Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 06, 2020 | Jun. 30, 2019 | |
Document And Entity Information | |||
Entity Registrant Name | Meet Group, Inc. | ||
Entity Central Index Key | 0001078099 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | false | ||
Entity Shell Company | false | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Common Stock, Shares Outstanding | 71,088,853 | ||
Entity Public Float | $ 258,592,846 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Year Focus | 2019 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 27,241 | $ 28,366 |
Accounts receivable, net of allowance for bad debts of $269 and $384 as of December 31, 2019 and 2018, respectively | 25,234 | 27,148 |
Prepaid expenses and other current assets | 6,062 | 4,911 |
Total current assets | 58,537 | 60,425 |
Deferred tax assets | 16,233 | 19,049 |
Property and equipment, net | 3,625 | |
Property and equipment, net | 4,634 | |
Operating lease right-of-use assets | 7,034 | |
Intangible assets, net | 29,305 | 36,558 |
Goodwill | 156,687 | 148,133 |
Other assets | 1,300 | 2,454 |
Total assets | 272,721 | 271,253 |
Current liabilities: | ||
Accounts payable | 5,346 | 9,071 |
Accrued liabilities | 20,090 | 19,112 |
Current portion of long-term debt, net | 3,500 | 18,567 |
Current portion of operating lease liabilities | 2,081 | |
Current portion of finance lease obligations | 10 | 134 |
Deferred revenue | 3,884 | 4,621 |
Total current liabilities | 34,911 | 51,505 |
Long-term debt, net | 30,375 | 18,088 |
Long-term operating lease liabilities | 5,024 | |
Long-term finance lease obligations | 53 | |
Long-term finance lease obligations | 59 | |
Long-term derivative liabilities | 1,451 | 940 |
Deferred tax liabilities | 2,773 | 3,400 |
Other liabilities | 894 | 40 |
Total liabilities | 75,481 | 74,032 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; authorized - 5,000,000 shares; no shares issued and outstanding as of December 31, 2019 and 2018 | 0 | 0 |
Series A junior participating preferred stock, $0.001 par value; authorized - 200,000 shares; no shares issued and outstanding as of December 31, 2019 and 2018 | 0 | 0 |
Common stock, $0.001 par value; authorized - 100,000,000 shares; 70,756,013 and 74,697,526 shares issued and outstanding as of December 31, 2019 and 2018, respectively | 71 | 75 |
Additional paid-in capital | 430,959 | 419,456 |
Accumulated deficit | (231,441) | (220,276) |
Accumulated other comprehensive loss | (2,349) | (2,034) |
Total stockholders’ equity | 197,240 | 197,221 |
Total liabilities and stockholders’ equity | $ 272,721 | $ 271,253 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Accounts receivable, allowance | $ 269 | $ 384 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 100,000,000 | 100,000,000 |
Common stock, issued (in shares) | 70,756,013 | 74,697,526 |
Common stock, outstanding (in shares) | 70,756,013 | 74,697,526 |
Series A Preferred Stock | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, authorized (in shares) | 200,000 | 200,000 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Revenue | $ 211,701 | $ 178,613 | $ 123,754 |
Operating costs and expenses: | |||
Sales and marketing | 34,332 | 32,086 | 20,356 |
Product development and content | 124,425 | 102,757 | 60,704 |
General and administrative | 21,931 | 21,094 | 19,550 |
Depreciation and amortization | 13,131 | 13,776 | 11,574 |
Acquisition, restructuring and other | 414 | 5,038 | 12,151 |
Goodwill impairment | 0 | 0 | 56,429 |
Total operating costs and expenses | 194,233 | 174,751 | 180,764 |
Income (loss) from operations | 17,468 | 3,862 | (57,010) |
Other income (expense): | |||
Interest income | 107 | 24 | 6 |
Interest expense | (1,301) | (2,322) | (860) |
Gain (loss) on disposal of assets | 41 | (95) | 0 |
(Loss) gain on foreign currency transactions | (51) | 97 | (33) |
Other items of (expense) income, net | (1) | 44 | 9 |
Total other expense | (1,205) | (2,252) | (878) |
Income (loss) before income tax expense | 16,263 | 1,610 | (57,888) |
Income tax expense | (4,929) | (467) | (6,704) |
Net income (loss) | $ 11,334 | $ 1,143 | $ (64,592) |
Basic and diluted net income (loss) per share: | |||
Basic net income (loss) per share (in dollars per share) | $ 0.15 | $ 0.02 | $ (0.94) |
Diluted net income (loss) per share (in dollars per share) | $ 0.15 | $ 0.02 | $ (0.94) |
Weighted-average shares outstanding: | |||
Basic (in shares) | 74,118,035 | 73,085,542 | 68,743,956 |
Diluted (in shares) | 76,921,420 | 75,616,439 | 68,743,956 |
Comprehensive income (loss): | |||
Net income (loss) | $ 11,334 | $ 1,143 | $ (64,592) |
Other comprehensive income (loss): | |||
Reclassification of (gain) loss on derivative financial instruments, net of tax of $505, $924 and $548, respectively | (1,125) | (2,059) | 1,566 |
Unrealized gain (loss) on derivative financial instruments, net of tax of $563, $999 and $851, respectively | 1,197 | 2,088 | (2,303) |
Foreign currency translation adjustment | (387) | (938) | (388) |
Other comprehensive loss | (315) | (909) | (1,125) |
Comprehensive income (loss) | $ 11,019 | $ 234 | $ (65,717) |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Statement [Abstract] | |||
Reclassification of losses on derivative financial instruments, tax benefit (expense) | $ 505 | $ 924 | $ 548 |
Unrealized losses on derivative financial instruments, tax expense (benefit) | $ 563 | $ 999 | $ 851 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss |
Balance (in shares) at Dec. 31, 2016 | 58,945,607 | ||||
Balance at Dec. 31, 2016 | $ 195,089 | $ 59 | $ 351,873 | $ (156,843) | $ 0 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | 8,467 | 8,467 | |||
Exercise of stock options (in shares) | 2,080,648 | ||||
Exercise of stock options | 2,817 | $ 2 | 2,815 | ||
Exercise of warrants (in shares) | 675,000 | ||||
Exercise of warrants | 2,397 | $ 1 | 2,396 | ||
Issuance of common stock (in shares) | 9,200,000 | ||||
Issuance of common stock | 42,995 | $ 9 | 42,986 | ||
Issuance of common stock for vested restricted stock awards (in shares) | 1,013,763 | ||||
Issuance of common stock for vested restricted stock awards | 0 | $ 1 | (1) | ||
Restricted stock awards withheld to cover taxes | (507) | (507) | |||
Other comprehensive loss | (1,125) | (1,125) | |||
Net income (loss) | (64,592) | (64,592) | |||
Balance (in shares) at Dec. 31, 2017 | 71,915,018 | ||||
Balance at Dec. 31, 2017 | 185,541 | $ 72 | 408,029 | (221,435) | (1,125) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | $ 9,286 | 9,286 | |||
Exercise of stock options (in shares) | 1,079,496 | 1,079,496 | |||
Exercise of stock options | $ 2,564 | $ 2 | 2,562 | ||
Issuance of common stock for vested restricted stock awards (in shares) | 1,591,662 | ||||
Issuance of common stock for vested restricted stock awards | 0 | $ 1 | (1) | ||
Issuance of common stock for vested Performance Share Units (in shares) | 111,350 | ||||
Issuance of common stock for vested performance share units | 0 | $ 0 | 0 | ||
Restricted stock awards withheld to cover taxes | (420) | (420) | |||
Other comprehensive loss | (909) | (909) | |||
Net income (loss) | 1,143 | 1,143 | |||
Balance (in shares) at Dec. 31, 2018 | 74,697,526 | ||||
Balance at Dec. 31, 2018 | 197,221 | $ 75 | 419,456 | (220,276) | (2,034) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation expense | $ 11,107 | 11,107 | |||
Exercise of stock options (in shares) | 179,914 | 179,914 | |||
Exercise of stock options | $ 770 | $ 0 | 770 | ||
Issuance of common stock for vested restricted stock awards (in shares) | 1,616,142 | ||||
Issuance of common stock for vested restricted stock awards | $ 0 | $ 2 | (2) | ||
Issuance of common stock for vested Performance Share Units (in shares) | 0 | ||||
Repurchase and retirement of common stock (in shares) | (5,737,569) | ||||
Repurchase and retirement of common stock | $ (22,505) | $ (6) | (22,499) | ||
Restricted stock awards withheld to cover taxes | (372) | (372) | |||
Other comprehensive loss | (315) | (315) | |||
Net income (loss) | 11,334 | 11,334 | |||
Balance (in shares) at Dec. 31, 2019 | 70,756,013 | ||||
Balance at Dec. 31, 2019 | $ 197,240 | $ 71 | $ 430,959 | $ (231,441) | $ (2,349) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cash flows from operating activities: | |||
Net income (loss) | $ 11,334 | $ 1,143 | $ (64,592) |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | |||
Depreciation and amortization | 13,131 | 13,776 | 11,574 |
Amortization of right-of-use assets | 2,567 | 0 | 0 |
Goodwill impairment | 0 | 0 | 56,429 |
Stock-based compensation expense | 11,107 | 9,286 | 8,467 |
Deferred tax expense (benefit) | 2,213 | (130) | 6,928 |
(Gain) loss on disposal of assets | (41) | 95 | 0 |
(Loss) gain on foreign currency transactions | (51) | 97 | (2) |
Bad debt expense | 1,884 | 598 | 263 |
Non-cash interest expense | 323 | 327 | 193 |
Changes in derivative financial instruments | 0 | 28 | 0 |
Changes in contingent consideration obligations | 1,059 | 0 | 103 |
Changes in operating assets and liabilities: | |||
Accounts receivable | 489 | (1,519) | 3,738 |
Prepaid expenses, other current assets and other assets | 1,378 | (2,773) | 4,735 |
Accounts payable and accrued liabilities | (7,114) | 7,495 | 1,881 |
Deferred revenue | (765) | 368 | 1,552 |
Net cash provided by operating activities | 37,616 | 28,597 | 31,273 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (1,515) | (2,507) | (1,798) |
Acquisitions of businesses, net of cash acquired | (11,808) | 0 | (126,206) |
Net cash used in investing activities | (13,323) | (2,507) | (128,004) |
Cash flows from financing activities: | |||
Proceeds from exercise of stock options | 770 | 2,562 | 2,815 |
Proceeds from issuance of common stock | 0 | 0 | 42,995 |
Proceeds from exercise of warrants | 0 | 0 | 2,396 |
Repurchases of common stock | (22,505) | 0 | 0 |
Payments of finance leases | (191) | (241) | (324) |
Proceeds from revolving loan | 7,000 | 0 | 0 |
Proceeds from term loan, net | 34,907 | 0 | 75,000 |
Payments for restricted stock awards withheld for taxes | (372) | (420) | (507) |
Payments of loan origination costs | (108) | 0 | (806) |
Payments of revolving loan | (7,000) | 0 | 0 |
Payments of contingent consideration | 0 | (5,000) | (2,897) |
Payments of term loan | 37,815 | 19,310 | 18,750 |
Net cash (used in) provided by financing activities | (25,314) | (22,409) | 99,922 |
Change in cash and cash equivalents prior to effect of foreign currency exchange rate | (1,021) | 3,681 | 3,191 |
Effect of foreign currency exchange rate | (104) | (368) | (384) |
Net (decrease) increase in cash and cash equivalents | (1,125) | 3,313 | 2,807 |
Cash and cash equivalents at beginning of period | 28,366 | 25,053 | 22,246 |
Cash and cash equivalents at end of period | 27,241 | 28,366 | 25,053 |
Supplemental disclosure of cash flow information: | |||
Cash paid for interest | 1,027 | 1,971 | 645 |
Cash paid for income taxes | $ 2,723 | $ 0 | $ 0 |
Description of Business, Basis
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies | Description of Business, Basis of Presentation and Summary of Significant Accounting Policies Description of Business The Meet Group, Inc. (“Company,” or “The Meet Group”) is a leading provider of interactive live-streaming solutions. The Company leverages a powerful Live video platform (“Live”), empowering its global community to forge meaningful connections. The Company’s primary applications (“apps”) are MeetMe®, LOVOO®, Skout®, Tagged® and Growlr®. The Company operates location-based social networks for meeting new people — primarily on mobile platforms, including on iPhone, Android, iPad and other tablets — that facilitate interactions among users and encourage users to connect, communicate and engage with each other. The Company also offers online marketing capabilities, which enable marketers to display their advertisements on its apps. Basis of Presentation The Company’s consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of all subsidiaries and affiliates in which the Company holds a controlling financial interest as of the date of the consolidated financial statements. The consolidated financial statements include the accounts of The Meet Group and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Summary of Significant Accounting Policies Use of Estimates The preparation of financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions are required in the determination of business combinations and contingent consideration arrangements, income taxes, the valuation of long-lived assets, including property and equipment, definite-lived intangible assets and goodwill and accounting for contingencies. Some of these judgments can be subjective and complex, and, consequently, actual results may differ from these estimates. The Company’s estimates often are based on complex judgments, probabilities and assumptions that it believes are reasonable but are inherently uncertain and unpredictable. For any given individual estimate or assumption made by the Company, there may also be other estimates or assumptions that are reasonable. The Company regularly evaluates its estimates and assumptions using historical experience and other factors, including the economic environment. As future events and their effects cannot be determined with precision, the Company’s estimates and assumptions may prove to be incomplete or inaccurate, or unanticipated events and circumstances may occur that might cause it to change those estimates and assumptions. Market conditions, such as illiquid credit markets, volatile equity markets, dramatic fluctuations in foreign currency rates and economic downturn, can increase the uncertainty already inherent in its estimates and assumptions. The Company adjusts its estimates and assumptions when facts and circumstances indicate the need for change. Those changes generally will be reflected in the Company’s consolidated financial statements on a prospective basis unless they are required to be treated retrospectively under the relevant accounting standard. It is possible that other professionals, applying reasonable judgment to the same facts and circumstances, could develop and support a range of alternative estimated amounts. The Company is also subject to other risks and uncertainties that may cause actual results to differ from estimated amounts, such as changes in competition, litigation, legislation and regulations. In 2019, the Company started to take breakage on its video broadcaster rewards using historical levels of activity of its video broadcasters and their corresponding video broadcaster reward balances. Based on this analysis, the Company reduced its accrual for video broadcaster rewards by $4.4 million . This reduction of expense is recognized in product development and content expenses in the consolidated statements of operations and comprehensive income (loss) for the year ended December 31, 2019 . The Company will continue to regularly evaluate the likelihood of a user redeeming their video broadcaster rewards and adjust its estimates for breakage accordingly. The Company corrected a prior period error related to the presentation of its deferred tax assets and liabilities by tax jurisdiction as of December 31, 2019. Accordingly, the Company’s consolidated balance sheet as of December 31, 2018 has been reclassified to conform to the current period presentation and now reflects a deferred tax asset of $19.0 million , primarily attributable to its U.S. federal income tax jurisdiction, and a deferred tax liability of $3.4 million , primarily attributable to its German federal income tax jurisdiction, whereas such amounts were previously presented as a deferred tax asset of $15.6 million . The presentation adjustment was not material to the Company’s consolidated financial statements as of December 31, 2018, or for any interim periods within the years ended December 31, 2019 and 2018 . Certain prior period amounts have been reclassified to conform to the current period presentation, the effect of which, was not material to the Company’s consolidated financial statements for any of the periods presented, or for any interim periods within those years. Cash and Cash Equivalents The Company considers all highly-liquid instruments purchased with an original maturity of three months or less to be cash and cash equivalents. The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it invests. Accounts Receivable and Allowance for Bad Debts The Company extends credit on a non-collateralized basis to both U.S. and international customers. The Company extends credit to customers in the normal course of business and maintains an allowance for bad debts resulting from the inability or unwillingness of its customers to make their required payments. Management determines the allowance for bad debts based on an analysis of the Company’s historical collections trends, as well as an understanding of its customers’ financial conditions, credit histories and current economic conditions. Accounts receivable are written-off when management determines they are uncollectible. The following table sets forth the activity in the Company’s allowance for bad debts for the years ended December 31, 2019 , 2018 and 2017 : (in thousands) Balance at Beginning of Period Additions, Costs and Expenses Deductions, Write-offs Balance at End of the Period Allowance for Bad Debts: Year Ended December 31, 2019 $ 384 $ 1,800 $ (1,915 ) $ 269 Year Ended December 31, 2018 $ 528 $ 194 $ (338 ) $ 384 Year Ended December 31, 2017 $ 283 $ 304 $ (59 ) $ 528 Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents and accounts receivable. The Company invests its excess cash in high-quality, liquid money market funds maintained by major U.S. banks and financial institutions. The Company has not experienced any losses on its cash and cash equivalents, including its money market funds. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. The Company does not have a significant history of material losses from uncollectible accounts. Three customers, all of which were advertising aggregators or payment processors representing thousands of advertisers, comprised 42% and 36% of accounts receivable as of December 31, 2019 and 2018 , respectively. The Company does not expect its current or future credit risk exposure to have a significant impact on its operations. However, there can be no assurances that the Company’s business will not experience any adverse impact from credit risk in the future. Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company records deferred tax assets to the extent it believes these assets will more-likely-than-not be realized. In making such determination, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. In the event the Company determines that it will not be able to realize its deferred tax assets in the future in excess of its net recorded amount, the Company will make an adjustment to the valuation allowance, which will increase the provision for income taxes. For every tax-paying component and within each tax jurisdiction, all deferred tax assets and liabilities are offset and presented as a single net non-current asset or liability. The Company’s income tax returns are periodically audited by U.S. federal, state and local and foreign tax authorities. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income among various tax jurisdictions. At any one time, multiple tax years are subject to audit by the various tax authorities. In evaluating the tax benefits associated with the Company’s various tax filing positions, the Company records a tax benefit for uncertain tax positions using the highest cumulative tax benefit that is more-likely-than-not to be realized. A number of years may elapse before a particular matter, for which a liability has been established, is audited and effectively settled. The Company adjusts its liability for unrecognized tax benefits in the period in which it determines the issue is effectively settled with the tax authorities, the statute of limitations expires for the relevant tax authority to examine the tax position or when more information becomes available. On December 22, 2017, the U.S. Tax Cuts and Jobs Act included new U.S. tax base erosion provisions called Global Intangible Low-taxed Income (“GILTI”). The GILTI provisions require the Company to include on its U.S. income tax return a foreign subsidiary’s earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. The Company elected to account for tax expenses associated with the GILTI provisions in the period in which the expenses are incurred. Property and Equipment, Net Property and equipment is stated at cost, less accumulated depreciation and amortization. Property and equipment acquired in a business combination is stated at its acquisition-date fair value, less accumulated depreciation and amortization. The costs of improvements that extend the life of property and equipment are capitalized. All ordinary repair and maintenance costs are expensed as incurred. When a capitalized asset is retired or sold, the cost and related accumulated depreciation or amortization is removed from the consolidated balance sheets and any gain or loss is reflected in other income (expense) in the consolidated statements of operations and comprehensive income (loss). Depreciation is recorded using the straight-line method over the estimated useful life of an asset as follows: Years Servers, computer equipment and software 1 to 3 Office furniture and equipment 3 to 5 Leasehold improvements 1 to 10 Leasehold improvements are amortized using the straight-line method over the lesser of the estimated useful life of the asset or the lease term. Leases The Company determines, at the inception of a contract, if the arrangement is a lease and whether it meets the classification criteria for a finance or operating lease. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset during the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. ROU assets and lease liabilities are recognized at the commencement date based on the present value of fixed-lease payments over the lease term. ROU assets also include any advanced lease payments and exclude any lease incentives. As most of the Company’s operating leases do not provide an implicit rate, it uses its incremental borrowing rate based on information available at the commencement date in determining the present value of lease payments. Finance lease agreements generally include an interest rate that is used to determine the present value of future lease payments. Operating fixed-lease expense and finance lease depreciation expense are recognized on a straight-line basis over the lease term. Intangible Assets, Net Intangible assets consist of acquired trademarks, domain names, software for mobile apps and customer relationships and are initially recorded at their acquisition-date fair value. Amortization is recorded using an accelerated method based on projected revenue related to each asset over its respective estimated useful life as follows: Years Trademarks 5 to 10 Domain names 5 to 10 Software 1 to 5 Customer relationships 1 to 10 Impairment of Long-lived Assets, Including Property and Equipment and Definite-lived Intangible Assets Property and equipment and definite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. If an analysis is necessitated by the occurrence of a so-called “triggering event,” then the Company compares the carrying amount of the asset with the estimated future undiscounted cash flows expected to result from the use of the asset. If the carrying amount of the asset exceeds its estimated undiscounted future cash flows, then the Company measures the amount of the impairment charge by comparing the carrying amount of the asset with its estimated fair value. Such analyses necessarily involve significant judgments and estimates on the part of the Company. Goodwill Goodwill reflects the cost of a business combination in excess of the fair values assigned to the identifiable net assets acquired. Goodwill is not amortized; rather, it is subject to a periodic assessment for impairment by applying a fair value-based test. The Company performs its annual impairment test as of October 1st of a given calendar year, or more frequently if events or changes in circumstances indicate that goodwill might be impaired. Goodwill is tested for impairment at a level of reporting referred to as a reporting unit. Accounting for business combinations requires the Company to recognize, separately from goodwill, the assets acquired and the liabilities assumed at their acquisition-date fair values. Goodwill as of the acquisition date is measured as the excess of the consideration transferred and the net of the acquisition-date fair values of the assets acquired and the liabilities assumed. While the Company uses its best estimates and assumptions to accurately value all assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement. Impairment of Goodwill The Company has the option to first qualitatively assess whether it is more-likely-than-not that an impairment exists for one of its reporting units. Such qualitative factors include, but are not limited to, prevailing macroeconomic conditions, industry and market conditions, changes in costs, the Company’s financial performance and other entity-specific events and circumstances that impact its reporting units. When performing a quantitative test, the Company evaluates the recovery of goodwill by estimating the fair value of its reporting units using multiple techniques, including an income-based approach using a discounted cash flows model, and a market-based approach using the guideline public company method and the guideline company transactions method. Based on a weighting of the results of these two techniques, a conclusion of fair value is estimated. The fair value is then compared to the carrying value of the Company’s reporting units. If the fair value of a reporting unit is less than its carrying value, the Company would recognize the excess of the reporting unit’s carrying value over its fair value as an impairment charge, limited to the total amount of goodwill allocated to the reporting unit. Contingencies The Company accrues for contingencies when the obligation is probable and the amount can be reasonably estimated. As facts concerning contingencies become known, the Company reassesses its position and makes appropriate adjustments to the consolidated financial statements. Estimates that are particularly sensitive to future changes include those related to tax, legal and other regulatory matters that are subject to change as events evolve and additional information becomes available. Stock-Based Compensation Expense The fair value of stock options is estimated on the grant date using the Black-Scholes option pricing model, based on weighted- average assumptions. Expected volatility is based on the historical volatility of the Company’s common stock. The Company has elected to use the simplified method to estimate the expected term of stock options. