of the State of Delaware, applied without regard to conflict of law principles.

23.    Issuance of Shares.  Shares may be issued upon exercise of an Option from authorized but unissued Common Stock, from shares held in the treasury of the Company, or from any other proper source.

24.    Tax Withholding.  Participation in the Plan is subject to any minimum required tax withholding on income of the Participant in connection with the Plan.  Each Participant agrees, by entering the Plan, that the Company and its Subsidiaries shall have the right to deduct any such taxes from any payment of any kind otherwise due to the Participant, including shares issuable under the Plan.

25.    Notification upon Sale of Shares.  Each Participant agrees, by entering the Plan, to give the Company prompt notice of any disposition of shares purchased under the Plan where such disposition occurs within two years after the date of grant of the Option pursuant to which such shares were purchased.

26.    Effective Date and Approval of Shareholders.  This Plan originally took effect on August 6, 2010. The Board approved the second amended and restated Plan on April 26, 2016. The second amended and restated Plan shall, in accordance with applicable law, the Company’s by-laws and certificate of incorporation, become effective upon approval by the holders of a majority of the votes cast at a meeting of stockholders at which a quorum is present.

DATE APPROVED BY THE BOARD:        July 1, 2010

DATE APPROVED BY STOCKHOLDERS:    July 16, 2010

DATE AMENDED AND RESTATED PLAN

APPROVED BY BOARD OF DIRECTORS:    April 26, 2013

DATE AMENDED AND RESTATED PLAN

APPROVED BY STOCKHOLDERS:        August 9, 2013

DATE SECOND AMENDED AND RESTATED

PLAN APPROVED BY BOARD OF DIRECTORS:    April 26, 2016

DATE SECOND AMENDED AND RESTATED

PLAN APPROVED BY STOCKHOLDERS:    July 26, 2016

APPENDIX A

Designated Subsidiaries

Intralinks, Inc.

Intralinks Limited

Intralinks GmbH

Intralinks Serviços de Informàtica Limitada

Intralinks SRL

Intralinks EMEA France S.à r.l.

Intralinks Asia Pacific PTE Limited

Intralinks Goudou Kaisha

Intralinks Pty Limited

Intralinks Spain SLU

Intralinks Canada Inc.

Intralinks India Solutions Private Limited

Intralinks Switzerland

Intralinks EMEA Holdings B.V.

docTrackr, Inc.

Verilume, Inc.

DealNexus Limited

Any other Subsidiaries formed in the future that are, directly or indirectly, wholly owned by the Company

EX-31.1

Exhibit 31.1

CERTIFICATION PURSUANT TO

SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Ronald W. Hovsepian, certify that:

1 I have reviewed this Quarterly Report on Form 10-Q for the period ended September 30, 2016 of Intralinks Holdings, Inc. (the “Registrant”);

2 Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3 Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4 The Registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and

5 The Registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date: November 2, 2016	/s/ RONALD W. HOVSEPIAN
	Ronald W. Hovsepian President and Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATION PURSUANT TO

SECTION 302 OF

THE SARBANES-OXLEY ACT OF 2002

I, Christopher J. Lafond, certify that:

1 I have reviewed this Quarterly Report on Form 10-Q for the period ended September 30, 2016 of Intralinks Holdings, Inc. (the “Registrant”);

2 Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3 Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the Registrant as of, and for, the periods presented in this report;

4 The Registrant’s other certifying officers and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the Registrant and have:

(a) designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the Registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

(b) designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

(c) evaluated the effectiveness of the Registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

(d) disclosed in this report any change in the Registrant's internal control over financial reporting that occurred during the Registrant's most recent fiscal quarter (the Registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the Registrant's internal control over financial reporting; and

5 The Registrant’s other certifying officers and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the Registrant’s auditors and the audit committee of the Registrant’s board of directors (or persons performing the equivalent functions):

(a) all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the Registrant’s ability to record, process, summarize and report financial information; and

(b) any fraud, whether or not material, that involves management or other employees who have a significant role in the Registrant’s internal control over financial reporting.

Date: November 2, 2016	/s/ CHRISTOPHER J. LAFOND
	Christopher J. Lafond Chief Financial Officer

EX-32.1

Exhibit 32.1

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Intralinks Holdings, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2016, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Ronald W. Hovsepian, President and Chief Executive Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 2, 2016	/s/ RONALD W. HOVSEPIAN
	Ronald W. Hovsepian President and Chief Executive Officer (Principal Executive Officer)

EX-32.2

Exhibit 32.2

CERTIFICATION PURSUANT TO

18 U.S.C. SECTION 1350,

AS ADOPTED PURSUANT TO

SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Quarterly Report of Intralinks Holdings, Inc. (the “Company”) on Form 10-Q for the period ended September 30, 2016, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Christopher J. Lafond, Chief Financial Officer of the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to my knowledge:

(1) The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2) The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

Date: November 2, 2016	/s/ CHRISTOPHER J. LAFOND
	Christopher J. Lafond Chief Financial Officer (Principal Financial Officer)

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Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2016	Oct. 28, 2016
Document and Entity Information [Abstract]
Document type	10-Q
Amendment flag	false
Document year focus	2016
Document period focus	Q3
Document period end date	Sep. 30, 2016
Current fiscal year end date	--12-31
Entity central index key	0001488075
Entity filer category	Accelerated Filer
Entity registrant name	Intralinks Holdings, Inc.
Entity common stock shares outstanding		57,755,261

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Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 47,862	$ 47,875
Investments	0	12,425
Accounts receivable, net of allowances of $5,801 and $4,265, respectively	53,074	50,360
Prepaid expenses	8,779	8,595
Other current assets	3,454	3,399
Total current assets	113,169	122,654
Fixed assets, net	15,700	20,789
Capitalized software, net	51,910	46,636
Goodwill	229,848	224,383
Other intangibles, net	21,561	38,106
Other non-current assets	5,575	7,619
Total assets	437,763	460,187
Current liabilities:
Accounts payable	5,007	10,094
Current portion of long-term debt, net of debt issuance costs	1,885	1,829
Deferred revenue	56,291	52,005
Accrued expenses and other current liabilities	26,577	29,856
Total current liabilities	89,760	93,784
Long-term debt, net of debt issuance costs	78,155	79,457
Other long-term liabilities	4,640	4,795
Commitments and contingencies
Stockholders' equity:
Undesignated preferred stock, $0.001 par value; 10,000,000 shares authorized; 0 shares issued and outstanding, respectively	0	0
Common stock, $0.001 par value; authorized 300,000,000 shares; issued 59,162,325 and 58,434,464 shares; outstanding 57,752,961 and 58,434,464 shares, respectively	59	58
Additional paid-in capital	464,629	456,141
Accumulated deficit	(183,669)	(169,594)
Accumulated other comprehensive loss	(4,322)	(4,454)
Treasury stock, 1,409,634 and 0 shares of common stock at cost, respectively	(11,489)	0
Total stockholders' equity	265,208	282,151
Total liabilities and stockholders' equity	$ 437,763	$ 460,187

