Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2017shares | |
Document and Entity Information [Abstract] | |
Document Type | 10-Q |
Amendment Flag | false |
Document Period End Date | Sep. 30, 2017 |
Document Fiscal Year Focus | 2,017 |
Document Fiscal Period Focus | Q3 |
Entity Registrant Name | SOHU COM INC |
Entity Central Index Key | 1,104,188 |
Current Fiscal Year End Date | --12-31 |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 38,881,382 |
Trading Symbol | SOHU |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||
Cash and cash equivalents | $ 1,040,564 | $ 1,050,957 |
Restricted cash | 1,501 | 0 |
Short-term investments | 304,264 | 247,926 |
Accounts receivable, net | 280,372 | 189,167 |
Assets held for sale | 0 | 103,079 |
Prepaid and other current assets (including $29,019 and $31,213, respectively, due from a related party as of December 31, 2016 and September 30, 2017) | 228,206 | 260,133 |
Total current assets | 1,854,907 | 1,851,262 |
Fixed assets, net | 529,734 | 503,631 |
Goodwill | 70,957 | 68,290 |
Long-term investments, net | 86,585 | 74,273 |
Intangible assets, net | 31,463 | 32,131 |
Restricted time deposits | 270 | 269 |
Prepaid non-current assets | 4,205 | 4,734 |
Other assets | 27,162 | 29,100 |
Total assets | 2,605,283 | 2,563,690 |
LIABILITIES | ||
Accounts payable (including accounts payable of consolidated variable interest entities ("VIEs") without recourse to the Company of $15,824 and $56,945, respectively, as of December 31, 2016 and September 30, 2017) | 270,939 | 193,209 |
Accrued liabilities (including accrued liabilities of consolidated VIEs without recourse to the Company of $96,695 and $79,203, respectively, as of December 31, 2016 and September 30, 2017) | 342,555 | 324,876 |
Receipts in advance and deferred revenue (including receipts in advance and deferred revenue of consolidated VIEs without recourse to the Company of $44,797 and $48,307, respectively, as of December 31, 2016 and September 30, 2017) | 131,723 | 118,951 |
Accrued salary and benefits (including accrued salary and benefits of consolidated VIEs without recourse to the Company of $10,306 and $7,770, respectively, as of December 31, 2016 and September 30, 2017) | 72,635 | 92,475 |
Taxes payable (including taxes payable of consolidated VIEs without recourse to the Company of $11,475 and $12,099, respectively, as of December 31, 2016 and September 30, 2017) | 73,118 | 40,014 |
Short-term bank loans (including short-term bank loans of consolidated VIEs without recourse to the Company of nil as of both December 31, 2016 and September 30, 2017) | 61,027 | 0 |
Liabilities held for sale (including liabilities held for sale of consolidated VIEs without recourse to the Company of $3,232 and nil, respectively, as of December 31, 2016 and September 30, 2017) | 0 | 3,902 |
Other short-term liabilities (including other short-term liabilities of consolidated VIEs without recourse to the Company of $89,994 and $77,106, respectively, as of December 31, 2016 and September 30, 2017, and due to a related party of $28,678 and $30,525, respectively, as of December 31, 2016 and September 30, 2017) | 146,115 | 159,315 |
Total current liabilities | 1,098,112 | 932,742 |
Long-term accounts payable (including long-term accounts payable of consolidated VIEs without recourse to the Company of nil as of both December 31, 2016 and September 30, 2017) | 778 | 744 |
Long-term taxes payable (including long-term taxes payable of consolidated VIEs without recourse to the Company of $13,463 and $14,072, respectively, as of December 31, 2016 and September 30, 2017) | 30,901 | 32,625 |
Deferred tax liabilities (including deferred tax liabilities of consolidated VIEs without recourse to the Company of $1,273 and $3,954, respectively, as of December 31, 2016 and September 30, 2017) | 45,860 | 39,784 |
Total long-term liabilities | 77,539 | 73,153 |
