Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2017shares | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | CYREN Ltd. |
Entity Central Index Key | 1,084,577 |
Trading Symbol | CYRN |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Document Type | 20-F |
Document Period End Date | Dec. 31, 2017 |
Document Fiscal Period Focus | FY |
Document Fiscal Year Focus | 2,017 |
Entity Well-known Seasoned Issuer | No |
Entity Voluntary Filers | No |
Entity Current Reporting Status | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | 53,375,854 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | May 31, 2014 |
CURRENT ASSETS: | |||
Cash and cash equivalents | $ 23,981 | $ 10,621 | |
Trade receivables (net of allowances for doubtful accounts of $445 and $560 as of December 31, 2017 and 2016, respectively) | 2,890 | 3,061 | |
Prepaid expenses and other receivables | 1,339 | 918 | |
Total current assets | 28,210 | 14,600 | |
LONG-TERM ASSETS: | |||
Long-term restricted lease deposits | 379 | 380 | |
Severance pay fund | 714 | 604 | |
Property and equipment, net | 2,787 | 2,081 | |
Intangible assets, net | 11,018 | 10,426 | |
Goodwill | 21,128 | 19,441 | |
Total long-term assets | 36,026 | 32,932 | |
Total assets | 64,236 | 47,532 | |
CURRENT LIABILITIES: | |||
Trade payables | 1,017 | 764 | |
Employees and payroll accruals | 3,239 | 2,528 | |
Accrued expenses and other liabilities | 1,012 | 755 | |
Earn-out consideration and related costs | 3,588 | 3,041 | |
Deferred revenues | 5,032 | 4,609 | |
Total current liabilities | 13,888 | 11,697 | |
LONG-TERM LIABILITIES: | |||
Deferred revenues | 524 | 1,788 | |
Deferred tax liability, net | 1,355 | 1,374 | |
Accrued severance pay | 930 | 816 | |
Other liabilities | 438 | 119 | |
Total long-term liabilities | 3,247 | 4,097 | |
COMMITMENTS AND CONTINGENCIES | |||
SHAREHOLDERS' EQUITY: | |||
Ordinary shares nominal value ILS 0.15 par value - Authorized: 75,353,340 shares as of December 31, 2017 and 2016, respectively; Issued: 54,405,881 and 40,353,953 shares as of December 31, 2017 and 2016, respectively; Outstanding: 53,375,854 and 39,174,272 shares as of December 31, 2017 and 2016, respectively | 2,097 | 1,497 | |
Additional paid-in capital | 244,609 | 216,147 | |
Treasury shares: 1,030,027 and 1,179,681 ordinary shares as of December 31, 2017 and 2016, respectively | (3,312) | (3,867) | |
Accumulated other comprehensive loss | (1,195) | (2,851) | |
Accumulated deficit | (195,098) | (179,188) | $ 1,306 |
Total shareholders' equity | 47,101 | 31,738 | |
Total liabilities and shareholders' equity | $ 64,236 | $ 47,532 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) $ in Thousands | Dec. 31, 2017USD ($)shares | Dec. 31, 2017₪ / shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2016₪ / shares |
Statement of Financial Position [Abstract] | ||||
Allowances for doubtful accounts | $ | $ 445 | $ 560 | ||
Ordinary shares, par value | ₪ / shares | ₪ 0.15 | ₪ 0.15 | ||
Ordinary shares, authorized | 75,353,340 | 75,353,340 | ||
Ordinary shares, issued | 54,405,881 | 40,353,953 | ||
Ordinary shares, outstanding | 53,375,854 | 39,174,272 | ||
Treasury shares | 1,030,027 | 1,179,681 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Statement [Abstract] | |||
Revenues | $ 30,799 | $ 30,983 | $ 27,762 |
Cost of revenues | 11,899 | 10,042 | 8,866 |
Gross profit | 18,900 | 20,941 | 18,896 |
Operating expenses: | |||
Research and development, net | 9,825 | 8,656 | 8,842 |
Sales and marketing | 15,551 | 10,814 | 8,466 |
General and administrative | 7,286 | 6,645 | 6,123 |
Adjustment to earn-out consideration | 893 | (75) | |
Total operating expenses | 32,662 | 27,008 | 23,356 |
Operating loss | (13,762) | (6,067) | (4,460) |
Other income (expense), net | 452 | (1) | 27 |
Financial expenses, net | (2,380) | (147) | (243) |
Loss before taxes on income | (15,690) | (6,215) | (4,676) |
Tax benefit (expense) | 42 | 2 | (123) |
Loss | $ (15,648) | $ (6,213) | $ (4,799) |
Basic and diluted loss per share | $ (0.38) | $ (0.16) | $ (0.14) |
Weighted average number of shares used in computing basic and diluted loss per share | 40,922,453 | 39,135,321 | 34,315,638 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | |||
Loss | $ (15,648) | $ (6,213) | $ (4,799) |
Other comprehensive loss: | |||
Foreign currency translation adjustments | 1,656 | (461) | (1,655) |
Comprehensive loss | $ (13,992) | $ (6,674) | $ (6,454) |
Statements of Changes in Shareh
Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Total | Number of outstanding ordinary shares | Additional paid-in capital | Treasury shares | Accumulated other comprehensive income (loss) | Accumulated deficit | |
Balance beginning at Dec. 31, 2014 | $ 31,059 | $ 1,195 | $ 202,947 | $ (4,277) | $ (735) | [1] | $ (168,071) |
Balance beginning, shares at Dec. 31, 2014 | 31,396,940 | ||||||
Issuance of shares upon public offering ($1.65 per share), net of $1,126 issuance expenses | 11,524 | $ 302 | 11,222 | ||||
Issuance of shares upon public offering ($1.65 per share), net of $1,126 issuance expenses, shares | 7,666,665 | ||||||
Issuance of treasury shares upon exercise of options | 153 | (42) | 213 | (18) | |||
Issuance of treasury shares upon exercise of options, shares | 57,593 | ||||||
Stock-based compensation related to employees, directors and consultants | 1,066 | 1,066 | |||||
Other comprehensive loss | (1,655) | (1,655) | [1] | ||||
Loss | (4,799) | (4,799) | |||||
Balance ending at Dec. 31, 2015 | 37,348 | $ 1,497 | 215,193 | (4,064) | (2,390) | [1] | (172,888) |
Balance ending, shares at Dec. 31, 2015 | 39,121,198 | ||||||
Issuance of treasury shares upon exercise of options | 84 | (26) | 197 | (87) | |||
Issuance of treasury shares upon exercise of options, shares | 53,074 | ||||||
Stock-based compensation related to employees, directors and consultants | 980 | 980 | |||||
Other comprehensive loss | (461) | (461) | [1] | ||||
Loss | (6,213) | (6,213) | |||||
Balance ending at Dec. 31, 2016 | 31,738 | $ 1,497 | 216,147 | (3,867) | (2,851) | [1] | (179,188) |
Balance ending, shares at Dec. 31, 2016 | 39,174,272 | ||||||
Issuance of shares upon private offering ($1.85 per share), net of $631 issuance expenses | 18,971 | $ 452 | 18,519 | ||||
Issuance of shares upon private offering ($1.85 per share), net of $631 issuance expenses, shares | 10,595,521 | ||||||
Issuance of shares upon conversion of convertible notes and accrued interest on account of the convertible notes | 8,231 | $ 148 | 8,083 | ||||
Issuance of shares upon conversion of convertible notes and accrued interest on account of the convertible notes, shares | 3,456,407 | ||||||
Issuance of treasury shares upon exercise of options | 93 | (200) | 555 | (262) | |||
Issuance of treasury shares upon exercise of options, shares | 149,654 | ||||||
Stock-based compensation related to employees, directors and consultants | 2,060 | 2,060 | |||||
Other comprehensive loss | 1,656 | 1,656 | [1] | ||||
Loss | (15,648) | (15,648) | |||||
Balance ending at Dec. 31, 2017 | $ 47,101 | $ 2,097 | $ 244,609 | $ (3,312) | $ (1,195) | [1] | $ (195,098) |
Balance ending, shares at Dec. 31, 2017 | 53,375,854 | ||||||
[1] | Relates to foreign currency translation adjustments. |
Statements of Changes in Share7
Statements of Changes in Shareholders' Equity (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2015 | |
Statement of Stockholders' Equity [Abstract] | ||
Issuance of shares public offering price per share | $ 1.65 | |
Issuance expenses | $ 631 | $ 1,126 |
Issuance of shares upon private offering price per share | $ 1.85 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Loss | $ (15,648) | $ (6,213) | $ (4,799) |
Adjustments to reconcile loss to net cash provided by (used in) operating activities: | |||
Loss on disposal of property and equipment | 2 | 11 | 9 |
Depreciation | 1,303 | 1,246 | 1,337 |
Stock-based compensation | 2,060 | 980 | 1,066 |
Amortization of intangible assets | 3,746 | 2,836 | 1,549 |
Accrued interest, accretion of discount and exchange rate differences on credit line | (19) | 69 | |
Accretion of discount on convertible notes | 480 | ||
Change in fair value of embedded conversion feature on convertible notes | 1,349 | ||
Other income related to investment in affiliate | (450) | ||
Accretion and change in fair value of earn-out consideration, net | (27) | ||
Other expenses related to the earn-out consideration | 117 | 774 | |
Deferred taxes, net | (175) | (212) | (257) |
Changes in assets and liabilities: | |||
Trade receivables, net | 77 | 759 | 716 |
Prepaid expenses and other receivables | (362) | (82) | 36 |
Change in long-term lease deposits | 6 | (184) | (12) |
Trade payables | 36 | 124 | (110) |
Employees and payroll accruals, accrued expenses and other liabilities | 780 | (288) | (595) |
Deferred revenues | (841) | 2,305 | (1,069) |
Accrued severance pay, net | 4 | 88 | 52 |
Other long-term liabilities | 302 | (11) | 41 |
Net cash provided by (used in) operating activities | (7,214) | 2,114 | (1,994) |
Cash flows from investing activities: | |||
Capitalization of technology, net of grants received | (3,567) | (2,824) | (1,751) |
Proceeds from sale of investment in affiliate | 450 | ||
Proceeds from sale of property and equipment | 5 | ||
Purchase of property and equipment | (1,771) | (985) | (1,222) |
Net cash used in investing activities | (4,888) | (3,809) | (2,968) |
Cash flows from financing activities: | |||
Proceeds from public and private offerings, net | 18,971 | 11,524 | |
Proceeds from convertible notes | 6,300 | ||
Payment of earn-out consideration | (457) | ||
Proceeds from credit line | 4,400 | ||
Repayment of credit line | (4,150) | (5,200) | |
Proceeds from options exercised | 93 | 84 | 153 |
Net cash provided by (used in) financing activities | 25,364 | (4,066) | 10,420 |
Effect of exchange rate changes on cash and cash equivalents | 98 | 3 | (142) |
Increase (decrease) in cash and cash equivalents | 13,360 | (5,758) | 5,316 |
Cash and cash equivalents at the beginning of the year | 10,621 | 16,379 | 11,063 |
Cash and cash equivalents at the end of the year | 23,981 | 10,621 | 16,379 |
Cash paid (received) during the year for: | |||
Taxes, net | (50) | 299 | 190 |
Interest | 130 | 60 | 185 |
Non-cash transactions: | |||
Purchase of property and equipment by credit | (217) | (39) | (82) |
Net change in accrued payroll expenses related to capitalization of technology | (255) | (304) | (178) |
Conversion of convertible notes and accrued interest on account of convertible notes into shares | $ (8,231) |
General
General | 12 Months Ended |
Dec. 31, 2017 | |
General [Abstract] | |
GENERAL | NOTE 1: GENERAL Cyren Ltd. (henceforth “Cyren”) was incorporated under the laws of the State of Israel on February 10, 1991 and its legal form is a company limited by shares. Cyren listed its shares to the public on July 15, 1999 under the name Commtouch Software Ltd. and changed its legal name to Cyren Ltd. in January 2014. Cyren and its subsidiaries, unless otherwise indicated will be referred to in these consolidated financial statements as the “Company”. The Company is engaged in developing and marketing information security solutions for protecting web, email and mobile transactions. The Company sells its cloud-based solutions worldwide, in both embedded and Security-as-a-Service models, to Original Equipment Manufacturers (“OEMs”), service providers and enterprises. The Company operates in one reportable segment, which constitutes its reporting unit. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Significant Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2: SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”). a. Use of estimates: The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company’s management believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, the Company’s management evaluates estimates, including those related to fair value and useful lives of intangible assets, fair value of earn-out liabilities, valuation allowance on deferred tax assets, income tax uncertainties, fair values of stock-based awards, other contingent liabilities and estimates used in applying the revenue recognition policy. Such estimates are based on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. b. Financial statements in U.S. dollars: Cyren’s revenues, and certain of its subsidiary’s revenues, are generated mainly in U.S. dollars. In addition, most of their costs are incurred in U.S. dollars. The Company’s management believes that the U.S. dollar is the primary currency of the economic environment in which Cyren and certain of its subsidiaries operate. Thus, the functional and reporting currency of Cyren and certain of its subsidiaries is the U.S. dollar. Cyren and certain subsidiaries’ transactions and balances denominated in dollars are presented at their original amounts. Non-dollar transactions and balances have been re-measured to dollars in accordance with ASC 830, “Foreign Currency Matters”. All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statements of operations as financial income or expenses, as appropriate. For those subsidiaries whose functional currency has been determined to be their local currency, assets and liabilities are translated at year-end exchange rates and statements of operations items are translated at average exchange rates prevailing during the year. Such translation adjustments are recorded as a separate component of accumulated other comprehensive income (loss) in shareholders’ equity. c. Principles of consolidation: The consolidated financial statements include the accounts of Cyren and its subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. d. Cash equivalents: Cash equivalents are short-term highly liquid investments that are readily convertible to cash with original maturities of three months or less at acquisition. e. Restricted deposits: The Company maintains certain deposits amounts restricted as to withdrawal or use. On December 31, 2017, the Company maintained a balance of $247 which is restricted and is held as collateral for a bank guarantee and a letter of credit provided to the lessors of two of the Company’s offices. A balance of $133 restricted deposit is presented within prepaid expenses and other receivables and $114 is presented in the long-term restricted lease deposits balance. f. Investment in affiliates: The Company’s investments in affiliated companies comprises of investments in which the Company owns less than 20 % or in which the Company cannot exercise significant influence over the affiliates’ operating and financial policies. These investments are stated at cost. The investment in affiliate balance has been zero since December 31, 2013 and no new investments were made during the years ended December 31, 2015, 2016 and 2017. g. Property and equipment: Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets at the following annual rates: % Computers and peripheral equipment 33 Office furniture and equipment 7– 20 Leasehold improvements Over the shorter of the term of the h. Intangible assets: Intangible assets that are not considered to have an indefinite useful life are amortized over their estimated useful lives, which range from 1 to 15 years. Acquired customer contracts and relationships are amortized over their estimated useful lives in proportion to the economic benefits realized. This accounting policy results in accelerated amortization of such customer contracts and relationships arrangements as compared to the straight-line method. Technology, Intellectual Property and Trademark are amortized over their estimated useful lives on a straight-line basis. i. Impairment of long-lived assets: The Company’s long-lived assets and identifiable intangibles are reviewed for impairment in accordance with ASC 360 “Property, Plant and Equipment”, whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset group to the future undiscounted cash flows the asset group is expected to generate. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. For each of the three years in the period ended December 31, 2017, no impairment losses have been identified. j. Goodwill: Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. Goodwill is not amortized, but rather is subject to an impairment test. The Company performs an annual impairment test at December 31, of each fiscal year, or more frequently if impairment indicators are present. The Company operates in one operating segment, and this segment comprises its only reporting unit. ASC 350 prescribes a two-phase process for impairment testing of goodwill. The first phase screens for impairment, while the second phase (if necessary) measures impairment. Goodwill impairment is deemed to exist if the net book value of a reporting unit exceeds its estimated fair value determined using market capitalization. In such case, the second phase is then performed, and the Company measures impairment by comparing the carrying amount of the reporting unit’s goodwill to the implied fair value of that goodwill. An impairment loss is recognized in an amount equal to the excess. ASC 350 allows an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. An entity is not required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. Alternatively, ASC 350 permits an entity to bypass the qualitative assessment for any reporting unit and proceed directly to performing the first step of the goodwill impairment test. Accordingly, the Company elected to proceed directly to the first step of the quantitative goodwill impairment test and compares the fair value of the reporting unit with its carrying value. For each of the three years in the period ended December 31, 2017, no impairment losses have been identified. k. Fair value measurements: The carrying amounts of cash and cash equivalents, trade receivables, prepaid expenses, other receivables and trade payables, approximate their fair values due to the short-term maturities of such financial instruments. Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tiered fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 - Unobservable inputs for the asset or liability. The availability of observable inputs can vary from instrument to instrument and is affected by a wide variety of factors, including, for example, the type of instrument, the liquidity of markets and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment and the instruments are categorized as Level 3. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company’s earn-out considerations are classified within Level 3. The valuation methodology used by the Company to calculate the fair value of the earn-out considerations is the discounted cash-flow method. The assumptions used in the valuation of the earn-out considerations for the period up to December 31, 2015 included forecasted future revenues and a weighted average cost of capital of 14.32% - 18.45%. During the year ended December 31, 2015, the effect of the measurement of the earn-out consideration fair value was a reduction in the liability of $75 which was recorded in the statements of operations under adjustments to earn-out consideration. As of December 31, 2017, there are no unobservable inputs remaining which are related to the liability as the period for determining the earn-out considerations value ended as of December 31, 2015. The value as of December 31, 2017 represents the remaining actual undiscounted cash-flow that is expected from the earn-out consideration, including accrued interest expenses and legal fees through December 31, 2017. l. Derivative financial instruments: The Company accounts for derivatives based on ASC 815 (“Derivatives and Hedging”). ASC 815 requires the Company to recognize all derivatives on the balance sheet at fair value. Under these standards, the Company separately accounts for the liability and derivative component as an implicit or explicit term that affects some or all of the cash flows or the value of other exchanges required by a contract in a manner similar to a derivative instrument. The derivative component at issuance is recognized at fair value, based on the fair value of a similar instrument that does not have a conversion feature. The liability component is presented at its discounted value based on the excess of the principal amount of the debentures over the fair value of the derivative component, after adjusting for an allocation of debt issuance costs. The effective portion of the gain or loss on the derivative instrument is reported in the consolidated statements of operations under financial expenses, net. m. Revenue recognition: The Company derives its revenues from the sale of real-time cloud-based services for each of Cyren’s email security, web security, antimalware and advanced threat protection offerings. The Company sells its solutions primarily through OEMs which are considered end-users and also sells complete security services directly to enterprises. Revenue is recognized when there is persuasive evidence of an arrangement, the service has been rendered, the collection of the fee is probable and the amount of fees to be paid by the customer is fixed or determinable. Revenues from such services are recognized ratably over the contractual service term, which generally includes a term period of one to three years. Deferred revenues include unearned amounts received from customers, but not yet recognized as revenues. Such revenues are recognized ratably over the term of the related agreement. n. Research and development costs, net: Research and development costs are charged to statements of operations as incurred, except for capitalized technology. O. Capitalized technology: The Company capitalizes development costs incurred during the application development stage which are related to internal-use technology that supports its security services. Costs related to preliminary project activities and post implementation activities are expensed as incurred as research and development costs on the statements of operations. Capitalized internal-use technology is included in intangible assets on the balance sheet and is amortized on a straight-line basis over its estimated useful life, which is generally one to three years. Amortization expenses are recognized under cost of goods sold. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. p. Government grants: The Company receives Israeli government grants for funding certain approved research and development projects. These grants are recognized at the time the Company is entitled to such grants, on the basis of the related costs incurred and recorded as a deduction of research and development costs. The deduction in research and development costs due to government grants amounted to $778, $852 and $800 in 2017, 2016 and 2015, respectively. q. Concentrations of credit risk: The Company has no significant off-balance-sheet concentration of credit risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. The majority of the Company’s cash and cash equivalents are invested in dollars and are deposited in major banks in the United States, Germany, Iceland, UK and Israel. Such investments in the United States may be in excess of insured limits and are not insured in other jurisdictions. Management believes that the financial institutions that hold the Company’s investments are institutions with high credit standing, and accordingly, minimal credit risk exists with respect to these investments. The trade receivables of the Company are derived from transactions with companies located primarily in North America, Europe, Israel and Asia. An allowance for doubtful accounts is determined with respect to those amounts that the Company has determined to be doubtful of collection. The provision for doubtful accounts amounted $445 and $560 at December 31, 2017 and 2016, respectively. Bad debt benefit for each of the years ended December 31, 2017, 2016 and 2015 was $65, $4 and $314, respectively. r. Accounting for stock-based compensation: ASC 718 - “Compensation-stock Compensation”- (“ASC 718”) requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company’s consolidated statements of operations. The Company recognizes compensation expense for the value of its awards on a straight-line basis over the requisite service period of each of the awards, net of estimated forfeitures. Estimated forfeitures are based on actual historical pre-vesting forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Estimated forfeitures are based on actual historical pre-vesting forfeitures (pursuant to the adoption of ASU 2016-09, the Company made a policy election to estimate the number of awards that are expected to vest). The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing model. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon actual historical stock price movements over the most recent periods ending on the grant date, equal to the expected term of the options. The expected term of options granted represents the period of time that options granted are expected to be outstanding, based upon historical experience. The risk-free interest rate is based on the yield from U.S. treasury bonds with an equivalent term. The Company has historically not paid dividends and has no foreseeable plans to pay dividends. The Company applies ASC 718, and ASC 505-50, “Equity Based Payments to Non-Employees” (“ASC 505-50”), with respect to options issued to non-employees. The fair value for options granted to employees and directors in 2017, 2016 and 2015 is estimated at the date of grant using a Black-Scholes options pricing model with the following assumptions: Year ended December 31, Stock options 2017 2016 2015 Volatility 44%-51% 48%-50% 42%-48% Risk-free interest rate 1.2%-2.1% 0.8%-1.4% 1.1%-1.2% Dividend yield 0% 0% 0% Expected term (years) 3.5-5.1 3.4-5.0 3.4-3.9 s. Basic and diluted loss per share: Basic loss per share has been computed using the weighted-average number of ordinary shares outstanding during the year. Diluted loss per share is computed based on the weighted average number of ordinary shares outstanding during each year, plus the weighted average number of dilutive potential ordinary shares considered outstanding during the year. In 2017, 2016 and 2015 there is no difference between the denominator of basic and diluted loss per share. t. Severance pay: The Company’s liability for severance pay in Israel is calculated pursuant to Israel’s Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date. Employees are entitled to one month’s salary for each year of employment or a portion thereof. The Company’s obligation for all of its Israeli employees is fully provided by monthly deposits with severance pay funds and insurance policies, and by an accrual. The value of those funds and policies is recorded as an asset in the Company’s balance sheet. The deposited funds include profits and losses accumulated up to the balance sheet date. The deposited funds may be withdrawn only upon the fulfillment of the obligation pursuant to Israel’s Severance Pay Law or labor agreements. The value of the deposited funds is based on the cash surrendered value of these policies. Effective October, 2014, the Company’s agreements with new employees in Israel, are under Section 14 of the Severance Pay Law, 1963. The Company’s contributions for severance pay have replaced its severance obligation. Upon contribution of the full amount of the employee’s monthly salary for each year of service, no additional calculations is conducted between the parties regarding the matter of severance pay and no additional payment is made by the Company to the employee. Further, the related obligation and amounts deposited on behalf of the employee for such obligation are not stated on the balance sheet, as the Company is legally released from the obligation to employees once the deposit amounts have been paid. Severance benefit (expense) for the years ended December 31, 2017, 2016 and 2015 was $20, $(87) and $(53), respectively. u. Treasury shares: The Company repurchases its ordinary shares from time to time on the open market and holds such shares as treasury shares. The Company presents the cost to repurchase treasury shares as a reduction in shareholders’ equity. The Company reissues treasury shares under the stock purchase plan, upon exercise of option and upon issuance of shares upon acquisitions. Reissuance of treasury shares is accounted for in accordance with ASC 505-30 whereby gains are credited to additional paid-in capital and losses are charged to additional paid-in capital to the extent that previous net gains are included therein; otherwise to accumulated deficit. v. Income taxes: The Company accounts for income taxes in accordance with ASC 740, “Income Taxes” (“ASC 740”). ASC 740 prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance to reduce deferred tax assets to amounts more likely than not to be realized. ASC 740 contains a two-step approach to recognizing and measuring a liability for uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% (cumulative basis) likely to be realized upon ultimate settlement. w. Comprehensive loss: The Company accounts for comprehensive loss in accordance with ASC No. 220, “Comprehensive Income”. Comprehensive loss generally represents all changes in shareholders’ equity during the period except those resulting from investments by, or distributions to, shareholders. The Company determined that its items of other comprehensive income (loss) relate to gains and losses from functional currency translation adjustments on behalf of subsidiaries whose functional currency has been determined to be their local currency. x. Impact of recently issued accounting standards: In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers: Topic 606 (“ASC 606”), to supersede nearly all existing revenue recognition guidance under U.S. GAAP. Under the new standard, revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flow arising from contracts with customers. The guidance permits two methods of modification: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the modified retrospective method.). The Company will adopt the new standard, effective January 1, 2018, using the modified retrospective method applied to those contracts which were not substantially completed as of January 1, 2018. The Company has completed its evaluation of the Standard and does not expect a material change in its pattern of revenue recognition. In addition, the standard requires the deferral and amortization of “incremental” costs incurred to obtain a contract. The primary contract acquisition cost for the Company are sales commissions. Under current GAAP, the Company expenses sales commissions as incurred while under the standard such costs will be classified as a contract asset and amortized over a period that approximates the timing of revenue recognition on the underlying contracts. The Company will record an asset and a cumulative effect to retained earnings of approximately $1,306 on the opening balance sheet at January 1, 2018. In February 2016, the FASB issued ASU 2016-02, “Leases” (Topic 842), whereby lessees will be required to recognize for all leases at the commencement date a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. A modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements must be applied. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Companies may not apply a full retrospective transition approach. ASU 2016-02 is effective for annual and interim periods beginning after December 15, 2018. Early application is permitted. The Company is evaluating the potential impact of this new guidance. In August 2016, the FASB issued ASU 2016-15 - “Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments”, which is intended to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the Consolidated Statement of Cash Flows by providing guidance on eight specific cash flow issues. ASU 2016-15 is effective retrospectively on January 1, 2018, with early adoption permitted. The Company is in the process of evaluating the impact of this new guidance. In November 2016, the FASB issued ASU 2016-18, “ ” In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. ASU 2017-04 eliminates step two of the goodwill impairment test and specifies that goodwill impairment should be measured by comparing the fair value of a reporting unit with its carrying amount. Additionally, the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets should be disclosed. ASU 2017-04 is effective for annual or interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019, and early adoption is permitted. The Company is in the process of evaluating the impact of this new guidance. In May 2017, the FASB issued ASU 2017-09, “Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting.” ASU 2017-09 was issued to provide clarity and reduce both 1) diversity in practice and 2) cost and complexity when applying the guidance in Topic 718 to a change in the terms or conditions of a share-based payment award. ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting under Topic 718. The amendments in ASU 2017-09 are effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. The amendments in ASU 2017-09 have been applied prospectively to awards modified on or after the adoption date. The Company has adopted the new standard effective January 1, 2017 and adoption of this standard did not have a material impact on the consolidated financial statements. |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2017 | |
Property and Equipment, Net [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 3: PROPERTY AND EQUIPMENT, NET December 31 2017 2016 Cost: Computers and peripheral equipment $ 11,782 $ 10,019 Office furniture and equipment 1,293 1,194 Leasehold improvements 1,896 1,677 14,971 12,890 Less accumulated depreciation (12,184 ) (10,809 ) Property and equipment, net $ 2,787 $ 2,081 Depreciation expense amounted to $1,303, $1,246 and $1,337 in 2017, 2016 and 2015, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2017 | |
Intangible Assets, Net/Goodwill [Abstract] | |
INTANGIBLE ASSETS, NET | NOTE 4: INTANGIBLE ASSETS, NET a. Definite-lived intangible assets: December 31, 2017 2016 Original amounts: Customer contracts and relationships $ 5,326 $ 4,978 Technology (*)16,896 (*)12,458 Trademarks 1,614 1,537 Total original amounts 23,836 18,973 Accumulated amortization: Customer contracts and relationships (3,744 ) (3,014 ) Technology (8,235 ) (4,887 ) Trademarks (839 ) (646 ) Accumulated amortization (12,818 ) (8,547 ) Intangible assets, net $ 11,018 $ 10,426 (*) Includes $8,877 and $5,056 capitalized technology as of December 31, 2017 and 2016, respectively. Capitalized technology includes $4,081 and $2,143 for which amortization has not yet begun as of December 31, 2017 and 2016, respectively. b. The intangible assets that are subject to amortization are amortized over their estimated useful lives using the straight-line method, except for customer relations which are amortized on an accelerated basis. The following table sets forth the weighted average annual rates of amortization for the major classes of intangible assets: Weighted Customer contracts and relationships 7 Technology 32 Trademarks 10 Total intangible assets 24 c. Amortization expense amounted to $3,746, $2,836 and $1,549 for 2017, 2016 and 2015, respectively. d. The estimated aggregate amortization expenses for the succeeding fiscal years are as follows: 2018 $ 3,193 2019 4,449 2020 1,023 2021 863 2022 757 Thereafter 732 Total $ 11,017 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2017 | |
Intangible Assets, Net/Goodwill [Abstract] | |
GOODWILL | NOTE 5: GOODWILL The changes in the carrying amount of goodwill for the year ended December 31, 2017 and 2016 are as follows: Year ended 2017 2016 Balance at the beginning of the year $ 19,441 $ 19,864 Foreign currency translation adjustments 1,687 (423 ) Balance at the year end $ 21,128 $ 19,441 |
Earn-out Consideration
Earn-out Consideration | 12 Months Ended |
Dec. 31, 2017 | |
Earn-out Consideration [Abstract] | |
EARN-OUT CONSIDERATION | NOTE 6: EARN-OUT CONSIDERATION |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 7: COMMITMENTS AND CONTINGENCIES a. Cyren Ltd., which was incorporated in Israel, partially financed its research and development expenditures under programs sponsored by the Israel Innovation Authority (“IIA”) for the support of certain research and development activities conducted in Israel. In connection with specific research and development, the Company received $3,470 of participation payments from the IIA through December 31, 2017. In return for the IIA’s participation in this program, the Company is committed to pay royalties at a rate of 3.5% of the program’s developed product sales, up to 100% of the amount of grants received plus interest at annual LIBOR rate. The Company’s total commitment for royalties payable with respect to future sales, based on IIA participations received, net of royalties paid or accrued, totaled $2,734 and $2,150 as of December 31, 2017 and 2016, respectively. For the years ended December 31, 2017, 2016 and 2015, $144, $156 and $128, respectively, were recorded as cost of revenues with respect to royalties due to the IIA. b. Operating leases: Certain facilities of the Company are rented under non-cancellable operating lease agreements, which expire on various dates, the latest of which is in 2026. Facilities rent expenses for 2017, 2016 and 2015 were $2,004, $1,090 and $978, respectively. Annual minimum future lease payments due under the above agreements (and motor vehicle leases, which expire in 2020), at the exchange rate in effect on December 31, 2017, are as follows: 2018 $ 1,366 2019 1,128 2020 960 2021 935 2022 914 2023 and thereafter 946 $ 6,249 c. Litigations: i. Between 2014 and 2015 the Company entered into arbitral proceedings with the former shareholders of eleven GmbH regarding an escrow account and the earn-out consideration related to the purchase agreement of former eleven. With respect to these claims, on March 9, 2017, the arbitrational panel provided their ruling in which it accepted the claims submitted by the former eleven shareholders with respect to the escrow amount and the 2013 earn-out liability. The arbitrational panel also ruled that Cyren pay legal expenses in the amount of €574 thousand (out of which €113 thousand had been previously deposited) and interest on the claimed amounts, which up to December 31, 2016, amounted to €171 thousand. The 2014 and 2015 earn-out amounts, which have already been recognized within the earn-out consideration on the Company’s balance sheet as of December 31, 2015, in the amount of €1,374 thousand, may be payable on the same basis as set forth in the arbitral ruling. The additional liability arising from the legal fees and interest was recognized and presented within the earn-out consideration on the Company’s balance sheet and the respective expenses were reflected for the year ending December 31, 2016, in the consolidated statements of operations under adjustment to earn-out consideration. The escrow account has been released to the former shareholders. The arbitrational award related to the 2013 earn-out consideration has not been declared enforceable by the applicable courts in Germany. Therefore the Company has not paid the award as of December 31, 2017 and subsequently through the date of these financial statements. The former shareholders have commenced legal proceedings before the applicable court in Germany in order to enforce the award and have served this motion on the Company on April 16, 2018. The court is awaiting the Company’s response to the motion. At this stage, it is unlikely that the award will not be enforced. The Company believes a portion of the liability may be paid during 2018, but cannot estimate the timing and the amounts that will be paid. On December 22, 2017, the Company commenced legal proceedings against the German law firm that advised the Company on the purchase agreement of the former eleven, asserting that the law firm provided deficient legal advice which has resulted in an over payment of the earn-out consideration to the former shareholders of eleven, as awarded by the arbitrational panel, and any future amounts that may be enforced relating to the 2014 and 2015 earn-out amounts. The Company cannot estimate the outcome of these proceedings at these early stages. ii. On June 28, 2017 a vendor filed a Statement of Claim in the Tel Aviv District Court (the “SOC”). According to the vendor’s SOC, the Company entered into an agreement with the vendor for receipt of services, based on a database developed by the vendor. In September 2015, the Company terminated the agreement with the vendor, effective as of December 31, 2015. The vendor claims that the Company continues to make use of the vendor’s database post termination thus breaching the agreement, infringing on the vendor’s rights and commercial secrets, and being unjustly enriched. The vendor is claiming license fees of approximately $3,150 and an injunction relief ordering the Company and/or its customers to delete any remaining data and to cease from utilizing such data. The Company denies all claims and has filed a Statement of Defense on November 15, 2017. Pretrial was scheduled for May 15, 2018. In accordance with the court’s recommendation from November 28, 2017, the parties agreed to examine a non-binding mediation process and have appointed a mediator. At this early stage, the Company is unable to make any estimations as to the outcome of this litigation. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Shareholders' Equity [Abstract] | |
SHAREHOLDERS' EQUITY | NOTE 8: SHAREHOLDERS’ EQUITY a. General: Ordinary shares confer upon their holders the right to receive notice to participate and vote in general shareholder meetings of the Company and to receive dividends, if declared. b. Public and Private Offerings: On August 17, 2015, the Company completed a public offering of 7,666,665 ordinary shares, nominal value ILS 0.15 per share at an offering price of $1.65 per share, which includes the full exercise of the underwriter’s overallotment option of 999,999 ordinary shares. The Company received total proceeds of $11,524, which is net of $1,126 issuance expenses. On November 6, 2017, the Company completed a private offering to Warburg Pincus, a global private equity firm (“WP”), of 10,595,521 ordinary shares, nominal value ILS 0.15 per share at an offering price of $1.85 per share. The Company received total proceeds of $18,971, which is net of $631 issuance expenses. Subsequent to private offering, WP executed a share tender offer to the Company’s shareholders which was finalized on December 24, 2017, after which WP holds approximately 52% of the Company’s shares. c. Conversion of convertible notes: On March 27, 2017 the Company issued $6.3 million aggregate principal amount of convertible notes in a private offering. The notes were unsecured, unsubordinated obligations of Cyren and carried a 5.0% interest rate, payable semi-annually in (i) 50% cash and (ii) 50% cash or ordinary shares at Cyren’s election. The notes had a 2.5-year term and were expected to mature in September 2019, unless converted in accordance with their terms prior to maturity. The notes had a conversion price of $2.50 per share. The conversion price was subject to adjustment should future equity issuances be priced at less than $2.10 per share. In addition, the notes would be subject to immediate conversion upon any change in control in the Company. On September 27, 2017, the Company issued 11,594 shares on account of accrued interest based on a conversion price of $2.50 per share. On November 6, 2017, the Company completed a private offering to WP at a price per share of $1.85 as described in note 8b. above. According to the terms of the convertible notes, the conversion price was adjusted to $1.85. On November 30, 2017, $925 of the convertible notes balance was converted into 500,000 shares at a price per share of $1.85. On December 24, 2017, WP completed a share tender offer after which WP held approximately 52% of the Company’s shares. In accordance with the terms of the convertible notes, this constituted a change of control event, and the convertible notes including all accrued interest as of December 24, 2017 were converted into 2,944,813 shares at a price per share of $1.85. Subsequently, as of December 31, 2017 there are no convertible notes or accrued interest on account of convertible notes on the Company’s balance sheet. d. Equity Incentive Plan: In 1996, the Company adopted the 1996 CSI Stock Option Plan for granting options to its U.S. employees and consultants to purchase ordinary shares of the Company, which was replaced in 2006 by the 2006 U.S. Stock Option Plan. Until 1999, the Company issued options to purchase ordinary shares to its Israeli employees pursuant to individual agreements. In 1999, the Company approved the 1999 Section 3(i) share option plan for its Israeli employees and consultants, (which was amended in 2003 and renamed the “Amended and Restated Israeli Share Option Plan”). On December 22, 2016, the Company’s shareholders approved a new stock option plan - the 2016 Equity Incentive Plan (the “Equity Incentive Plan”). This plan, along with its respective Israeli appendix, has replaced all existing employee and consultants stock option plans which have terminated. The Equity Incentive Plan allows for the issuance of Restricted Stock Units (“RSUs”), as well as options. The options and RSUs generally vest over a period of four years. Options granted under the Equity Incentive Plan generally expire after six years from the date of grant. Options and RSUs cease vesting upon termination of the optionee’s employment or other relationship with the Company. The per share exercise price for options shall be no less than 100% of the fair market value per ordinary share on the date of grant. Any options and RSUs that are canceled or not exercised within the option term become available for future grant. As of December 31, 2017, an aggregate of 3,144,103 ordinary shares of the Company are still available for future grant under the Equity Incentive