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant. The fair value of restricted stock awards (“RSAs”) is determined using the fair value of the Company’s common stock on the date of grant. The fair value of performance share units (“PSUs”) is estimated using a Monte-Carlo simulation model utilizing several key assumptions including expected Company and Russell 2000 Peer Group share price volatility, correlation coefficients between peers, the risk-free rate of return, the expected dividend yield and other award design features. The Company accounts for forfeitures as they occur. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period of the award. Derivative Financial Instruments The Company records all derivative financial instruments on the consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. Foreign Currency The functional currency of the Company’s foreign subsidiaries is the local currency. The financial statements of these subsidiaries are translated to U.S. dollars using period-end rates of exchange for assets and liabilities and average periodic rates of exchange for revenues and expenses. Translation gains and losses are recorded in accumulated other comprehensive income (loss) as a component of stockholders’ equity on the consolidated balance sheets. Net gains and losses resulting from foreign exchange transactions are included in other income (expense) in the Company’s consolidated statements of operations and comprehensive income (loss). Revenue Recognition The Company recognizes revenue when control of the promised good or service is transferred to the customer in an amount that the Company expects to be entitled in exchange for the good or service. Revenue excludes amounts collected by the Company on behalf of third parties, such as sales and use taxes. User Pay Revenue User pay revenue is earned from in-app purchase products and subscriptions sold to mobile app and web users. The Company offers in-app products such as Credits, Points, Gold, Icebreakers, Flash! And Shout! (collectively, “In-App Products”). Users purchase the In-App Products to exchange for the Company’s virtual gifts. The Company defines video revenue as In-App Products consumed through Live, which is classified as a component of user pay revenue. In-App Products allow users to engage with other users on its apps. They can also put users in the spotlight, helping them get more attention from the community in order to meet more people faster. Platform users do not own the In-App Products, but have a limited right to use the In-App Products on virtual products offered for sale on the Company’s platforms. In-App Products may be used to purchase virtual gifts for other users. These virtual gifts are received by other users and converted into Diamonds. Diamonds represent an intermediary currency that the Company manages. Diamonds can either be converted back into credits or may be used to claim rewards, including in some instances cash rewards. The In-App Products are not transferable, cannot be sold or exchanged outside of the Company’s platforms, are not redeemable for any sum of money, cannot be gifted to other users and can only be used on the Company’s platforms. In-App Products purchases are satisfied by standing ready to allow the Company’s app users to exchange their purchased In-App Products for virtual products, which represents the Company’s sole performance obligation for In-App Products purchases customers. The consideration received for these services is fixed at the time of purchase, and the customer simultaneously receives and consumes the benefits of user pay features as the Company performs these services. The In-App Products are recorded in deferred revenue when purchased and recognized as revenue over time when: (i) the In-App Products are used by the customer; or (ii) the Company determines the likelihood of the In-App Products being redeemed by the customer is remote and there is not a legal obligation to remit the unredeemed In-App Products to the relevant jurisdiction. As it relates to the latter, revenue is recognized based upon Company-specific historical redemption patterns and is recognized on a pro-rata basis over a three-month period (life of the user) beginning at the date of the sale. Subscriptions provide customers with premium access to the Company’s apps over the subscription term and include credits on MeetMe+. Subscriptions represent a series of distinct services that are substantially the same and have the same pattern of transfer to the customer (daily), which is considered a single performance obligation that is recognized in user pay revenue over the period of time that a customer is granted continuous access to their purchased subscription. Payments for subscriptions are recorded as deferred revenue when purchased by a customer, and are subsequently recognized as user pay revenue when the Company’s respective performance obligations are satisfied. Advertising Revenue Advertising revenue is comprised of mobile and web advertising. Within each revenue stream, the Company has one performance obligation to publish advertisements as specified by the respective contracts. The amount of consideration the Company expects to receive for the services is variable based on the volume of advertisement impressions. The Company does not offer any discounts or free impressions, and does not have a significant history of material losses from uncollectible accounts. The Company also recognizes revenue from cross-platform/Social Theater and cost-per-action (“CPA”) offers. Each of these revenue streams has one performance obligation. For cross-platform/Social Theater contracts, the consideration promised is fixed per advertising campaign and term and required services to be delivered. However, the monthly revenue could vary depending on the actual delivery of impressions throughout the contract term. These contracts are typically based on cost per thousand (“CPM”) rates and number of impressions served due to traffic volume and the specific advertising campaign. For CPA offers, the consideration promised is variable based on a revenue share rate, and/or based on the number of actions delivered per the agreement. Accordingly, the Company recognizes all actual advertising revenue from impressions or actions delivered on a monthly basis rather than estimating revenue at the beginning of the period, due to the fact that such amounts are largely beyond the Company’s control and subject to considerable variability, which makes the transaction price inherently difficult to estimate. The Company has determined that the performance obligation under its advertising revenue streams is recognized over time utilizing the right to invoice practical expedient as customers simultaneously consume and receive benefits of the advertisement impressions. The Company has transactions with several partners that qualify for principal-agent considerations. The Company recognizes revenue, net of amounts retained by the third-party partners, pursuant to revenue-sharing agreements with advertising networks. The form of the agreements is such that the Company provides services in exchange for a fee. The Company determines only the fee for providing its services to advertising agencies and has no latitude in establishing prices with third-party advertisers. In instances where the Company works directly with an advertiser, revenue is recognized on a gross basis. The Company is the primary obligor in arrangements made with direct advertisers, as there is no third party facilitating or managing the sales process. The Company is solely responsible for determining price, product or service specifications and which advertisers to use. The Company assumes all credit risk in the sales arrangements made with direct advertisers. Deferred Revenue The Company records deferred revenue when the consideration for a good or service is received in advance of satisfying its performance obligation. Advertising Expense Costs for advertising are expensed as incurred and are included in sales and marketing expenses in the consolidated statements of operations and comprehensive income (loss). Advertising expense was $27.6 million , $25.6 million and $15.8 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Product Development and Content Expenses Product development and content expenses, including costs incurred in the classification and organization of listings within the Company’s websites, salaries, benefits, stock-based compensation, utility charges, occupancy and support fees for offsite technology infrastructure, bandwidth and content delivery fees, broadcaster rewards, app store fees and development and maintenance costs, are charged to expense as incurred. Net Income (Loss) per Share Basic net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted- average number of common shares outstanding. Diluted net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of common shares and common stock equivalents outstanding, calculated using the treasury stock method for options, RSAs and unvested in-the-money PSUs using the average market price during the period. Comprehensive Income (Loss) Comprehensive income (loss) includes all changes in stockholders’ equity during a period from non-owner sources. Comprehensive income (loss) consists of reclassifications of gains or losses on derivative financial instruments, unrealized gains or losses on derivative financial instruments and foreign currency translation adjustments, which are added to net income (loss) to compute total comprehensive income (loss). Fair Value Measurements Fair value is defined as the exit price, or the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a fair value hierarchy to prioritize the valuation inputs used to measure fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s own assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. The following sets forth the three-tier fair value hierarchy the Company uses to measure the fair values of its assets and liabilities: • Level 1: Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2: Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. • Level 3: Valuations based on inputs that are unobservable and significant to the overall fair value measurement. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. Segment Reporting Operating segments are identified as components of an enterprise for which separate, discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions about how to allocate resources and assess performance. The Company’s chief operating decision maker is its Chief Executive Officer (“CEO”). The Company and its CEO view the Company’s operations and manage its business as two operating segments, which are aggregated together as one reportable segment. Recently-issued Accounting Standards Recently-adopted Accounting Standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) (“ASU No. 2016-02”). The new standard establishes the ROU model that requires a lessee to record a ROU asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months . Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASU No. 2016-02 was effective for annual periods beginning after December 15, 2018, and annual and interim periods thereafter, and early adoption was permitted. A modified retrospective transition approach was an option for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statement |
Acquisition
Acquisition | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition Initech, LLC On March 5, 2019 , the Company acquired 100% of the issued and outstanding units of Initech, LLC (“Initech”), a privately-held company that owned and operated Growlr — a leading same-sex social app — for cash consideration of $11.8 million , plus an earnout of up to $2.0 million (“Initech Acquisition”). The Initech Acquisition was funded by $4.8 million of cash on hand and a draw of $7.0 million from the Company’s then-existing revolving credit facility. The earnout of $2.0 million is to be paid in annual $1.0 million installments over the next two years on the anniversary date of the acquisition if certain revenue metrics are achieved in each year. The Company expects goodwill to be fully deductible for U.S. federal income tax purposes, due to the fact the Company elected to treat the Initech Acquisition as an asset acquisition under the relevant sections of the Internal Revenue Code (“IRC”). The following table sets forth the acquisition-date fair value of the consideration transferred for the Initech Acquisition: (in thousands) March 5, 2019 Cash consideration (1) $ 11,808 Contingent consideration 1,718 Total consideration $ 13,526 (1) Cash consideration includes a $1.0 million escrow payment to be paid out 18 months from the acquisition date. The following table sets forth the purchase price allocation for the Initech Acquisition, which was finalized in the fourth quarter of 2019: (in thousands) March 5, 2019 Accounts receivable $ 545 Intangible assets 3,480 Accrued expenses and other current liabilities (10 ) Deferred revenue (102 ) Net assets acquired 3,913 Goodwill 9,613 Total consideration $ 13,526 The following table sets forth the amounts assigned to the identifiable intangible assets for the Initech Acquisition as of the acquisition date: (in thousands) Fair Value Weighted-average Trademarks $ 1,200 10.0 Software 865 3.0 Customer relationships 1,415 3.6 Total identifiable intangible assets $ 3,480 5.7 The fair value of the Growlr trademarks was determined using an income approach and is classified as a Level 3 fair value measurement within the fair value hierarchy. The fair value of software acquired, which represents the primary platform on which the Growlr app operates, was determined using a cost approach and is classified as a Level 3 fair value measurement within the fair value hierarchy. The fair value of customer relationships was determined using an excess earnings approach and is classified as a Level 3 fair value measurement within the fair value hierarchy. The operating results of Initech for the period from March 5, 2019 to December 31, 2019 are included in the Company’s consolidated statements of operations and comprehensive income (loss) for the year ended December 31, 2019 . Initech contributed revenue of $3.2 million and net income of $1.3 million for the year ended December 31, 2019 . The Company also incurred a total of $0.3 million in transaction costs in connection with the Initech Acquisition for the year ended December 31, 2019 , which is included in acquisition, restructuring and other expenses in the consolidated statements of operations and comprehensive income (loss). Pro Forma Consolidated Financial Information The following unaudited pro forma consolidated financial information has been prepared to illustrate the effects of the Initech Acquisition as if the acquisition had occurred on January 1, 2018, and is presented for informational purposes only, and is not necessary reflective of what would have occurred if the Initech Acquisition had been made as of that date The following table sets forth the pro forma consolidated financial information for the Initech Acquisition for the years ended December 31, 2019 and 2018 : (in thousands, except per share data) 2019 2018 Revenue $ 213,175 $ 183,475 Net income $ 12,057 $ 2,380 Basic net income per share $ 0.16 $ 0.03 Diluted net income per share $ 0.16 $ 0.03 Fair Value of Contingent Consideration The following table sets forth a summary of changes in the fair value of the Company’s contingent consideration liability for the Initech Acquisition: (in thousands) Contingent Consideration Balance as of March 5, 2019 $ — Amounts acquired 1,718 Accretion 159 Fair value adjustment (983 ) Balance as of December 31, 2019 $ 894 The Company’s contingent consideration liability represents its contingent performance obligations related to the Initech Acquisition and is measured at fair value, using the income approach with assumed discount rates and payment probabilities. These assumptions are based on unobservable inputs in the market, which represents a Level 3 measurement within the fair value hierarchy. The Company assesses these estimates on an ongoing basis as additional data impacting the assumptions is obtained. The fair value of the Company’s contingent consideration liability is recognized within other long-term liabilities on its consolidated balance sheet as of December 31, 2019 and any changes therein are recognized within acquisition, restructuring and other expenses in the consolidated statements of operations and comprehensive income (loss) for the year ended December 31, 2019 . |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 2019 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets The following table sets forth the composition of prepaid expenses and other current assets as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Value-added tax and income tax receivables $ 1,312 $ 645 Fair value of derivative assets 583 919 Prepaid insurance 659 651 Prepaid support contracts 443 547 Prepaid service providers 1,765 1,638 Prepaid advertising 680 102 Other prepaid expenses and other current assets 620 409 Total prepaid expenses and other current assets $ 6,062 $ 4,911 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes Income Tax Expense The following table sets forth the composition of the Company’s income tax expense for years ended December 31, 2019 , 2018 and 2017 : (in thousands) 2019 2018 2017 U.S. federal: Current $ — $ 82 $ (21 ) Deferred (1,967 ) (473 ) (6,637 ) Total U.S. federal (1,967 ) (391 ) (6,658 ) U.S. state: Current (121 ) (47 ) 32 Deferred (895 ) 1,223 74 Total U.S. state (1,016 ) 1,176 106 Foreign: Current (2,657 ) (1,212 ) (293 ) Deferred 711 (40 ) 141 Total foreign (1,946 ) (1,252 ) (152 ) Total income tax expense $ (4,929 ) $ (467 ) $ (6,704 ) Deferred Tax Assets and Liabilities The following table sets forth the composition of the Company’s deferred tax assets and liabilities as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Deferred tax assets: Net operating loss carryforwards $ 12,265 $ 16,835 Stock options and warrants 3,990 3,125 U.S. federal and state income tax credits 5,508 5,473 Accrued liabilities and other reserves 2,316 1,189 Other comprehensive income 146 206 Total deferred tax assets 24,225 26,828 Valuation allowance (2,890 ) (2,299 ) Deferred tax assets, net of valuation allowance $ 21,335 $ 24,529 Deferred tax liabilities: Property and equipment $ (985 ) $ (68 ) Amortization of intangible assets (6,863 ) (8,707 ) Other (27 ) (105 ) Total deferred tax liabilities $ (7,875 ) $ (8,880 ) The Company’s deferred tax assets as of December 31, 2019 and 2018 are principally the result of U.S. federal net operating loss carryforwards (“NOLs”) of $42.5 million and $63.1 million , respectively, and various U.S. state NOLs of $47.7 million and $49.1 million , respectively, which substantially begin to expire in 2027 through 2037 . The Company’s NOLs as of December 31, 2019 included $16.5 million of NOLs from its acquisition of Skout, Inc. (“Skout”) in 2016 and $1.1 million from its acquisition of Ifwe, Inc. (“if(we)”) in 2017, on which the Company performed an IRC Section 382 study that concluded $1.4 million of a total $18.0 million in Skout NOLs and $3.9 million of a total $4.9 million in if(we) NOLs would be unusable due to the annual limitation. Previously, the Company had completed an IRC Section 382 study to determine its annual limitations on the usability of its NOLs due to historical changes in ownership. The amount of U.S. federal NOLs as of December 31, 2019 disclosed above does not include $63.3 million of NOLs that are expected to expire unutilized pursuant to the IRC Section 382 study. As of each reporting date, management considers new evidence, both positive and negative, that could affect its view of the future realization of deferred tax assets. As of December 31, 2019 , the Company has achieved three years of cumulative adjusted pre-tax income in the U.S. federal and state tax jurisdictions. The Company has determined there is sufficient positive evidence to conclude it is more-likely-than-not that its deferred tax assets, before valuation allowance, of $24.2 million are realizable, except for certain Florida NOLs and Pennsylvania NOLs, which are limited to 40% of taxable income. Upon its acquisition of if(we), the Company determined that a valuation allowance was required for certain of if(we)’s California NOLs and other credit carryforwards that were not more-likely-than-not to be realized. The Company believes it is more-likely-than-not that the foreign deferred tax assets are realizable due to reversing deferred tax liabilities. Effective Tax Rate Reconciliation The following table sets forth a reconciliation of the Company’s income tax expense computed at the U.S. federal statutory income tax rate of 21.0% to the income tax expense reflected in its consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2019 , 2018 and 2017 : (in thousands) 2019 2018 2017 U.S. federal income tax (expense) benefit at statutory rate $ (3,415 ) $ (340 ) $ 20,261 U.S. state income taxes, net of federal benefit (expense) (209 ) 54 21 Effect of rates different than the U.S. federal statutory income tax rate (700 ) (466 ) 311 Goodwill impairment — — (19,750 ) Windfall tax benefit (deficiency) 160 (263 ) 2,155 Transaction costs — — (819 ) Executive compensation limitation (115 ) (100 ) (283 ) Non-deductible expenses (53 ) (62 ) (825 ) Stock-based compensation forfeitures and other — — (562 ) Rate change — (103 ) (7,672 ) Dissolution of foreign entity — — 1,125 Repatriation tax — 82 (82 ) Change in valuation allowance (591 ) 212 (731 ) GILTI (9 ) (251 ) — Additional U.S. state NOLs — 765 — Other 3 5 147 Total income tax expense $ (4,929 ) $ (467 ) $ (6,704 ) Uncertain Tax Positions The Company has analyzed its tax positions in all jurisdictions where it is required to file an income tax return and the Company has not recognized a benefit for uncertain tax positions. With respect to the acquisition of if(we), a liability for an uncertain tax position was established in the amount of $2.0 million . If the unrecognized tax benefit is recognized, it will impact the effective tax rate of the Company. All of the uncertain tax position has been recorded as a reduction to the related deferred tax asset for the credit carryforwards for all periods since the acquisition of if(we). The total amount of unrecognized tax benefit is not expected to increase or decrease within 12 months of the reporting date. The following table sets forth a tabular reconciliation of the Company’s unrecognized tax benefit as of December 31, 2019 : (in thousands) 2019 Unrecognized tax benefit as of January 1 $ 2,030 Gross increases — Unrecognized tax benefit as of December 31 $ 2,030 The Company will recognize interest and penalties related to uncertain tax positions in income tax expense. As of December 31, 2019 and 2018 , the Company had no accrued interest or penalties related to uncertain tax positions, and no amounts have been recognized in the Company’s consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2019 , 2018 and 2017 . Other Matters The Company files income tax returns in the U.S. and various state and foreign jurisdictions. The Company’s U.S. federal and state income tax returns are generally subject to tax examinations for the tax years ended December 31, 2015 through December 31, 2019 . To the extent the Company has tax attribute carryforwards, the tax years in which the attribute was generated may still be adjusted upon examination by the U.S. federal and state or foreign tax authorities to the extent utilized in a future period. The Company does not expect to repatriate any earnings in foreign subsidiaries, and therefore no accrual for withholding or other taxes has been made. The Company will continue to monitor any excess financial reporting amounts over tax basis in its investments in foreign subsidiaries that may arise in future periods, and withholding taxes or other taxes would be recorded for any amounts not considered permanently reinvested, if applicable. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Property and Equipment, Net The following table sets forth the composition of the Company’s property and equipment, net as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Servers, computer equipment and software $ 14,901 $ 13,656 Office furniture and equipment 863 575 Leasehold improvements 671 646 Total property and equipment 16,435 14,877 Less: Accumulated depreciation (12,810 ) (10,243 ) Total property and equipment, net $ 3,625 $ 4,634 Depreciation expense was $2.6 million , $2.3 million and $2.2 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | Leases The Company has operating leases for its operating facilities, data center storage facilities and certain data storage equipment in the U.S. and Germany, and finance leases for certain data centers, printers and other furniture in its German offices. The Company's lease terms include options to extend or terminate the lease and the Company includes these options in the lease term when it is reasonably certain to exercise that option. The following table sets forth the Company’s lease costs for the year ended December 31, 2019 : (in thousands) 2019 Lease costs: Operating lease cost (1) $ 2,735 Finance lease cost: Depreciation expense $ 2 Interest on lease liabilities 5 Total finance lease cost $ 7 (1) Short-term lease costs were immaterial. The following table sets forth the supplemental cash flow information for the Company’s leases for the year ended December 31, 2019 : (in thousands) 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 2,705 Operating cash flows from finance leases $ 5 Financing cash flows from finance leases $ 191 ROU assets obtained in exchange for lease obligations: Operating leases $ 9,864 The following table sets forth the Company’s aggregate future lease payments for operating and finance leases as of December 31, 2019 : (in thousands) Operating Leases Finance Leases Years Ending December 31, 2020 $ 2,361 $ 12 2021 2,383 12 2022 1,053 12 2023 528 12 2024 491 12 Thereafter 1,114 12 Total minimum lease payments 7,930 72 Less: Amount representing interest 825 9 Total present value of minimum payments 7,105 63 Less: Current portion 2,081 10 Total long-term obligations $ 5,024 $ 53 The following table sets forth the Company’s weighted-average remaining lease terms and discount rates as of December 31, 2019 : 2019 Weighted-average remaining lease terms (years): Operating leases 4.46 Finance leases 5.75 Weighted-average discount rates: Operating leases 4.44 % Finance leases 3.06 % |