Total liabilities | 1,175,651 | 1,005,895 |
Commitments and contingencies | ||
SHAREHOLDERS' EQUITY | ||
Common stock: $0.001 par value per share (75,400 shares authorized; 38,742 shares and 38,881 shares, respectively, issued and outstanding as of December 31, 2016 and September 30, 2017) | 45 | 45 |
Additional paid-in capital | 840,483 | 821,867 |
Treasury stock (5,889 shares as of both December 31, 2016 and September 30, 2017) | (143,858) | (143,858) |
Accumulated other comprehensive income | 31,192 | 3,220 |
Retained earnings | 51,915 | 312,306 |
Total Sohu.com Inc. shareholders' equity | 779,777 | 993,580 |
Noncontrolling interest | 649,855 | 564,215 |
Total shareholders' equity | 1,429,632 | 1,557,795 |
Total liabilities and shareholders' equity | $ 2,605,283 | $ 2,563,690 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) shares in Thousands, $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Due from a related party | $ 31,213 | $ 29,019 |
Accounts payable | 270,939 | 193,209 |
Accrued liabilities | 342,555 | 324,876 |
Receipts in advance and deferred revenue | 131,723 | 118,951 |
Accrued salary and benefits | 72,635 | 92,475 |
Taxes payable | 73,118 | 40,014 |
Short-term bank loans | 61,027 | 0 |
Liabilities held for sale | 0 | 3,902 |
Other short-term liabilities | 146,115 | 159,315 |
Due to a related party | 30,525 | 28,678 |
Long-term accounts payable | 778 | 744 |
Long-term taxes payable | 30,901 | 32,625 |
Deferred tax liabilities | $ 45,860 | $ 39,784 |
Common stock, par value per share (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 75,400 | 75,400 |
Common stock, shares outstanding (in shares) | 38,881 | 38,742 |
Treasury stock, shares (in shares) | 5,889 | 5,889 |
Consolidated VIEs [Member] | ||
Accounts payable | $ 56,945 | $ 15,824 |
Accrued liabilities | 79,203 | 96,695 |
Receipts in advance and deferred revenue | 48,307 | 44,797 |
Accrued salary and benefits | 7,770 | 10,306 |
Taxes payable | 12,099 | 11,475 |
Short-term bank loans | 0 | 0 |
Liabilities held for sale | 0 | 3,232 |
Other short-term liabilities | 77,106 | 89,994 |
Long-term accounts payable | 0 | 0 |
Long-term taxes payable | 14,072 | 13,463 |
Deferred tax liabilities | $ 3,954 | $ 1,273 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues: | ||||
Brand advertising (including revenues generated from a related party of nil for both the three months ended September 30, 2016 and the three months ended September 30, 2017, and of $862 and nil, respectively, for the nine months ended September 30, 2016 and 2017) | $ 74,832 | $ 110,871 | $ 242,315 | $ 349,261 |
Search and search-related advertising | 225,363 | 150,667 | 554,145 | 444,633 |
Subtotal of online advertising revenues | 300,195 | 261,538 | 796,460 | 793,894 |
Online games | 132,427 | 98,553 | 340,150 | 300,309 |
Others | 83,439 | 50,491 | 214,722 | 144,469 |
Total revenues | 516,061 | 410,582 | 1,351,332 | 1,238,672 |
Cost of revenues: | ||||
Brand advertising | 75,733 | 102,137 | 280,660 | 281,427 |
Search and search-related advertising | 115,422 | 76,457 | 294,221 | 210,547 |
Subtotal of cost of online advertising revenues | 191,155 | 178,594 | 574,881 | 491,974 |
Online games | 17,560 | 23,719 | 45,678 | 75,232 |
Others | 53,679 | 20,571 | 138,908 | 60,783 |
Total cost of revenues | 262,394 | 222,884 | 759,467 | 627,989 |
Gross profit | 253,667 | 187,698 | 591,865 | 610,683 |
Operating expenses: | ||||
Product development | 105,162 | 90,007 | 289,406 | 261,645 |
Sales and marketing (including expenses generated for a related party of nil for both the three months ended September 30, 2016 and the three months ended September 30, 2017, and of $216 and nil, respectively, for the nine months ended September 30, 2016 and 2017) | 111,935 | 110,584 | 296,866 | 318,597 |
General and administrative | 31,038 | 38,670 | 87,045 | 95,927 |