Plan. e. Non-Employee Directors stock option plan: In 1999, the Company adopted the 1999 Directors Stock Option Plan, and in 2008 shareholders approved an extension of the term of this plan through July 13, 2019. On December 15, 2006, the plan was extended through 2016. On December 22, 2016, the Company’s shareholders approved a new stock option plan - the 2016 Non-Employee Director Equity Incentive Plan (the “Non-Employee Director Plan”). This plan, along with its respective Israeli appendix, has replaced all existing Directors stock option plans which have terminated. The Non-Employee Director Plan allows for the issuance of Restricted Stock Units (“RSUs”), as well as options. Each option and RSU granted under the Non-Employee Plan generally vests over a period of four years. Each option has an exercise price equal to the fair market value of the ordinary shares on the grant date of such option. Options granted under the Non-Employee Director Plan generally expire after six years from the date of grant. Options and RSUs cease vesting upon termination of the relationship with the Company. As of December 31, 2017, an aggregate of 450,412 ordinary shares of the Company are still available for future grant to non-employee directors. f. The finalization of the tender offer executed by WP, as described in note 8b., resulted in a Change of Control event (“COC”) in accordance with the Company’s equity incentive plans. As a result, as of December 24, 2017, fifty percent of all outstanding options became fully vested, and the remainder will vest over a period of one year, or upon termination of the relationship with the optionee. In addition, as of December 24, 2017, all outstanding RSUs became fully vested in accordance with the Non-Employee Director Plan. g. A summary of the Company’s employees and directors’ stock option activity under the plans is as follows: Number of Weighted Weighted Aggregate Outstanding at January 1, 2017 5,521,630 $ 2.39 3.96 $ 1,141 Granted 1,823,911 1.96 Exercised (59,654 ) 1.56 Expired and forfeited (1,235,067 ) 2.38 Outstanding at December 31, 2017 6,050,820 $ 2.27 3.56 $ 2,498 Options vested and expected to vest at December 31, 2017 5,895,123 $ 2.28 3.53 $ 2,407 Exercisable options at December 31, 2017 4,630,420 $ 2.37 3.21 $ 1,663 Weighted average fair value of options granted during the year $ 0.76 As of December 31, 2017, the Company had $812 of unrecognized compensation expense related to non-vested stock options, expected to be recognized over a remaining weighted average period of 0.99 years. h. The employee and directors options outstanding as of December 31, 2017, have been separated into ranges of exercise prices, as follows: Outstanding Exercisable Exercise Weighted Weighted Weighted average exercise price per Options contractual price per Options price per share outstanding life in years share exercisable share $1.44 - $1.91 1,742,214 4.32 $ 1.55 1,255,970 $ 1.54 $2.00 - $2.13 1,779,918 5.00 $ 2.03 970,971 $ 2.04 $2.29 - $2.91 862,909 1.52 $ 2.62 860,460 $ 2.62 $3.00 - $3.14 1,146,642 2.54 $ 3.03 1,040,904 $ 3.03 $3.16 - $3.32 519,137 1.71 $ 3.27 502,115 $ 3.26 6,050,820 3.56 $ 2.27 4,630,420 $ 2.37 i. A summary of the Company’s RSUs activity under the plans is as follows: Number of RSUs Outstanding at January 1, 2017 30,000 Granted 60,000 Vested (90,000 ) Forfeited - Outstanding at December 31, 2017 - j. Options to non-employees and non-directors: Issuance date Options Exercise Options Exercisable February 16, 2012 53,000 $ 3.16 53,000 Feb-18 February 13, 2013 5,000 $ 3.14 5,000 Feb-19 August 1, 2013 150,000 $ 3.08 150,000 Aug-19 May 14, 2014 3,000 $ 3.32 2,845 May-20 February 18, 2015 3,000 $ 3.00 2,566 Feb-21 February 10, 2016 40,000 $ 1.44 28,750 Feb-22 January 24, 2017 25,000 $ 2.00 12,500 Jan-23 279,000 254,661 The options vest and become exercisable at a rate of 1/16 of the options every three months. As of December 31, 2017, the Company had approximately $28 of unrecognized compensation expense related to non-employee non-vested stock options, expected to be recognized over a weighted average period of 1.00 years. k. The total stock-based compensation expense related to all of the Company’s equity-based awards, recognized for the years ended December 31, 2017, 2016 and 2015, was as follows: Year ended 2017 2016 2015 Cost of revenues $ 207 $ 73 $ 64 Research and development 505 314 302 Sales and marketing 553 198 251 General and administrative 795 395 449 $ 2,060 $ 980 $ 1,066 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Taxes [Abstract] | |
INCOME TAXES | NOTE 9: INCOME TAXES a. Corporate tax structure: i. Corporate tax rates and real capital gains tax in Israel were 24% in 2017, 25% in 2016 and 26.5% in 2015. In December 2016, the Israeli Parliament approved the Economic Efficiency Law (Legislative Amendments for Applying the Economic Policy for the 2017 and 2018 Budget Years), 2016 ii. The Company’s German subsidiary is subject to German tax at a consolidated rate of approximately 30%. iii. Other Non-Israeli subsidiaries are taxed according to the tax laws in their respective countries of residence. The Company does not provide deferred tax liabilities when it intends to reinvest earnings of foreign subsidiaries indefinitely. Undistributed earnings of foreign subsidiaries that are considered to be permanently reinvested amounted to $467 and unrecognized deferred tax liability related to such earnings amounted to $123 as of December 31, 2017. b. Tax benefits under Israel’s Law for the Encouragement of Industry (Taxation), 1969: The Company may currently qualify as an “industrial company” within the definition of the Law for the Encouragement of Industry (Taxation), as such, it may be eligible for certain tax benefits, including, inter alia, special depreciation rates for machinery, equipment and buildings, amortization of patents, certain other intangible property rights and deduction of share issuance expenses. c. U.S. Tax Reform: On December 22, 2017, the United States enacted the Tax Cuts and Jobs Act (the “U.S. Tax Reform”); a comprehensive tax legislation that includes significant changes to the taxation of business entities. These changes include several key tax provisions that might impact the Company, among others: (i) a permanent reduction to the statutory federal corporate income tax rate from 35% to 21% effective for tax years beginning after December 31, 2017; (ii) a partial limitation on the tax deductibility of business interest expense; (iii) a shift of the U.S. taxation of multinational corporations from a tax on worldwide income to a territorial system (along with certain rules designed to prevent erosion of the U.S. income tax base) and (iv) a one-time deemed repatriation tax on accumulated offshore earnings held in cash and illiquid assets, with the latter taxed at a lower rate. Deferred tax effects of the U.S. Tax Reform: As a result of the U.S. Tax Reform and the reduced U.S. corporate income tax rate, the Company has remeasured its deferred taxes as of December 31, 2017 to reflect the reduced rate that will apply in future periods, when these deferred taxes are settled or realized. As the Company completes its analysis of the U.S. Tax Reform and incorporates additional guidance that may be issued by the U.S. Treasury Department, the IRS or other standard-setting bodies, the Company may identify additional effects not reflected as of December 31, 2017. d. Net operating loss carry-forwards: As of December 31, 2017, Cyren’s net operating loss carryforwards for tax purposes amounted to $$75,249 and capital loss carryforwards of $15,216 which may be carried forward and offset against taxable income in the future, for an indefinite period. As of December 31, 2017 the U.S. subsidiary had net operating loss carryforwards of $38,006 for federal tax purposes and $8,295 for state tax purposes. These losses may offset any future U.S. taxable income of the U.S. subsidiary and will expire in the years 2018 through 2037. On December 24, 2017, a “change in the respective ownership” event occurred upon the completion of the WP tender offer as described in note 8b, and in accordance with the relevant provisions of the Internal Revenue Code 382 of 1986 and similar state provisions. Therefore, utilization of U.S. net operating losses are subject to substantial annual limitation. Management believes that the annual limitations will result in the partial expiration of net operating losses before utilization. Management currently believes that based upon its estimations for future taxable income, it is more likely than not that the deferred tax assets regarding the loss carryforwards will not be utilized in the foreseeable future. Thus, a valuation allowance was provided to reduce deferred tax assets to their realizable value. e. Deferred income taxes: Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. As of December 31, 2017 and 2016, the Company’s deferred taxes were in respect of the following: December 31, 2017 2016 Deferred tax assets: Net operating loss carryforwards $ 25,645 $ 48,740 Capital loss carryforwards 3,500 3,603 Other 2,295 2,693 Deferred tax assets before valuation allowance 31,440 55,036 Valuation allowance (30,177 ) (54,068 ) Deferred tax asset, net of valuation allowance 1,263 968 Deferred tax liabilities: Intangibles (2,432 ) (2,206 ) Deferred revenue (186 ) (136 ) Deferred tax liability (2,618 ) (2,342 ) Deferred tax liability, net (*) $ (1,355 ) $ (1,374 ) (*) The entire amount is due to foreign deferred taxes f. Reconciliation of the theoretical tax benefit (expense): For the year ended December 31, 2017, the main reconciling item between the Company’s statutory tax rate and the effective tax rate relates to the increase in the valuation allowance in the amount of $3,494 due to the increase in carryforward losses (prior to the effect of the “change in the respective ownership” which resulted in a parallel decrease in the deferred tax asset and the valuation allowance). For the year ended December 31, 2016, the main reconciling item between the Company’s statutory tax rate and the effective tax rate relates to the increase in the valuation allowance in the amount of $1,586 due to the net increase in carryforward losses. For the year ended December 31, 2015, the main reconciling item between the Company’s statutory tax rate and the effective tax rate relates to the increase in the valuation allowance in the amount of $1,329 due to the net increase in carryforward losses. The statutory tax rate used in the reconciliation is the Israeli corporate tax rate. g. Loss before tax benefit (expense) consists of the following: Year ended 2017 2016 2015 Domestic $ (10,452 ) $ (5,034 ) $ (4,679 ) Foreign (5,238 ) (1,181 ) 3 Loss before tax benefit (expense) $ (15,690 ) $ (6,215 ) $ (4,676 ) h. Tax benefit (expense) is comprised of the following: Year ended 2017 2016 2015 Current taxes: Foreign $ (133 ) $ (212 ) $ (389 ) Domestic - - (2 ) $ (133 ) $ (212 ) $ (391 ) Deferred taxes: Foreign $ 175 $ 214 $ 268 Domestic - - - $ 175 $ 214 $ 268 Tax benefit (expense), net $ 42 $ 2 $ (123 ) i. A reconciliation of the beginning and ending amount of unrecognized tax benefits related to u n December 31, 2017 2016 Beginning balance $ 119 $ 131 Increases (decrease) related to tax positions taken during prior years 137 (7 ) Effect of exchange rate 16 (5 ) Ending balance $ 272 $ 119 The entire amount of unrecognized tax benefits, if recognized, would reduce the Company’s annual effective tax rate. Unrecognized tax benefits are presented on the consolidated balance sheets under other long term liabilities. j. Tax assessments: As of December 31, 2017, the Company and certain of its subsidiaries filed Israeli and foreign income tax returns. The statute of limitations relating to the consolidated Israeli income tax return is closed for all tax years up to and including 2013. The statute of limitations related to tax returns of the Company’s U.S subsidiary is closed for all tax years up to and including 2013. The statute of limitations related to tax returns of the Company’s German subsidiary is closed for all tax years up to and including 2013. The Company believes that it has adequately provided for reasonably foreseeable outcomes related to tax audits and settlements. The final tax outcome of any Company tax audits could be different from that which is reflected in the Company’s income tax provisions and accruals. Such differences could have a material effect on the Company’s income tax provision and net income (loss) in the period in which such determination is made. |
Geographic Information
Geographic Information | 12 Months Ended |
Dec. 31, 2017 | |
Geographic Information [Abstract] | |
GEOGRAPHIC INFORMATION | NOTE 10: GEOGRAPHIC INFORMATION The Company manages its business on a basis of one reportable segment and follows the requirements of ASC 280 “Segment Reporting”. a. Revenues from external customers: Year ended 2017 2016 2015 United States $ 12,407 $ 12,921 $ 11,424 Europe 12,992 12,446 10,786 Asia Pacific 2,724 2,696 3,436 Israel 2,397 2,832 1,958 Other 279 88 158 $ 30,799 $ 30,983 $ 27,762 b. The Company’s net amount of property and equipment is as follows: December 31 2017 2016 Israel $ 685 $ 751 United States 1,490 1,036 Germany 287 181 Other 325 113 $ 2,787 $ 2,081 |
Financial Expense, Net
Financial Expense, Net | 12 Months Ended |
Dec. 31, 2017 | |
Financial Expense, Net [Abstract] | |
FINANCIAL EXPENSE, NET | NOTE 11: FINANCIAL EXPENSE, NET Year ended December 31, 2017 2016 2015 Income: Interest on cash and cash equivalents $ 2 $ 1 $ 1 Foreign currency exchange differences, net - - 78 2 1 79 Expenses: Change in fair value of embedded conversion feature on convertible notes (1,349 ) - - Interest and accretion of discount (735 ) (20 ) (288 ) Foreign currency exchange differences, net (248 ) (88 ) - Other (50 ) (40 ) (34 ) (2,382 ) (148 ) (322 ) $ (2,380 ) $ (147 ) $ (243 ) |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2017 | |
Related Parties [Abstract] | |
RELATED PARTIES | NOTE 12: RELATED PARTIES a. Balances with related parties: December 31 2017 2016 Trade receivables $ - $ 226 Allowance for doubtful debts - (226 ) Trade receivables, net (*) $ - $ - Prepaid expenses (**) $ 31 $ - (*) Related to transactions with imatrix. The Company was a minority shareholder in imatrix corp., a Japanese company (“imatrix”). In September 2015, the Company required imatrix to repurchase all imatrix shares held by the Company pursuant to certain provisions of the Companies Act of Japan. However, since the parties could not agree on the correct valuation for such shares, in November 2015, the Company petitioned the Kawasaki Branch of Yokohama District Court in Japan to determine the share valuation of the Company’s shares in imatrix Corporation. In addition, the Company had also filed a claim regarding unpaid royalties pursuant to a commercial agreement between the two parties while imatrix separately claimed damages for unlawful termination of such agreement. In April 2017, the parties reached a settlement pursuant to which imatrix paid $676 to Cyren to settle all such claims. Out of the total settlement, $226 were paid for unpaid royalties and $450 were paid on account of the imatrix shares held by the Company. The $450 is presented as other income in the consolidated statement of operations. See note 12b. for further details. (**) Related to a software license agreement with a related party. See note 12b. for further details. b. Transactions with related parties: Year ended December 31, 2017 2016 2015 Revenues $ - $ - $ 226 Bad debt collected / (expenses) (*) $ 226 $ - $ (226 ) Gain from sale of investment in affiliate (*) $ 450 $ - $ - Software licensing expenses (**) $ 21 $ - $ - (*) Transactions with imatrix. The effects arising from imatrix’s bad debt were recorded under general and administrative expenses on the consolidated statements of operations. The gain from the sale of the investment in imatrix was recorded as other income on the consolidated statements of operations. (**) Expenses arising from a software licensing agreement which was executed in March 2017. At the time of execution, the vendor was not a related party. On December 24, 2017, upon completion of the tender offer by WP, the vendor became a related party. The expenses were recorded under research and development expenses net, on the consolidated statements of operations. |