Leases | Leases The Company has operating leases for its operating facilities, data center storage facilities and certain data storage equipment in the U.S. and Germany, and finance leases for certain data centers, printers and other furniture in its German offices. The Company's lease terms include options to extend or terminate the lease and the Company includes these options in the lease term when it is reasonably certain to exercise that option. The following table sets forth the Company’s lease costs for the year ended December 31, 2019 : (in thousands) 2019 Lease costs: Operating lease cost (1) $ 2,735 Finance lease cost: Depreciation expense $ 2 Interest on lease liabilities 5 Total finance lease cost $ 7 (1) Short-term lease costs were immaterial. The following table sets forth the supplemental cash flow information for the Company’s leases for the year ended December 31, 2019 : (in thousands) 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 2,705 Operating cash flows from finance leases $ 5 Financing cash flows from finance leases $ 191 ROU assets obtained in exchange for lease obligations: Operating leases $ 9,864 The following table sets forth the Company’s aggregate future lease payments for operating and finance leases as of December 31, 2019 : (in thousands) Operating Leases Finance Leases Years Ending December 31, 2020 $ 2,361 $ 12 2021 2,383 12 2022 1,053 12 2023 528 12 2024 491 12 Thereafter 1,114 12 Total minimum lease payments 7,930 72 Less: Amount representing interest 825 9 Total present value of minimum payments 7,105 63 Less: Current portion 2,081 10 Total long-term obligations $ 5,024 $ 53 The following table sets forth the Company’s weighted-average remaining lease terms and discount rates as of December 31, 2019 : 2019 Weighted-average remaining lease terms (years): Operating leases 4.46 Finance leases 5.75 Weighted-average discount rates: Operating leases 4.44 % Finance leases 3.06 % |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2019 | |
Intangible Assets [Abstract] | |
Intangible Assets, Net | Intangible Assets, Net The following table sets forth the composition of the Company’s intangible assets, net as of December 31, 2019 and 2018 : 2019 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trademarks and domain names $ 35,602 $ (17,423 ) $ 18,179 Customer relationships 15,248 (10,081 ) 5,167 Software 19,561 (13,602 ) 5,959 Total intangible assets. net $ 70,411 $ (41,106 ) $ 29,305 2018 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trademarks and domain names $ 34,637 $ (13,407 ) $ 21,230 Customer relationships 13,901 (7,130 ) 6,771 Software 18,722 (10,165 ) 8,557 Total intangible assets. net $ 67,260 $ (30,702 ) $ 36,558 Amortization expense was $10.5 million , $11.5 million and $9.4 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. The following table sets forth the Company’s annual future amortization expense on intangible assets for the next five years and thereafter as of December 31, 2019 : (in thousands) Amortization Year ending December 31, Expense 2020 $ 8,557 2021 7,087 2022 4,146 2023 2,746 2024 2,181 Thereafter 4,588 Total amortization expense $ 29,305 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill [Abstract] | |
Goodwill | Goodwill The following table sets forth the changes in the carrying amount of the Company’s goodwill for the years ended December 31, 2019 and 2018 : (in thousands) Goodwill Balance as of January 1, 2018 $ 150,694 Foreign currency translation adjustments (2,561 ) Balance as of December 31, 2018 148,133 Goodwill acquired from the Initech Acquisition 9,613 Foreign currency translation adjustments (1,059 ) Balance as of December 31, 2019 $ 156,687 The Company completed its annual impairment tests as of October 1, 2019 and 2018 . Based on these goodwill impairment tests, all reporting units’ fair values were in excess of their respective carrying values. Accordingly, no impairment charges were recognized for the years ended December 31, 2019 and 2018 . In the fourth quarter of 2017, the Company determined a $56.4 million one-time, non-cash impairment charge was required for its U.S. reporting unit, due predominantly to the market-driven impacts on advertising revenue resulting from lower CPMs, which negatively affected the Company’s results and outlook. The Company believes this non-cash impairment charge does not impact its ability to generate cash flow in the future and it is not tax deductible. The Company classifies its annual goodwill impairment test as a non-recurring Level 3 measurement within the fair value hierarchy. The total amount of accumulated impairment loss on the Company's goodwill as of December 31, 2019 was $56.4 million . |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities The following table sets forth the composition of the Company’s accrued liabilities as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Accrued broadcaster fees, net of breakage $ 5,350 $ 5,039 Accrued professional fees 1,889 955 Accrued employee-related costs 4,803 6,226 Accrued service providers 940 439 Accrued advertising 2,315 2,181 Accrued current tax payable 1,209 1,662 Accrued value-added, sales, use and other taxes 1,472 1,030 Other accrued expenses 2,112 1,580 Total accrued liabilities $ 20,090 $ 19,112 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table sets forth the composition of the Company’s debt as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Term loan facility $ 34,125 $ 36,940 Less: Debt discount, net (192 ) (152 ) Less: Debt issuance costs, net (58 ) (133 ) Net carrying amount 33,875 36,655 Less: Current portion 3,500 18,567 Long-term debt, net $ 30,375 $ 18,088 The outstanding balances of the Company’s term loan facilities (discussed below) as of December 31, 2019 and December 31, 2018 approximate fair value due to the variable market interest rates and relatively short maturities associated with them. As of December 31, 2019 and 2018 , the Company did no t have an outstanding balance on its revolving credit facilities (discussed below). Credit Facilities On September 18, 2017 , the Company entered into an amended and restated credit agreement that provided for a $20.0 million revolving credit facility (“Prior Revolving Credit Facility”) and a $60.0 million delayed-draw term loan facility, which was drawn in full on October 18, 2017 to partially fund its acquisition of LOVOO GmbH (“LOVOO”) (“Prior Term Loan Facility,” and collectively, “Prior Credit Facilities”). The Prior Credit Facilities were amended several times since issuance and were scheduled to mature on September 18, 2020 . Principal payments on the Prior Term Loan Facility amounted to $3.8 million per quarter, and outstanding borrowings on the Prior Credit Facilities bore a variable interest rate, at the Company’s election, of either (i) the base rate, as defined, plus an applicable margin, or (ii) the London Inter-bank Offered Rate (“LIBO Rate”), plus an applicable margin. The applicable margin was based on the Company’s total leverage ratio, as defined, and ranged from 1.25% to 2.25% for base rate loans and from 2.25% to 3.25% for LIBO Rate loans. Unused commitment fees on the Prior Revolving Credit Facility were assessed at a rate of 0.35% per annum. The Company was also required in certain circumstances to use its excess cash flow, as defined, to prepay its obligations under the Prior Credit Facilities. The Prior Credit Facilities were guaranteed and secured by all of the assets of the Company and its domestic subsidiaries, subject to the certain exceptions and exclusions set forth in the amended and restated credit agreement. On August 29, 2019 , the Company entered into a credit agreement that provides for a $25.0 million revolving credit facility (“New Revolving Credit Facility”) and a $35.0 million term loan facility (“New Term Loan Facility”) (collectively, “New Credit Facilities”). Proceeds from the New Term Loan Facility were used to pay, in full, the Company’s outstanding obligations under the Prior Credit Facilities in the amount of $32.9 million , which included $7.0 million in draws under the Prior Revolving Credit Facility to partially fund the Initech Acquisition. The remaining proceeds under the New Term Loan Facility are available for general corporate purposes. Future draws on the New Revolving Credit Facility are available to fund the Company’s working capital needs or for general corporate purposes. The New Credit Facilities will mature on August 29, 2022 , and are subject to mandatory prepayment with 100% of the net cash proceeds from the Company’s issuance of debt or equity, as well as certain other circumstances, subject to the exceptions and limitations set forth in the credit agreement. Principal payments on the New Term Loan Facility amount to $0.9 million and are due quarterly. Outstanding borrowings on the New Credit Facilities bear a variable interest rate, at the Company’s election, of either (i) the base rate, as defined, plus an applicable margin, or (ii) the LIBO Rate, plus an applicable margin. The applicable margin is based on the Company’s total leverage ratio, as defined, and ranges from 0.75% to 2.00% for base rate loans and from 1.75% to 3.00% for LIBO Rate loans. Unused commitment fees on the New Revolving Credit Facility are assessed at a rate that ranges from 0.25% to 0.40% per annum, based on the Company’s total leverage ratio. For the period ended December 31, 2019 , the weighted-average interest rate on the New Term Loan Facility amounted to 3.76% , and the unused commitment fee on the New Revolving Credit Facility was 0.25% . There were no outstanding borrowings under the New Revolving Credit Facility as of December 31, 2019 . The New Credit Facilities are guaranteed and secured by all of the assets of the current and future domestic subsidiaries of the Company, subject to the certain exceptions and exclusions set forth in the credit agreement. The credit agreement contains customary representations and warranties and events of default, as well as certain affirmative and negative covenants, which include, but are not limited to, restrictions on the Company’s and its domestic subsidiaries’ abilities to incur indebtedness, create liens, merge or consolidate, make dispositions, make restricted payments, such as those for dividends, distributions and share repurchases, make investments, prepay other indebtedness, enter into transactions with affiliates, enter into burdensome agreements and/or make other changes in its business, subject to the exceptions and limitations set forth therein. The Company is also required to meet certain financial covenants, including: (i) a total leverage ratio, as defined, of less than 2.25 :1.00 as of the last day of any fiscal quarter, except for the four fiscal quarters following a qualified acquisition, as defined, where the Company is required to maintain a total leverage ratio of less than 2.50 :1.00; and (ii) a fixed charge coverage ratio, as defined, of more than 1.25 :1.00 as of the last day of any fiscal quarter. The Company was in compliance with its debt covenants as of December 31, 2019 . The New Credit Facilities were entered into with a syndication of participating financial institutions, some of whom were participants in the Prior Credit Facilities. Accordingly, management applied the framework for modification or extinguishment under GAAP. In connection with its entry into the New Credit Facilities, the Company recognized $0.1 million of expense for third-parties’ fees and incurred a loss on extinguishment of debt of less than $0.1 million , which are included in acquisition, restructuring and other expenses and interest expense, respectively, in the consolidated statements of operations and comprehensive income (loss). The Company also capitalized $0.2 million of debt issuance costs for the New Revolving Credit Facility, which are included as a component of other assets in the consolidated balance sheets, and $0.2 million of debt discount and debt issuance costs for the New Term Loan Facility, which are included as a component of the Company’s long-term debt, net. Scheduled Principal Payments Prior to its entry into the New Credit Facilities, the Company made $11.1 million of principal payments under the Prior Credit Facilities during the year ended December 31, 2019 , which included scheduled principal payments of $7.5 million , and an excess cash flow payment of $3.6 million related to the year ended December 31, 2018 that was paid in March 2019. The following table sets forth the Company’s minimum future principal payments under the New Credit Facilities as of December 31, 2019 : (in thousands) New Credit Years Ending December 31, Facilities 2020 $ 3,500 2021 3,500 2022 27,125 Total minimum principal payments $ 34,125 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Cloud Data Storage The Company stores a portion of its user and business data using Amazon Web Services in the U.S. with a minimum commitment agreement that expires in 2021, and a majority of its user and business data in the Google Cloud Platform in Germany under a non-cancelable minimum commitment agreement that expires in 2023. The following table sets forth the Company’s minimum future commitments required under cloud data storage contracts as of December 31, 2019 : (in thousands) Cloud Years Ending December 31, Data Storage 2020 $ 5,248 2021 6,882 2022 1,043 2023 1,147 Total minimum payments $ 14,320 Litigation From time to time, the Company is party to certain legal proceedings that arise in the ordinary course of, and are incidental to, its business. The Company operate its business online, which is subject to extensive regulation by U.S. federal and state and foreign governments. Future events or circumstances, currently unknown to management, will determine whether the resolution of pending or threatened litigation or claims will ultimately have a material effect on the Company’s consolidated financial position, liquidity or results of operations in any future reporting periods. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity Preferred Stock The total number of shares of preferred stock, $0.001 par value, that the Company is authorized to issue is 5,000,000 . The Company’s Board of Directors (“Board”) may, without further action by the stockholders, issue a series of preferred stock and fix the rights and preferences of those shares, including the dividend rights, dividend rates, conversion rights, exchange rights, voting rights, terms of redemption, redemption price or prices, liquidation preferences, the number of shares constituting any series and the designation of such series. As of December 31, 2019 and 2018 , there were no shares of preferred stock issued and outstanding. Series A Junior Participating Preferred Stock On October 4, 2019, the Company filed with the Secretary of State of the State of Delaware a Certificate of Designation designating 200,000 shares of preferred stock as Series A junior participating preferred stock (“Series A Preferred Stock”), $0.001 par value. The Company designated the Series A Preferred Stock in connection with the Company’s Board’s approval on October 4, 2019 of a Tax Benefits Preservation Plan (“Preservation Plan”). As of December 31, 2019 and 2018 , there were no shares of Series A Preferred Stock issued and outstanding. Tax Benefits Preservation Plan On October 4, 2019, the Company’s Board approved the Preservation Plan. The Preservation Plan is designed to protect certain of the Company’s deferred tax assets relating to its NOLs, which can be subjected to substantial limitation under Section 382 of the IRC in the event of an ownership change. As of December 31, 2019, the Company had $42.5 million of U.S. federal NOLs that could potentially be utilized in certain circumstances to offset its future taxable income and reduce its U.S. federal income tax liability. Subject to certain exceptions and other exclusions, an ownership change under Section 382 of the IRC occurs if a stockholder and/or an affiliated group of stockholders that owns at least 5% of the Company’s outstanding common stock increases their ownership percentage (individually, or collectively) by more than 50% over their lowest ownership percentage within a three-year rolling period. Any stockholder and/or affiliated group of stockholders who acquires, without the approval of the Company’s Board, a beneficial ownership of 4.99% or more of the Company’s outstanding common stock after the effective date of the Preservation Plan could be subjected to significant dilution. Any stockholder and/or affiliated group of stockholders who owned 5% or more of the Company’s outstanding common stock prior to the effective date of the Preservation Plan are grandfathered therein, provided, however, that such stockholders do not acquire one or more additional shares of common stock. Pursuant to the Preservation Plan, the Company’s Board authorized the issuance of a dividend of one preferred share purchase right (“Right”) for each outstanding share of common stock to the stockholders of record on October 15, 2019, and all subsequent common stock issuances thereafter through the distribution date or, in certain circumstances, a date after the distribution date, as defined in the Preservation Plan. Each Right grants a Right-holder the right to purchase one one-thousandth of a share of the Company’s newly-designated Series A Preferred Stock for a purchase price of $19.00 per share. Such Rights are generally exercisable in the event that any stockholder and/or affiliated group of stockholders acquires a 4.99% ownership interest in the Company’s outstanding common stock, and each Right-holder (other than the 4.99% acquirer or group of acquirers) upon exercise of their Right and payment of the purchase price will receive an aggregate number of common shares with a market value equal to two times the purchase price, resulting in the significant dilution of the economic interests and voting powers of the 4.99% acquirer or group of 4.99% acquirers. Upon exercise, a holder of the Company’s Series A Preferred Stock will have approximately the same dividend, voting and liquidation rights as a holder of one share of the Company’s common stock. The Preservation Plan will expire on October 4, 2022, or earlier upon the earliest of: (i) the date on which all Rights are redeemed; (ii) the date on which all Rights are exchanged; (iii) the occurrence of a reorganization transaction approved by the Company’s Board; (iv) the repeal of Section 382 or any other section of the IRC where the Company’s Board deems it no longer necessary or desirable to affect the preservation of these tax attributes; (v) at such time or other occurrence that the Company’s Board deems it no longer necessary or desirable to affect the preservation of these tax attributes; (vi) the beginning of a taxable year that none of the Company’s tax attributes may be carried forward; or (vii) the Board determines, at any such time, that the Preservation Plan is no longer in the interests of the Company and/or its stockholders. Common Stock The total number of shares of common stock, $0.001 par value, that the Company is authorized to issue is 100,000,000 . The Company issued shares of common stock of 179,914 and 1,079,496 related to exercises of stock options and 1,616,142 and 1,591,662 related to RSAs in the years ended December 31, 2019 and 2018 , respectively. The Company issued shares of common stock of 111,350 related to PSUs in the year ended December 31, 2018 . No shares of common stock related to PSUs were issued in the year ended December 31, 2019 . Share Repurchase Program On June 14, 2019, the Company announced that its Board had approved a share repurchase program that authorizes it to purchase up to $30.0 million of its issued and outstanding common stock (“Share Repurchase Program”). Under the Share Repurchase Program, the Company may, from time to time, at management’s discretion and subject to other legal, regulatory and market conditions, purchase shares of its issued and outstanding common stock in the open market or through negotiated transactions intended to comply with the U.S. Securities and Exchange Commission’s Rule 10b-18, which may be facilitated through one or more 10b5-1 share repurchase plans with a third-party broker. The Share Repurchase Program will continue through the earlier of its expiration date on December 31, 2021, or upon the completion of its authorization limit. Management reserves the right to suspend or discontinue the Share Repurchase Program at any time. The Company purchased 5,737,569 shares of its issued and outstanding common stock under the Share Repurchase Program through December 31, 2019 , which amounted to $22.3 million at an average share price of $3.89 per share. All shares purchased under the Share Repurchase Program were formally retired, or will be retired as soon as administratively feasible. Purchases under the Share Repurchase Program have been accounted for as an increase to the Company’s accumulated deficit in its consolidated balance sheets, and all retired or constructively-retired shares have been reflected as authorized and unissued shares. The remaining authorization for the Share Repurchase Program was $7.7 million as of December 31, 2019 . Stock-Based Compensation Expense Stock-based compensation expense includes incremental stock-based compensation expense and is allocated in the consolidated statements of operations and comprehensive income (loss) as follows: For the Years Ended December 31, (in thousands) 2019 2018 2017 Sales and marketing $ 412 $ 904 $ 440 Product development and content 6,495 4,768 4,008 General and administrative 4,200 3,614 4,019 Total stock-based compensation expense $ 11,107 $ 9,286 $ 8,467 As of December 31, 2019 , there was $0.4 million , $13.2 million and $3.0 million of total unrecognized compensation cost which is expected to be recognized over a weighted-average vesting period of 0.4 years , 1.8 years and 1.8 years relating to stock options, RSAs and PSUs, respectively. Stock-based Compensation Plans The Company adopted the 2018 Omnibus Incentive Plan, 2016 Inducement Omnibus Incentive Plan, 2012 Omnibus Incentive Plan and 2006 Stock Incentive Plan (collectively, “Plans”) under which awards (stock options, RSAs and PSUs) remain outstanding as of December 31, 2019 . The Plans provide for the granting of stock options, RSAs and PSUs to employees, officers and non-employee directors of the Company. 2018 Omnibus Incentive Plan On June 1, 2018, the Company’s stockholders approved the 2018 Omnibus Incentive Plan (“2018 Plan”), providing for the issuance of up to 8.8 million shares of the Company’s common stock, including 0.3 million shares previously approved by the Company’s stockholders under the Company’s Amended and Restated 2012 Omnibus Incentive Plan (“2012 Plan”), minus one share of common stock for every one share of common stock that was subject to an option granted after April 9, 2018 but before June 1, 2018 under the 2012 Plan, plus an additional number of shares of common stock equal to the number of options previously granted under the 2012 Plan and the Amended and Restated 2006 Stock Incentive Plan (“2006 Stock Plan”) that either terminate, expire or are forfeited after April 9, 2018, and any RSAs that either terminate, expire or are forfeited equal to the number of awards granted under the 2012 Plan and 2006 Stock Plan multiplied by the fungible ratio of 1.4 . As of December 31, 2019 , there were 2.8 million shares of common stock available for grant under the 2018 Plan. Amended and Restated 2016 Inducement Omnibus Incentive Plan On October 3, 2016, in connection with the closing of the Company’s acquisition of Skout (“Skout Acquisition”), its Board adopted the 2016 Inducement Omnibus Incentive Plan in accordance with NASDAQ Listing Rule 5635(c)(4). At the closing of the Skout Acquisition, the Company granted stock options to purchase an aggregate of up to 0.4 million shares of its common stock to 25 former Skout employees as an inducement material to becoming non-executive employees of the Company. On February 27, 2017, the Company amended and restated the 2016 Inducement Omnibus Incentive Plan (as so amended and restated, “2016 Stock Plan”), authorizing an additional 2.0 million shares of common stock under the 2016 Stock Plan. At the closing of the Company’s acquisition of if(we), it granted options to purchase an aggregate of up to 0.1 million shares of its common stock and RSAs representing an aggregate of 0.7 million shares of common stock to 83 former if(we) employees as an inducement material to becoming non-executive employees of the Company. At the closing of the Company’s acquisition of LOVOO, it granted RSAs representing an aggregate of 0.5 million shares of common stock to 96 former LOVOO employees as an inducement material to becoming non-executive employees of the Company. Amended and Restated 2012 Omnibus Incentive Plan On December 16, 2016, the Company’s stockholders approved the 2012 Plan, which provided for the issuance of up to 10.5 million shares of the Company’s common stock, including 2.1 million shares previously approved by the Company’s stockholders under the 2006 Stock Plan, less one share of common stock for every one share of common stock that was subject to an option or other award granted after December 31, 2011 under the 2006 Stock Plan, plus an additional number of shares of common stock equal to the number of shares previously granted under the 2006 Stock Plan that either terminate, expire or are forfeited after December 31, 2011. As of June 1, 2018, grants are no longer issued from the 2012 Plan. 2006 Stock Incentive Plan On June 27, 2007, the Company’s stockholders approved the 2006 Stock Plan, which provided for the issuance of up to 3.7 million shares of common stock plus an additional number of shares of common stock equal to the number of shares previously granted under the 1998 Stock Option Plan that either terminate, expire or lapse after the date of the Board’s approval of the 2006 Stock Plan. All options granted and outstanding have been fully expensed prior to 2016. 