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | 86,882 | 0 | 86,882 | 0 |
Total operating expenses | 335,017 | 239,261 | 760,199 | 676,169 |
Operating loss | (81,350) | (51,563) | (168,334) | (65,486) |
Other income /(loss) | (5,068) | 3,678 | 2,337 | (16,971) |
Interest income (including interest income generated from a related party of $294 and $295, respectively, for the three months ended September 30, 2016 and 2017, and $956 and $859, respectively, for the nine months ended September 30, 2016 and 2017) | 6,497 | 6,327 | 16,781 | 17,448 |
Interest expense (including interest expense generated from a related party of $184 and $185, respectively, for the three months ended September 30, 2016 and 2017, and $488 and $537, respectively, for the nine months ended September 30, 2016 and 2017) | (1,141) | (209) | (1,521) | (1,151) |
Exchange difference | (5,032) | 702 | (10,326) | 3,546 |
Loss before income tax expense | (86,094) | (41,065) | (161,063) | (62,614) |
Income tax benefit /(expense) | (15,927) | (974) | (39,363) | (15,272) |
Net loss | (102,021) | (42,039) | (200,426) | (77,886) |
Less: Net income attributable to the noncontrolling interest shareholders | 1,939 | 32,775 | 59,965 | 80,238 |
Net loss attributable to Sohu.com Inc. | (103,960) | (74,814) | (260,391) | (158,124) |
Net loss | (102,021) | (42,039) | (200,426) | (77,886) |
Foreign currency translation adjustments | 19,015 | (7,619) | 41,152 | (35,031) |
Change in unrealized gain /(loss) for available-for-sale securities | 12,496 | (693) | 11,245 | (2,121) |
Other comprehensive income/(loss) | 31,511 | (8,312) | 52,397 | (37,152) |
Comprehensive loss | (70,510) | (50,351) | (148,029) | (115,038) |
Less: Comprehensive income attributable to noncontrolling interest shareholders | 13,808 | 29,724 | 84,390 | 67,275 |
Comprehensive loss attributable to Sohu.com Inc. | $ (84,318) | $ (80,075) | $ (232,419) | $ (182,313) |
Basic net loss per share attributable to Sohu.com Inc. | $ (2.67) | $ (1.93) | $ (6.70) | $ (4.09) |
Shares used in computing basic net income per share attributable to Sohu.com Inc. | 38,877 | 38,728 | 38,848 | 38,695 |
Diluted net loss per share attributable to Sohu.com Inc. | $ (2.67) | $ (1.94) | $ (6.72) | $ (4.12) |
Shares used in computing diluted net income per share attributable to Sohu.com Inc. | 38,877 | 38,728 | 38,848 | 38,695 |
Consolidated Statements of Com5
Consolidated Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME [Abstract] | ||||
Revenues from a related party | $ 0 | $ 0 | $ 0 | $ 862 |
Expenses from a related party | 0 | 0 | 0 | 216 |
Interest income from a related party | 295 | 294 | 859 | 956 |
Interest expense from a related party | $ 185 | $ 184 | $ 537 | $ 488 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net loss | $ (200,426) | $ (77,886) |
Adjustments to reconcile net income /(loss) to net cash provided by operating activities: | ||
Amortization of intangible assets and purchased video content in prepaid expense | 110,883 | 105,773 |
Depreciation | 61,000 | 53,769 |
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | 86,882 | 0 |
Impairment of other intangible assets and other assets | 44,989 | 6,027 |
Provision for allowance for doubtful accounts | 4,403 | 4,341 |
Share-based compensation expense | 22,455 | 16,147 |
Investment loss from equity investments | 850 | 1,006 |
Impairment of available-for-sale securities | 5,754 | 0 |
Change in fair value of financial instruments | (5,566) | (7,732) |
Others | (434) | (407) |
Changes in assets and liabilities, net of acquisition: | ||
Accounts receivable | (84,542) | 56,560 |
Prepaid and other assets | 21,101 | 7,520 |
Accounts payable | 20,624 | 17,507 |
Accrued liabilities and other short-term liabilities | (44,733) | 64,720 |
Receipts in advance and deferred revenue | 7,432 | (2,792) |
Taxes payable | 26,463 | (35,520) |
Deferred tax | 6,837 | 5,191 |