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Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
ASSETS
Allowance for Doubtful Accounts Receivable	$ 5,801	$ 4,265
Treasury stock (in shares)	1,409,634	0
Series A Redeemable Convertible Preferred Stock [Member]
Preferred stock par value (in dollars per share)	$ 0.001	$ 0.001
Authorized shares, preferred	10,000,000	10,000,000
Issued shares, preferred	0	0
Outstanding shares, preferred	0	0
Common Stock [Member]
Common stock par value (in dollars per share)	$ 0.001	$ 0.001
Authorized shares, common	300,000,000	300,000,000
Issued shares, common	59,162,325	58,434,464
Outstanding shares, common	57,752,961	58,434,464

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Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Income Statement [Abstract]
Revenue	$ 75,414	$ 69,588	$ 219,088	$ 204,869
Cost of revenue	19,401	19,304	59,007	57,189
Gross profit	56,013	50,284	160,081	147,680
Operating expenses:
Sales and marketing	32,897	29,496	96,236	91,666
General and administrative	15,614	18,652	50,795	55,406
Product development	6,858	6,859	20,828	19,107
Total operating expenses	55,369	55,007	167,859	166,179
Income (loss) from operations	644	(4,723)	(7,778)	(18,499)
Interest expense	1,165	1,124	3,415	3,323
Amortization of debt issuance costs	143	143	429	429
Other (income) expense, net	(133)	151	979	989
Net loss before income tax	(531)	(6,141)	(12,601)	(23,240)
Income tax expense	700	420	1,474	1,164
Net loss before income tax	$ (1,231)	$ (6,561)	$ (14,075)	$ (24,404)
Net loss per common share:
Basic (in dollars per share)	$ (0.02)	$ (0.11)	$ (0.25)	$ (0.43)
Diluted (in dollars per share)	$ (0.02)	$ (0.11)	$ (0.25)	$ (0.43)
Weighted average number of shares:
Basic (in shares)	56,916,485	57,446,774	57,303,394	56,970,515
Diluted (in shares)	56,916,485	57,446,774	57,303,394	56,970,515

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Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Statement of Comprehensive Income [Abstract]
Net loss		$ (1,231)	$ (6,561)	$ (14,075)	$ (24,404)
Change in foreign currency translation adjustment (1)	[1]	(19)	(1,542)	132	(2,554)
Total other comprehensive (loss) income, net of tax		(19)	(1,542)	132	(2,554)
Total other comprehensive (loss) income, net of tax		$ (1,250)	$ (8,103)	$ (13,943)	$ (26,958)

[1] Net of tax benefit of $0.01 million and expense of $0.1 million for the three and nine months ended September 30, 2016, respectively, and net of tax benefit of $0 for both the three and nine months ended September 30, 2015

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Consolidated Statements of Comprehensive Loss (Parentheticals) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Statement of Comprehensive Income [Abstract]
Foreign currency translation adjustment, tax benefit (expense)	$ 10	$ 0	$ (100)	$ 0

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Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015
Statement of Cash Flows [Abstract]
Net loss	$ (14,075)	$ (24,404)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	19,539	20,222
Amortization of intangible assets	18,145	17,961
Stock-based compensation expense	8,288	8,932
Other, net	3,433	3,192
Changes in operating assets and liabilities:
Accounts receivable	(4,590)	(7,419)
Prepaid expenses and other assets	278	(2,510)
Accounts payable	(4,351)	2,254
Accrued expenses and other liabilities	(3,130)	349
Deferred revenue	3,525	3,577
Net cash provided by operating activities	27,062	22,154
Cash flows from investing activities:
Capitalized software development costs	(19,108)	(18,594)
Capital expenditures	(1,413)	(10,589)
Maturities of investments	12,384	6,750
Acquisition, net of cash acquired	(6,334)	0
Purchase of a cost method investment	0	(1,000)
Net cash used in investing activities	(14,471)	(23,433)
Cash flows from financing activities:
Purchases of treasury stock	(11,489)	0
Payments on long-term debt	(1,727)	(600)
Other, net	200	1,887
Net cash (used in) provided by financing activities	(13,016)	1,287
Effect of foreign exchange rate changes on cash and cash equivalents	412	(1,255)
Net decrease in cash and cash equivalents	(13)	(1,247)
Cash and cash equivalents at beginning of period	47,875	40,682
Cash and cash equivalents at end of period	$ 47,862	$ 39,435

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Intralinks Holdings, Inc. and Summary of Significant Accounting Policies

9 Months Ended

Sep. 30, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Intralinks Holdings, Inc. and Summary of Significant Accounting Policies

Intralinks Holdings, Inc. and Summary of Significant Accounting Policies

Intralinks Holdings, Inc. ("Intralinks Holdings") and its subsidiaries (collectively, the "Company") is a leading global provider of Software-as-a-Service ("SaaS") solutions for secure enterprise content collaboration within and among organizations. The Company was incorporated in Delaware in June 1996. The Company's cloud-based solutions enable organizations to manage, control, track, search, exchange and collaborate on sensitive information, inside and outside of the firewall, all within a secure and easy-to-use environment.

Basis of Presentation

The accompanying unaudited Consolidated Financial Statements include the accounts of Intralinks Holdings and its subsidiaries. All intercompany balances and transactions have been eliminated. The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such SEC rules and regulations.

In the opinion of management, the accompanying unaudited Consolidated Financial Statements contain all normal and recurring adjustments necessary for the fair statement of the Company's consolidated financial position, results of operations and cash flows for the interim periods presented. Interim results are not necessarily indicative of the results to be expected for a full year. The financial statements contained herein are unaudited and should be read in conjunction with the Company’s audited Consolidated Financial Statements and related notes included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Certain prior year amounts have been reclassified to conform to the current year presentation.