1998 Stock Option Plan In October 1998, the Company adopted the 1998 Stock Option Plan, which restricted 6.0 million shares of common stock for the granting of options. All options granted and outstanding have been fully expensed prior to 2016. Stock Options The following table sets forth the Company’s stock option activity under the Plans for the year ended December 31, 2019 : (in thousands, except share and per share data) Number of Stock Options Weighted- average Exercise Price Weighted- average Remaining Contractual Life Aggregate Intrinsic Value Options Outstanding as of December 31, 2018 3,965,894 $ 3.67 Granted — — Exercised (179,914 ) 4.29 Forfeited or expired (105,834 ) 5.05 Outstanding as of December 31, 2019 3,680,146 $ 3.60 5.0 $ 5,328 Exercisable as of December 31, 2019 3,341,318 $ 3.51 4.8 $ 5,138 The total intrinsic values of stock options under the Plans exercised during the years ended December 31, 2019 , 2018 and 2017 were $0.3 million , $1.7 million and $6.5 million , respectively. The Company recorded stock-based compensation expense under the Plans related to its stock options of $1.4 million , $2.1 million and $3.4 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. The weighted-average grant-date fair value of stock options granted to the Company’s employees during the year ended December 31, 2017 was $4.81 per share. The Company did no t grant any stock options to its employees during the years ended December 31, 2019 and 2018 . The following table sets forth the weighted-average assumptions used to determine the fair value of the Company’s stock options granted during the year ended December 31, 2017 : December 31, 2017 Risk-free interest rate 1.90 % Expected term (in years) 6.0 Expected dividend yield — Expected volatility 83 % Restricted Stock Awards Stock-based compensation expense for RSAs is recognized on a straight-line basis over the requisite service period. RSAs generally vest over a three -year period with 33% vesting at the end of year one and the remaining vesting annually thereafter. The following table sets forth the Company’s RSA activity under the Plans for the year ended December 31, 2019 : Number of Weighted-average RSAs RSAs Stock Price Outstanding as of December 31, 2018 3,318,448 $ 3.98 Granted 2,649,729 5.20 Vested (1,701,711 ) 3.78 Forfeited or expired (230,068 ) 4.51 Outstanding as of December 31, 2019 4,036,398 $ 4.85 Shares are forfeited if not vested within three years from the date of grant and vest in three equal, annual increments. The Company recorded stock-based compensation expense under the Plans related to its RSAs of $8.4 million , $6.6 million and $5.1 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. Performance Share Units The Company began granting PSUs to certain employees in April 2018. PSUs are based on a relative total shareholder return (“TSR”) metric over a performance period spanning three years from the grant date of the PSU. PSUs will vest at the end of the performance period and will be paid immediately in shares of common stock. Stock-based compensation expense for PSUs is estimated on the date of grant and amortized on a straight-line basis over the performance period. PSUs are forfeited if the participant is no longer employed on the third anniversary of the grant date, except in the event of an involuntary termination, death, disability or change in control. PSU share payouts range from a threshold of 33% to a maximum of 170% based on the relative ranking of the Company’s TSR as compared to the TSR of the companies in the Russell 2000 Peer Group. The PSU award stipulates certain limitations to the payout in the event the payout reaches a defined ceiling level or the Company’s TSR is negative. The following table sets forth the Company’s PSU activity under the Plans for the year ended December 31, 2019 : Number of Weighted-average PSUs PSUs Stock Price Outstanding as of December 31, 2018 610,000 $ 3.11 Granted 476,100 5.91 Vested — — Forfeited or expired — — Outstanding as of December 31, 2019 1,086,100 $ 4.34 The Company recorded stock-based compensation expense under the Plans related to its PSUs of $1.3 million and $0.6 million for the years ended December 31, 2019 and 2018 respectively. Accumulated Other Comprehensive Loss The following table sets forth the components of accumulated other comprehensive loss, net of income taxes, for the years ended December 31, 2019 , 2018 and 2017 : (in thousands) Derivative Financial Instruments Cumulative Foreign Currency Translation Adjustment Accumulated Other Comprehensive Loss Total Balance as of January 1, 2017 $ — $ — $ — Unrealized loss on derivative financial instruments (2,303 ) — (2,303 ) Reclassification of loss on derivative financial instruments 1,566 — 1,566 Foreign currency translation adjustment — (388 ) (388 ) Balance as of December 31, 2017 (737 ) (388 ) (1,125 ) Unrealized gain on derivative financial instruments 2,088 — 2,088 Reclassification of gain on derivative financial instruments (2,059 ) — (2,059 ) Foreign currency translation adjustment — (938 ) (938 ) Balance as of December 31, 2018 (708 ) (1,326 ) (2,034 ) Unrealized gain on derivative financial instruments 1,197 — 1,197 Reclassification of gain on derivative financial instruments (1,125 ) — (1,125 ) Foreign currency translation adjustment — (387 ) (387 ) Balance as of December 31, 2019 $ (636 ) $ (1,713 ) $ (2,349 ) |
Derivatives and Hedging Activit
Derivatives and Hedging Activities | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivatives and Hedging Activities | Derivatives and Hedging Activities Risk Management Objective of Using Derivatives The Company is exposed to certain risks arising from both its business operations and economic conditions. The Company principally manages its exposures to a wide variety of business and operational risks through management of its core business activities. The Company manages economic risks, including interest rate, liquidity and credit risk primarily by managing the amount, sources and duration of its assets and liabilities and the use of derivative financial instruments. Specifically, the Company enters into derivative financial instruments to manage exposures that arise from business activities that result in the receipt or payment of future known and uncertain cash amounts, the value of which are determined by interest rates. The Company’s derivative financial instruments are used to manage differences in the amount, timing and duration of the Company’s known or expected cash receipts and its known or expected cash payments principally related to the Company’s borrowings. Certain of the Company’s foreign operations expose the Company to fluctuations of foreign exchange rates. These fluctuations may impact the value of the Company’s cash receipts and payments in terms of its functional currency. The Company enters into derivative financial instruments to protect the value or fix the amount of certain liabilities in terms of its functional currency, the U.S. dollar. Cash Flow Hedges of Interest Rate Risk The Company’s objectives in using interest rate derivatives are to add stability to interest expense and to manage its exposure to interest rate movements. To accomplish this objective, the Company primarily uses interest rate swaps and caps as part of its interest rate risk management strategy. Interest rate swaps designated as cash flow hedges involve the receipt of variable amounts from a counterparty in exchange for the Company making fixed-rate payments over the life of the agreements without exchange of the underlying notional amount. Interest rate caps designated as cash flow hedges involve the receipt of variable amounts from a counterparty if interest rates rise above the strike rate on the contract in exchange for an up-front premium. During 2019 and 2018 , such derivatives were used to hedge the variable cash flows associated with the Company’s existing variable-rate debt. For derivatives designated and that qualify as cash flow hedges of interest rate risk, the gain or loss on the derivative is recorded in accumulated other comprehensive income (loss) and subsequently reclassified into interest expense in the same period(s) during which the hedged transaction affects earnings. Gains and losses on the derivative representing hedge components excluded from the assessment of effectiveness are recognized over the life of the hedge on a systematic and rational basis, as documented at hedge inception in accordance with the Company’s accounting policy election. The earnings recognition of excluded components is presented in interest expense. Amounts reported in accumulated other comprehensive income (loss) related to derivatives will be reclassified to interest expense as interest payments are made on the Company’s variable-rate debt. During the next 12 months, the Company estimates that less than $0.1 million will be reclassified as an increase to interest expense. The following table sets forth the Company’s outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of December 31, 2019 : (in thousands) Number of Instruments At Inception Notional As of December 31, 2019 Notional Weighted-average Interest Rate Derivative Interest rate swaps 2 $57,185 $23,435 1.72 Interest rate caps 1 $15,000 $10,690 0.72 Cash Flow Hedges of Foreign Exchange Risk The Company is exposed to fluctuations in various foreign currencies against its functional currency, the U.S. dollar. The Company uses foreign currency derivatives including cross-currency swaps to manage its exposure to fluctuations in the U.S. dollar to euro exchange rate. Cross-currency swaps involve exchanging fixed-rate interest payments for fixed-rate interest receipts, both of which will occur at the U.S. dollar to euro forward exchange rates in effect upon entering into the instrument. The Company designates these derivatives as cash flow hedges of foreign exchange risks. For derivatives designated and that qualify as cash flow hedges of foreign exchange risk, the gain or loss on the derivative is recorded in other comprehensive income (loss) and subsequently reclassified in the period(s) during which the hedged transaction affects earnings within the same income statement line item as the earnings effect of the hedged transaction. During the next 12 months, the Company estimates that an additional $0.5 million will be reclassified as a decrease to interest expense. On August 29, 2019, the Company terminated its then-existing cross-currency swap and received a settlement of $1.9 million representing the fair value of the cross-currency swap and a net settlement of interest from the counterparty. The Company contemporaneously entered into a new cross-currency swap, the details of which are disclosed below. The following table sets forth the Company’s outstanding foreign currency derivatives that were designated as cash flow hedges of foreign exchange risk as of December 31, 2019 : (in thousands) Number of Instruments Weighted-average Foreign Currency Derivative Pay Fixed Notional Receive Fixed Notional Cross-currency swap 1 €36,868 $40,750 2.66 (amortizing to €35,963 as of December 31, 2019) (amortizing to $39,750 as of December 31, 2019) The following table sets forth the effect of the Company’s cash flow hedge accounting on its accumulated other comprehensive income (loss) for the years ended December 31, 2019 , 2018 and 2017 : (in thousands) Location of Gain Reclassified from Other Comprehensive Loss into Income or Loss Amount of (Gain) Loss Reclassified from Other Comprehensive Loss into Income or Loss 2019 2018 2017 Interest expense $ (92 ) $ (55 ) $ 37 Interest expense on foreign currency transactions (701 ) (866 ) (147 ) (Gain) loss on foreign currency transactions (837 ) (2,062 ) 1,676 Total (gain) loss reclassified $ (1,630 ) $ (2,983 ) $ 1,566 (in thousands) Amount of Gain (Loss) Recognized in Other Comprehensive Loss from Derivatives Derivatives in Cash Flow Hedging Relationships 2019 2018 2017 Interest rate products $ (119 ) $ 290 $ (76 ) Cross-currency contract 1,879 2,797 (2,227 ) Total unrealized gain (loss) $ 1,760 $ 3,087 $ (2,303 ) The following table sets forth the effect of the Company’s derivative financial instruments on its consolidated statements of operations for the years ended December 31, 2019 , 2018 and 2017 : Interest Expense (in thousands) 2019 2018 2017 Total amounts of interest expense presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ (1,301 ) $ (2,322 ) $ (860 ) Gain on cash flow hedging relationships: Amount of gain reclassified from other comprehensive loss into income or loss $ (793 ) $ (891 ) $ (110 ) Amount of gain reclassified from other comprehensive loss into income or loss as a result of a forecasted transaction being no longer probable of occurring $ — $ (30 ) $ — Foreign Currency Transactions (in thousands) 2019 2018 2017 Total amounts of (loss) gain on foreign currency transactions presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ (51 ) $ 97 $ (33 ) (Gain) loss on cash flow hedging relationships: Amount of (gain) loss reclassified from other comprehensive loss into income or loss $ (837 ) $ (2,063 ) $ 1,676 Fair Value of Derivative Financial Instruments The following table sets forth the fair value of the Company’s derivative financial instruments, as well as their classification on the consolidated balance sheets, as of December 31, 2019 and 2018 : Fair Value of Derivative Instruments Asset Derivatives Liability Derivatives (in thousands) 2019 2018 2019 2018 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Fair Value Fair Value Fair Value Interest rate products Prepaid expenses and other current assets / Accrued expenses $ 15 $ 166 $ (12 ) $ — Interest rate products Other assets / Long-term derivative liability — 53 (9 ) — Cross-currency swap Prepaid expenses and other current assets / Accrued expenses 568 753 — — Cross-currency swap Long-term derivative liabilities — — (1,442 ) (940 ) Total derivatives designated as hedging instruments $ 583 $ 972 $ (1,463 ) $ (940 ) The fair value of the Company’s derivative financial instruments is determined using widely-accepted valuation techniques, including a discounted cash flows analysis on the expected cash flows of each derivative. This analysis reflects the contractual terms of the derivatives, including the period to maturity, and uses observable market-based inputs, including interest rate curves and implied volatilities. The fair values of the interest rate swaps and the cross-currency swap are determined using the market-standard methodology of netting the discounted future fixed cash receipts (or payments) and the discounted expected variable cash payments (or receipts). The variable cash payments (or receipts) are based on an expectation of future interest rates (forward curves) derived from observable market interest rate curves. The fair value of the interest rate cap is determined using the market-standard methodology of discounting the future expected cash receipts that would occur if variable interest rates rise above the strike rate of the cap. The variable interest rates used in the calculation of projected receipts on the cap are based on an expectation of future interest rates derived from observable market interest rate curves and volatilities. The Company incorporates credit valuation adjustments to appropriately reflect both its non-performance risk and the respective counterparty’s non-performance risk in the fair value measurements. In adjusting the fair value of the Company’s derivative contracts for the effect of non-performance risk, the Company has considered the impact of netting and any applicable credit enhancements, such as collateral postings, thresholds, mutual puts and guarantees. The Company made an accounting policy election to measure the credit risk of its derivative financial instruments that are subject to master netting agreements on a net basis by counterparty portfolio. Although the Company has determined that the majority of the inputs used to value its derivatives fall within Level 2 of the fair value hierarchy, the credit valuation adjustments associated with its derivatives utilize Level 3 inputs, such as estimates of current credit spreads to evaluate the likelihood of default by the Company and its counterparties. The Company has determined that the impact of the credit valuation adjustments made to its derivative contracts, which determination was based on the fair value of each individual contract, was not significant to the overall valuation. As a result, all of the Company’s derivatives held as of December 31, 2019 and 2018 were classified as Level 2 within the fair value hierarchy. As of December 31, 2019 , the fair value of the Company’s derivatives is in a net liability position related to its contracts, which includes accrued interest but excludes any adjustment for non-performance risk, was $0.9 million . As of December 31, 2019 , the Company has not posted any collateral related to these contracts. If the Company had breached any of credit-risk related provisions as of December 31, 2019 , it could have been required to settle its obligations under the contracts at their termination value of $0.9 million . |
Revenue
Revenue | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue | Revenue Disaggregation of Revenue The following table sets forth the Company’s revenue disaggregated by revenue source for the years ended December 31, 2019 , 2018 and 2017 : 2019 2018 2017 (1) (in thousands) $ % $ % $ % User pay revenue: Video $ 84,113 39.7 % $ 39,282 22.0 % $ 1,927 1.6 % Subscription and other in-app products 61,683 29.2 % 68,048 38.1 % 31,865 25.7 % Total user pay revenue 145,796 68.9 % 107,330 60.1 % 33,792 27.3 % Advertising 65,905 31.1 % 71,283 39.9 % 89,962 72.7 % Total revenue $ 211,701 100.0 % $ 178,613 100.0 % $ 123,754 100.0 % (1) Prior period amounts have not been adjusted under the modified retrospective adoption method for the Company’s adoption of ASC Topic 606. Significant Customers During the years ended December 31, 2019 and 2018 , two customers, and during the year ended December 31, 2017 , three customers, all of which were advertising aggregators or payment processors representing thousands of advertisers, comprised 57% , 47% and 46% of total revenue, respectively. Contract Assets and Contract Liabilities The following table sets forth the composition of the Company’s contract assets and liabilities as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Assets: Accounts receivable $ 25,503 $ 27,532 Total contract assets $ 25,503 $ 27,532 Liabilities: Deferred revenue $ 3,884 $ 4,621 Total contract liabilities $ 3,884 $ 4,621 The Company’s deferred revenue balance as of December 31, 2019 increased $145.0 million due to subscription and in-app purchases consideration received in advance of providing the good or service to the customers. This amount was offset by $145.8 million of revenue recognized from deferred revenue due to performance obligations satisfied during the year ended December 31, 2019 . |
Net Income (Loss) per Share
Net Income (Loss) per Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) per Share | Net Income (Loss) per Share The following table sets forth the computation of the Company’s basic and diluted net income (loss) per share for the years ended December 31, 2019 , 2018 and 2017 : For the Year Ended December 31, (in thousands, except per share data) 2019 2018 2017 Numerator: Net income (loss) $ 11,334 $ 1,143 $ (64,592 ) Denominator: Weighted-average shares outstanding — basic 74,118,035 73,085,542 68,743,956 Effect of dilutive securities 2,803,385 2,530,897 — Weighted-average shares outstanding — diluted 76,921,420 75,616,439 68,743,956 Basic net income (loss) per share $ 0.15 $ 0.02 $ (0.94 ) Diluted net income (loss) per share $ 0.15 $ 0.02 $ (0.94 ) For the years ended December 31, 2019 , 2018 and 2017 , 2.4 million , 3.1 million and 9.2 million shares, respectively, of stock options, unvested RSAs and unvested PSUs that could potentially dilute basic net income per share in the future were excluded from the calculation of diluted net income per share as their effect would have been anti-dilutive. |
Retirement Plan
Retirement Plan | 12 Months Ended |
Dec. 31, 2019 | |
Postemployment Benefits [Abstract] | |
Retirement Plan | Retirement Plan The Company maintains The Meet Group, Inc. 401(k) Retirement Plan (“401(k) Plan”), which is a savings and investment plan intended to be qualified under of the IRC. The Plan covers the majority of the employees of the Company. In January 2014, the Company began providing employer-matching contributions to the 401(k) Plan, based on a participant’s contribution. The Company’s employer-matching contributions expense totaled $0.9 million , $0.8 million and $0.7 million for the years ended December 31, 2019 , 2018 and 2017 , respectively. This expense is included in sales and marketing expenses, product development and content expenses, and general and administrative expenses in the consolidated statements of operations and comprehensive income (loss). |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Fair Value Measurements The carrying amounts of the Company’s financial instruments of cash and certain cash equivalents, accounts receivable, accounts payable, accrued liabilities and deferred revenue approximate fair value due to their short maturities. The Company has evaluated the estimated fair value of these financial instruments using available market information and management’s estimates. The use of different market assumptions and/or estimation methodologies could have a significant effect on the estimated fair value amounts. Items measured at fair value on a recurring basis include the Company’s money market funds, derivative assets and liabilities and contingent consideration. During the periods presented, the Company has not changed the manner in which it values assets and liabilities that are measured at fair value using Level 3 inputs of the fair value hierarchy. The following table sets forth the fair value hierarchy information about each major category of the Company’s assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and 2018 : (in thousands) Quoted Prices in Active Markets for Identical Items (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total December 31, 2019 Assets: Money market funds $ 7,108 $ — $ — $ 7,108 Derivative assets — 583 — 583 Total assets $ 7,108 $ 583 $ — $ 7,691 Liabilities: Contingent consideration $ — $ — $ (894 ) $ (894 ) Derivative liabilities — (1,463 ) — (1,463 ) Total liabilities $ — $ (1,463 ) $ (894 ) $ (2,357 ) December 31, 2018 Assets: Money market funds $ 7,640 $ — $ — $ 7,640 Derivative assets — 972 — 972 Total assets $ 7,640 $ 972 $ — $ 8,612 Liabilities: Derivative liabilities $ — $ (940 ) $ — $ (940 ) Total liabilities $ — $ (940 ) $ — $ (940 ) The Company recognizes transfers between levels of the fair value hierarchy as of the end of the reporting period. There were no transfers within the levels of the fair value hierarchy during the years ended December 31, 2019 and 2018 . |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions The following table sets forth the Company’s related party transactions for the year ended December 31, 2019 : (in thousands) Management Incentive Bonus RSAs Granted Related Party Salary Total Catherine Connelly, Vice President, Brand Strategy (1) $ 161 $ 31 $ 167 $ 359 Matthew Eustice, Vice President, Quality Assurance (2) 167 32 167 366 Andrew Connelly, Design Lead (3) 121 — 38 159 (1) Ms. Connelly is the sister of Geoffrey Cook, the Company’s CEO. (2) Mr. Eustice is the brother-in-law of Mr. Cook. (3) Mr. Connelly is the brother-in-law of Mr. Cook. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Event On March 5, 2020, the Company entered into a definitive agreement to be acquired by ProSiebenSat.1 Media SE’s and General Atlantic Coöperatief U.A.’s joint company, NCG NuCom Group SE, a European stock corporation (“NuCom”), through eHarmony Holding, Inc., a subsidiary of NuCom’s platform company Parship Group GmbH (“Buyer”). Pursuant to the Agreement and Plan of Merger (“Merger Agreement”), by and among the Company, Buyer, Holly Merger Sub, Inc., a Delaware corporation and a direct, wholly-owned subsidiary of Buyer (“Merger Sub”), and NuCom, solely for the purpose of guaranteeing Buyer’s obligations under the Merger Agreement, Merger Sub shall merge with and into the Company (“Merger”). As a result of the Merger, the separate corporate existence of Merger Sub shall cease, the Company shall continue as the surviving corporation in the Merger (“Surviving Corporation”) and the Surviving Corporation shall become a wholly-owned subsidiary of Buyer. At the effective time of the Merger, and subject to the terms and conditions of the Merger Agreement, all shares of the Company’s common stock, other than (i) shares with respect to which appraisal rights are properly exercised and not withdrawn under Delaware law, or (ii) as otherwise provided in the Merger Agreement, will automatically be converted into the right to receive $6.30 in cash, without interest. Additionally, (i) each outstanding stock option to acquire shares of the Company’s common stock, (ii) each outstanding share of restricted stock of the Company and (iii) each outstanding restricted stock unit that is subject to performance-based vesting will be cancelled in exchange for a cash payment, as established in the Merger Agreement. The Merger Agreement contains customary representations, warranties and covenants by the parties customary for a transaction of this nature, and management expects the Merger to close in the second half of 2020. In connection with the execution of the Merger Agreement, the Company entered into an amendment to the Preservation Plan to render it inapplicable to the Merger Agreement, the execution thereof and the performance or consummation of the transactions contemplated thereby, including, without limitation, the Merger. |