Significant Accounting Polici21
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Significant Accounting Policies [Abstract] | |
Use of estimates: | a. Use of estimates: The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company’s management believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. On an ongoing basis, the Company’s management evaluates estimates, including those related to fair value and useful lives of intangible assets, fair value of earn-out liabilities, valuation allowance on deferred tax assets, income tax uncertainties, fair values of stock-based awards, other contingent liabilities and estimates used in applying the revenue recognition policy. Such estimates are based on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. |
Financial statements in U.S. dollars: | b. Financial statements in U.S. dollars: Cyren’s revenues, and certain of its subsidiary’s revenues, are generated mainly in U.S. dollars. In addition, most of their costs are incurred in U.S. dollars. The Company’s management believes that the U.S. dollar is the primary currency of the economic environment in which Cyren and certain of its subsidiaries operate. Thus, the functional and reporting currency of Cyren and certain of its subsidiaries is the U.S. dollar. Cyren and certain subsidiaries’ transactions and balances denominated in dollars are presented at their original amounts. Non-dollar transactions and balances have been re-measured to dollars in accordance with ASC 830, “Foreign Currency Matters”. All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statements of operations as financial income or expenses, as appropriate. For those subsidiaries whose functional currency has been determined to be their local currency, assets and liabilities are translated at year-end exchange rates and statements of operations items are translated at average exchange rates prevailing during the year. Such translation adjustments are recorded as a separate component of accumulated other comprehensive income (loss) in shareholders’ equity. |
Principles of consolidation: | c. Principles of consolidation: The consolidated financial statements include the accounts of Cyren and its subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. |
Cash equivalents: | d. Cash equivalents: Cash equivalents are short-term highly liquid investments that are readily convertible to cash with original maturities of three months or less at acquisition. |
Restricted deposits: | e. Restricted deposits: The Company maintains certain deposits amounts restricted as to withdrawal or use. On December 31, 2017, the Company maintained a balance of $247 which is restricted and is held as collateral for a bank guarantee and a letter of credit provided to the lessors of two of the Company’s offices. A balance of $133 restricted deposit is presented within prepaid expenses and other receivables and $114 is presented in the long-term restricted lease deposits balance. |
Investment in affiliates: | f. Investment in affiliates: The Company’s investments in affiliated companies comprises of investments in which the Company owns less than 20 % or in which the Company cannot exercise significant influence over the affiliates’ operating and financial policies. These investments are stated at cost. The investment in affiliate balance has been zero since December 31, 2013 and no new investments were made during the years ended December 31, 2015, 2016 and 2017. |
Property and equipment: | g. Property and equipment: Property and equipment are stated at cost, net of accumulated depreciation. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets at the following annual rates: % Computers and peripheral equipment 33 Office furniture and equipment 7– 20 Leasehold improvements Over the shorter of the term of the |
Intangible assets: | h. Intangible assets: Intangible assets that are not considered to have an indefinite useful life are amortized over their estimated useful lives, which range from 1 to 15 years. Acquired customer contracts and relationships are amortized over their estimated useful lives in proportion to the economic benefits realized. This accounting policy results in accelerated amortization of such customer contracts and relationships arrangements as compared to the straight-line method. Technology, Intellectual Property and Trademark are amortized over their estimated useful lives on a straight-line basis. |
Impairment of long-lived assets: | i. Impairment of long-lived assets: The Company’s long-lived assets and identifiable intangibles are reviewed for impairment in accordance with ASC 360 “Property, Plant and Equipment”, whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset group to the future undiscounted cash flows the asset group is expected to generate. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. For each of the three years in the period ended December 31, 2017, no impairment losses have been identified. |
Goodwill | j. Goodwill: Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. Goodwill is not amortized, but rather is subject to an impairment test. The Company performs an annual impairment test at December 31, of each fiscal year, or more frequently if impairment indicators are present. The Company operates in one operating segment, and this segment comprises its only reporting unit. ASC 350 prescribes a two-phase process for impairment testing of goodwill. The first phase screens for impairment, while the second phase (if necessary) measures impairment. Goodwill impairment is deemed to exist if the net book value of a reporting unit exceeds its estimated fair value determined using market capitalization. In such case, the second phase is then performed, and the Company measures impairment by comparing the carrying amount of the reporting unit’s goodwill to the implied fair value of that goodwill. An impairment loss is recognized in an amount equal to the excess. ASC 350 allows an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. An entity is not required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. Alternatively, ASC 350 permits an entity to bypass the qualitative assessment for any reporting unit and proceed directly to performing the first step of the goodwill impairment test. Accordingly, the Company elected to proceed directly to the first step of the quantitative goodwill impairment test and compares the fair value of the reporting unit with its carrying value. For each of the three years in the period ended December 31, 2017, no impairment losses have been identified. |
Fair value measurements: | k. Fair value measurements: The carrying amounts of cash and cash equivalents, trade receivables, prepaid expenses, other receivables and trade payables, approximate their fair values due to the short-term maturities of such financial instruments. Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tiered fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 - Unobservable inputs for the asset or liability. The availability of observable inputs can vary from instrument to instrument and is affected by a wide variety of factors, including, for example, the type of instrument, the liquidity of markets and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment and the instruments are categorized as Level 3. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The Company’s earn-out considerations are classified within Level 3. The valuation methodology used by the Company to calculate the fair value of the earn-out considerations is the discounted cash-flow method. The assumptions used in the valuation of the earn-out considerations for the period up to December 31, 2015 included forecasted future revenues and a weighted average cost of capital of 14.32% - 18.45%. During the year ended December 31, 2015, the effect of the measurement of the earn-out consideration fair value was a reduction in the liability of $75 which was recorded in the statements of operations under adjustments to earn-out consideration. As of December 31, 2017, there are no unobservable inputs remaining which are related to the liability as the period for determining the earn-out considerations value ended as of December 31, 2015. The value as of December 31, 2017 represents the remaining actual undiscounted cash-flow that is expected from the earn-out consideration, including accrued interest expenses and legal fees through December 31, 2017. |
Derivative financial instruments: | l. Derivative financial instruments: The Company accounts for derivatives based on ASC 815 (“Derivatives and Hedging”). ASC 815 requires the Company to recognize all derivatives on the balance sheet at fair value. Under these standards, the Company separately accounts for the liability and derivative component as an implicit or explicit term that affects some or all of the cash flows or the value of other exchanges required by a contract in a manner similar to a derivative instrument. The derivative component at issuance is recognized at fair value, based on the fair value of a similar instrument that does not have a conversion feature. The liability component is presented at its discounted value based on the excess of the principal amount of the debentures over the fair value of the derivative component, after adjusting for an allocation of debt issuance costs. The effective portion of the gain or loss on the derivative instrument is reported in the consolidated statements of operations under financial expenses, net. |
Revenue recognition: | m. Revenue recognition: The Company derives its revenues from the sale of real-time cloud-based services for each of Cyren’s email security, web security, antimalware and advanced threat protection offerings. The Company sells its solutions primarily through OEMs which are considered end-users and also sells complete security services directly to enterprises. Revenue is recognized when there is persuasive evidence of an arrangement, the service has been rendered, the collection of the fee is probable and the amount of fees to be paid by the customer is fixed or determinable. Revenues from such services are recognized ratably over the contractual service term, which generally includes a term period of one to three years. Deferred revenues include unearned amounts received from customers, but not yet recognized as revenues. Such revenues are recognized ratably over the term of the related agreement. |
Research and development costs, net: | n. Research and development costs, net: Research and development costs are charged to statements of operations as incurred, except for capitalized technology. |
Capitalized technology: | O. Capitalized technology: The Company capitalizes development costs incurred during the application development stage which are related to internal-use technology that supports its security services. Costs related to preliminary project activities and post implementation activities are expensed as incurred as research and development costs on the statements of operations. Capitalized internal-use technology is included in intangible assets on the balance sheet and is amortized on a straight-line basis over its estimated useful life, which is generally one to three years. Amortization expenses are recognized under cost of goods sold. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. |
Government grants: | p. Government grants: The Company receives Israeli government grants for funding certain approved research and development projects. These grants are recognized at the time the Company is entitled to such grants, on the basis of the related costs incurred and recorded as a deduction of research and development costs. The deduction in research and development costs due to government grants amounted to $778, $852 and $800 in 2017, 2016 and 2015, respectively. |
Concentrations of credit risk: | q. Concentrations of credit risk: The Company has no significant off-balance-sheet concentration of credit risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. The majority of the Company’s cash and cash equivalents are invested in dollars and are deposited in major banks in the United States, Germany, Iceland, UK and Israel. Such investments in the United States may be in excess of insured limits and are not insured in other jurisdictions. Management believes that the financial institutions that hold the Company’s investments are institutions with high credit standing, and accordingly, minimal credit risk exists with respect to these investments. The trade receivables of the Company are derived from transactions with companies located primarily in North America, Europe, Israel and Asia. An allowance for doubtful accounts is determined with respect to those amounts that the Company has determined to be doubtful of collection. The provision for doubtful accounts amounted $445 and $560 at December 31, 2017 and 2016, respectively. Bad debt benefit for each of the years ended December 31, 2017, 2016 and 2015 was $65, $4 and $314, respectively. |
Accounting for stock-based compensation: | r. Accounting for stock-based compensation: ASC 718 - “Compensation-stock Compensation”- (“ASC 718”) requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company’s consolidated statements of operations. The Company recognizes compensation expense for the value of its awards on a straight-line basis over the requisite service period of each of the awards, net of estimated forfeitures. Estimated forfeitures are based on actual historical pre-vesting forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Estimated forfeitures are based on actual historical pre-vesting forfeitures (pursuant to the adoption of ASU 2016-09, the Company made a policy election to estimate the number of awards that are expected to vest). The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing model. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon actual historical stock price movements over the most recent periods ending on the grant date, equal to the expected term of the options. The expected term of options granted represents the period of time that options granted are expected to be outstanding, based upon historical experience. The risk-free interest rate is based on the yield from U.S. treasury bonds with an equivalent term. The Company has historically not paid dividends and has no foreseeable plans to pay dividends. The Company applies ASC 718, and ASC 505-50, “Equity Based Payments to Non-Employees” (“ASC 505-50”), with respect to options issued to non-employees. The fair value for options granted to employees and directors in 2017, 2016 and 2015 is estimated at the date of grant using a Black-Scholes options pricing model with the following assumptions: Year ended December 31, Stock options 2017 2016 2015 Volatility 44%-51% 48%-50% 42%-48% Risk-free interest rate 1.2%-2.1% 0.8%-1.4% 1.1%-1.2% Dividend yield 0% 0% 0% Expected term (years) 3.5-5.1 3.4-5.0 3.4-3.9 |