Use of Estimates

The preparation of the Company's Consolidated Financial Statements in conformity with U.S. GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates.

On an ongoing basis, the Company evaluates its estimates and assumptions including those related to (a) allowances for doubtful accounts and reserves for customer credits, (b) the fair values of the Company's single operating segment and reporting unit, goodwill, definite-lived intangible assets and long-term investments, (c) the recoverability of its definite-lived intangible assets, capitalized software and fixed assets (and their related useful lives), (d) certain components of the income tax provision (including the valuation allowance on net deferred tax assets and liabilities for uncertain tax positions), (e) accruals for certain compensation and benefit expenses and (f) the fair value of stock-based awards including estimated forfeitures of such awards. The Company bases its estimates, judgments and assumptions on historical experience, its forecasts and budgets and on various other factors that it believes to be reasonable under the circumstances.

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers, which outlines a single comprehensive model for entities to use in accounting for revenue. ASU 2014-09 supersedes current revenue recognition guidance and requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt ASU 2014-09. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. The amendment in this update deferred the effective date of implementation of ASU 2014-09 by one year and is now effective for annual and interim reporting periods beginning after December 15, 2017. In March 2016, the FASB issued ASU 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net), amending the principal-versus-agent implementation guidance set forth in ASU 2014-09. The amendment clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued ASU 2016-10, Identifying Performance Obligations and Licensing, which amends certain aspects of the guidance set forth in the FASB's new revenue standard related to identifying performance obligations and licensing implementation. In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, which clarifies implementation guidance in ASU 2014-09 on assessing collectability, noncash consideration, presentation of sales tax and completed contracts and contract modifications at transition. The Company is currently evaluating the impact of the adoption of these standards on its Consolidated Financial Statements.

In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs, which requires an entity to present debt issuance costs on the balance sheet as a direct deduction from the related liability rather than as an asset. ASU 2015-03 is effective for annual and interim reporting periods beginning after December 15, 2015. In August 2015, the FASB issued ASU 2015-15, Interest-Imputation of Interest: Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, which clarifies that the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are outstanding borrowings on the line-of-credit. As a result of the retrospective adoption of ASU 2015-03, at December 31, 2015, the Company reclassified capitalized deferred debt issuance costs of $0.5 million from "Other current assets" to "Current portion of long-term debt, net of debt issuance costs" and $1.0 million from "Other non-current assets" to "Long-term debt, net of debt issuance costs."

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes existing guidance on accounting for leases in "Leases (Topic 840)" and generally requires all leases to be recognized in the consolidated balance sheet. ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018; early adoption is permitted. The provisions of ASU 2016-02 are to be applied using a modified retrospective approach. The Company is currently evaluating the impact of the adoption of this standard on its Consolidated Financial Statements.

In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation(Topic 718): Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for employee stock-based payment. This update provides clarification on guidance for employee share-based payments, in particular areas including income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows.  ASU 2016-09 is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company is currently evaluating the impact of the adoption of these standards on its Consolidated Financial Statements.

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Investments and Fair Value Measurements

9 Months Ended

Sep. 30, 2016

Fair Value Disclosures [Abstract]

Investments and Fair Value Measurements

Investments and Fair Value Measurements

The Company has classified its investments in corporate securities as held-to-maturity and, as such, has recorded them at amortized cost. Interest earned on these corporate securities is included in “Other expense (income), net” within the Consolidated Statements of Operations. The gross unrealized holding gains and losses for the three and nine months ended September 30, 2016 and 2015 were not material.

The Company held no investments at September 30, 2016. The following table summarizes these investments at December 31, 2015:

			December 31, 2015
Security Type	Remaining Maturity	Consolidated Balance Sheet Classification	Amortized Cost
			(In thousands)
Corporate Securities	15 to 202 Days	Investments (current)	$	12,425

The Company categorizes its financial instruments measured at fair value into a three-level fair value hierarchy that prioritizes the inputs used in determining the fair value of the asset or liability. The three levels of the fair value hierarchy are as follows:

• Level 1:  Fair value measurement of the asset or liability using observable inputs such as quoted prices in active markets for identical assets or liabilities;

• Level 2:  Fair value measurement of the asset or liability using inputs other than quoted prices that are observable for the applicable asset or liability, either directly or indirectly, such as quoted prices for similar (as opposed to identical) assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active; and

• Level 3:  Fair value measurement of the asset or liability using unobservable inputs that reflect the Company’s own assumptions regarding the applicable asset or liability.

The following tables present the Company's financial instruments that are measured at fair value on a recurring basis:

	September 30, 2016
	Total		Level 1		Level 2		Level 3
	(In thousands)
Asset:
Money market funds as cash equivalents	$	16,331	$	16,331	$	—	$	—

	December 31, 2015
	Total		Level 1		Level 2		Level 3
	(In thousands)
Asset:
Money market funds as cash equivalents	$	17,143	$	17,143	$	—	$	—

The Company's non-financial assets, which include goodwill, intangible assets, fixed assets, capitalized software and cost method investments, are adjusted to fair value only when an impairment charge is recognized. These fair value measurements are based predominantly on Level 3 inputs.

At September 30, 2016 and December 31, 2015, the carrying value of the Company's investments accounted for under the cost method totaled $3.0 million and $4.5 million, respectively, and are included in "Other non-current assets" on the Company's Consolidated Balance Sheets. During the nine months ended September 30, 2016, the Company recognized an impairment charge of $1.5 million related to the write-down of a cost method investment to its estimated fair value of zero. The decline in value was determined to be other-than-temporary due to the investee company’s inability to continue operations without new outside financing. The impairment charge is included in “Other (income) expense, net” in the Consolidated Statements of Operations.

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Goodwill and Other Intangibles

9 Months Ended

Sep. 30, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

Goodwill and Other Intangibles

Goodwill and Other Intangibles

At September 30, 2016 and December 31, 2015, the Company had $229.8 million and $224.4 million of goodwill, respectively. The additions to goodwill and other intangibles relate to the Company’s acquisition of Verilume, Inc., a cloud infrastructure company. The Company completed the purchase price allocation related to this transaction and recorded the acquired assets and assumed liabilities at their estimated fair values.