Quarterly Results of Operations
Quarterly Results of Operations Data (Unaudited) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Quarterly Results of Operations Data (Unaudited) | Quarterly Results of Operations Data (Unaudited) The following table sets forth the Company’s unaudited, quarterly consolidated statements of operations data for the years ended December 31, 2019 and 2018 : For the Quarters Ended, 2019 (in thousands, except per share data) (1) December 31 September 30 June 30 March 31 Revenue $ 57,567 $ 52,621 $ 52,000 $ 49,513 Operating costs and expenses 49,770 48,337 48,557 47,569 Income from operations 7,797 4,284 3,443 1,944 Net income 4,878 2,993 2,205 1,258 Basic net income per share $ 0.07 $ 0.04 $ 0.03 $ 0.02 Diluted net income per share $ 0.07 $ 0.04 $ 0.03 $ 0.02 For the Quarters Ended, 2018 (in thousands, except per share data) (1) December 31 September 30 June 30 March 31 Revenue $ 52,458 $ 45,716 $ 42,801 $ 37,638 Operating costs and expenses 47,626 43,667 41,860 41,598 Income (loss) from operations 4,832 2,049 941 (3,960 ) Net income (loss) 4,294 1,298 (235 ) (4,214 ) Basic net income (loss) per share $ 0.06 $ 0.02 $ — $ (0.06 ) Diluted net income (loss) per share $ 0.06 $ 0.02 $ — $ (0.06 ) (1) The sum of the Company’s quarterly results may not equal its full-year results for the periods presented due to rounding. In the opinion of management, the financial information presented above reflects all adjustments, consisting only of normal, recurring adjustments, which are considered necessary for a fair presentation of this data. |
Description of Business, Basi_2
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The Company’s consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). The consolidated financial statements include the accounts of all subsidiaries and affiliates in which the Company holds a controlling financial interest as of the date of the consolidated financial statements. The consolidated financial statements include the accounts of The Meet Group and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Significant estimates and assumptions are required in the determination of business combinations and contingent consideration arrangements, income taxes, the valuation of long-lived assets, including property and equipment, definite-lived intangible assets and goodwill and accounting for contingencies. Some of these judgments can be subjective and complex, and, consequently, actual results may differ from these estimates. The Company’s estimates often are based on complex judgments, probabilities and assumptions that it believes are reasonable but are inherently uncertain and unpredictable. For any given individual estimate or assumption made by the Company, there may also be other estimates or assumptions that are reasonable. The Company regularly evaluates its estimates and assumptions using historical experience and other factors, including the economic environment. As future events and their effects cannot be determined with precision, the Company’s estimates and assumptions may prove to be incomplete or inaccurate, or unanticipated events and circumstances may occur that might cause it to change those estimates and assumptions. Market conditions, such as illiquid credit markets, volatile equity markets, dramatic fluctuations in foreign currency rates and economic downturn, can increase the uncertainty already inherent in its estimates and assumptions. The Company adjusts its estimates and assumptions when facts and circumstances indicate the need for change. Those changes generally will be reflected in the Company’s consolidated financial statements on a prospective basis unless they are required to be treated retrospectively under the relevant accounting standard. It is possible that other professionals, applying reasonable judgment to the same facts and circumstances, could develop and support a range of alternative estimated amounts. The Company is also subject to other risks and uncertainties that may cause actual results to differ from estimated amounts, such as changes in competition, litigation, legislation and regulations. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly-liquid instruments purchased with an original maturity of three months or less to be cash and cash equivalents. The Company continually monitors its positions with, and the credit quality of, the financial institutions with which it invests. |
Accounts Receivable and Allowance for Bad Debts | Accounts Receivable and Allowance for Bad Debts The Company extends credit on a non-collateralized basis to both U.S. and international customers. The Company extends credit to customers in the normal course of business and maintains an allowance for bad debts resulting from the inability or unwillingness of its customers to make their required payments. Management determines the allowance for bad debts based on an analysis of the Company’s historical collections trends, as well as an understanding of its customers’ financial conditions, credit histories and current economic conditions. Accounts receivable are written-off when management determines they are uncollectible. |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to significant concentrations of credit risk consist primarily of cash, cash equivalents and accounts receivable. The Company invests its excess cash in high-quality, liquid money market funds maintained by major U.S. banks and financial institutions. The Company has not experienced any losses on its cash and cash equivalents, including its money market funds. The Company performs ongoing credit evaluations of its customers and generally does not require collateral. The Company does not have a significant history of material losses from uncollectible accounts. Three customers, all of which were advertising aggregators or payment processors representing thousands of advertisers, comprised 42% and 36% of accounts receivable as of December 31, 2019 and 2018 , respectively. The Company does not expect its current or future credit risk exposure to have a significant impact on its operations. However, there can be no assurances that the Company’s business will not experience any adverse impact from credit risk in the future. |
Income Taxes | Income Taxes The Company accounts for income taxes under the asset and liability method, which requires the recognition of deferred tax assets and liabilities for the expected future tax consequences of events that have been included in the consolidated financial statements. Under this method, deferred tax assets and liabilities are determined based on the differences between the financial statement and tax bases of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse. The Company records deferred tax assets to the extent it believes these assets will more-likely-than-not be realized. In making such determination, the Company considers all available positive and negative evidence, including scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and recent financial operations. In the event the Company determines that it will not be able to realize its deferred tax assets in the future in excess of its net recorded amount, the Company will make an adjustment to the valuation allowance, which will increase the provision for income taxes. For every tax-paying component and within each tax jurisdiction, all deferred tax assets and liabilities are offset and presented as a single net non-current asset or liability. The Company’s income tax returns are periodically audited by U.S. federal, state and local and foreign tax authorities. These audits include questions regarding the Company’s tax filing positions, including the timing and amount of deductions and the allocation of income among various tax jurisdictions. At any one time, multiple tax years are subject to audit by the various tax authorities. In evaluating the tax benefits associated with the Company’s various tax filing positions, the Company records a tax benefit for uncertain tax positions using the highest cumulative tax benefit that is more-likely-than-not to be realized. A number of years may elapse before a particular matter, for which a liability has been established, is audited and effectively settled. The Company adjusts its liability for unrecognized tax benefits in the period in which it determines the issue is effectively settled with the tax authorities, the statute of limitations expires for the relevant tax authority to examine the tax position or when more information becomes available. On December 22, 2017, the U.S. Tax Cuts and Jobs Act included new U.S. tax base erosion provisions called Global Intangible Low-taxed Income (“GILTI”). The GILTI provisions require the Company to include on its U.S. income tax return a foreign subsidiary’s earnings in excess of an allowable return on the foreign subsidiary’s tangible assets. The Company elected to account for tax expenses associated with the GILTI provisions in the period in which the expenses are incurred. |
Property and Equipment, Net | Property and Equipment, Net Property and equipment is stated at cost, less accumulated depreciation and amortization. Property and equipment acquired in a business combination is stated at its acquisition-date fair value, less accumulated depreciation and amortization. The costs of improvements that extend the life of property and equipment are capitalized. All ordinary repair and maintenance costs are expensed as incurred. When a capitalized asset is retired or sold, the cost and related accumulated depreciation or amortization is removed from the consolidated balance sheets and any gain or loss is reflected in other income (expense) in the consolidated statements of operations and comprehensive income (loss). Depreciation is recorded using the straight-line method over the estimated useful life of an asset as follows: Years Servers, computer equipment and software 1 to 3 Office furniture and equipment 3 to 5 Leasehold improvements 1 to 10 Leasehold improvements are amortized using the straight-line method over the lesser of the estimated useful life of the asset or the lease term. |
Leases | Leases The Company determines, at the inception of a contract, if the arrangement is a lease and whether it meets the classification criteria for a finance or operating lease. Right-of-use (“ROU”) assets represent the Company’s right to use an underlying asset during the lease term and lease liabilities represent its obligation to make lease payments arising from the lease. |
Intangible Assets, Net | Intangible Assets, Net Intangible assets consist of acquired trademarks, domain names, software for mobile apps and customer relationships and are initially recorded at their acquisition-date fair value. Amortization is recorded using an accelerated method based on projected revenue related to each asset over its respective estimated useful life as follows: Years Trademarks 5 to 10 Domain names 5 to 10 Software 1 to 5 Customer relationships 1 to 10 |
Impairment of Long-lived Assets, Including Property and Equipment and Definite-lived Intangible Assets | Impairment of Long-lived Assets, Including Property and Equipment and Definite-lived Intangible Assets Property and equipment and definite-lived intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that their carrying amounts may not be recoverable. If an analysis is necessitated by the occurrence of a so-called “triggering event,” then the Company compares the carrying amount of the asset with the estimated future undiscounted cash flows expected to result from the use of the asset. If the carrying amount of the asset exceeds its estimated undiscounted future cash flows, then the Company measures the amount of the impairment charge by comparing the carrying amount of the asset with its estimated fair value. Such analyses necessarily involve significant judgments and estimates on the part of the Company. |
Goodwill | Goodwill Goodwill reflects the cost of a business combination in excess of the fair values assigned to the identifiable net assets acquired. Goodwill is not amortized; rather, it is subject to a periodic assessment for impairment by applying a fair value-based test. The Company performs its annual impairment test as of October 1st of a given calendar year, or more frequently if events or changes in circumstances indicate that goodwill might be impaired. Goodwill is tested for impairment at a level of reporting referred to as a reporting unit. Accounting for business combinations requires the Company to recognize, separately from goodwill, the assets acquired and the liabilities assumed at their acquisition-date fair values. Goodwill as of the acquisition date is measured as the excess of the consideration transferred and the net of the acquisition-date fair values of the assets acquired and the liabilities assumed. While the Company uses its best estimates and assumptions to accurately value all assets acquired and liabilities assumed at the acquisition date, the estimates are inherently uncertain and subject to refinement. |
Impairment of Goodwill | Impairment of Goodwill The Company has the option to first qualitatively assess whether it is more-likely-than-not that an impairment exists for one of its reporting units. Such qualitative factors include, but are not limited to, prevailing macroeconomic conditions, industry and market conditions, changes in costs, the Company’s financial performance and other entity-specific events and circumstances that impact its reporting units. When performing a quantitative test, the Company evaluates the recovery of goodwill by estimating the fair value of its reporting units using multiple techniques, including an income-based approach using a discounted cash flows model, and a market-based approach using the guideline public company method and the guideline company transactions method. Based on a weighting of the results of these two techniques, a conclusion of fair value is estimated. The fair value is then compared to the carrying value of the Company’s reporting units. If the fair value of a reporting unit is less than its carrying value, the Company would recognize the excess of the reporting unit’s carrying value over its fair value as an impairment charge, limited to the total amount of goodwill allocated to the reporting unit. |
Contingencies | Contingencies The Company accrues for contingencies when the obligation is probable and the amount can be reasonably estimated. As facts concerning contingencies become known, the Company reassesses its position and makes appropriate adjustments to the consolidated financial statements. Estimates that are particularly sensitive to future changes include those related to tax, legal and other regulatory matters that are subject to change as events evolve and additional information becomes available. |
Stock-Based Compensation Expense | Stock-Based Compensation Expense The fair value of stock options is estimated on the grant date using the Black-Scholes option pricing model, based on weighted- average assumptions. Expected volatility is based on the historical volatility of the Company’s common stock. The Company has elected to use the simplified method to estimate the expected term of stock options. The risk-free rate is based on the U.S. Treasury yield curve in effect at the time of grant. The fair value of restricted stock awards (“RSAs”) is determined using the fair value of the Company’s common stock on the date of grant. The fair value of performance share units (“PSUs”) is estimated using a Monte-Carlo simulation model utilizing several key assumptions including expected Company and Russell 2000 Peer Group share price volatility, correlation coefficients between peers, the risk-free rate of return, the expected dividend yield and other award design features. The Company accounts for forfeitures as they occur. Stock-based compensation expense is recognized on a straight-line basis over the requisite service period of the award. |
Derivative Financial Instruments | Derivative Financial Instruments The Company records all derivative financial instruments on the consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivatives designated and qualifying as a hedge of the exposure to variability in expected future cash flows, or other types of forecasted transactions, are considered cash flow hedges. Derivatives may also be designated as hedges of the foreign currency exposure of a net investment in a foreign operation. Hedge accounting generally provides for the matching of the timing of gain or loss recognition on the hedging instrument with the recognition of the changes in the fair value of the hedged asset or liability that are attributable to the hedged risk in a fair value hedge or the earnings effect of the hedged forecasted transactions in a cash flow hedge. The Company may enter into derivative contracts that are intended to economically hedge certain of its risks, even though hedge accounting does not apply or the Company elects not to apply hedge accounting. |
Foreign Currency | The Company records all derivative financial instruments on the consolidated balance sheets at fair value. The accounting for changes in the fair value of derivatives depends on the intended use of the derivative, whether the Company has elected to designate a derivative in a hedging relationship and apply hedge accounting and whether the hedging relationship has satisfied the criteria necessary to apply hedge accounting. Derivatives designated and qualifying as a hedge of the exposure to changes in the fair value of an asset, liability or firm commitment attributable to a particular risk, such as interest rate risk, are considered fair value hedges. Derivativ |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when control of the promised good or service is transferred to the customer in an amount that the Company expects to be entitled in exchange for the good or service. Revenue excludes amounts collected by the Company on behalf of third parties, such as sales and use taxes. User Pay Revenue User pay revenue is earned from in-app purchase products and subscriptions sold to mobile app and web users. The Company offers in-app products such as Credits, Points, Gold, Icebreakers, Flash! And Shout! (collectively, “In-App Products”). Users purchase the In-App Products to exchange for the Company’s virtual gifts. The Company defines video revenue as In-App Products consumed through Live, which is classified as a component of user pay revenue. In-App Products allow users to engage with other users on its apps. They can also put users in the spotlight, helping them get more attention from the community in order to meet more people faster. Platform users do not own the In-App Products, but have a limited right to use the In-App Products on virtual products offered for sale on the Company’s platforms. In-App Products may be used to purchase virtual gifts for other users. These virtual gifts are received by other users and converted into Diamonds. Diamonds represent an intermediary currency that the Company manages. Diamonds can either be converted back into credits or may be used to claim rewards, including in some instances cash rewards. The In-App Products are not transferable, cannot be sold or exchanged outside of the Company’s platforms, are not redeemable for any sum of money, cannot be gifted to other users and can only be used on the Company’s platforms. In-App Products purchases are satisfied by standing ready to allow the Company’s app users to exchange their purchased In-App Products for virtual products, which represents the Company’s sole performance obligation for In-App Products purchases customers. The consideration received for these services is fixed at the time of purchase, and the customer simultaneously receives and consumes the benefits of user pay features as the Company performs these services. The In-App Products are recorded in deferred revenue when purchased and recognized as revenue over time when: (i) the In-App Products are used by the customer; or (ii) the Company determines the likelihood of the In-App Products being redeemed by the customer is remote and there is not a legal obligation to remit the unredeemed In-App Products to the relevant jurisdiction. As it relates to the latter, revenue is recognized based upon Company-specific historical redemption patterns and is recognized on a pro-rata basis over a three-month period (life of the user) beginning at the date of the sale. Subscriptions provide customers with premium access to the Company’s apps over the subscription term and include credits on MeetMe+. Subscriptions represent a series of distinct services that are substantially the same and have the same pattern of transfer to the customer (daily), which is considered a single performance obligation that is recognized in user pay revenue over the period of time that a customer is granted continuous access to their purchased subscription. Payments for subscriptions are recorded as deferred revenue when purchased by a customer, and are subsequently recognized as user pay revenue when the Company’s respective performance obligations are satisfied. Advertising Revenue Advertising revenue is comprised of mobile and web advertising. Within each revenue stream, the Company has one performance obligation to publish advertisements as specified by the respective contracts. The amount of consideration the Company expects to receive for the services is variable based on the volume of advertisement impressions. The Company does not offer any discounts or free impressions, and does not have a significant history of material losses from uncollectible accounts. The Company also recognizes revenue from cross-platform/Social Theater and cost-per-action (“CPA”) offers. Each of these revenue streams has one performance obligation. For cross-platform/Social Theater contracts, the consideration promised is fixed per advertising campaign and term and required services to be delivered. However, the monthly revenue could vary depending on the actual delivery of impressions throughout the contract term. These contracts are typically based on cost per thousand (“CPM”) rates and number of impressions served due to traffic volume and the specific advertising campaign. For CPA offers, the consideration promised is variable based on a revenue share rate, and/or based on the number of actions delivered per the agreement. Accordingly, the Company recognizes all actual advertising revenue from impressions or actions delivered on a monthly basis rather than estimating revenue at the beginning of the period, due to the fact that such amounts are largely beyond the Company’s control and subject to considerable variability, which makes the transaction price inherently difficult to estimate. The Company has determined that the performance obligation under its advertising revenue streams is recognized over time utilizing the right to invoice practical expedient as customers simultaneously consume and receive benefits of the advertisement impressions. The Company has transactions with several partners that qualify for principal-agent considerations. The Company recognizes revenue, net of amounts retained by the third-party partners, pursuant to revenue-sharing agreements with advertising networks. The form of the agreements is such that the Company provides services in exchange for a fee. The Company determines only the fee for providing its services to advertising agencies and has no latitude in establishing prices with third-party advertisers. In instances where the Company works directly with an advertiser, revenue is recognized on a gross basis. The Company is the primary obligor in arrangements made with direct advertisers, as there is no third party facilitating or managing the sales process. The Company is solely responsible for determining price, product or service specifications and which advertisers to use. The Company assumes all credit risk in the sales arrangements made with direct advertisers. Deferred Revenue The Company records deferred revenue when the consideration for a good or service is received in advance of satisfying its performance obligation. |