Net cash provided by operating activities | 83,972 | 214,224 |
Cash flows from investing activities: | ||
Purchase of financial instruments | (568,686) | (282,000) |
Purchase of fixed assets | (64,764) | (89,990) |
Purchase of intangible and other assets | (46,310) | (134,513) |
Purchase of long-term investments | (7,680) | (12,940) |
Matching loan to a related party | 0 | (18,115) |
Cash released from restricted time deposits and time deposits, net | 0 | 225,462 |
Proceeds from financial instruments | 500,344 | 295,591 |
Return of funds from a third party | 4,928 | 3,619 |
Other cash proceeds/(payments) related to investing activities | (3,065) | 3,840 |
Net cash used in investing activities | (185,233) | (9,046) |
Cash flows from financing activities: | ||
Proceeds from short-term bank loan | 67,785 | 0 |
Matching loan from a related party | 0 | 17,041 |
Exercise of share-based awards in subsidiaries | 493 | 291 |
Repayments of loans from banks | (6,914) | (344,500) |
Repurchase of Sogou Class A Common Shares from noncontrolling shareholders | (3,190) | 0 |
Other cash payments related to financing activities | (909) | (423) |
Net cash provided by/(used in) financing activities | 57,265 | (327,591) |
Effect of exchange rate changes on cash and cash equivalents | 21,919 | (20,427) |
Reclassification of cash and cash equivalents from assets held for sale | 11,684 | (10,280) |
Net decrease in cash and cash equivalents | (10,393) | (153,120) |
Cash and cash equivalents at beginning of period | 1,050,957 | 1,245,205 |
Cash and cash equivalents at end of period | 1,040,564 | 1,092,085 |
Supplemental cash flow disclosures: | ||
Barter transactions recognized in revenue | 4,771 | 9,259 |
Supplemental schedule of non-cash investing activity: | ||
Changes in payables and other liabilities related to fixed assets and intangible assets additions | $ 54,071 | $ 0 |
Consolidated Statement of Chang
Consolidated Statement of Changes in Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income [Member] | Retained Earnings [Member] | Noncontrolling Interest [Member] |
Beginning balance at Dec. 31, 2015 | $ 1,730,752 | $ 45 | $ 798,357 | $ (143,858) | $ 50,151 | $ 536,327 | $ 489,730 |
Share-based compensation expense | 16,145 | 0 | 5,095 | 0 | 0 | 0 | 11,050 |
Settlement of share-based awards in subsidiaries | 337 | 0 | 19,136 | 0 | 0 | 0 | (18,799) |
Contribution from noncontrolling interest shareholder | 0 | 0 | 1,333 | 0 | 0 | 0 | (1,333) |
Disposal of noncontrolling interest | (238) | 0 | 0 | 0 | 0 | 0 | (238) |
Other | (46) | 0 | 0 | 0 | 0 | 0 | (46) |
Net income/(loss) attributable to Sohu.com Inc. and noncontrolling interest shareholders | (77,886) | 0 | 0 | 0 | 0 | (158,124) | 80,238 |
Accumulated other comprehensive income/(loss) | (37,152) | 0 | 0 | 0 | (24,189) | 0 | (12,963) |
Ending balance at Sep. 30, 2016 | 1,631,912 | 45 | 823,921 | (143,858) | 25,962 | 378,203 | 547,639 |
Beginning balance at Dec. 31, 2016 | 1,557,795 | 45 | 821,867 | (143,858) | 3,220 | 312,306 | 564,215 |
Share-based compensation expense | 22,455 | 0 | 4,512 | 0 | 0 | 0 | 17,943 |
Settlement of share-based awards in subsidiaries | 494 | 0 | 14,104 | 0 | 0 | 0 | (13,610) |
Repurchase of Sogou Class A Common Shares from noncontrolling shareholders | (3,190) | 0 | 0 | 0 | 0 | 0 | (3,190) |
Disposal of noncontrolling interest | (80) | 0 | 0 | 0 | 0 | 0 | (80) |
Other | 187 | 0 | 0 | 0 | 0 | 0 | 187 |
Net income/(loss) attributable to Sohu.com Inc. and noncontrolling interest shareholders | (200,426) | 0 | 0 | 0 | 0 | (260,391) | 59,965 |
Accumulated other comprehensive income/(loss) | 52,397 | 0 | 0 | 0 | 27,972 | 0 | 24,425 |
Ending balance at Sep. 30, 2017 | $ 1,429,632 | $ 45 | $ 840,483 | $ (143,858) | $ 31,192 | $ 51,915 | $ 649,855 |
The Company and Basis of Presen
The Company and Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
THE COMPANY AND BASIS OF PRESENTATION [Abstract] | |