At September 30, 2016, other intangibles consisted of the following:

	Definite–Lived Intangible Assets
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
	(In thousands)
Customer relationships	$	141,973	$	(131,789	)	$	10,184
Developed technology	135,792		(128,023		)	7,769
Trade name	14,629		(11,330		)	3,299
Non-compete agreements	1,687		(1,378		)	309
Total	$	294,081	$	(272,520	)	$	21,561

At December 31, 2015, other intangibles consisted of the following:

	Definite–Lived Intangible Assets
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
	(In thousands)
Customer relationships	$	141,973	$	(121,141	)	$	20,832
Developed technology	134,542		(121,634		)	12,908
Trade name	14,629		(10,416		)	4,213
Non-compete agreements	1,337		(1,184		)	153
Total	$	292,481	$	(254,375	)	$	38,106

Amortization of intangible assets is classified in each of the operating expense categories as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	2,145	$	2,083	$	6,389	$	6,248
Sales and marketing	3,550		3,549		10,648		10,648
General and administrative	373		354		1,108		1,065
Total	$	6,068	$	5,986	$	18,145	$	17,961

At September 30, 2016, amortization of intangible assets for each of the next five years and thereafter is estimated to be as follows:

	Amount
	(In thousands)
Remainder of 2016	$	6,069
2017	12,224
2018	1,911
2019	966
2020	281
Thereafter	110
Total	$	21,561

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Fixed Assets

9 Months Ended

Sep. 30, 2016

Property Plant and Equipment Income Statement Disclosures [Abstract]

Fixed Assets

Fixed Assets

Fixed assets consisted of the following:

	September 30,			December 31,
	2016			2015
	(In thousands)
Computer equipment and software	$	37,499		$	37,200
Furniture, fixtures and office equipment	3,074			3,058
Leasehold improvements	6,355			6,213
Total fixed assets	46,928			46,471
Less: Accumulated depreciation and amortization	(31,228		)	(25,682		)
Fixed assets, net	$	15,700		$	20,789

Depreciation expense is classified in each of the operating expense categories as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	1,419	$	1,181	$	4,248	$	3,416
Sales and marketing	302		304		985		918
General and administrative	190		245		608		750
Product development	134		133		433		430
Total	$	2,045	$	1,863	$	6,274	$	5,514

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Capitalized Software

9 Months Ended

Sep. 30, 2016

Research and Development [Abstract]

Capitalized Software

Capitalized Software

Capitalized software consisted of the following:

	September 30,			December 31,
	2016			2015
	(In thousands)
Capitalized internal-use software development costs	$	164,669		$	146,261
Less: Accumulated amortization	(112,759		)	(99,625		)
Capitalized software, net	$	51,910		$	46,636

Amortization expense is classified in each of the operating expense categories as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	4,175	$	4,625	$	12,774	$	14,224
Sales and marketing	59		51		163		117
General and administrative	97		122		328		367
Total	$	4,331	$	4,798	$	13,265	$	14,708

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Income Tax

9 Months Ended

Sep. 30, 2016

Income Tax Disclosure [Abstract]

Income Tax

Income Tax

The Company recorded an income tax expense of $0.7 million and $1.5 million despite a pre-tax loss of $0.5 million and $12.6 million for the three and nine months ended September 30, 2016, respectively, and recorded an income tax expense of $0.4 million and $1.2 million despite a pre-tax loss of $6.1 million and $23.2 million for the three and nine months ended September 30, 2015, respectively, primarily because the income tax benefit related to the U.S. pre-tax loss generated was subject to a valuation allowance. In addition, certain foreign jurisdictions generated pre-tax income that resulted in tax expense.

The Company is routinely under audit by federal, state, local and foreign tax authorities in the area of income tax. These audits include questioning the timing and the amount of income and deductions and the allocation of income and deductions among various tax jurisdictions. The Internal Revenue Service recently completed an audit of the Company’s federal tax returns for the years ended December 31, 2010 and 2011. Various other jurisdictions are open to examination for various tax years. Management believes it has adequately provided for all uncertain tax positions and any potential audit adjustments would not have a material impact on the Company’s liquidity, results of operations or financial condition.

Unrecognized tax benefits totaled $6.8 million and $5.5 million at September 30, 2016 and December 31, 2015, respectively. Management does not expect that the balance of unrecognized tax benefits will significantly increase or decrease over the next twelve months. If unrecognized tax benefits at September 30, 2016 are subsequently recognized, the Company's income tax expense would be reduced by $5.7 million ($0.7 million net of the impact of the Company’s valuation allowance).

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Debt

9 Months Ended

Sep. 30, 2016

Debt Disclosure [Abstract]

Debt

Debt

Long-term debt consisted of the following:

	September 30,			December 31,
	2016			2015
	(In thousands)
Term Loan Credit Facility	$	78,000		$	78,600
Equipment Loan Facility	3,591			4,719
Term Loan original issue discount	(387		)	(507		)
Term Loan unamortized debt issuance costs	(1,164		)	(1,526		)
Total debt, net of debt issuance costs	80,040			81,286
Less: current portion (Term Loan Credit Facility)	(318		)	(318		)
Less: current portion (Equipment Loan Facility)	(1,567		)	(1,511		)
Total current portion of debt, net of debt issuance costs	(1,885		)	(1,829		)
Total long-term debt, net of debt issuance costs	$	78,155		$	79,457

Based on available market information, the estimated fair value of the Company’s long-term debt was $79.2 million and $81.0 million as of September 30, 2016 and December 31, 2015, respectively. These fair value measurements were determined using Level 2 observable inputs, as defined in Note 2. The estimated fair value of our facility related to the purchase of equipment ("Equipment Loan Facility") approximates its carrying value at each reporting period.

As of September 30, 2016, the Company had $2.9 million in outstanding letters of credit issued under its Revolving Credit Facility.

The Term Loan Credit Facility and the Revolving Credit Facility (collectively, the "Credit Facilities") include covenants that restrict certain activities by the Company, as well as require the Company to comply with certain financial ratios such as a Consolidated Net Leverage Ratio and a springing Fixed Charge Coverage Ratio, as these terms are defined in the agreements governing the Credit Facilities. The agreements governing the Credit Facilities also contain other affirmative and negative covenants with which the Company is required to comply. The Term Loan Credit Facility requires partial prepayment of a portion of the principal outstanding in the event that the Company generates Consolidated Excess Cash Flow (as defined under the Term Loan Credit Facility) in excess of a certain threshold. This determination is to be made 90 days following the end of the preceding fiscal year, with any payment, if required, due within 105 days following the end of the preceding fiscal year. The Company was in compliance with all applicable covenants set forth in the Credit Facilities as of September 30, 2016 and there was no required prepayment for the year ended December 31, 2015.