Basic and diluted loss per share: | s. Basic and diluted loss per share: Basic loss per share has been computed using the weighted-average number of ordinary shares outstanding during the year. Diluted loss per share is computed based on the weighted average number of ordinary shares outstanding during each year, plus the weighted average number of dilutive potential ordinary shares considered outstanding during the year. In 2017, 2016 and 2015 there is no difference between the denominator of basic and diluted loss per share. |
Severance pay: | t. Severance pay: The Company’s liability for severance pay in Israel is calculated pursuant to Israel’s Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date. Employees are entitled to one month’s salary for each year of employment or a portion thereof. The Company’s obligation for all of its Israeli employees is fully provided by monthly deposits with severance pay funds and insurance policies, and by an accrual. The value of those funds and policies is recorded as an asset in the Company’s balance sheet. The deposited funds include profits and losses accumulated up to the balance sheet date. The deposited funds may be withdrawn only upon the fulfillment of the obligation pursuant to Israel’s Severance Pay Law or labor agreements. The value of the deposited funds is based on the cash surrendered value of these policies. Effective October, 2014, the Company’s agreements with new employees in Israel, are under Section 14 of the Severance Pay Law, 1963. The Company’s contributions for severance pay have replaced its severance obligation. Upon contribution of the full amount of the employee’s monthly salary for each year of service, no additional calculations is conducted between the parties regarding the matter of severance pay and no additional payment is made by the Company to the employee. Further, the related obligation and amounts deposited on behalf of the employee for such obligation are not stated on the balance sheet, as the Company is legally released from the obligation to employees once the deposit amounts have been paid. Severance benefit (expense) for the years ended December 31, 2017, 2016 and 2015 was $20, $(87) and $(53), respectively. |
Treasury shares: | u. Treasury shares: The Company repurchases its ordinary shares from time to time on the open market and holds such shares as treasury shares. The Company presents the cost to repurchase treasury shares as a reduction in shareholders’ equity. The Company reissues treasury shares under the stock purchase plan, upon exercise of option and upon issuance of shares upon acquisitions. Reissuance of treasury shares is accounted for in accordance with ASC 505-30 whereby gains are credited to additional paid-in capital and losses are charged to additional paid-in capital to the extent that previous net gains are included therein; otherwise to accumulated deficit. |
Income taxes: | v. Income taxes: The Company accounts for income taxes in accordance with ASC 740, “Income Taxes” (“ASC 740”). ASC 740 prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance to reduce deferred tax assets to amounts more likely than not to be realized. ASC 740 contains a two-step approach to recognizing and measuring a liability for uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% (cumulative basis) likely to be realized upon ultimate settlement. |
Comprehensive loss: | w. Comprehensive loss: The Company accounts for comprehensive loss in accordance with ASC No. 220, “Comprehensive Income”. Comprehensive loss generally represents all changes in shareholders’ equity during the period except those resulting from investments by, or distributions to, shareholders. The Company determined that its items of other comprehensive income (loss) relate to gains and losses from functional currency translation adjustments on behalf of subsidiaries whose functional currency has been determined to be their local currency. |
Impact of recently issued accounting standards: | x. Impact of recently issued accounting standards: In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers: Topic 606 (“ASC 606”), to supersede nearly all existing revenue recognition guidance under U.S. GAAP. Under the new standard, revenue is recognized when a customer obtains control of promised goods or services and is recognized in an amount that reflects the consideration which the entity expects to receive in exchange for those goods or services. In addition, the standard requires disclosure of the nature, amount, timing, and uncertainty of revenue and cash flow arising from contracts with customers. The guidance permits two methods of modification: retrospectively to each prior reporting period presented (full retrospective method), or retrospectively with the cumulative effect of initially applying the guidance recognized at the date of initial application (the modified retrospective method.). The Company will adopt the new standard, effective January 1, 2018, using the modified retrospective method applied to those contracts which were not substantially completed as of January 1, 2018. The Company has completed its evaluation of the Standard and does not expect a material change in its pattern of revenue recognition. In addition, the standard requires the deferral and amortization of “incremental” costs incurred to obtain a contract. The primary contract acquisition cost for the Company are sales commissions. Under current GAAP, the Company expenses sales commissions as incurred while under the standard such costs will be classified as a contract asset and amortized over a period that approximates the timing of revenue recognition on the underlying contracts. The Company will record an asset and a cumulative effect to retained earnings of approximately $1,306 on the opening balance sheet at January 1, 2018. In February 2016, the FASB issued ASU 2016-02, “Leases” (Topic 842), whereby lessees will be required to recognize for all leases at the commencement date a lease liability, which is a lessee’s obligation to make lease payments arising from a lease, measured on a discounted basis, and a right-of-use asset, which is an asset that represents the lessee’s right to use, or control the use of, a specified asset for the lease term. Under the new guidance, lessor accounting is largely unchanged. A modified retrospective transition approach for leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements must be applied. The modified retrospective approach would not require any transition accounting for leases that expired before the earliest comparative period presented. Companies may not apply a full retrospective transition approach. ASU 2016-02 is effective for annual and interim periods beginning after December 15, 2018. Early application is permitted. The Company is evaluating the potential impact of this new guidance. In August 2016, the FASB issued ASU 2016-15 - “Statement of Cash Flows (Topic 230), Classification of Certain Cash Receipts and Cash Payments”, which is intended to reduce diversity in practice in how certain cash receipts and cash payments are presented and classified in the Consolidated Statement of Cash Flows by providing guidance on eight specific cash flow issues. ASU 2016-15 is effective retrospectively on January 1, 2018, with early adoption permitted. The Company is in the process of evaluating the impact of this new guidance. In November 2016, the FASB issued ASU 2016-18, “ ” In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. ASU 2017-04 eliminates step two of the goodwill impairment test and specifies that goodwill impairment should be measured by comparing the fair value of a reporting unit with its carrying amount. Additionally, the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets should be disclosed. ASU 2017-04 is effective for annual or interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019, and early adoption is permitted. The Company is in the process of evaluating the impact of this new guidance. In May 2017, the FASB issued ASU 2017-09, “Compensation – Stock Compensation (Topic 718): Scope of Modification Accounting.” ASU 2017-09 was issued to provide clarity and reduce both 1) diversity in practice and 2) cost and complexity when applying the guidance in Topic 718 to a change in the terms or conditions of a share-based payment award. ASU 2017-09 provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting under Topic 718. The amendments in ASU 2017-09 are effective for fiscal years, and interim periods within those years, beginning after December 15, 2017. Early adoption is permitted, including adoption in any interim period. The amendments in ASU 2017-09 have been applied prospectively to awards modified on or after the adoption date. The Company has adopted the new standard effective January 1, 2017 and adoption of this standard did not have a material impact on the consolidated financial statements. |
Significant Accounting Polici22
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Significant Accounting Policies [Abstract] | |
Schedule of depreciation calculated using straight-line method over estimated useful lives of assets | % Computers and peripheral equipment 33 Office furniture and equipment 7– 20 Leasehold improvements Over the shorter of the term of the |
Schedule of fair value assumptions | Year ended December 31, Stock options 2017 2016 2015 Volatility 44%-51% 48%-50% 42%-48% Risk-free interest rate 1.2%-2.1% 0.8%-1.4% 1.1%-1.2% Dividend yield 0% 0% 0% Expected term (years) 3.5-5.1 3.4-5.0 3.4-3.9 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Property and Equipment, Net [Abstract] | |
Schedule of property and equipment, net | December 31 2017 2016 Cost: Computers and peripheral equipment $ 11,782 $ 10,019 Office furniture and equipment 1,293 1,194 Leasehold improvements 1,896 1,677 14,971 12,890 Less accumulated depreciation (12,184 ) (10,809 ) Property and equipment, net $ 2,787 $ 2,081 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Intangible Assets, Net/Goodwill [Abstract] | |
Schedule of definite-lived intangible assets | December 31, 2017 2016 Original amounts: Customer contracts and relationships $ 5,326 $ 4,978 Technology (*)16,896 (*)12,458 Trademarks 1,614 1,537 Total original amounts 23,836 18,973 Accumulated amortization: Customer contracts and relationships (3,744 ) (3,014 ) Technology (8,235 ) (4,887 ) Trademarks (839 ) (646 ) Accumulated amortization (12,818 ) (8,547 ) Intangible assets, net $ 11,018 $ 10,426 (*) Includes $8,877 and $5,056 capitalized technology as of December 31, 2017 and 2016, respectively. Capitalized technology includes $4,081 and $2,143 for which amortization has not yet begun as of December 31, 2017 and 2016, respectively. |
Schedule of weighted average annual rates of amortization for intangible assets | Weighted Customer contracts and relationships 7 Technology 32 Trademarks 10 Total intangible assets 24 |
Schedule of estimated aggregate amortization expenses for five succeeding fiscal years | 2018 $ 3,193 2019 4,449 2020 1,023 2021 863 2022 757 Thereafter 732 Total $ 11,017 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Intangible Assets, Net/Goodwill [Abstract] | |
Schedule of changes in carrying amount of goodwill | Year ended 2017 2016 Balance at the beginning of the year $ 19,441 $ 19,864 Foreign currency translation adjustments 1,687 (423 ) Balance at the year end $ 21,128 $ 19,441 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies [Abstract] | |
Schedule of annual minimum future lease payments | 2018 $ 1,366 2019 1,128 2020 960 2021 935 2022 914 2023 and thereafter 946 $ 6,249 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Shareholders' Equity [Abstract] | |
Summary of employees and directors stock option activity | Number of Weighted Weighted Aggregate Outstanding at January 1, 2017 5,521,630 $ 2.39 3.96 $ 1,141 Granted 1,823,911 1.96 Exercised (59,654 ) 1.56 Expired and forfeited (1,235,067 ) 2.38 Outstanding at December 31, 2017 6,050,820 $ 2.27 3.56 $ 2,498 Options vested and expected to vest at December 31, 2017 5,895,123 $ 2.28 3.53 $ 2,407 Exercisable options at December 31, 2017 4,630,420 $ 2.37 3.21 $ 1,663 Weighted average fair value of options granted during the year $ 0.76 |
Schedule of employee and directors options outstanding | Outstanding Exercisable Exercise Weighted Weighted Weighted price per Options contractual price per Options price per share outstanding life in years share exercisable share $1.44 - $1.91 1,742,214 4.32 $ 1.55 1,255,970 $ 1.54 $2.00 - $2.13 1,779,918 5.00 $ 2.03 970,971 $ 2.04 $2.29 - $2.91 862,909 1.52 $ 2.62 860,460 $ 2.62 $3.00 - $3.14 1,146,642 2.54 $ 3.03 1,040,904 $ 3.03 $3.16 - $3.32 519,137 1.71 $ 3.27 502,115 $ 3.26 6,050,820 3.56 $ 2.27 4,630,420 $ 2.37 |
Summary of RSUs activity | Number of RSUs Outstanding at January 1, 2017 30,000 Granted 60,000 Vested (90,000 ) Forfeited - Outstanding at December 31, 2017 - |
Schedule of options to non-employees | Issuance date Options Exercise Options Exercisable February 16, 2012 53,000 $ 3.16 53,000 Feb-18 February 13, 2013 5,000 $ 3.14 5,000 Feb-19 August 1, 2013 150,000 $ 3.08 150,000 Aug-19 May 14, 2014 3,000 $ 3.32 2,845 May-20 February 18, 2015 3,000 $ 3.00 2,566 Feb-21 February 10, 2016 40,000 $ 1.44 28,750 Feb-22 January 24, 2017 25,000 $ 2.00 12,500 Jan-23 279,000 254,661 |
Schedule of stock-based compensation expense | Year ended 2017 2016 2015 Cost of revenues $ 207 $ 73 $ 64 Research and development 505 314 302 Sales and marketing 553 198 251 General and administrative 795 395 449 $ 2,060 $ 980 $ 1,066 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Taxes [Abstract] | |
Schedule of deferred taxes | December 31, 2017 2016 Deferred tax assets: Net operating loss carryforwards $ 25,645 $ 48,740 Capital loss carryforwards 3,500 3,603 Other 2,295 2,693 Deferred tax assets before valuation allowance 31,440 55,036 Valuation allowance (30,177 ) (54,068 ) Deferred tax asset, net of valuation allowance 1,263 968 Deferred tax liabilities: Intangibles (2,432 ) (2,206 ) Deferred revenue (186 ) (136 ) Deferred tax liability (2,618 ) (2,342 ) Deferred tax liability, net (*) $ (1,355 ) $ (1,374 ) (*) The entire amount is due to foreign deferred taxes |
Schedule of loss before tax benefit (expense) | Year ended 2017 2016 2015 Domestic $ (10,452 ) $ (5,034 ) $ (4,679 ) Foreign (5,238 ) (1,181 ) 3 Loss before tax benefit (expense) $ (15,690 ) $ (6,215 ) $ (4,676 ) |
Schedule of tax benefit (expense) | Year ended 2017 2016 2015 Current taxes: Foreign $ (133 ) $ (212 ) $ (389 ) Domestic - - (2 ) $ (133 ) $ (212 ) $ (391 ) Deferred taxes: Foreign $ 175 $ 214 $ 268 Domestic - - - $ 175 $ 214 $ 268 Tax benefit (expense), net $ 42 $ 2 $ (123 ) |
Scheldule of unrecognized tax benefits related to uncertain tax positions | December 31, 2017 2016 Beginning balance $ 119 $ 131 Increases (decrease) related to tax positions taken during prior years 137 (7 ) Effect of exchange rate 16 (5 ) Ending balance $ 272 $ 119 |