Advertising Expense | Advertising Expense Costs for advertising are expensed as incurred and are included in sales and marketing expenses in the consolidated statements of operations and comprehensive income (loss). |
Product Development and Content Expenses | Product Development and Content Expenses Product development and content expenses, including costs incurred in the classification and organization of listings within the Company’s websites, salaries, benefits, stock-based compensation, utility charges, occupancy and support fees for offsite technology infrastructure, bandwidth and content delivery fees, broadcaster rewards, app store fees and development and maintenance costs, are charged to expense as incurred. |
Net Income (Loss) per Share | Net Income (Loss) per Share Basic net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted- average number of common shares outstanding. Diluted net income (loss) per share is computed by dividing net income (loss) attributable to common stockholders by the weighted-average number of common shares and common stock equivalents outstanding, calculated using the treasury stock method for options, RSAs and unvested in-the-money PSUs using the average market price during the period. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) Comprehensive income (loss) includes all changes in stockholders’ equity during a period from non-owner sources. Comprehensive income (loss) consists of reclassifications of gains or losses on derivative financial instruments, unrealized gains or losses on derivative financial instruments and foreign currency translation adjustments, which are added to net income (loss) to compute total comprehensive income (loss). |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the exit price, or the price that would be received to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. GAAP establishes a fair value hierarchy to prioritize the valuation inputs used to measure fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s own assumptions (unobservable inputs). Observable inputs are inputs that market participants would use in pricing the asset or liability based on market data obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company’s own assumptions about the inputs that market participants would use in pricing the asset or liability, and are developed based on the best information available in the circumstances. The following sets forth the three-tier fair value hierarchy the Company uses to measure the fair values of its assets and liabilities: • Level 1: Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access. • Level 2: Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active and models for which all significant inputs are observable, either directly or indirectly. • Level 3: Valuations based on inputs that are unobservable and significant to the overall fair value measurement. To the extent the valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment. Accordingly, the degree of judgment exercised by the Company in determining fair value is greatest for instruments categorized in Level 3. An asset’s or liability’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. |
Segment Reporting | Segment Reporting Operating segments are identified as components of an enterprise for which separate, discrete financial information is available for evaluation by the chief operating decision maker, or decision-making group, in making decisions about how to allocate resources and assess performance. The Company’s chief operating decision maker is its Chief Executive Officer (“CEO”). The Company and its CEO view the Company’s operations and manage its business as two operating segments, which are aggregated together as one reportable segment. |
Recently Issued Accounting Standards | Recently-issued Accounting Standards Recently-adopted Accounting Standards In February 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-02, Leases (Topic 842) (“ASU No. 2016-02”). The new standard establishes the ROU model that requires a lessee to record a ROU asset and a corresponding lease liability on the balance sheet for all leases with terms longer than 12 months . Leases will be classified as either finance or operating, with classification affecting the pattern of expense recognition in the income statement. ASU No. 2016-02 was effective for annual periods beginning after December 15, 2018, and annual and interim periods thereafter, and early adoption was permitted. A modified retrospective transition approach was an option for lessees for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. In July 2018, the FASB issued ASU No. 2018-11, Leases (Topic 842) (“ASU No. 2018-11”), which added an optional transition method allowing entities to apply the new lease accounting rules through a cumulative-effect adjustment to the opening balance of retained earnings in the initial year of adoption. The Company adopted ASU No. 2016-02 as of January 1, 2019, using the transition method per ASU No. 2018-11. Accordingly, all periods prior to January 1, 2019 were presented in accordance with the previous Accounting Standards Codification (“ASC”) Topic 840, Leases (“ASC Topic 840”), and no retrospective adjustments were made to the comparative periods presented. Finance leases were not impacted by the adoption of the new standard, as finance lease liabilities and the corresponding ROU assets were already recorded in the Company’s consolidated balance sheets under the previous guidance, ASC Topic 840. The Company elected the package of practical expedients permitted under the new standard, which, among other things, allowed the Company to not reassess the lease classification, the lease identification and the initial direct costs for any existing leases. Further, as permitted by the standard, the Company made an accounting policy election not to record ROU assets or lease liabilities for leases with a term of 12 months or less. Instead, consistent with legacy accounting guidance, the Company will recognize payments for such leases in the consolidated statements of operations and comprehensive income (loss) on a straight-line basis over the lease term. Upon adoption on January 1, 2019, this standard resulted in the recognition of additional assets of $3.2 million and liabilities of $3.3 million on the Company’s consolidated balance sheets. The new standard did not have a material impact on the Company’s results of operations or cash flows. Accounting Standards Issued and Not Yet Adopted In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments (“ASU No. 2016-13”), which requires the measurement and recognition of expected credit losses for certain financial assets, including trade accounts receivable. ASU No. 2016-13 replaces the existing incurred loss impairment model with an expected loss model that requires the use of relevant information, including an entity’s historical experience, current conditions and other reasonable and supportable forecasts that affect collectability over the life of a financial asset. The amendments in ASU No. 2016-13 are effective for fiscal years beginning after December 15, 2019, including interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact that the adoption of this new standard will have on its consolidated financial statements, which includes, but is not limited to, a review of its existing financial instruments and business processes and controls to facilitate the Company’s ability to meet any new accounting and/or disclosure requirements upon adoption in the first quarter of 2020. The Company is still evaluating the impacts of ASU No. 2016-13 on its financial position, results of operation and cash flows. In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework — Changes to the Disclosure Requirements for Fair Value Measurement (“ASU No. 2018-13”). This standard removes, modifies and makes certain additions to the disclosure requirements on fair value measurement. The amendments in ASU No. 2018-13 are effective for fiscal years beginning after December 15, 2019, and interim periods within those fiscal years. The Company is currently evaluating the impact that the adoption of this new standard will have on its consolidated financial statements, including any changes to disclosure requirements. |
Description of Business, Basi_3
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Allowance for doubtful accounts | The following table sets forth the activity in the Company’s allowance for bad debts for the years ended December 31, 2019 , 2018 and 2017 : (in thousands) Balance at Beginning of Period Additions, Costs and Expenses Deductions, Write-offs Balance at End of the Period Allowance for Bad Debts: Year Ended December 31, 2019 $ 384 $ 1,800 $ (1,915 ) $ 269 Year Ended December 31, 2018 $ 528 $ 194 $ (338 ) $ 384 Year Ended December 31, 2017 $ 283 $ 304 $ (59 ) $ 528 |
Property and equipment, net | Depreciation is recorded using the straight-line method over the estimated useful life of an asset as follows: Years Servers, computer equipment and software 1 to 3 Office furniture and equipment 3 to 5 Leasehold improvements 1 to 10 The following table sets forth the composition of the Company’s property and equipment, net as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Servers, computer equipment and software $ 14,901 $ 13,656 Office furniture and equipment 863 575 Leasehold improvements 671 646 Total property and equipment 16,435 14,877 Less: Accumulated depreciation (12,810 ) (10,243 ) Total property and equipment, net $ 3,625 $ 4,634 |
Intangible assets, net | Amortization is recorded using an accelerated method based on projected revenue related to each asset over its respective estimated useful life as follows: Years Trademarks 5 to 10 Domain names 5 to 10 Software 1 to 5 Customer relationships 1 to 10 |
Acquisition (Tables)
Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Business Combinations [Abstract] | |
Fair value of consideration transferred | The following table sets forth the acquisition-date fair value of the consideration transferred for the Initech Acquisition: (in thousands) March 5, 2019 Cash consideration (1) $ 11,808 Contingent consideration 1,718 Total consideration $ 13,526 (1) Cash consideration includes a $1.0 million escrow payment to be paid out 18 months from the acquisition date. |
Purchase price allocation | The following table sets forth the purchase price allocation for the Initech Acquisition, which was finalized in the fourth quarter of 2019: (in thousands) March 5, 2019 Accounts receivable $ 545 Intangible assets 3,480 Accrued expenses and other current liabilities (10 ) Deferred revenue (102 ) Net assets acquired 3,913 Goodwill 9,613 Total consideration $ 13,526 |
Amounts assigned to identifiable intangible assets | The following table sets forth the amounts assigned to the identifiable intangible assets for the Initech Acquisition as of the acquisition date: (in thousands) Fair Value Weighted-average Trademarks $ 1,200 10.0 Software 865 3.0 Customer relationships 1,415 3.6 Total identifiable intangible assets $ 3,480 5.7 |
Pro forma information | The following table sets forth the pro forma consolidated financial information for the Initech Acquisition for the years ended December 31, 2019 and 2018 : (in thousands, except per share data) 2019 2018 Revenue $ 213,175 $ 183,475 Net income $ 12,057 $ 2,380 Basic net income per share $ 0.16 $ 0.03 Diluted net income per share $ 0.16 $ 0.03 |
Fair value of contingent consideration | The following table sets forth a summary of changes in the fair value of the Company’s contingent consideration liability for the Initech Acquisition: (in thousands) Contingent Consideration Balance as of March 5, 2019 $ — Amounts acquired 1,718 Accretion 159 Fair value adjustment (983 ) Balance as of December 31, 2019 $ 894 |
Prepaid Expenses and Other Cu_2
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | |
Prepaid Expense and Other Current Assets | The following table sets forth the composition of prepaid expenses and other current assets as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Value-added tax and income tax receivables $ 1,312 $ 645 Fair value of derivative assets 583 919 Prepaid insurance 659 651 Prepaid support contracts 443 547 Prepaid service providers 1,765 1,638 Prepaid advertising 680 102 Other prepaid expenses and other current assets 620 409 Total prepaid expenses and other current assets $ 6,062 $ 4,911 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of provision for income taxes | The following table sets forth the composition of the Company’s income tax expense for years ended December 31, 2019 , 2018 and 2017 : (in thousands) 2019 2018 2017 U.S. federal: Current $ — $ 82 $ (21 ) Deferred (1,967 ) (473 ) (6,637 ) Total U.S. federal (1,967 ) (391 ) (6,658 ) U.S. state: Current (121 ) (47 ) 32 Deferred (895 ) 1,223 74 Total U.S. state (1,016 ) 1,176 106 Foreign: Current (2,657 ) (1,212 ) (293 ) Deferred 711 (40 ) 141 Total foreign (1,946 ) (1,252 ) (152 ) Total income tax expense $ (4,929 ) $ (467 ) $ (6,704 ) |
Schedule of deferred tax assets and liabilities | The following table sets forth the composition of the Company’s deferred tax assets and liabilities as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Deferred tax assets: Net operating loss carryforwards $ 12,265 $ 16,835 Stock options and warrants 3,990 3,125 U.S. federal and state income tax credits 5,508 5,473 Accrued liabilities and other reserves 2,316 1,189 Other comprehensive income 146 206 Total deferred tax assets 24,225 26,828 Valuation allowance (2,890 ) (2,299 ) Deferred tax assets, net of valuation allowance $ 21,335 $ 24,529 Deferred tax liabilities: Property and equipment $ (985 ) $ (68 ) Amortization of intangible assets (6,863 ) (8,707 ) Other (27 ) (105 ) Total deferred tax liabilities $ (7,875 ) $ (8,880 ) |
Schedule of effective income tax rate reconciliation | The following table sets forth a reconciliation of the Company’s income tax expense computed at the U.S. federal statutory income tax rate of 21.0% to the income tax expense reflected in its consolidated statements of operations and comprehensive income (loss) for the years ended December 31, 2019 , 2018 and 2017 : (in thousands) 2019 2018 2017 U.S. federal income tax (expense) benefit at statutory rate $ (3,415 ) $ (340 ) $ 20,261 U.S. state income taxes, net of federal benefit (expense) (209 ) 54 21 Effect of rates different than the U.S. federal statutory income tax rate (700 ) (466 ) 311 Goodwill impairment — — (19,750 ) Windfall tax benefit (deficiency) 160 (263 ) 2,155 Transaction costs — — (819 ) Executive compensation limitation (115 ) (100 ) (283 ) Non-deductible expenses (53 ) (62 ) (825 ) Stock-based compensation forfeitures and other — — (562 ) Rate change — (103 ) (7,672 ) Dissolution of foreign entity — — 1,125 Repatriation tax — 82 (82 ) Change in valuation allowance (591 ) 212 (731 ) GILTI (9 ) (251 ) — Additional U.S. state NOLs — 765 — Other 3 5 147 Total income tax expense $ (4,929 ) $ (467 ) $ (6,704 ) |
Summary of unrecognized tax benefits | The following table sets forth a tabular reconciliation of the Company’s unrecognized tax benefit as of December 31, 2019 : (in thousands) 2019 Unrecognized tax benefit as of January 1 $ 2,030 Gross increases — Unrecognized tax benefit as of December 31 $ 2,030 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment, Net | Depreciation is recorded using the straight-line method over the estimated useful life of an asset as follows: Years Servers, computer equipment and software 1 to 3 Office furniture and equipment 3 to 5 Leasehold improvements 1 to 10 The following table sets forth the composition of the Company’s property and equipment, net as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Servers, computer equipment and software $ 14,901 $ 13,656 Office furniture and equipment 863 575 Leasehold improvements 671 646 Total property and equipment 16,435 14,877 Less: Accumulated depreciation (12,810 ) (10,243 ) Total property and equipment, net $ 3,625 $ 4,634 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Lease cost and other lease information | The following table sets forth the Company’s lease costs for the year ended December 31, 2019 : (in thousands) 2019 Lease costs: Operating lease cost (1) $ 2,735 Finance lease cost: Depreciation expense $ 2 Interest on lease liabilities 5 Total finance lease cost $ 7 (1) Short-term lease costs were immaterial. The following table sets forth the supplemental cash flow information for the Company’s leases for the year ended December 31, 2019 : (in thousands) 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 2,705 Operating cash flows from finance leases $ 5 Financing cash flows from finance leases $ 191 ROU assets obtained in exchange for lease obligations: Operating leases $ 9,864 The following table sets forth the Company’s weighted-average remaining lease terms and discount rates as of December 31, 2019 : 2019 Weighted-average remaining lease terms (years): Operating leases 4.46 Finance leases 5.75 Weighted-average discount rates: Operating leases 4.44 % Finance leases 3.06 % |
Finance lease, liability, maturity | The following table sets forth the Company’s aggregate future lease payments for operating and finance leases as of December 31, 2019 : (in thousands) Operating Leases Finance Leases Years Ending December 31, 2020 $ 2,361 $ 12 2021 2,383 12 2022 1,053 12 2023 528 12 2024 491 12 Thereafter 1,114 12 Total minimum lease payments 7,930 72 Less: Amount representing interest 825 9 Total present value of minimum payments 7,105 63 Less: Current portion 2,081 10 Total long-term obligations $ 5,024 $ 53 |
Lessee, operating lease liability, maturity | The following table sets forth the Company’s aggregate future lease payments for operating and finance leases as of December 31, 2019 : (in thousands) Operating Leases Finance Leases Years Ending December 31, 2020 $ 2,361 $ 12 2021 2,383 12 2022 1,053 12 2023 528 12 2024 491 12 Thereafter 1,114 12 Total minimum lease payments 7,930 72 Less: Amount representing interest 825 9 Total present value of minimum payments 7,105 63 Less: Current portion 2,081 10 Total long-term obligations $ 5,024 $ 53 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Intangible Assets [Abstract] | |
Schedule of intangible assets | The following table sets forth the composition of the Company’s intangible assets, net as of December 31, 2019 and 2018 : 2019 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trademarks and domain names $ 35,602 $ (17,423 ) $ 18,179 Customer relationships 15,248 (10,081 ) 5,167 Software 19,561 (13,602 ) 5,959 Total intangible assets. net $ 70,411 $ (41,106 ) $ 29,305 2018 (in thousands) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Trademarks and domain names $ 34,637 $ (13,407 ) $ 21,230 Customer relationships 13,901 (7,130 ) 6,771 Software 18,722 (10,165 ) 8,557 Total intangible assets. net $ 67,260 $ (30,702 ) $ 36,558 |
Schedule of annual future amortization of intangible assets | The following table sets forth the Company’s annual future amortization expense on intangible assets for the next five years and thereafter as of December 31, 2019 : (in thousands) Amortization Year ending December 31, Expense 2020 $ 8,557 2021 7,087 2022 4,146 2023 2,746 2024 2,181 Thereafter 4,588 Total amortization expense $ 29,305 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill [Abstract] | |
Schedule of goodwill | The following table sets forth the changes in the carrying amount of the Company’s goodwill for the years ended December 31, 2019 and 2018 : (in thousands) Goodwill Balance as of January 1, 2018 $ 150,694 Foreign currency translation adjustments (2,561 ) Balance as of December 31, 2018 148,133 Goodwill acquired from the Initech Acquisition 9,613 Foreign currency translation adjustments (1,059 ) Balance as of December 31, 2019 $ 156,687 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | The following table sets forth the composition of the Company’s accrued liabilities as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Accrued broadcaster fees, net of breakage $ 5,350 $ 5,039 Accrued professional fees 1,889 955 Accrued employee-related costs 4,803 6,226 Accrued service providers 940 439 Accrued advertising 2,315 2,181 Accrued current tax payable 1,209 1,662 Accrued value-added, sales, use and other taxes 1,472 1,030 Other accrued expenses 2,112 1,580 Total accrued liabilities $ 20,090 $ 19,112 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
New Term Loan Facility | The following table sets forth the composition of the Company’s debt as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Term loan facility $ 34,125 $ 36,940 Less: Debt discount, net (192 ) (152 ) Less: Debt issuance costs, net (58 ) (133 ) Net carrying amount 33,875 36,655 Less: Current portion 3,500 18,567 Long-term debt, net $ 30,375 $ 18,088 |
Minimum future principal payments | The following table sets forth the Company’s minimum future principal payments under the New Credit Facilities as of December 31, 2019 : (in thousands) New Credit Years Ending December 31, Facilities 2020 $ 3,500 2021 3,500 2022 27,125 Total minimum principal payments $ 34,125 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Minimum future rental payments required under capital and operating leases | The following table sets forth the Company’s minimum future commitments required under cloud data storage contracts as of December 31, 2019 : (in thousands) Cloud Years Ending December 31, Data Storage 2020 $ 5,248 2021 6,882 2022 1,043 2023 1,147 Total minimum payments $ 14,320 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Allocated stock-based compensation expense | Stock-based compensation expense includes incremental stock-based compensation expense and is allocated in the consolidated statements of operations and comprehensive income (loss) as follows: For the Years Ended December 31, (in thousands) 2019 2018 2017 Sales and marketing $ 412 $ 904 $ 440 Product development and content 6,495 4,768 4,008 General and administrative 4,200 3,614 4,019 Total stock-based compensation expense $ 11,107 $ 9,286 $ 8,467 |
Stock option activity | The following table sets forth the Company’s stock option activity under the Plans for the year ended December 31, 2019 : (in thousands, except share and per share data) Number of Stock Options Weighted- average Exercise Price Weighted- average Remaining Contractual Life Aggregate Intrinsic Value Options Outstanding as of December 31, 2018 3,965,894 $ 3.67 Granted — — Exercised (179,914 ) 4.29 Forfeited or expired (105,834 ) 5.05 Outstanding as of December 31, 2019 3,680,146 $ 3.60 5.0 $ 5,328 Exercisable as of December 31, 2019 3,341,318 $ 3.51 4.8 $ 5,138 |
Weighted-average assumptions for stock option valuation | The following table sets forth the weighted-average assumptions used to determine the fair value of the Company’s stock options granted during the year ended December 31, 2017 : December 31, 2017 Risk-free interest rate 1.90 % Expected term (in years) 6.0 Expected dividend yield — Expected volatility 83 % |
RSA activity | The following table sets forth the Company’s RSA activity under the Plans for the year ended December 31, 2019 : Number of Weighted-average RSAs RSAs Stock Price Outstanding as of December 31, 2018 3,318,448 $ 3.98 Granted 2,649,729 5.20 Vested (1,701,711 ) 3.78 Forfeited or expired (230,068 ) 4.51 Outstanding as of December 31, 2019 4,036,398 $ 4.85 |
PSU award activity | The following table sets forth the Company’s PSU activity under the Plans for the year ended December 31, 2019 : Number of Weighted-average PSUs PSUs Stock Price Outstanding as of December 31, 2018 610,000 $ 3.11 Granted 476,100 5.91 Vested — — Forfeited or expired — — Outstanding as of December 31, 2019 1,086,100 $ 4.34 |
Schedule of accumulated other comprehensive income (loss) | The following table sets forth the components of accumulated other comprehensive loss, net of income taxes, for the years ended December 31, 2019 , 2018 and 2017 : (in thousands) Derivative Financial Instruments Cumulative Foreign Currency Translation Adjustment Accumulated Other Comprehensive Loss Total Balance as of January 1, 2017 $ — $ — $ — Unrealized loss on derivative financial instruments (2,303 ) — (2,303 ) Reclassification of loss on derivative financial instruments 1,566 — 1,566 Foreign currency translation adjustment — (388 ) (388 ) Balance as of December 31, 2017 (737 ) (388 ) (1,125 ) Unrealized gain on derivative financial instruments 2,088 — 2,088 Reclassification of gain on derivative financial instruments (2,059 ) — (2,059 ) Foreign currency translation adjustment — (938 ) (938 ) Balance as of December 31, 2018 (708 ) (1,326 ) (2,034 ) Unrealized gain on derivative financial instruments 1,197 — 1,197 Reclassification of gain on derivative financial instruments (1,125 ) — (1,125 ) Foreign currency translation adjustment — (387 ) (387 ) Balance as of December 31, 2019 $ (636 ) $ (1,713 ) $ (2,349 ) |
Derivatives and Hedging Activ_2
Derivatives and Hedging Activities (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Outstanding derivatives | The following table sets forth the Company’s outstanding foreign currency derivatives that were designated as cash flow hedges of foreign exchange risk as of December 31, 2019 : (in thousands) Number of Instruments Weighted-average Foreign Currency Derivative Pay Fixed Notional Receive Fixed Notional Cross-currency swap 1 €36,868 $40,750 2.66 (amortizing to €35,963 as of December 31, 2019) (amortizing to $39,750 as of December 31, 2019) The following table sets forth the Company’s outstanding interest rate derivatives that were designated as cash flow hedges of interest rate risk as of December 31, 2019 : (in thousands) Number of Instruments At Inception Notional As of December 31, 2019 Notional Weighted-average Interest Rate Derivative Interest rate swaps 2 $57,185 $23,435 1.72 Interest rate caps 1 $15,000 $10,690 0.72 |