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Employee Stock Plans

9 Months Ended

Sep. 30, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Employee Stock Plans

Employee Stock Plans

Stock-based compensation expense is measured at the grant date based on the fair value of the award and recognized as expense over the requisite service period, net of an estimated forfeiture rate. The Company maintains several stock-based compensation plans, which are more fully described in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Stock-based compensation expense related to all of the Company’s stock awards is included in operating expense categories, as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	217	$	142	$	544	$	358
Sales and marketing	737		487		1,839		1,537
General and administrative	1,411		2,086		4,477		6,002
Product development	519		353		1,428		1,035
Total	$	2,884	$	3,068	$	8,288	$	8,932

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Net Loss Per Share

9 Months Ended

Sep. 30, 2016

Earnings Per Share [Abstract]

Net Loss per Share

Net Loss per Share

The following table provides a reconciliation of the numerator and denominator used in computing basic and diluted net loss per common share:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015
Numerator:
Net loss (in thousands)	$	(1,231	)	$	(6,561	)	$	(14,075	)	$	(24,404	)
Denominator:
Weighted-average shares used to compute basic net loss per share	56,916,485			57,446,774			57,303,394			56,970,515
Effect of dilutive options, unvested shares of restricted stock awards and unvested restricted stock units	—			—			—			—
Weighted-average shares used to compute diluted net loss per share	56,916,485			57,446,774			57,303,394			56,970,515
Net loss per share:
Basic	$	(0.02	)	$	(0.11	)	$	(0.25	)	$	(0.43	)
Diluted	$	(0.02	)	$	(0.11	)	$	(0.25	)	$	(0.43	)

The following outstanding options to purchase common stock, unvested shares of restricted stock awards and unvested restricted stock units were excluded from the computation of diluted net loss per share for the periods presented as their inclusion would have been anti-dilutive:

	September 30,	September 30,
	2016	2015
Options to purchase common stock	3,875,077	4,170,107
Unvested shares of restricted stock awards	662,605	562,055
Unvested shares of restricted stock units	3,702,917	2,143,793

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Contingencies

9 Months Ended

Sep. 30, 2016

Commitments and Contingencies Disclosure [Abstract]

Contingencies

Contingencies

In the ordinary course of business, the Company and its subsidiaries are subject to various claims, charges, disputes, litigation and regulatory inquiries and investigations. The Company establishes reserves for specific legal matters when it determines that the likelihood of an unfavorable outcome is probable and the loss is reasonably estimable. Management has also identified certain other legal matters where it believes an unfavorable outcome is not probable and, therefore, no reserve is established. Although management currently believes that resolving claims against the Company, including claims where an unfavorable outcome is reasonably possible, will not have a material impact on the Company's liquidity, results of operations or financial condition, these matters are subject to inherent uncertainties and management's view of these matters may change in the future. The Company also evaluates other contingent matters, including income and non-income tax contingencies, to assess the likelihood of an unfavorable outcome and estimated extent of potential loss. These matters, if resolved adversely against the Company, may result in monetary damages, fines and penalties or require changes in business practices. It is possible that an unfavorable outcome of one or more of these lawsuits or other contingencies could have a material impact on the Company's liquidity, results of operations or financial condition.

The Company is not currently aware of any pending or threatened material claims, charges, disputes, litigation and regulatory inquiries and investigations.

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Subsequent Event

9 Months Ended

Sep. 30, 2016

Subsequent Events [Abstract]

Subsequent Event

Subsequent Event

[To be assessed through date of filing.]

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Intralinks Holdings, Inc. and Summary of Significant Accounting Policies (Policies)

9 Months Ended

Sep. 30, 2016

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

Basis of Presentation

The accompanying unaudited Consolidated Financial Statements include the accounts of Intralinks Holdings and its subsidiaries. All intercompany balances and transactions have been eliminated. The accompanying unaudited Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. GAAP") for interim financial information and with the rules and regulations of the Securities and Exchange Commission ("SEC"). Accordingly, certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such SEC rules and regulations.

In the opinion of management, the accompanying unaudited Consolidated Financial Statements contain all normal and recurring adjustments necessary for the fair statement of the Company's consolidated financial position, results of operations and cash flows for the interim periods presented. Interim results are not necessarily indicative of the results to be expected for a full year. The financial statements contained herein are unaudited and should be read in conjunction with the Company’s audited Consolidated Financial Statements and related notes included in its Annual Report on Form 10-K for the fiscal year ended December 31, 2015.

Certain prior year amounts have been reclassified to conform to the current year presentation.

Use of Estimates

Use of Estimates

The preparation of the Company's Consolidated Financial Statements in conformity with U.S. GAAP requires management to make certain estimates, judgments and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the Consolidated Financial Statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ materially from those estimates.

On an ongoing basis, the Company evaluates its estimates and assumptions including those related to (a) allowances for doubtful accounts and reserves for customer credits, (b) the fair values of the Company's single operating segment and reporting unit, goodwill, definite-lived intangible assets and long-term investments, (c) the recoverability of its definite-lived intangible assets, capitalized software and fixed assets (and their related useful lives), (d) certain components of the income tax provision (including the valuation allowance on net deferred tax assets and liabilities for uncertain tax positions), (e) accruals for certain compensation and benefit expenses and (f) the fair value of stock-based awards including estimated forfeitures of such awards. The Company bases its estimates, judgments and assumptions on historical experience, its forecasts and budgets and on various other factors that it believes to be reasonable under the circumstances.