Geographic Information (Tables)
Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Geographic Information [Abstract] | |
Schedule of revenues from external customers | Year ended 2017 2016 2015 United States $ 12,407 $ 12,921 $ 11,424 Europe 12,992 12,446 10,786 Asia Pacific 2,724 2,696 3,436 Israel 2,397 2,832 1,958 Other 279 88 158 $ 30,799 $ 30,983 $ 27,762 |
Schedule of net amount of property and equipment | December 31 2017 2016 Israel $ 685 $ 751 United States 1,490 1,036 Germany 287 181 Other 325 113 $ 2,787 $ 2,081 |
Financial Expense, Net (Tables)
Financial Expense, Net (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Financial Expense, Net [Abstract] | |
Schedule of financial expense, net | Year ended December 31, 2017 2016 2015 Income: Interest on cash and cash equivalents $ 2 $ 1 $ 1 Foreign currency exchange differences, net - - 78 2 1 79 Expenses: Change in fair value of embedded conversion feature on convertible notes (1,349 ) - - Interest and accretion of discount (735 ) (20 ) (288 ) Foreign currency exchange differences, net (248 ) (88 ) - Other (50 ) (40 ) (34 ) (2,382 ) (148 ) (322 ) $ (2,380 ) $ (147 ) $ (243 ) |
Related Parties (Tables)
Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Related Parties [Abstract] | |
Schedule of related party balances | December 31 2017 2016 Trade receivables $ - $ 226 Allowance for doubtful debts - (226 ) Trade receivables, net (*) $ - $ - Prepaid expenses (**) $ 31 $ - (*) Related to transactions with imatrix. The Company was a minority shareholder in imatrix corp., a Japanese company (“imatrix”). In September 2015, the Company required imatrix to repurchase all imatrix shares held by the Company pursuant to certain provisions of the Companies Act of Japan. However, since the parties could not agree on the correct valuation for such shares, in November 2015, the Company petitioned the Kawasaki Branch of Yokohama District Court in Japan to determine the share valuation of the Company’s shares in imatrix Corporation. In addition, the Company had also filed a claim regarding unpaid royalties pursuant to a commercial agreement between the two parties while imatrix separately claimed damages for unlawful termination of such agreement. In April 2017, the parties reached a settlement pursuant to which imatrix paid $676 to Cyren to settle all such claims. Out of the total settlement, $226 were paid for unpaid royalties and $450 were paid on account of the imatrix shares held by the Company. The $450 is presented as other income in the consolidated statement of operations. See note 12b. for further details. (**) Related to a software license agreement with a related party. See note 12b. for further details. |
Schedule of related party transactions | Year ended December 31, 2017 2016 2015 Revenues $ - $ - $ 226 Bad debt collected / (expenses) (*) $ 226 $ - $ (226 ) Gain from sale of investment in affiliate (*) $ 450 $ - $ - Software licensing expenses (**) $ 21 $ - $ - (*) Transactions with imatrix. The effects arising from imatrix’s bad debt were recorded under general and administrative expenses on the consolidated statements of operations. The gain from the sale of the investment in imatrix was recorded as other income on the consolidated statements of operations. (**) Expenses arising from a software licensing agreement which was executed in March 2017. At the time of execution, the vendor was not a related party. On December 24, 2017, upon completion of the tender offer by WP, the vendor became a related party. The expenses were recorded under research and development expenses net, on the consolidated statements of operations. |
Significant Accounting Polici32
Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2017 | |
Computers and peripheral equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation rate | 33.00% |
Office furniture and equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation rate | 7.00% |
Office furniture and equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Depreciation rate | 20.00% |
Leasehold improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Estimated useful lives | Over the shorter of the term of the lease or the life of the assets |
Significant Accounting Polici33
Significant Accounting Policies (Details 1) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Volatility, minimum | 44.00% | 48.00% | 42.00% |
Volatility, maximum | 51.00% | 50.00% | 48.00% |
Risk-free interest rate, minimum | 1.20% | 0.80% | 1.10% |
Risk-free interest rate, maximum | 2.10% | 1.40% | 1.20% |
Dividend yield | 0.00% | 0.00% | 0.00% |
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 3 years 6 months | 3 years 4 months 24 days | 3 years 4 months 24 days |
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 5 years 1 month 6 days | 5 years | 3 years 10 months 25 days |
Significant Accounting Polici34
Significant Accounting Policies (Details Textual) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($)Segment | Dec. 31, 2015USD ($) | Dec. 31, 2013USD ($) | |
Significant Accounting Policies (Textual) | ||||
Restricted deposits | $ 247 | |||
Investment affiliate | $ 0 | |||
Investment in affiliate's description | The Company's investments in affiliated companies comprises of investments in which the Company owns less than 20 % or in which the Company cannot exercise significant influence over the affiliates' operating and financial policies. | |||
Restricted prepaid expenses | $ 113 | |||
Restricted long term deposits | 114 | |||
Number of operating segments | Segment | 1 | |||
Fair value of liability reduced | $ 75 | |||
Research and development costs due to government grants | 778 | 852 | 800 | |
Provision for doubtful accounts | 445 | 560 | ||
Bad debt benefit | 65 | 4 | 314 | |
Severance benefit (expense) | 20 | $ (87) | $ (53) | |
Cumulative effect to retained earnings | $ 1,306 | |||
Minimum [Member] | ||||
Significant Accounting Policies (Textual) | ||||
Intangible assets, useful life | 1 year | |||
Percentage of weighted average cost of capital | 14.32% | |||
Revenue recognition, service term | 1 year | |||
Maximum [Member] | ||||
Significant Accounting Policies (Textual) | ||||
Intangible assets, useful life | 15 years | |||
Percentage of weighted average cost of capital | 18.45% | |||
Revenue recognition, service term | 3 years |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 14,971 | $ 12,890 |
Less accumulated depreciation | (12,184) | (10,809) |
Property and equipment, net | 2,787 | 2,081 |
Computers and peripheral equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 11,782 | 10,019 |
Office furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 1,293 | 1,194 |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 1,896 | $ 1,677 |
Property and Equipment, Net (36
Property and Equipment, Net (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Property and Equipment, Net (Textual) | |||
Depreciation expense | $ 1,303 | $ 1,246 | $ 1,337 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Original amounts | $ 23,836 | $ 18,973 | |
Accumulated amortization | (12,818) | (8,547) | |
Intangible assets, net | 11,018 | 10,426 | |
Customer contracts and relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Original amounts | 5,326 | 4,978 | |
Accumulated amortization | (3,744) | (3,014) | |
Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Original amounts | [1] | 16,896 | 12,458 |
Accumulated amortization | (8,235) | (4,887) | |
Trademarks [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Original amounts | 1,614 | 1,537 | |
Accumulated amortization | $ (839) | $ (646) | |
[1] | Includes $8,877 and $5,056 capitalized technology as of December 31, 2017 and 2016, respectively. Capitalized technology includes $4,081 and $2,143 for which amortization has not yet begun as of December 31, 2017 and 2016, respectively. |
Intangible Assets, Net (Detai38
Intangible Assets, Net (Details 1) | Dec. 31, 2017 |
Finite-Lived Intangible Assets [Line Items] | |
Total intangible assets | 24.00% |
Customer contracts and relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Total intangible assets | 7.00% |
Technology [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Total intangible assets | 32.00% |
Trademarks [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Total intangible assets | 10.00% |
Intangible Assets, Net (Detai39
Intangible Assets, Net (Details 2) $ in Thousands | Dec. 31, 2017USD ($) |
Intangible Assets, Net/Goodwill [Abstract] | |
2,018 | $ 3,193 |
2,019 | 4,449 |
2,020 | 1,023 |
2,021 | 863 |
2,022 | 757 |
Thereafter | 732 |
Total | $ 11,017 |
Intangible Assets, Net (Detai40
Intangible Assets, Net (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Intangible Assets, Net (Textual) | |||
Amortization expense | $ 3,746 | $ 2,836 | $ 1,549 |
Capitalized technology [Member] | |||
Intangible Assets, Net (Textual) | |||
Includes capitalized technology in the amount of | 8,877 | 5,056 | |
Capitalized technology | $ 4,081 | $ 2,143 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Intangible Assets, Net/Goodwill [Abstract] | ||
Balance at the beginning of the year | $ 19,441 | $ 19,864 |
Foreign currency translation adjustments | 1,687 | (423) |
Balance at the year end | $ 21,128 | $ 19,441 |
Earn-out Consideration (Details
Earn-out Consideration (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earn-out Consideration [Abstract] | |||
Payment of earn-out consideration | $ (457) | ||
Fair value of liability reduced | $ 75 | ||
Additional legal and interest expenses | $ 774 |
Commitments and Contingencies43
Commitments and Contingencies (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies [Abstract] | |
2,018 | $ 1,366 |
2,019 | 1,128 |
2,020 | 960 |
2,021 | 935 |
2,022 | 914 |
2023 and thereafter | 946 |
Total future lease payments | $ 6,249 |
Commitments and Contingencies44
Commitments and Contingencies (Details Textual) € in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||
Apr. 30, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2016EUR (€) | Dec. 31, 2015USD ($) | Dec. 31, 2015EUR (€) | ||
Net of royalties paid or accrued | $ 226 | ||||||
Facilities rent expenses | $ 2,004 | $ 1,090 | $ 978 | ||||
Payment of earn-out consideration | 457 | ||||||
License fees | [1] | $ 21 | |||||
Expiry date | Expire on various dates, the latest of which is in 2026 | ||||||
Litigation [Member] | |||||||
Payment of earn-out consideration | € | € 1,374 | ||||||
Interest on claim | € | € 171 | ||||||
Legal expenses | € | 574 | ||||||
Prepaid legal expenses | € | € 113 | ||||||
Vendor [Member] | |||||||
License fees | $ 3,150 | ||||||
Office of Chief Scientist ("IIA") [Member] | |||||||
Grants received | $ 3,470 | ||||||
Royalty rate | 3.50% | ||||||
Percent of grants received plus interest | 100.00% | ||||||
Net of royalties paid or accrued | $ 2,734 | 2,150 | |||||
Cost of revenues with respect to royalties | $ 144 | $ 156 | $ 128 | ||||
[1] | Expenses arising from a software licensing agreement which was executed in March 2017. At the time of execution, the vendor was not a related party. On December 24, 2017, upon completion of the tender offer by WP, the vendor became a related party. The expenses were recorded under research and development expenses net, on the consolidated statements of operations. |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - Employee Stock Option [Member] - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2015 | |
Summary of employees and directors share option activity | ||
Number of options, Outstanding, Beginning balance | 5,521,630 | |
Number of options, Granted | 1,823,911 | |
Number of options, Exercised | (59,654) | (57,593) |
Number of options, Expired and forfeited | (1,235,067) | |
Number of options, Outstanding, Ending balance | 6,050,820 | |
Number of options, Options vested and expected to vest | 5,895,123 | |
Number of options, Exercisable | 4,630,420 | |
Weighted average exercise price, Beginning period | $ 2.39 | |
Weighted average exercise price, Granted | 1.96 | |
Weighted average exercise price, Exercised | 1.56 | |
Weighted average exercise price, Expired and forfeited | 2.38 | |
Weighted average exercise price, Ending balance | 2.27 | |
Weighted average exercise price, Options vested and expected to vest | 2.28 | |
Weighted average exercise price, Exercisable options | 2.37 | |
Weighted average fair value of options granted during period | $ 0.76 | |
Weighted average remaining contractual term (years), Outstanding, Beginning period | 3 years 11 months 15 days | |
Weighted average remaining contractual term (years), Outstanding, Ending period | 3 years 6 months 21 days | |
Weighted average remaining contractual term (years), Options vested and expected to vest | 3 years 6 months 10 days | |
Weighted average remaining contractual term (years), Exercisable options | 3 years 2 months 16 days | |
Aggregate intrinsic value, Outstanding , Beginning balance | $ 1,141 | |
Aggregate intrinsic value, Outstanding, Ending balance | 2,498 | |
Aggregate intrinsic value, Options vested and expected to vest | 2,407 | |
Aggregate intrinsic value, Exercisable options | $ 1,663 |
Shareholders' Equity (Details 1
Shareholders' Equity (Details 1) | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Options outstanding | shares | 6,050,820 |
Weighted average remaining contractual life in years | 3 years 6 months 21 days |
Outstanding weighted average exercise price per share | $ 2.27 |
Options exercisable | shares | 4,630,420 |
Exercisable weighted average exercise price per share | $ 2.37 |
$1.44 - $1.91 [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 1.44 |
Exercise price per share, upper limit | $ 1.91 |
Options outstanding | shares | 1,742,214 |
Weighted average remaining contractual life in years | 4 years 3 months 26 days |
Outstanding weighted average exercise price per share | $ 1.55 |
Options exercisable | shares | 1,255,970 |
Exercisable weighted average exercise price per share | $ 1.54 |
2.00 - $2.13 [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 2 |
Exercise price per share, upper limit | $ 2.13 |
Options outstanding | shares | 1,779,918 |
Weighted average remaining contractual life in years | 5 years |
Outstanding weighted average exercise price per share | $ 2.03 |
Options exercisable | shares | 970,971 |
Exercisable weighted average exercise price per share | $ 2.04 |
2.29 - $2.91 [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 2.29 |
Exercise price per share, upper limit | $ 2.91 |
Options outstanding | shares | 862,909 |
Weighted average remaining contractual life in years | 1 year 6 months 7 days |
Outstanding weighted average exercise price per share | $ 2.62 |
Options exercisable | shares | 860,460 |
Exercisable weighted average exercise price per share | $ 2.62 |
3.00 - $3.14 [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 3 |
Exercise price per share, upper limit | $ 3.14 |
Options outstanding | shares | 1,146,642 |
Weighted average remaining contractual life in years | 2 years 6 months 14 days |
Outstanding weighted average exercise price per share | $ 3.03 |
Options exercisable | shares | 1,040,904 |
Exercisable weighted average exercise price per share | $ 3.03 |
3.16 - $3.32 [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 3.16 |
Exercise price per share, upper limit | $ 3.32 |
Options outstanding | shares | 519,137 |