Effect of cash flow hedge accounting on accumulated other comprehensive income | The following table sets forth the effect of the Company’s cash flow hedge accounting on its accumulated other comprehensive income (loss) for the years ended December 31, 2019 , 2018 and 2017 : (in thousands) Location of Gain Reclassified from Other Comprehensive Loss into Income or Loss Amount of (Gain) Loss Reclassified from Other Comprehensive Loss into Income or Loss 2019 2018 2017 Interest expense $ (92 ) $ (55 ) $ 37 Interest expense on foreign currency transactions (701 ) (866 ) (147 ) (Gain) loss on foreign currency transactions (837 ) (2,062 ) 1,676 Total (gain) loss reclassified $ (1,630 ) $ (2,983 ) $ 1,566 (in thousands) Amount of Gain (Loss) Recognized in Other Comprehensive Loss from Derivatives Derivatives in Cash Flow Hedging Relationships 2019 2018 2017 Interest rate products $ (119 ) $ 290 $ (76 ) Cross-currency contract 1,879 2,797 (2,227 ) Total unrealized gain (loss) $ 1,760 $ 3,087 $ (2,303 ) |
Effect of derivatives on Income Statement | The following table sets forth the effect of the Company’s derivative financial instruments on its consolidated statements of operations for the years ended December 31, 2019 , 2018 and 2017 : Interest Expense (in thousands) 2019 2018 2017 Total amounts of interest expense presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ (1,301 ) $ (2,322 ) $ (860 ) Gain on cash flow hedging relationships: Amount of gain reclassified from other comprehensive loss into income or loss $ (793 ) $ (891 ) $ (110 ) Amount of gain reclassified from other comprehensive loss into income or loss as a result of a forecasted transaction being no longer probable of occurring $ — $ (30 ) $ — Foreign Currency Transactions (in thousands) 2019 2018 2017 Total amounts of (loss) gain on foreign currency transactions presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded $ (51 ) $ 97 $ (33 ) (Gain) loss on cash flow hedging relationships: Amount of (gain) loss reclassified from other comprehensive loss into income or loss $ (837 ) $ (2,063 ) $ 1,676 |
Schedule of derivative instruments in statement of financial position, fair value | The following table sets forth the fair value of the Company’s derivative financial instruments, as well as their classification on the consolidated balance sheets, as of December 31, 2019 and 2018 : Fair Value of Derivative Instruments Asset Derivatives Liability Derivatives (in thousands) 2019 2018 2019 2018 Derivatives Designated as Hedging Instruments Balance Sheet Location Fair Value Fair Value Fair Value Fair Value Interest rate products Prepaid expenses and other current assets / Accrued expenses $ 15 $ 166 $ (12 ) $ — Interest rate products Other assets / Long-term derivative liability — 53 (9 ) — Cross-currency swap Prepaid expenses and other current assets / Accrued expenses 568 753 — — Cross-currency swap Long-term derivative liabilities — — (1,442 ) (940 ) Total derivatives designated as hedging instruments $ 583 $ 972 $ (1,463 ) $ (940 ) |
Revenue (Tables)
Revenue (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of revenue | The following table sets forth the Company’s revenue disaggregated by revenue source for the years ended December 31, 2019 , 2018 and 2017 : 2019 2018 2017 (1) (in thousands) $ % $ % $ % User pay revenue: Video $ 84,113 39.7 % $ 39,282 22.0 % $ 1,927 1.6 % Subscription and other in-app products 61,683 29.2 % 68,048 38.1 % 31,865 25.7 % Total user pay revenue 145,796 68.9 % 107,330 60.1 % 33,792 27.3 % Advertising 65,905 31.1 % 71,283 39.9 % 89,962 72.7 % Total revenue $ 211,701 100.0 % $ 178,613 100.0 % $ 123,754 100.0 % (1) Prior period amounts have not been adjusted under the modified retrospective adoption method for the Company’s adoption of ASC Topic 606. |
Contract revenue and contract liabilities | The following table sets forth the composition of the Company’s contract assets and liabilities as of December 31, 2019 and 2018 : (in thousands) 2019 2018 Assets: Accounts receivable $ 25,503 $ 27,532 Total contract assets $ 25,503 $ 27,532 Liabilities: Deferred revenue $ 3,884 $ 4,621 Total contract liabilities $ 3,884 $ 4,621 |
Net Income (Loss) per Share (Ta
Net Income (Loss) per Share (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted net income per share | The following table sets forth the computation of the Company’s basic and diluted net income (loss) per share for the years ended December 31, 2019 , 2018 and 2017 : For the Year Ended December 31, (in thousands, except per share data) 2019 2018 2017 Numerator: Net income (loss) $ 11,334 $ 1,143 $ (64,592 ) Denominator: Weighted-average shares outstanding — basic 74,118,035 73,085,542 68,743,956 Effect of dilutive securities 2,803,385 2,530,897 — Weighted-average shares outstanding — diluted 76,921,420 75,616,439 68,743,956 Basic net income (loss) per share $ 0.15 $ 0.02 $ (0.94 ) Diluted net income (loss) per share $ 0.15 $ 0.02 $ (0.94 ) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair value hierarchy | The following table sets forth the fair value hierarchy information about each major category of the Company’s assets and liabilities measured at fair value on a recurring basis as of December 31, 2019 and 2018 : (in thousands) Quoted Prices in Active Markets for Identical Items (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total December 31, 2019 Assets: Money market funds $ 7,108 $ — $ — $ 7,108 Derivative assets — 583 — 583 Total assets $ 7,108 $ 583 $ — $ 7,691 Liabilities: Contingent consideration $ — $ — $ (894 ) $ (894 ) Derivative liabilities — (1,463 ) — (1,463 ) Total liabilities $ — $ (1,463 ) $ (894 ) $ (2,357 ) December 31, 2018 Assets: Money market funds $ 7,640 $ — $ — $ 7,640 Derivative assets — 972 — 972 Total assets $ 7,640 $ 972 $ — $ 8,612 Liabilities: Derivative liabilities $ — $ (940 ) $ — $ (940 ) Total liabilities $ — $ (940 ) $ — $ (940 ) |
Related Party Transactions - (T
Related Party Transactions - (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of Related Party Transactions | The following table sets forth the Company’s related party transactions for the year ended December 31, 2019 : (in thousands) Management Incentive Bonus RSAs Granted Related Party Salary Total Catherine Connelly, Vice President, Brand Strategy (1) $ 161 $ 31 $ 167 $ 359 Matthew Eustice, Vice President, Quality Assurance (2) 167 32 167 366 Andrew Connelly, Design Lead (3) 121 — 38 159 (1) Ms. Connelly is the sister of Geoffrey Cook, the Company’s CEO. (2) Mr. Eustice is the brother-in-law of Mr. Cook. (3) Mr. Connelly is the brother-in-law of Mr. Cook. |
Quarterly Results of Operatio_2
Quarterly Results of Operations Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Quarterly financial information | The following table sets forth the Company’s unaudited, quarterly consolidated statements of operations data for the years ended December 31, 2019 and 2018 : For the Quarters Ended, 2019 (in thousands, except per share data) (1) December 31 September 30 June 30 March 31 Revenue $ 57,567 $ 52,621 $ 52,000 $ 49,513 Operating costs and expenses 49,770 48,337 48,557 47,569 Income from operations 7,797 4,284 3,443 1,944 Net income 4,878 2,993 2,205 1,258 Basic net income per share $ 0.07 $ 0.04 $ 0.03 $ 0.02 Diluted net income per share $ 0.07 $ 0.04 $ 0.03 $ 0.02 For the Quarters Ended, 2018 (in thousands, except per share data) (1) December 31 September 30 June 30 March 31 Revenue $ 52,458 $ 45,716 $ 42,801 $ 37,638 Operating costs and expenses 47,626 43,667 41,860 41,598 Income (loss) from operations 4,832 2,049 941 (3,960 ) Net income (loss) 4,294 1,298 (235 ) (4,214 ) Basic net income (loss) per share $ 0.06 $ 0.02 $ — $ (0.06 ) Diluted net income (loss) per share $ 0.06 $ 0.02 $ — $ (0.06 ) (1) The sum of the Company’s quarterly results may not equal its full-year results for the periods presented due to rounding. |
Description of Business, Basi_4
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2019USD ($)segment | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jan. 01, 2019USD ($) | |
Product Information [Line Items] | ||||
Reduction in accrual for video broadcaster rewards | $ 124,425 | $ 102,757 | $ 60,704 | |
Deferred tax assets | 16,233 | 19,049 | ||
Deferred tax liabilities | 3,400 | |||
Advertising expense | $ 27,600 | $ 25,600 | $ 15,800 | |
Number of operating segments | segment | 2 | |||
Number of reportable segments | segment | 1 | |||
Operating lease right-of-use assets | $ 7,034 | |||
Lease liability | 7,105 | |||
Video Broadcaster Rewards | ||||
Product Information [Line Items] | ||||
Reduction in accrual for video broadcaster rewards | $ 4,400 | |||
Customer Concentration Risk | Accounts Receivable | Three Customers | ||||
Product Information [Line Items] | ||||
Concentration risk percentage | 42.00% | 36.00% | ||
Accounting Standards Update 2016-02 | ||||
Product Information [Line Items] | ||||
Operating lease right-of-use assets | $ 3,200 | |||
Lease liability | $ 3,300 | |||
Foreign | ||||
Product Information [Line Items] | ||||
Deferred tax assets | $ 15,600 |
Description of Business, Basi_5
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Allowance (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accounts Receivable, Allowance for Credit Loss [Roll Forward] | |||
Balance at Beginning of Period | $ 384 | $ 528 | $ 283 |
Additions, Costs and Expenses | 1,800 | 194 | 304 |
Deductions, Write-offs | (1,915) | (338) | (59) |
Balance at End of the Period | $ 269 | $ 384 | $ 528 |
Description of Business, Basi_6
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Property and Equipment, Net (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Servers, computer equipment and software | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 1 year |
Servers, computer equipment and software | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Office furniture and equipment | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 3 years |
Office furniture and equipment | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 5 years |
Leasehold improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 1 year |
Leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Property and equipment, useful life | 10 years |
Description of Business, Basi_7
Description of Business, Basis of Presentation and Summary of Significant Accounting Policies - Intangible Assets, Net (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Minimum | Trademarks | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible asset, useful life | 5 years |
Minimum | Domain names | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible asset, useful life | 5 years |
Minimum | Software | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible asset, useful life | 1 year |
Minimum | Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible asset, useful life | 1 year |
Maximum | Trademarks | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible asset, useful life | 10 years |
Maximum | Domain names | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible asset, useful life | 10 years |
Maximum | Software | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible asset, useful life | 5 years |
Maximum | Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Intangible asset, useful life | 10 years |
Acquisition - Additional Inform
Acquisition - Additional Information (Details) - USD ($) $ in Thousands | Mar. 05, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Acquisition and restructuring | $ 414 | $ 5,038 | $ 12,151 | |
Initech, LLC | ||||
Business Acquisition [Line Items] | ||||
Percentage of issued and outstanding shares acquired | 100.00% | |||
Cash consideration | $ 11,808 | |||
Contingent consideration liability | 2,000 | |||
Payments to acquire business, cash on hand | 4,800 | |||
Consideration transferred, draw down on debt | 7,000 | |||
Earnout payment installment amount | $ 1,000 | |||
Earnout payment, installment payment period | 2 years | |||
Revenue of acquiree since acquisition date | 3,200 | |||
Net income of acquiree since acquisition date | 1,300 | |||
Acquisition and restructuring | $ 300 |
Acquisition - Consideration Tra
Acquisition - Consideration Transferred (Details) - Initech, LLC $ in Thousands | Mar. 05, 2019USD ($) |
Business Acquisition [Line Items] | |
Cash consideration | $ 11,808 |
Contingent consideration | 1,718 |
Total consideration | 13,526 |
Payment Period One | |
Business Acquisition [Line Items] | |
Cash held in escrow | $ 1,000 |
Cash held in escrow, period from acquisition date to be paid | 18 months |
Acquisition - Purchase Price Al
Acquisition - Purchase Price Allocation (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Mar. 05, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 156,687 | $ 148,133 | $ 150,694 | |
Initech, LLC | ||||
Business Acquisition [Line Items] | ||||
Accounts receivable | $ 545 | |||
Intangible assets | 3,480 | |||
Accrued expenses and other current liabilities | (10) | |||
Deferred revenue | (102) | |||
Net assets acquired | 3,913 | |||
Goodwill | 9,613 | |||
Total consideration | $ 13,526 |
Acquisition - Intangible Assets
Acquisition - Intangible Assets Acquired (Details) - Initech, LLC $ in Thousands | Mar. 05, 2019USD ($) |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets | $ 3,480 |
Weighted average amortization period | 5 years 8 months 12 days |
Trademarks | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets | $ 1,200 |
Weighted average amortization period | 10 years |
Software | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets | $ 865 |
Weighted average amortization period | 3 years |
Customer relationships | |
Acquired Finite-Lived Intangible Assets [Line Items] | |
Total identifiable intangible assets | $ 1,415 |
Weighted average amortization period | 3 years 7 months 6 days |
Acquisition - Pro Forma Informa
Acquisition - Pro Forma Information (Details) - Initech, LLC - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Business Acquisition [Line Items] | ||
Revenue | $ 213,175 | $ 183,475 |
Net income | $ 12,057 | $ 2,380 |
Basic net income per share (in dollars per share) | $ 0.16 | $ 0.03 |
Diluted net income per share (in dollars per share) | $ 0.16 | $ 0.03 |
Acquisition - Fair Value of Con
Acquisition - Fair Value of Contingent Consideration (Details) - Initech, LLC - Contingent Consideration $ in Thousands | 10 Months Ended |
Dec. 31, 2019USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance at beginning of period | $ 0 |
Amounts acquired | 1,718 |
Accretion | 159 |
Fair value adjustment | (983) |
Balance at end of period | $ 894 |
Prepaid Expenses and Other Cu_3
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Prepaid Expense, Current [Abstract] | ||
Value-added tax and income tax receivables | $ 1,312 | $ 645 |
Fair value of derivative assets | 583 | 919 |
Prepaid insurance | 659 | 651 |
Prepaid support contracts | 443 | 547 |
Prepaid service providers | 1,765 | 1,638 |
Prepaid advertising | 680 | 102 |
Other prepaid expenses and other current assets | 620 | 409 |
Total prepaid expenses and other current assets | $ 6,062 | $ 4,911 |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
U.S. federal: | |||
Current | $ 0 | $ 82 | $ (21) |
Deferred | (1,967) | (473) | (6,637) |
Total U.S. federal | (1,967) | (391) | (6,658) |
U.S. state: | |||
Current | (121) | (47) | 32 |
Deferred | (895) | 1,223 | 74 |
Total U.S. state | (1,016) | 1,176 | 106 |
Foreign: | |||
Current | (2,657) | (1,212) | (293) |
Deferred | 711 | (40) | 141 |
Total foreign | (1,946) | (1,252) | (152) |
Total income tax expense | $ (4,929) | $ (467) | $ (6,704) |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Deferred tax assets: | ||
Net operating loss carryforwards | $ 12,265 | $ 16,835 |
Stock options and warrants | 3,990 | 3,125 |
U.S. federal and state income tax credits | 5,508 | 5,473 |
Accrued liabilities and other reserves | 2,316 | 1,189 |
Other comprehensive income | 146 | 206 |
Total deferred tax assets | 24,225 | 26,828 |
Valuation allowance | (2,890) | (2,299) |
Deferred tax assets, net of valuation allowance | 21,335 | 24,529 |
Deferred tax liabilities: | ||
Property and equipment | (985) | (68) |
Amortization of intangible assets | (6,863) | (8,707) |
Other | (27) | (105) |
Total deferred tax liabilities | $ (7,875) | $ (8,880) |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | $ 42,500,000 | ||
Operating loss carryforwards, unusable | 63,300,000 | ||
Gross deferred tax assets | 24,225,000 | $ 26,828,000 | |
Unrecognized tax benefits | 2,030,000 | 2,030,000 | |
Accrued interest or penalties | 0 | 0 | |
Recognized interest or penalties | 0 | 0 | $ 0 |
Skout | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | 16,500,000 | ||
Operating loss carryforwards, unusable | 1,400,000 | ||
Operating loss carryforwards, gross | 18,000,000 | ||
U.S. | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | 63,100,000 | ||
State and Local Jurisdiction | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | 47,700,000 | $ 49,100,000 | |
If(we), Inc. | |||
Income Tax Examination [Line Items] | |||
Operating loss carryforwards | 1,100,000 | ||
Operating loss carryforwards, unusable | 3,900,000 | ||
Operating loss carryforwards, gross | 4,900,000 | ||
Unrecognized tax benefits | $ 2,000,000 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income Tax Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
U.S. federal income tax (expense) benefit at statutory rate | $ (3,415) | $ (340) | $ 20,261 |
U.S. state income taxes, net of federal benefit (expense) | (209) | 54 | 21 |
Effect of rates different than the U.S. federal statutory income tax rate | (700) | (466) | 311 |
Goodwill impairment | 0 | 0 | (19,750) |
Windfall tax benefit (deficiency) | 160 | (263) | 2,155 |
Transaction costs | 0 | 0 | (819) |
Executive compensation limitation | (115) | (100) | (283) |
Non-deductible expenses | (53) | (62) | (825) |
Stock-based compensation forfeitures and other | 0 | 0 | (562) |
Rate change | 0 | (103) | (7,672) |
Dissolution of foreign entity | 0 | 0 | 1,125 |
Repatriation tax | 0 | 82 | (82) |
Change in valuation allowance | (591) | 212 | (731) |
GILTI | (9) | (251) | 0 |
Additional U.S. state NOLs | 0 | 765 | 0 |
Other | 3 | 5 | 147 |
Total income tax expense | $ (4,929) | $ (467) | $ (6,704) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Unrecognized Tax Benefits | |
Unrecognized tax benefits, beginning | $ 2,030 |
Gross increases | 0 |
Unrecognized tax benefits, ending | $ 2,030 |
- Property and Equipment, Net (
- Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Movement in Property, Plant and Equipment [Roll Forward] | ||
Property and equipment | $ 16,435 | |
Property and equipment | $ 14,877 | |
Less: Accumulated depreciation | (12,810) | |
Less: Accumulated depreciation | (10,243) | |
Total property and equipment, net | 3,625 | |
Total property and equipment, net | 4,634 | |
Servers, computer equipment and software | ||
Movement in Property, Plant and Equipment [Roll Forward] | ||
Property and equipment | 14,901 | |
Property and equipment | 13,656 | |
Office furniture and equipment | ||
Movement in Property, Plant and Equipment [Roll Forward] | ||
Property and equipment | 863 | |
Property and equipment | 575 | |
Leasehold improvements | ||
Movement in Property, Plant and Equipment [Roll Forward] | ||
Property and equipment | $ 671 | |
Property and equipment | $ 646 |
Property and Equipment, Net - N
Property and Equipment, Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Abstract] | |||
Depreciation | $ 2.6 | $ 2.3 | $ 2.2 |
Leases - Lease Cost (Details)
Leases - Lease Cost (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Lease costs: | |
Operating lease cost | $ 2,735 |
Finance lease cost: | |
Depreciation expense | 2 |
Interest on lease liabilities | 5 |
Total finance lease cost | $ 7 |
Leases - Cash Flow Information
Leases - Cash Flow Information (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Cash paid for amounts included in the measurement of lease liabilities: | |
Operating cash flows from operating leases | $ 2,705 |
Operating cash flows from finance leases | 5 |
Financing cash flows from finance leases | 191 |
ROU assets obtained in exchange for lease obligations: | |
Operating leases | $ 9,864 |
Leases - Future Lease Payments
Leases - Future Lease Payments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Operating Leases | |
2020 | $ 2,361 |
2021 | 2,383 |
2022 | 1,053 |
2023 | 528 |
2024 | 491 |
Thereafter | 1,114 |
Total minimum lease payments | 7,930 |
Less: Amount representing interest | 825 |
Total present value of minimum payments | 7,105 |
Less: Current portion | 2,081 |
Total long-term obligations | 5,024 |
Finance Leases | |
2020 | 12 |
2021 | 12 |
2022 | 12 |
2023 | 12 |
2024 | 12 |
Thereafter | 12 |
Total minimum lease payments | 72 |
Less: Amount representing interest | 9 |
Total present value of minimum payments | 63 |
Less: Current portion | 10 |
Total long-term obligations | $ 53 |
Leases - Lease Terms (Details)
Leases - Lease Terms (Details) | Dec. 31, 2019 |
Weighted-average remaining lease terms (years): | |
Operating leases | 4 years 5 months 16 days |
Finance leases | 5 years 9 months |
Weighted-average discount rates: | |
Operating leases | 4.44% |
Finance leases | 3.06% |
Intangible Assets, Net - Schedu
Intangible Assets, Net - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 70,411 | $ 67,260 |
Accumulated Amortization | (41,106) | (30,702) |
Net Carrying Amount | 29,305 | 36,558 |
Trademarks and domain names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 35,602 | 34,637 |
Accumulated Amortization | (17,423) | (13,407) |
Net Carrying Amount | 18,179 | 21,230 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 15,248 | 13,901 |
Accumulated Amortization | (10,081) | (7,130) |
Net Carrying Amount | 5,167 | 6,771 |
Software | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 19,561 | 18,722 |
Accumulated Amortization | (13,602) | (10,165) |
Net Carrying Amount | $ 5,959 | $ 8,557 |
Intangible Assets, Net - Narrat
Intangible Assets, Net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Intangible Assets [Abstract] | |||
Amortization of Intangible Assets | $ 10.5 | $ 11.5 | $ 9.4 |
Intangible Assets, Net - Annual
Intangible Assets, Net - Annual Future Amortization Expense (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2020 | $ 8,557 | |
2021 | 7,087 | |
2022 | 4,146 | |
2023 | 2,746 | |
2024 | 2,181 | |
Thereafter | 4,588 | |
Net Carrying Amount | $ 29,305 | $ 36,558 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill [Roll Forward] | ||
Balance at January 1 | $ 148,133 | $ 150,694 |
Goodwill acquired from the Initech Acquisition | 9,613 | |
Foreign currency translation adjustments | (1,059) | (2,561) |
Balance at December 31 | $ 156,687 | $ 148,133 |
Goodwill - Narrative (Details)
Goodwill - Narrative (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Abstract] | ||||
Goodwill impairment | $ 56,400 | $ 0 | $ 0 | $ 56,429 |
Goodwill, accumulated impairment loss | $ 56,400 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Payables and Accruals [Abstract] | ||
Accrued broadcaster fees, net of breakage | $ 5,350 | $ 5,039 |
Accrued professional fees | 1,889 | 955 |
Accrued employee-related costs | 4,803 | 6,226 |
Accrued service providers | 940 | 439 |
Accrued advertising | 2,315 | 2,181 |
Accrued current tax payable | 1,209 | 1,662 |
Accrued value-added, sales, use and other taxes | 1,472 | 1,030 |
Other accrued expenses | 2,112 | 1,580 |
Total accrued liabilities | $ 20,090 | $ 19,112 |
(Details)
(Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Line of Credit Facility [Line Items] | ||
Term loan facility | $ 34,125 | |
Less: Debt discount, net | (192) | $ (152) |
Less: Debt issuance costs, net | (58) | (133) |
Net carrying amount | 33,875 | 36,655 |
Less: Current portion | 3,500 | 18,567 |
Long-term debt, net | 30,375 | 18,088 |
Term loan facility | ||
Line of Credit Facility [Line Items] | ||
Term loan facility | $ 34,125 | $ 36,940 |
Debt - Additional Information (
Debt - Additional Information (Details) | Aug. 29, 2019USD ($) | Mar. 31, 2019USD ($) | Sep. 18, 2017USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) |
Debt Instrument [Line Items] | ||||||
Maximum leverage ratio 1 | 2.25 | 2.25 | ||||
Minimum coverage ratio | 1.25 | 1.25 | ||||
Prior Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | $ 20,000,000 | |||||
Line of credit facility, commitment fee percentage | 0.35% | |||||
Maximum leverage ratio 2 | 2.50 | 2.50 | ||||
Prior Revolving Credit Facility | GROWLr | ||||||
Debt Instrument [Line Items] | ||||||
Draws under credit facility | $ 7,000,000 | |||||
The New Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | 25,000,000 | |||||
Line of credit facility, commitment fee percentage | 0.25% | |||||
Outstanding borrowing capacity | $ 0 | $ 0 | $ 0 | |||
Debt issuance costs | 200,000 | |||||
The New Term Loan Facility | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | 35,000,000 | $ 60,000,000 | ||||
Quarterly principal payment | 900,000 | |||||
Outstanding obligation | 32,900,000 | |||||
Weighted average interest rate | 3.76% | 3.76% | ||||
Debt discount and issuance cost | $ 200,000 | |||||
The New Credit Facilities | ||||||
Debt Instrument [Line Items] | ||||||
Quarterly principal payment | $ 11,100,000 | |||||
Prepayment percentage of net cash proceeds | 100.00% | |||||
Collateral fees, amount | $ 100,000 | |||||
Loss on extinguishment of debt | $ (100,000) | |||||
Term loan facility | ||||||
Debt Instrument [Line Items] | ||||||
Quarterly principal payment | $ 3,750,000 | |||||
Amended and Restated Credit Agreement | ||||||
Debt Instrument [Line Items] | ||||||
Principle payment | $ 7,500,000 | |||||
Expected excess cash flow payment of debt | $ 3,600,000 | |||||
Minimum | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.75% | 1.25% | ||||
Minimum | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.75% | 2.25% | ||||
Minimum | The New Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, commitment fee percentage | 0.40% | |||||
Maximum | Base Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 2.00% | 2.25% | ||||