Recent Accounting Pronouncements

Recent Accounting Pronouncements

In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2014-09, Revenue from Contracts with Customers, which outlines a single comprehensive model for entities to use in accounting for revenue. ASU 2014-09 supersedes current revenue recognition guidance and requires an entity to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. Entities have the option of using either a full retrospective or a modified retrospective approach to adopt ASU 2014-09. In August 2015, the FASB issued ASU 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date. The amendment in this update deferred the effective date of implementation of ASU 2014-09 by one year and is now effective for annual and interim reporting periods beginning after December 15, 2017. In March 2016, the FASB issued ASU 2016-08, Principal versus Agent Considerations (Reporting Revenue Gross versus Net), amending the principal-versus-agent implementation guidance set forth in ASU 2014-09. The amendment clarifies that an entity should evaluate whether it is the principal or the agent for each specified good or service promised in a contract with a customer. In April 2016, the FASB issued ASU 2016-10, Identifying Performance Obligations and Licensing, which amends certain aspects of the guidance set forth in the FASB's new revenue standard related to identifying performance obligations and licensing implementation. In May 2016, the FASB issued ASU 2016-12, Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients, which clarifies implementation guidance in ASU 2014-09 on assessing collectability, noncash consideration, presentation of sales tax and completed contracts and contract modifications at transition. The Company is currently evaluating the impact of the adoption of these standards on its Consolidated Financial Statements.

In April 2015, the FASB issued ASU 2015-03, Interest-Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs, which requires an entity to present debt issuance costs on the balance sheet as a direct deduction from the related liability rather than as an asset. ASU 2015-03 is effective for annual and interim reporting periods beginning after December 15, 2015. In August 2015, the FASB issued ASU 2015-15, Interest-Imputation of Interest: Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements, which clarifies that the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are outstanding borrowings on the line-of-credit. As a result of the retrospective adoption of ASU 2015-03, at December 31, 2015, the Company reclassified capitalized deferred debt issuance costs of $0.5 million from "Other current assets" to "Current portion of long-term debt, net of debt issuance costs" and $1.0 million from "Other non-current assets" to "Long-term debt, net of debt issuance costs."

In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842), which supersedes existing guidance on accounting for leases in "Leases (Topic 840)" and generally requires all leases to be recognized in the consolidated balance sheet. ASU 2016-02 is effective for annual and interim reporting periods beginning after December 15, 2018; early adoption is permitted. The provisions of ASU 2016-02 are to be applied using a modified retrospective approach. The Company is currently evaluating the impact of the adoption of this standard on its Consolidated Financial Statements.

In March 2016, the FASB issued ASU 2016-09, Compensation - Stock Compensation(Topic 718): Improvements to Employee Share-Based Payment Accounting, which simplifies the accounting for employee stock-based payment. This update provides clarification on guidance for employee share-based payments, in particular areas including income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows.  ASU 2016-09 is effective for annual periods beginning after December 15, 2016, and interim periods within those annual periods. The Company is currently evaluating the impact of the adoption of these standards on its Consolidated Financial Statements.

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Investments and Fair Value Measurements (Tables)

9 Months Ended

Sep. 30, 2016

Fair Value Disclosures [Abstract]

Held-to-maturity Securities

The Company held no investments at September 30, 2016. The following table summarizes these investments at December 31, 2015:

			December 31, 2015
Security Type	Remaining Maturity	Consolidated Balance Sheet Classification	Amortized Cost
			(In thousands)
Corporate Securities	15 to 202 Days	Investments (current)	$	12,425

Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis

The following tables present the Company's financial instruments that are measured at fair value on a recurring basis:

	September 30, 2016
	Total		Level 1		Level 2		Level 3
	(In thousands)
Asset:
Money market funds as cash equivalents	$	16,331	$	16,331	$	—	$	—

	December 31, 2015
	Total		Level 1		Level 2		Level 3
	(In thousands)
Asset:
Money market funds as cash equivalents	$	17,143	$	17,143	$	—	$	—

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Goodwill and Other Intangibles (Tables)

9 Months Ended

Sep. 30, 2016

Goodwill and Intangible Assets Disclosure [Abstract]

Schedule of Finite-Lived Intangible Assets by Major Class

At September 30, 2016, other intangibles consisted of the following:

	Definite–Lived Intangible Assets
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
	(In thousands)
Customer relationships	$	141,973	$	(131,789	)	$	10,184
Developed technology	135,792		(128,023		)	7,769
Trade name	14,629		(11,330		)	3,299
Non-compete agreements	1,687		(1,378		)	309
Total	$	294,081	$	(272,520	)	$	21,561

At December 31, 2015, other intangibles consisted of the following:

	Definite–Lived Intangible Assets
	Gross Carrying Value		Accumulated Amortization			Net Carrying Value
	(In thousands)
Customer relationships	$	141,973	$	(121,141	)	$	20,832
Developed technology	134,542		(121,634		)	12,908
Trade name	14,629		(10,416		)	4,213
Non-compete agreements	1,337		(1,184		)	153
Total	$	292,481	$	(254,375	)	$	38,106

Allocation Of Amortization Expense For Other Intangible Assets

Amortization of intangible assets is classified in each of the operating expense categories as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	2,145	$	2,083	$	6,389	$	6,248
Sales and marketing	3,550		3,549		10,648		10,648
General and administrative	373		354		1,108		1,065
Total	$	6,068	$	5,986	$	18,145	$	17,961

Schedule of Expected Amortization Expense

At September 30, 2016, amortization of intangible assets for each of the next five years and thereafter is estimated to be as follows:

	Amount
	(In thousands)
Remainder of 2016	$	6,069
2017	12,224
2018	1,911
2019	966
2020	281
Thereafter	110
Total	$	21,561

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Fixed Assets (Tables)

9 Months Ended

Sep. 30, 2016

Property Plant and Equipment Income Statement Disclosures [Abstract]

Property, Plant and Equipment

Fixed assets consisted of the following:

	September 30,			December 31,
	2016			2015
	(In thousands)
Computer equipment and software	$	37,499		$	37,200
Furniture, fixtures and office equipment	3,074			3,058
Leasehold improvements	6,355			6,213
Total fixed assets	46,928			46,471
Less: Accumulated depreciation and amortization	(31,228		)	(25,682		)
Fixed assets, net	$	15,700		$	20,789

Depreciation expense is classified in each of the operating expense categories as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	1,419	$	1,181	$	4,248	$	3,416
Sales and marketing	302		304		985		918
General and administrative	190		245		608		750
Product development	134		133		433		430
Total	$	2,045	$	1,863	$	6,274	$	5,514

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Capitalized Software (Tables)

9 Months Ended

Sep. 30, 2016

Research and Development [Abstract]

Capitalized Software

Capitalized software consisted of the following:

	September 30,			December 31,
	2016			2015
	(In thousands)
Capitalized internal-use software development costs	$	164,669		$	146,261
Less: Accumulated amortization	(112,759		)	(99,625		)
Capitalized software, net	$	51,910		$	46,636

Amortization expense is classified in each of the operating expense categories as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	4,175	$	4,625	$	12,774	$	14,224
Sales and marketing	59		51		163		117
General and administrative	97		122		328		367
Total	$	4,331	$	4,798	$	13,265	$	14,708

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Debt (Tables)

9 Months Ended

Sep. 30, 2016

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments

Long-term debt consisted of the following:

	September 30,			December 31,
	2016			2015
	(In thousands)
Term Loan Credit Facility	$	78,000		$	78,600
Equipment Loan Facility	3,591			4,719
Term Loan original issue discount	(387		)	(507		)
Term Loan unamortized debt issuance costs	(1,164		)	(1,526		)
Total debt, net of debt issuance costs	80,040			81,286
Less: current portion (Term Loan Credit Facility)	(318		)	(318		)
Less: current portion (Equipment Loan Facility)	(1,567		)	(1,511		)
Total current portion of debt, net of debt issuance costs	(1,885		)	(1,829		)
Total long-term debt, net of debt issuance costs	$	78,155		$	79,457

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Employee Stock Plans (Tables)

9 Months Ended

Sep. 30, 2016

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Disclosure of Share-based Compensation Arrangements by Share-based Payment Award

Stock-based compensation expense related to all of the Company’s stock awards is included in operating expense categories, as follows:

	Three Months Ended September 30,				Nine Months Ended September 30,
	2016		2015		2016		2015
	(In thousands)
Cost of revenue	$	217	$	142	$	544	$	358
Sales and marketing	737		487		1,839		1,537
General and administrative	1,411		2,086		4,477		6,002
Product development	519		353		1,428		1,035
Total	$	2,884	$	3,068	$	8,288	$	8,932

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Net Loss Per Share (Tables)

9 Months Ended

Sep. 30, 2016

Earnings Per Share [Abstract]

Schedule of Earnings Per Share, Basic and Diluted

The following table provides a reconciliation of the numerator and denominator used in computing basic and diluted net loss per common share:

	Three Months Ended September 30,						Nine Months Ended September 30,
	2016			2015			2016			2015
Numerator:
Net loss (in thousands)	$	(1,231	)	$	(6,561	)	$	(14,075	)	$	(24,404	)
Denominator:
Weighted-average shares used to compute basic net loss per share	56,916,485			57,446,774			57,303,394			56,970,515
Effect of dilutive options, unvested shares of restricted stock awards and unvested restricted stock units	—			—			—			—
Weighted-average shares used to compute diluted net loss per share	56,916,485			57,446,774			57,303,394			56,970,515
Net loss per share:
Basic	$	(0.02	)	$	(0.11	)	$	(0.25	)	$	(0.43	)
Diluted	$	(0.02	)	$	(0.11	)	$	(0.25	)	$	(0.43	)

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share

The following outstanding options to purchase common stock, unvested shares of restricted stock awards and unvested restricted stock units were excluded from the computation of diluted net loss per share for the periods presented as their inclusion would have been anti-dilutive:

	September 30,	September 30,
	2016	2015
Options to purchase common stock	3,875,077	4,170,107
Unvested shares of restricted stock awards	662,605	562,055
Unvested shares of restricted stock units	3,702,917	2,143,793

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Intralinks Holdings, Inc. and Summary of Significant Accounting Policies (Narrative) (Details) - Accounting Standards Update 2015-03 [Member] $ in Millions	Dec. 31, 2015 USD ($)
Other Current Assets [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Reclassification of unamortized debt issuance costs	$ (0.5)
Other Non-current Assets [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Reclassification of unamortized debt issuance costs	(1.0)
Current Portion of Long-term Debt [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Reclassification of unamortized debt issuance costs	0.5
Long-term Debt [Member]
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Reclassification of unamortized debt issuance costs	$ 1.0

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Investments and Fair Value Measurements (Details) - Corporate Securities [Member] - Investments (Current) [Member] $ in Thousands	12 Months Ended
	Dec. 31, 2015 USD ($)
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Held-to-maturity Securities, Amortized Cost	$ 12,425
Minimum [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Held to -maturity Securities, Remaining Maturity	15 days
Maximum [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
Held to -maturity Securities, Remaining Maturity	202 days

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Investments and Fair Value Measurements (Level 1, 2 and 3 Inputs) (Details) - USD ($)	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Cost method investments	$ 3,000,000	$ 4,500,000
Impairment of cost method investment	1,500,000
Cost method investment, estimated fair value	0
Assets [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds as cash equivalents	16,331,000	17,143,000
Level 1 [Member] | Assets [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds as cash equivalents	16,331,000	17,143,000
Level 2 [Member] | Assets [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds as cash equivalents	0	0
Level 3 [Member] | Assets [Member] | Fair Value, Measurements, Recurring [Member]
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Money market funds as cash equivalents	$ 0	$ 0

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Goodwill and Other Intangibles (Narrative) (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	$ 229,848	$ 224,383

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Goodwill and Other Intangibles (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Components of Intangible Assets [Abstract]
Gross Carrying Value	$ 294,081		$ 294,081		$ 292,481
Accumulated Amortization	(272,520)		(272,520)		(254,375)
Net Carrying Value	21,561		21,561		38,106
Amortization of intangible assets	6,068	$ 5,986	18,145	$ 17,961
Cost of revenue [Member]
Components of Intangible Assets [Abstract]
Amortization of intangible assets	2,145	2,083	6,389	6,248
Sales and marketing [Member]
Components of Intangible Assets [Abstract]
Amortization of intangible assets	3,550	3,549	10,648	10,648
General and administrative [Member]
Components of Intangible Assets [Abstract]
Amortization of intangible assets	373	$ 354	1,108	$ 1,065
Customer relationships [Member]
Components of Intangible Assets [Abstract]
Gross Carrying Value	141,973		141,973		141,973
Accumulated Amortization	(131,789)		(131,789)		(121,141)
Net Carrying Value	10,184		10,184		20,832
Developed technology [Member]
Components of Intangible Assets [Abstract]
Gross Carrying Value	135,792		135,792		134,542
Accumulated Amortization	(128,023)		(128,023)		(121,634)
Net Carrying Value	7,769		7,769		12,908
Trade name [Member]
Components of Intangible Assets [Abstract]
Gross Carrying Value	14,629		14,629		14,629
Accumulated Amortization	(11,330)		(11,330)		(10,416)
Net Carrying Value	3,299		3,299		4,213
Non-compete agreement [Member]
Components of Intangible Assets [Abstract]
Gross Carrying Value	1,687		1,687		1,337
Accumulated Amortization	(1,378)		(1,378)		(1,184)
Net Carrying Value	$ 309		$ 309		$ 153