Weighted average remaining contractual life in years | 1 year 8 months 16 days |
Outstanding weighted average exercise price per share | $ 3.27 |
Options exercisable | shares | 502,115 |
Exercisable weighted average exercise price per share | $ 3.26 |
Shareholders' Equity (Details 2
Shareholders' Equity (Details 2) - Restricted Stock Units (RSUs) [Member] | 12 Months Ended |
Dec. 31, 2017shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of options, Outstanding, Beginning balance | 30,000 |
Number of RSUs, Granted | 60,000 |
Number of RSUs, Vested | (90,000) |
Number of RSUs, Forfeited | |
Number of options, Outstanding, Ending balance |
Shareholders' Equity (Details 3
Shareholders' Equity (Details 3) | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Non-Employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options outstanding | 279,000 |
Options exercisable | 254,661 |
February 16, 2012 [Member] | Non-Employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | Feb. 16, 2012 |
Options outstanding | 53,000 |
Exercise price per share | $ / shares | $ 3.16 |
Options exercisable | 53,000 |
Exercisable through | Feb18 |
February 13, 2013 [Member] | Non-Employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | Feb. 13, 2013 |
Options outstanding | 5,000 |
Exercise price per share | $ / shares | $ 3.14 |
Options exercisable | 5,000 |
Exercisable through | Feb19 |
August 1, 2013 [Member] | Non-Employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | Aug. 1, 2013 |
Options outstanding | 150,000 |
Exercise price per share | $ / shares | $ 3.08 |
Options exercisable | 150,000 |
Exercisable through | Aug19 |
May 14, 2014 [Member] | Non-Employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | May 14, 2014 |
Options outstanding | 3,000 |
Exercise price per share | $ / shares | $ 3.32 |
Options exercisable | 2,845 |
Exercisable through | May20 |
February 18, 2015 [Member] | Non-Employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | Feb. 18, 2015 |
Options outstanding | 3,000 |
Exercise price per share | $ / shares | $ 3 |
Options exercisable | 2,566 |
Exercisable through | Feb - 21 |
February 10, 2016 [Member] | Non-Employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | Feb. 10, 2016 |
Options outstanding | 40,000 |
Exercise price per share | $ / shares | $ 1.44 |
Options exercisable | 28,750 |
Exercisable through | Feb22 |
January 24, 2017 [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | Jan. 24, 2017 |
Options outstanding | 25,000 |
Exercise price per share | $ / shares | $ 2 |
Options exercisable | 12,500 |
Exercisable through | Jan23 |
Shareholders' Equity (Details 4
Shareholders' Equity (Details 4) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | $ 2,060 | $ 980 | $ 1,066 |
Cost of revenues [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | 207 | 73 | 64 |
Research and development [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | 505 | 314 | 302 |
Sales and marketing [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | 553 | 198 | 251 |
General and administrative [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Compensation expense | $ 795 | $ 395 | $ 449 |
Shareholders' Equity (Details T
Shareholders' Equity (Details Textual) $ / shares in Units, $ in Thousands | Dec. 24, 2017$ / sharesshares | Nov. 30, 2017USD ($)$ / sharesshares | Nov. 06, 2017USD ($)shares | Sep. 27, 2017$ / sharesshares | Mar. 27, 2017USD ($)$ / shares | Aug. 17, 2015USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Nov. 06, 2017₪ / shares | Nov. 06, 2017$ / shares | Aug. 17, 2015₪ / shares | Aug. 17, 2015$ / shares |
Shareholders' Equity (Textual) | |||||||||||||
Proceeds received from issuance of ordinary shares | $ 18,971 | $ 11,524 | |||||||||||
Issuance expenses on ordinary shares | $ 631 | $ 1,126 | |||||||||||
Options grant/vest, description | The options vest and become exercisable at a rate of 1/16 of the options every three months. | ||||||||||||
Maturity date | Sep. 30, 2019 | ||||||||||||
Non-Employee Plan [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Ordinary shares available for future grant | shares | 450,412 | ||||||||||||
Options vesting period | 4 years | ||||||||||||
Options expiration, term | Options granted under the Non-Employee Director Plan generally expire after six years from the date of grant. | ||||||||||||
Convertible Notes [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Issuance of ordinary shares | shares | 11,594 | ||||||||||||
Conversion price, per share | $ / shares | $ 1.85 | $ 2.50 | |||||||||||
Conversion of amount | $ 925 | ||||||||||||
Conversion of shares | shares | 500,000 | ||||||||||||
Warburg Pincus [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Ownership, percentage | 52.00% | ||||||||||||
Warburg Pincus [Member] | Convertible Notes [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Offering price per share | $ / shares | $ 1.85 | ||||||||||||
Ownership, percentage | 52.00% | ||||||||||||
Conversion price, per share | $ / shares | $ 1.85 | 1.85 | |||||||||||
Conversion of shares | shares | 2,944,813 | ||||||||||||
Equity Incentive Plan [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Options grant/vest, description | The per share exercise price for options shall be no less than 100% of the fair market value per ordinary share on the date of grant. | ||||||||||||
Ordinary shares available for future grant | shares | 3,144,103 | ||||||||||||
Options vesting period | 4 years | ||||||||||||
Options expiration, term | Options granted under the Equity Incentive Plan generally expire after six years from the date of grant. | ||||||||||||
Equity Incentive Plan [Member] | Warburg Pincus [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Options grant/vest, description | Fifty percent of all outstanding options became fully vested. | ||||||||||||
Options vesting period | 1 year | ||||||||||||
Non-vested stock options [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Unrecognized compensation expense | $ 812 | ||||||||||||
Recognized over remaining weighted average period | 11 months 26 days | ||||||||||||
Non-vested stock options [Member] | Non-Employee Plan [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Unrecognized compensation expense | $ 28 | ||||||||||||
Recognized over remaining weighted average period | 1 year | ||||||||||||
Public Offering [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Issuance of ordinary shares | shares | 7,666,665 | ||||||||||||
Offering price per share | (per share) | ₪ 0.15 | $ 1.65 | |||||||||||
Proceeds received from issuance of ordinary shares | $ 11,524 | ||||||||||||
Issuance expenses on ordinary shares | $ 1,126 | ||||||||||||
Private Offering [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Issuance of ordinary shares | shares | 10,595,521 | ||||||||||||
Offering price per share | (per share) | ₪ 0.15 | $ 1.85 | |||||||||||
Proceeds received from issuance of ordinary shares | $ 18,971 | ||||||||||||
Issuance expenses on ordinary shares | $ 631 | ||||||||||||
Private Offering [Member] | Convertible Notes [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Aggregate principal amount | $ 6,300 | ||||||||||||
Interest rate | 5.00% | ||||||||||||
Debt instrument, description | (i) 50% cash and (ii) 50% cash or ordinary shares at Cyren's election. | ||||||||||||
Notes, term | 2 years 6 months | ||||||||||||
Conversion price, per share | $ / shares | $ 2.50 | ||||||||||||
Conversion price, description | The conversion price was subject to adjustment should future equity issuances be priced at less than $2.10 per share. | ||||||||||||
Overallotment option [Member] | |||||||||||||
Shareholders' Equity (Textual) | |||||||||||||
Issuance of ordinary shares | shares | 999,999 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Deferred tax assets: | |||
Net operating loss carryforwards | $ 25,645 | $ 48,740 | |
Capital loss carryforwards | 3,500 | 3,603 | |
Other | 2,295 | 2,693 | |
Deferred tax assets before valuation allowance | 31,440 | 55,036 | |
Valuation allowance | (30,177) | (54,068) | |
Deferred tax asset, net of valuation allowance | 1,263 | 968 | |
Deferred tax liabilities: | |||
Intangibles | (2,432) | (2,206) | |
Deferred revenue | (186) | (136) | |
Deferred tax liability | (2,618) | (2,342) | |
Deferred tax liability, net | [1] | $ (1,355) | $ (1,374) |
[1] | The entire amount is due to foreign deferred taxes |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes [Abstract] | |||
Domestic | $ (10,452) | $ (5,034) | $ (4,679) |
Foreign | (5,238) | (1,181) | 3 |
Loss before tax benefit (expense) | $ (15,690) | $ (6,215) | $ (4,676) |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Current taxes: | |||
Foreign | $ (133) | $ (212) | $ (389) |
Domestic | (2) | ||
Total Current taxes | (133) | (212) | (391) |
Deferred taxes: | |||
Foreign | 175 | 214 | 268 |
Domestic | |||
Total Deferred taxes | 175 | 214 | 268 |
Tax benefit (expense), net | $ (42) | $ (2) | $ 123 |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Income Taxes [Abstract] | ||
Beginning balance | $ 119 | $ 131 |
Increases (decrease) related to tax positions taken during prior years | 137 | (7) |
Effect of exchange rate | 16 | (5) |
Ending balance | $ 272 | $ 119 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes (Textual) | |||
Corporate tax rate | 24.00% | 25.00% | 26.50% |
Undistributed earnings of foreign subsidiaries amount | $ 467 | ||
Unrecognized deferred tax liability | 123 | ||
Net operating loss carrforwards | 75,249 | ||
Capital loss carryforwards | $ 15,216 | ||
Corporate income tax rate description | In December 2016, the Israeli Parliament approved the Economic Efficiency Law (Legislative Amendments for Applying the Economic Policy for the 2017 and 2018 Budget Years), 2016 which reduces the corporate income tax rate to 24% effective from January 1, 2017 and to 23% effective from January 1, 2018. | ||
Taxable income description | Expire in the years 2018 through 2037. | ||
Increases valuation allowance [Member] | |||
Income Taxes (Textual) | |||
Valuation allowance amount | $ 3,494 | $ 1,329 | |
Decrease valuation allowance [Member] | |||
Income Taxes (Textual) | |||
Valuation allowance amount | $ 1,586 | ||
Minimum [Member] | |||
Income Taxes (Textual) | |||
Corporate tax rate | 21.00% | ||
Maximum [Member] | |||
Income Taxes (Textual) | |||
Corporate tax rate | 35.00% | ||
U.S. subsidiary [Member] | |||
Income Taxes (Textual) | |||
Federal tax purposes | $ 38,006 | ||
State tax purposes | $ 8,295 | ||
German tax [Member] | |||
Income Taxes (Textual) | |||
Corporate tax rate | 30.00% |
Geographic Information(Details)
Geographic Information(Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues from external customers | $ 30,799 | $ 30,983 | $ 27,762 |
United States [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues from external customers | 12,407 | 12,921 | 11,424 |
Europe [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues from external customers | 12,992 | 12,446 | 10,786 |
Asia Pacific [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues from external customers | 2,724 | 2,696 | 3,436 |
Israel [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues from external customers | 2,397 | 2,832 | 1,958 |
Other [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues from external customers | $ 279 | $ 88 | $ 158 |
Geographic Information (Details
Geographic Information (Details 1) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | $ 2,787 | $ 2,081 |
Israel [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | 685 | 751 |
United States [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | 1,490 | 1,036 |
Germany [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | 287 | 181 |
Other [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | $ 325 | $ 113 |
Geographic Information (Detai58
Geographic Information (Details Textual) | 12 Months Ended |
Dec. 31, 2017Segment | |
Geographic Information (Textual) | |
Number of reportable segments | 1 |
Financial Expense, Net (Details
Financial Expense, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income: | |||
Interest on cash and cash equivalents | $ 2 | $ 1 | $ 1 |
Foreign currency exchange differences, net | 78 | ||
Total financial income | 2 | 1 | 79 |
Expenses: | |||
Change in fair value of embedded conversion feature on convertible notes | (1,349) | ||
Interest and accretion of discount | (735) | (20) | (288) |
Foreign currency exchange differences, net | (248) | (88) | |
Other | (50) | (40) | (34) |
Total financial expenses | (2,382) | (148) | (322) |
Financial income (expenses), net | $ (2,380) | $ (147) | $ (243) |
Related Parties (Details)
Related Parties (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 | |
Related Parties [Abstract] | |||
Trade receivables | $ 226 | ||
Allowance for doubtful debts | (226) | ||
Trade receivables, net | [1] | ||
Prepaid expenses | [2] | $ 31 | |
[1] | Related to transactions with imatrix. The Company was a minority shareholder in imatrix corp., a Japanese company ("imatrix"). In September 2015, the Company required imatrix to repurchase all imatrix shares held by the Company pursuant to certain provisions of the Companies Act of Japan. However, since the parties could not agree on the correct valuation for such shares, in November 2015, the Company petitioned the Kawasaki Branch of Yokohama District Court in Japan to determine the share valuation of the Company's shares in imatrix Corporation. In addition, the Company had also filed a claim regarding unpaid royalties pursuant to a commercial agreement between the two parties while imatrix separately claimed damages for unlawful termination of such agreement. In April 2017, the parties reached a settlement pursuant to which imatrix paid $676 to Cyren to settle all such claims. Out of the total settlement, $226 were paid for unpaid royalties and $450 were paid on account of the imatrix shares held by the Company. The $450 is presented as other income in the consolidated statement of operations. See note 12b. for further details. | ||
[2] | Related to a software license agreement with a related party. See note 12b. for further details. |
Related Parties (Details 1)
Related Parties (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | ||
Related Parties [Abstract] | ||||
Revenues | $ 226 | |||
Bad debt collected / (expenses) | [1] | 226 | (226) | |
Gain from sale of investment in affiliate | [1] | 450 | ||
Software licensing expenses | [2] | $ 21 | ||
[1] | Transactions with imatrix. The effects arising from imatrix's bad debt were recorded under general and administrative expenses on the consolidated statements of operations. The gain from the sale of the investment in imatrix was recorded as other income on the consolidated statements of operations. | |||
[2] | Expenses arising from a software licensing agreement which was executed in March 2017. At the time of execution, the vendor was not a related party. On December 24, 2017, upon completion of the tender offer by WP, the vendor became a related party. The expenses were recorded under research and development expenses net, on the consolidated statements of operations. |
Related Parties (Details Textua
Related Parties (Details Textual) $ in Thousands | 1 Months Ended |
Apr. 30, 2017USD ($) | |
Related Parties (Textual) | |
Settlement amount | $ 676 |
Payments for unpaid royalties | 226 |
Payment on account of imatrix shares | 450 |
Other income | $ 450 |