Maximum | London Interbank Offered Rate (LIBOR) | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 3.00% | 3.25% | ||||
Maximum | The New Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Line of credit facility, commitment fee percentage | 0.25% |
Debt - Scheduled Principal Paym
Debt - Scheduled Principal Payments (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Debt Disclosure [Abstract] | |
2020 | $ 3,500 |
2021 | 3,500 |
2022 | 27,125 |
Total minimum loan payments | $ 34,125 |
Commitments and Contingencies -
Commitments and Contingencies - Future Minimum Rental Payments for Capital and Operating Leases (Details) $ in Thousands | Dec. 31, 2019USD ($) |
Cloud Data Storage | |
2020 | $ 5,248 |
2021 | 6,882 |
2022 | 1,043 |
2023 | 1,147 |
Total minimum payments | $ 14,320 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) | Oct. 04, 2019$ / sharesshares | Jun. 01, 2018shares | Oct. 19, 2017employeeshares | Apr. 03, 2017employeeshares | Feb. 27, 2017shares | Oct. 03, 2016employeeshares | Apr. 30, 2018 | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($)$ / sharesshares | Dec. 31, 2017USD ($)$ / sharesshares | Jun. 14, 2019USD ($) | Dec. 16, 2016shares | Jun. 27, 2007shares | Oct. 31, 1998shares |
Preferred Stock | |||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||
Preferred stock, authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | ||||||||||||
Preferred stock, outstanding (in shares) | 0 | 0 | 0 | ||||||||||||
Preferred stock, issued (in shares) | 0 | 0 | 0 | ||||||||||||
Net operating loss | $ | $ 42,500,000 | $ 42,500,000 | |||||||||||||
Common Stock | |||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||||
Common stock, authorized (in shares) | 100,000,000 | 100,000,000 | 100,000,000 | ||||||||||||
Exercise of stock options (in shares) | 179,914 | 1,079,496 | |||||||||||||
Share repurchase program, authorized amount | $ | $ 30,000,000 | ||||||||||||||
Repurchase and retirement of common stock (in shares) | 5,737,569 | ||||||||||||||
Stock repurchased, value | $ | $ 22,300,000 | ||||||||||||||
Shares repurchased, average cost per share (in dollars per share) | $ / shares | $ 3.89 | ||||||||||||||
Share repurchase program, authorized amount | $ | $ 7,700,000 | $ 7,700,000 | |||||||||||||
Stock-Based Compensation | |||||||||||||||
Unrecognized compensation cost for stock options | $ | 400,000 | $ 400,000 | |||||||||||||
Options granted (in shares) | 0 | ||||||||||||||
Total stock-based compensation expense | $ | $ 11,107,000 | $ 9,286,000 | $ 8,467,000 | ||||||||||||
Unvested restricted stock awards | |||||||||||||||
Common Stock | |||||||||||||||
Stock issued during the period (in shares) | 1,616,142 | 1,591,662 | |||||||||||||
Stock-Based Compensation | |||||||||||||||
Unrecognized compensation cost for awards other than options | $ | 13,200,000 | $ 13,200,000 | |||||||||||||
Unrecognized compensation cost, period of recognition | 1 year 9 months 26 days | ||||||||||||||
Total stock-based compensation expense | $ | $ 8,400,000 | $ 6,600,000 | 5,100,000 | ||||||||||||
Vesting period | 3 years | ||||||||||||||
Expiration period | 3 years | ||||||||||||||
Unvested restricted stock awards | Tranche 1 | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Vesting percentage | 33.00% | ||||||||||||||
Unvested PSUs | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Unrecognized compensation cost for awards other than options | $ | $ 3,000,000 | $ 3,000,000 | |||||||||||||
Unrecognized compensation cost, period of recognition | 1 year 10 months 1 day | ||||||||||||||
Total stock-based compensation expense | $ | $ 1,300,000 | $ 600,000 | |||||||||||||
Vesting period | 3 years | ||||||||||||||
Stock options | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Unrecognized compensation cost, period of recognition | 4 months 14 days | ||||||||||||||
Options granted (in shares) | 0 | 0 | |||||||||||||
Intrinsic value of options exercised | $ | $ 300,000 | $ 1,700,000 | 6,500,000 | ||||||||||||
Total stock-based compensation expense | $ | $ 1,400,000 | $ 2,100,000 | $ 3,400,000 | ||||||||||||
Weighted average grant date fair value of stock options granted (in dollars per share) | $ / shares | $ 4.81 | ||||||||||||||
2018 Omnibus Incentive Plan | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Shares reserved for issuance (in shares) | 8,800,000 | ||||||||||||||
Fungible ratio | 1.4 | ||||||||||||||
Shares available for grant (in shares) | 2,800,000 | 2,800,000 | |||||||||||||
2012 Omnibus Incentive Plan | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Shares reserved for issuance (in shares) | 300,000 | 10,500,000 | |||||||||||||
Amended and Restated 2006 Stock Incentive Plan | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Shares reserved for issuance (in shares) | 2,100,000 | ||||||||||||||
2006 Stock Plan | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Shares reserved for issuance (in shares) | 3,700,000 | ||||||||||||||
The 2016 Inducement Omnibus Incentive Plan | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Additional shares authorized for issuance (in shares) | 2,000,000 | ||||||||||||||
The 2016 Inducement Omnibus Incentive Plan | Former Skout Employees | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Options granted (in shares) | 400,000 | ||||||||||||||
1998 Stock Option Plan | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Shares available for grant (in shares) | 6,000,000 | ||||||||||||||
Skout | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Number of former employees of acquiree | employee | 25 | ||||||||||||||
If(we), Inc. | |||||||||||||||
Preferred Stock | |||||||||||||||
Net operating loss | $ | $ 1,100,000 | $ 1,100,000 | |||||||||||||
If(we), Inc. | Unvested restricted stock awards | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Number of former employees of acquiree | employee | 83 | ||||||||||||||
Restricted stock awards granted (in shares) | 717,500 | ||||||||||||||
If(we), Inc. | Stock options | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Options granted (in shares) | 100,000 | ||||||||||||||
Lovoo, Inc. | Unvested restricted stock awards | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Number of former employees of acquiree | employee | 96 | ||||||||||||||
Restricted stock awards granted (in shares) | 531,500 | ||||||||||||||
Series A Preferred Stock | |||||||||||||||
Preferred Stock | |||||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||
Preferred stock, authorized (in shares) | 200,000 | 200,000 | 200,000 | ||||||||||||
Preferred stock, outstanding (in shares) | 0 | 0 | 0 | ||||||||||||
Preferred stock, issued (in shares) | 200,000 | 0 | 0 | 0 | |||||||||||
Minimum | Unvested PSUs | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Share payout range, threshold percentage | 33.00% | ||||||||||||||
Maximum | Unvested PSUs | |||||||||||||||
Stock-Based Compensation | |||||||||||||||
Share payout range, threshold percentage | 170.00% | ||||||||||||||
Purchase Right | |||||||||||||||
Preferred Stock | |||||||||||||||
Ownership percentage of common stock | 4.99% | ||||||||||||||
Additional shares of common stock (in shares) | 1 | ||||||||||||||
Issuance of warrants to purchase common stock (in shares) | 1 | ||||||||||||||
Exercise price of warrants (in dollars per share) | $ / shares | $ 19 | ||||||||||||||
Common Stock | |||||||||||||||
Common Stock | |||||||||||||||
Exercise of stock options (in shares) | 179,914 | 1,079,496 | 2,080,648 | ||||||||||||
Issuance of common stock for vested PSUs (in shares) | 0 | 111,350 |
Stockholders' Equity - Stock-ba
Stockholders' Equity - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense | $ 11,107 | $ 9,286 | $ 8,467 |
Sales and marketing | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense | 412 | 904 | 440 |
Product development and content | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense | 6,495 | 4,768 | 4,008 |
General and administrative | |||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | |||
Total stock-based compensation expense | $ 4,200 | $ 3,614 | $ 4,019 |
Stockholders' Equity - Stock Op
Stockholders' Equity - Stock Option Activity (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Number of Stock Options | ||
Outstanding, beginning balance (in shares) | 3,965,894 | |
Granted (in shares) | 0 | |
Exercised (in shares) | (179,914) | (1,079,496) |
Forfeited or expired (in shares) | (105,834) | |
Outstanding, ending balance (in shares) | 3,680,146 | 3,965,894 |
Exercisable (in shares) | 3,341,318 | |
Weighted- average Exercise Price | ||
Outstanding, Beginning Balance, Weighted-Average Exercise Price (in dollars per share) | $ 3.67 | |
Granted, Weighted-Average Exercise Price (in dollars per share) | 0 | |
Exercised, Weighted-Average Exercise Price (in dollars per share) | 4.29 | |
Forfeited or expired, Weighted-Average Exercise Price (in dollars per share) | 5.05 | |
Outstanding, Ending Balance, Weighted-Average Exercise Price (in dollars per share) | 3.60 | $ 3.67 |
Exercisable, Weighted-Average Exercise Price (in dollars per share) | $ 3.51 | |
Outstanding, Weighted-Average Remaining Contractual Life | 5 years | |
Exercisable, Weighted-Average Remaining Contractual Life | 4 years 9 months 18 days | |
Outstanding, Aggregate Intrinsic Value | $ 5,328 | |
Exercisable, Aggregate Intrinsic Value | $ 5,138 |
Stockholders' Equity - Fair Val
Stockholders' Equity - Fair Value Assumptions (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Equity [Abstract] | |
Risk-free interest rate | 1.90% |
Expected term (in years) | 6 years |
Expected dividend yield | 0.00% |
Expected volatility | 83.00% |
Stockholders' Equity - RSA Acti
Stockholders' Equity - RSA Activity (Details) - Unvested restricted stock awards | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Number of RSAs | |
Outstanding, beginning balance (in shares) | shares | 3,318,448 |
Granted (in shares) | shares | 2,649,729 |
Vested (in shares) | shares | (1,701,711) |
Forfeited or expired (in shares) | shares | (230,068) |
Outstanding, ending balance (in shares) | shares | 4,036,398 |
Weighted-Average Stock Price | |
Outstanding, Beginning Balance, Weighted-Average Stock Price (in dollars per share) | $ / shares | $ 3.98 |
Granted, Weighted-Average Stock Price (in dollars per share) | $ / shares | 5.20 |
Vested, Weighted-Average Stock Price (in dollars per share) | $ / shares | 3.78 |
Forfeited or expired, Weighted-Average Stock Price (in dollars per share) | $ / shares | 4.51 |
Outstanding, Ending Balance, Weighted-Average Stock Price (in dollars per share) | $ / shares | $ 4.85 |
Stockholders' Equity - PSU Awar
Stockholders' Equity - PSU Award Activity (Details) - Performance Shares | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Number of PSUs | |
Outstanding, beginning balance (in shares) | shares | 610,000 |
Granted (in shares) | shares | 476,100 |
Vested (in shares) | shares | 0 |
Forfeited or expired (in shares) | shares | 0 |
Outstanding, ending balance (in shares) | shares | 1,086,100 |
Weighted-Average Stock Price | |
Outstanding, Beginning Balance, Weighted-Average Stock Price (in dollars per share) | $ / shares | $ 3.11 |
Granted, Weighted-Average Stock Price (in dollars per share) | $ / shares | 5.91 |
Vested, Weighted-Average Stock Price (in dollars per share) | $ / shares | 0 |
Forfeited or expired, Weighted-Average Stock Price (in dollars per share) | $ / shares | 0 |
Outstanding, Ending Balance, Weighted-Average Stock Price (in dollars per share) | $ / shares | $ 4.34 |
Stockholders' Equity - Componen
Stockholders' Equity - Components of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Accumulated Other Comprehensive Income Loss [Roll Forward] | |||
Balance | $ 197,221 | $ 185,541 | $ 195,089 |
Reclassification of gain on derivative financial instruments | (1,125) | (2,059) | 1,566 |
Balance | 197,240 | 197,221 | 185,541 |
Accumulated Other Comprehensive Loss | |||
Accumulated Other Comprehensive Income Loss [Roll Forward] | |||
Balance | (2,034) | (1,125) | 0 |
Balance | (2,349) | (2,034) | (1,125) |
Derivative Financial Instruments | |||
Accumulated Other Comprehensive Income Loss [Roll Forward] | |||
Balance | (708) | (737) | 0 |
Other comprehensive income (loss) before reclassifications | 1,197 | 2,088 | (2,303) |
Reclassification of gain on derivative financial instruments | (1,125) | (2,059) | 1,566 |
Balance | (636) | (708) | (737) |
Cumulative Foreign Currency Translation Adjustment | |||
Accumulated Other Comprehensive Income Loss [Roll Forward] | |||
Balance | (1,326) | (388) | 0 |
Other comprehensive income (loss) before reclassifications | (387) | (938) | (388) |
Balance | $ (1,713) | $ (1,326) | $ (388) |
Derivatives and Hedging Activ_3
Derivatives and Hedging Activities - Additional Information (Details) - USD ($) $ in Millions | Aug. 29, 2019 | Dec. 31, 2019 |
Derivative [Line Items] | ||
Fair value, net liability position | $ 0.9 | |
Settlement required if credit-risk related provisions were breached | 0.9 | |
Interest rate swaps | ||
Derivative [Line Items] | ||
Gain (loss) to be reclassified to interest expense in next fiscal year | 0.1 | |
Cross-currency swap | ||
Derivative [Line Items] | ||
Gain (loss) to be reclassified to interest expense in next fiscal year | $ (0.5) | |
Derivative, Cash Received on Hedge | $ 1.9 |
Derivatives and Hedging Activ_4
Derivatives and Hedging Activities - Outstanding Derivatives (Details) | 12 Months Ended | |
Dec. 31, 2019USD ($)derivative_instrument | Dec. 31, 2019EUR (€)derivative_instrument | |
Interest rate swaps | ||
Derivative [Line Items] | ||
Number of Instruments | derivative_instrument | 2 | 2 |
At Inception Notional | $ 57,185,000 | |
Notional | $ 23,435,000 | |
Weighted-average Maturity Date (Years) | 1 year 8 months 19 days | |
Interest rate caps | ||
Derivative [Line Items] | ||
Number of Instruments | derivative_instrument | 1 | 1 |
At Inception Notional | $ 15,000,000 | |
Notional | $ 10,690,000 | |
Weighted-average Maturity Date (Years) | 8 months 19 days | |
Cross-currency swap | ||
Derivative [Line Items] | ||
Number of Instruments | derivative_instrument | 1 | 1 |
Weighted-average Maturity Date (Years) | 2 years 7 months 28 days | |
Cross-currency swap | Pay Fixed Notional | ||
Derivative [Line Items] | ||
Notional | € | € 36,868,000 | |
Remaining notional amount | € | € 35,963,000 | |
Cross-currency swap | Receive Fixed Notional | ||
Derivative [Line Items] | ||
Notional | $ 40,750,000 | |
Remaining notional amount | $ 39,750,000 |
Derivatives and Hedging Activ_5
Derivatives and Hedging Activities - Effect of Cash Flow Hedge Accounting on Accumulated Other Comprehensive Income (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain Reclassified from Other Comprehensive Loss into Income or Loss | $ 1,125 | $ 2,059 | $ (1,566) |
Amount of Gain (Loss) Recognized in Other Comprehensive Loss from Derivatives | 1,197 | 2,088 | (2,303) |
Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain Reclassified from Other Comprehensive Loss into Income or Loss | (793) | (891) | (110) |
(Gain) loss on foreign currency transactions | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain Reclassified from Other Comprehensive Loss into Income or Loss | (837) | (2,063) | 1,676 |
Cash flow hedging | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain Reclassified from Other Comprehensive Loss into Income or Loss | (1,630) | (2,983) | 1,566 |
Amount of Gain (Loss) Recognized in Other Comprehensive Loss from Derivatives | 1,760 | 3,087 | (2,303) |
Cash flow hedging | (Gain) loss on foreign currency transactions | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain Reclassified from Other Comprehensive Loss into Income or Loss | (837) | (2,062) | 1,676 |
Interest rate products | Cash flow hedging | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain (Loss) Recognized in Other Comprehensive Loss from Derivatives | (119) | 290 | (76) |
Interest rate products | Cash flow hedging | Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain Reclassified from Other Comprehensive Loss into Income or Loss | (92) | (55) | 37 |
Cross-currency swap | Cash flow hedging | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain (Loss) Recognized in Other Comprehensive Loss from Derivatives | 1,879 | 2,797 | (2,227) |
Cross-currency swap | Cash flow hedging | Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of Gain Reclassified from Other Comprehensive Loss into Income or Loss | $ (701) | $ (866) | $ (147) |
Derivatives and Hedging Activ_6
Derivatives and Hedging Activities - Income Statement Effect (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Derivative Instruments, Gain (Loss) [Line Items] | |||
Interest expense | $ (1,301) | $ (2,322) | $ (860) |
Amount of gain reclassified from other comprehensive loss into income or loss | 1,125 | 2,059 | (1,566) |
Total amounts of (loss) gain on foreign currency transactions presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded | (51) | 97 | (33) |
Interest Expense | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Interest expense | (1,301) | (2,322) | (860) |
Amount of gain reclassified from other comprehensive loss into income or loss | (793) | (891) | (110) |
Amount of gain reclassified from other comprehensive loss into income or loss as a result of a forecasted transaction being no longer probable of occurring | 0 | (30) | 0 |
Foreign Currency Transactions | |||
Derivative Instruments, Gain (Loss) [Line Items] | |||
Amount of gain reclassified from other comprehensive loss into income or loss | (837) | (2,063) | 1,676 |
Total amounts of (loss) gain on foreign currency transactions presented in the consolidated statements of operations in which the effects of cash flow hedges are recorded | $ (51) | $ 97 | $ (33) |
Derivatives and Hedging Activ_7
Derivatives and Hedging Activities - Fair Value of Derivatives and Balance Sheet Classification (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | $ 583 | $ 972 |
Liability Derivatives | (1,463) | (940) |
Interest rate products | Designated as hedging instrument | Prepaid expenses and other current assets / Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 15 | 166 |
Liability Derivatives | (12) | 0 |
Interest rate products | Designated as hedging instrument | Other assets - non-current | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 0 | 53 |
Liability Derivatives | (9) | 0 |
Cross-currency swap | Designated as hedging instrument | Prepaid expenses and other current assets / Accrued expenses | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 568 | 753 |
Liability Derivatives | 0 | 0 |
Cross-currency swap | Designated as hedging instrument | Long-term derivative liability | ||
Derivatives, Fair Value [Line Items] | ||
Asset Derivatives | 0 | 0 |
Liability Derivatives | $ (1,442) | $ (940) |
Revenue - Disaggregation of Rev
Revenue - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 57,567 | $ 52,621 | $ 52,000 | $ 49,513 | $ 52,458 | $ 45,716 | $ 42,801 | $ 37,638 | $ 211,701 | $ 178,613 | $ 123,754 |
Revenue, as a percent | 100.00% | 100.00% | 100.00% | ||||||||
Video | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 84,113 | $ 39,282 | $ 1,927 | ||||||||
Revenue, as a percent | 39.70% | 22.00% | 1.60% | ||||||||
Subscription and other in-app products | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 61,683 | $ 68,048 | $ 31,865 | ||||||||
Revenue, as a percent | 29.20% | 38.10% | 25.70% | ||||||||
User pay revenue | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 145,796 | $ 107,330 | $ 33,792 | ||||||||
Revenue, as a percent | 68.90% | 60.10% | 27.30% | ||||||||
Advertising | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenue | $ 65,905 | $ 71,283 | $ 89,962 | ||||||||
Revenue, as a percent | 31.10% | 39.90% | 72.70% |
Revenue - Additional Informatio
Revenue - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Increase in deferred revenue balance | $ 145 | ||
Revenue recognized from deferred revenue | $ 145.8 | ||
Revenue from Contract with Customer Benchmark | Two Customers | Customer Concentration Risk | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Concentration risk percentage | 57.00% | ||
Revenue, Product and Service Benchmark | Two Customers | Customer Concentration Risk | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Concentration risk percentage | 47.00% | ||
Revenue, Product and Service Benchmark | Three Customers | Customer Concentration Risk | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Concentration risk percentage | 46.00% |
Revenue - Contract revenue and
Revenue - Contract revenue and contract liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets: | ||
Contract assets | $ 25,503 | $ 27,532 |
Liabilities: | ||
Contract liabilities | $ 3,884 | $ 4,621 |
Net Income (Loss) per Share - B
Net Income (Loss) per Share - Basic and Diluted Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Numerator: | |||||||||||
Net income (loss) | $ 4,878 | $ 2,993 | $ 2,205 | $ 1,258 | $ 4,294 | $ 1,298 | $ (235) | $ (4,214) | $ 11,334 | $ 1,143 | $ (64,592) |
Denominator: | |||||||||||
Weighted-average shares outstanding— basic (in shares) | 74,118,035 | 73,085,542 | 68,743,956 | ||||||||
Effect of dilutive securities (in shares) | 2,803,385 | 2,530,897 | 0 | ||||||||
Weighted-average shares outstanding— diluted (in shares) | 76,921,420 | 75,616,439 | 68,743,956 | ||||||||
Basic net income (loss) per share (in dollars per share) | $ 0.07 | $ 0.04 | $ 0.03 | $ 0.02 | $ 0.06 | $ 0.02 | $ 0 | $ (0.06) | $ 0.15 | $ 0.02 | $ (0.94) |
Diluted net income (loss) per share (in dollars per share) | $ 0.07 | $ 0.04 | $ 0.03 | $ 0.02 | $ 0.06 | $ 0.02 | $ 0 | $ (0.06) | $ 0.15 | $ 0.02 | $ (0.94) |
Net Income (Loss) per Share - N
Net Income (Loss) per Share - Narrative (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |||
Antidilutive securities (in shares) | 2.4 | 3.1 | 9.2 |
Retirement Plan (Details)
Retirement Plan (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Postemployment Benefits [Abstract] | |||
Employer contribution amount | $ 0.9 | $ 0.8 | $ 0.7 |
Fair Value Measurements - Finan
Fair Value Measurements - Financial Assets and Liabilities Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Measurements, Recurring - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Assets: | ||
Money market funds | $ 7,108 | $ 7,640 |
Derivative assets | 583 | 972 |
Total assets | 7,691 | 8,612 |
Liabilities: | ||
Contingent consideration | (894) | |
Derivative liabilities | (1,463) | (940) |
Total liabilities | (2,357) | (940) |
Quoted Prices in Active Markets for Identical Items (Level 1) | ||
Assets: | ||
Money market funds | 7,108 | 7,640 |
Derivative assets | 0 | 0 |
Total assets | 7,108 | 7,640 |
Liabilities: | ||
Contingent consideration | 0 | |
Derivative liabilities | 0 | 0 |
Total liabilities | 0 | 0 |
Significant Other Observable Inputs (Level 2) | ||
Assets: | ||
Money market funds | 0 | 0 |
Derivative assets | 583 | 972 |
Total assets | 583 | 972 |
Liabilities: | ||
Contingent consideration | 0 | |
Derivative liabilities | (1,463) | (940) |
Total liabilities | (1,463) | (940) |
Significant Unobservable Inputs (Level 3) | ||
Assets: | ||
Money market funds | 0 | 0 |
Derivative assets | 0 | 0 |
Total assets | 0 | 0 |
Liabilities: | ||
Contingent consideration | (894) | |
Derivative liabilities | 0 | 0 |
Total liabilities | $ (894) | $ 0 |
Related Party Transactions - (D
Related Party Transactions - (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | |||
Total stock-based compensation expense | $ 11,107 | $ 9,286 | $ 8,467 |
Unvested restricted stock awards | |||
Related Party Transaction [Line Items] | |||
Total stock-based compensation expense | 8,400 | $ 6,600 | $ 5,100 |
VP Brand Strategy | |||
Related Party Transaction [Line Items] | |||
Salary | 161 | ||
Management Incentive Bonus | 31 | ||
Total stock-based compensation expense | 359 | ||
VP Brand Strategy | Unvested restricted stock awards | |||
Related Party Transaction [Line Items] | |||
Total stock-based compensation expense | 167 | ||
VP Quality Assurance | |||
Related Party Transaction [Line Items] | |||
Salary | 167 | ||
Management Incentive Bonus | 32 | ||
Total stock-based compensation expense | 366 | ||
VP Quality Assurance | Unvested restricted stock awards | |||
Related Party Transaction [Line Items] | |||
Total stock-based compensation expense | 167 | ||
Senior Designer | |||
Related Party Transaction [Line Items] | |||
Salary | 121 | ||
Management Incentive Bonus | 0 | ||
Total stock-based compensation expense | 159 | ||
Senior Designer | Unvested restricted stock awards | |||
Related Party Transaction [Line Items] | |||
Total stock-based compensation expense | $ 38 |
Subsequent Events (Details)
Subsequent Events (Details) | 6 Months Ended |
Dec. 31, 2020$ / shares | |
Forecast | |
Subsequent Event [Line Items] | |
Merger agreement, right to receive cash (in dollars per share) | $ 6.30 |
Quarterly Results of Operatio_3
Quarterly Results of Operations Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |||||||||||
Revenue | $ 57,567 | $ 52,621 | $ 52,000 | $ 49,513 | $ 52,458 | $ 45,716 | $ 42,801 | $ 37,638 | $ 211,701 | $ 178,613 | $ 123,754 |
Operating costs and expenses | 49,770 | 48,337 | 48,557 | 47,569 | 47,626 | 43,667 | 41,860 | 41,598 | 194,233 | 174,751 | 180,764 |
Income (loss) from operations | 7,797 | 4,284 | 3,443 | 1,944 | 4,832 | 2,049 | 941 | (3,960) | 17,468 | 3,862 | (57,010) |
Net income (loss) | $ 4,878 | $ 2,993 | $ 2,205 | $ 1,258 | $ 4,294 | $ 1,298 | $ (235) | $ (4,214) | $ 11,334 | $ 1,143 | $ (64,592) |
Basic net income (loss) per share (in dollars per share) | $ 0.07 | $ 0.04 | $ 0.03 | $ 0.02 | $ 0.06 | $ 0.02 | $ 0 | $ (0.06) | $ 0.15 | $ 0.02 | $ (0.94) |
Diluted net income (loss) per share (in dollars per share) | $ 0.07 | $ 0.04 | $ 0.03 | $ 0.02 | $ 0.06 | $ 0.02 | $ 0 | $ (0.06) | $ 0.15 | $ 0.02 | $ (0.94) |
Uncategorized Items - meet-2019
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 16,000 |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 16,000 |