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Goodwill and Other Intangibles (Future Amortization Expense) (Details) - USD ($) $ in Thousands	Sep. 30, 2016	Dec. 31, 2015
Goodwill and Intangible Assets Disclosure [Abstract]
Remainder of 2016	$ 6,069
2017	12,224
2018	1,911
2019	966
2020	281
Thereafter	110
Net Carrying Value	$ 21,561	$ 38,106

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Fixed Assets (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Property, Plant and Equipment [Line Items]
Total fixed assets	$ 46,928		$ 46,928		$ 46,471
Less: Accumulated depreciation and amortization	(31,228)		(31,228)		(25,682)
Fixed assets, net	15,700		15,700		20,789
Depreciation expense	2,045	$ 1,863	6,274	$ 5,514
Cost of revenue [Member]
Property, Plant and Equipment [Line Items]
Depreciation expense	1,419	1,181	4,248	3,416
Sales and marketing [Member]
Property, Plant and Equipment [Line Items]
Depreciation expense	302	304	985	918
General and administrative [Member]
Property, Plant and Equipment [Line Items]
Depreciation expense	190	245	608	750
Product development [Member]
Property, Plant and Equipment [Line Items]
Depreciation expense	134	$ 133	433	$ 430
Computer equipment and software [Member]
Property, Plant and Equipment [Line Items]
Total fixed assets	37,499		37,499		37,200
Furniture, fixtures and office equipment [Member]
Property, Plant and Equipment [Line Items]
Total fixed assets	3,074		3,074		3,058
Leasehold improvements [Member]
Property, Plant and Equipment [Line Items]
Total fixed assets	$ 6,355		$ 6,355		$ 6,213

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Capitalized Software (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Impaired Intangible Assets [Line Items]
Capitalized internal-use software development costs	$ 164,669		$ 164,669		$ 146,261
Less: Accumulated amortization	(112,759)		(112,759)		(99,625)
Capitalized software, net	51,910		51,910		$ 46,636
Amortization expense	4,331	$ 4,798	13,265	$ 14,708
Cost of revenue [Member]
Impaired Intangible Assets [Line Items]
Amortization expense	4,175	4,625	12,774	14,224
Sales and marketing [Member]
Impaired Intangible Assets [Line Items]
Amortization expense	59	51	163	117
General and administrative [Member]
Impaired Intangible Assets [Line Items]
Amortization expense	$ 97	$ 122	$ 328	$ 367

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Income Tax (Narrative) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015	Dec. 31, 2015
Income Tax Disclosure [Abstract]
Income tax expense	$ 700	$ 420	$ 1,474	$ 1,164
Net loss before income tax	(531)	$ (6,141)	(12,601)	$ (23,240)
Unrecognized tax benefits	6,800		6,800		$ 5,500
Unrecognized tax benefits that would impact effective tax rate	5,700		5,700
Effect on income tax expense net of valuation allowance	$ 700		$ 700

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Debt (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2016	Dec. 31, 2015
Long-term Debt, by Current and Noncurrent [Abstract]
Total debt, net of debt issuance costs	$ 80,040	$ 81,286
Less: current portion	(1,885)	(1,829)
Total long-term debt, net of debt issuance costs	78,155	79,457
Long-term Debt, Other Disclosures [Abstract]
Fair value of long-term debt	79,200	81,000
Letters of credit outstanding, amount	2,900
Term Loan Credit Facility [Member]
Long-term Debt, by Current and Noncurrent [Abstract]
Long-term debt	78,000	78,600
Term Loan original issue discount	(387)	(507)
Term Loan unamortized debt issuance costs	(1,164)	(1,526)
Less: current portion	$ (318)	(318)
Long-term Debt, Other Disclosures [Abstract]
Covenant compliance, period for determination of excess cash flow	90 days
Covenant compliance, period for partial prepayment	105 days
Equipment Loan Facility [Member]
Long-term Debt, by Current and Noncurrent [Abstract]
Long-term debt	$ 3,591	4,719
Less: current portion	$ (1,567)	$ (1,511)

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Employee Stock Plans (Stock Based Compensation) (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 2,884	$ 3,068	$ 8,288	$ 8,932
Cost of revenue [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	217	142	544	358
Sales and marketing [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	737	487	1,839	1,537
General and administrative [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	1,411	2,086	4,477	6,002
Product development [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense	$ 519	$ 353	$ 1,428	$ 1,035

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Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2016	Sep. 30, 2015	Sep. 30, 2016	Sep. 30, 2015
Weighted Average Number Diluted Shares Outstanding Adjustment Abstract [Line Items]
Net loss	$ (1,231)	$ (6,561)	$ (14,075)	$ (24,404)
Weighted-average shares used to compute basic net loss per share	56,916,485	57,446,774	57,303,394	56,970,515
Effect of dilutive options, unvested shares of restricted stock awards and unvested restricted stock units	0	0	0	0
Weighted-average shares used to compute diluted net loss per share	56,916,485	57,446,774	57,303,394	56,970,515
Net loss per share:
Basic (in dollars per share)	$ (0.02)	$ (0.11)	$ (0.25)	$ (0.43)
Diluted (in dollars per share)	$ (0.02)	$ (0.11)	$ (0.25)	$ (0.43)
Options To Purchase Common Stock [Member]
Net loss per share:
Antidilutive securities excluded from computation of diluted net loss per share (in shares)			3,875,077	4,170,107
Unvested Shares Of Restricted Stock Awards [Member]
Net loss per share:
Antidilutive securities excluded from computation of diluted net loss per share (in shares)			662,605	562,055
Unvested Shares Of Restricted Stock Units [Member]
Net loss per share:
Antidilutive securities excluded from computation of diluted net loss per share (in shares)			3,702,917	2,143,793