The Company and Basis of Presentation | 1. THE COMPANY AND BASIS OF PRESENTATION Nature of Operations Sohu.com Inc. (NASDAQ: SOHU), a Delaware corporation organized in 1996, is a leading Chinese online media, search and game service group providing comprehensive online products and services on PCs and mobile devices in the Peoples Republic of China (the PRC or China). Sohu.com Inc.s businesses are conducted by Sohu.com Inc. and its subsidiaries and VIEs (collectively referred to as the Sohu Group or the Group). The Sohu Group consists of Sohu, which when referred to in this report, unless the context requires otherwise, excludes the businesses and the corresponding subsidiaries and VIEs of Sogou Inc. (Sogou) and Changyou.com Limited (Changyou), Sogou and Changyou. Sogou and Changyou are indirect controlled subsidiaries of Sohu.com Inc. Sohu is a leading Chinese language online media content and services provider. Sogou is a leading online search and search-related services and mobile Internet products provider in China. Changyou is a leading online game developer and operator in China as measured by the popularity of its PC game Tian Long Ba Bu (TLBB) as well as its mobile game Legacy TLBB, and engages primarily in the development, operation and licensing of online games for PCs and mobile devices. Most of the Groups operations are conducted through the Groups China-based subsidiaries and VIEs. Through the operation of Sohu, Sogou and Changyou, the Sohu Group generates online advertising revenues, including brand advertising revenues and search and search-related advertising revenues; online games revenues; and other revenues. Online advertising and online games are the Groups core businesses. Sohus Business Brand Advertising Business Sohus main business is the brand advertising business, which offers to users, over Sohus matrices of Chinese language online media, various content, products and services across multiple Internet-enabled devices such as PCs, mobile phones and tablets. The majority of Sohus products and services are provided through Sohu Media Portal, Sohu Video and Focus. Sohu Media Portal. Sohu Video. Focus. Revenues generated by the brand advertising business are classified as brand advertising revenues in the Sohu Groups consolidated statements of comprehensive income. Other Sohu Business Sohu also engages in the other business, which consists primarily of paid subscription services, sub-licensing Sogous Business Search and Search-related Business The search and search-related business consists primarily of search and search-related advertising services offered by Sogou. Search and search-related advertising services enable advertisers promotional links to be displayed on Sogous search results pages and other Internet properties and third parties Internet properties where the links are relevant to the subject and content of searches and such properties. Sogous advertising services expand distribution of advertisers promotional links and advertisements by leveraging traffic on third parties Internet properties, including Web content, software, and mobile applications. The search and search-related business benefits from Sogous collaboration with Tencent Holdings Limited (together with its subsidiaries, Tencent), which provides Sogou access to traffic and content generated from the products and services provided by Tencent. Revenues generated by the search and search-related business are classified as search and search-related advertising revenues in the Sohu Groups consolidated statements of comprehensive income. Other Sogou Business Sogou also offers Internet value-added services (IVAS), primarily with respect to the operation of Web games and mobile games developed by third parties, and offers other products and services, including smart hardware products. Revenues generated by Sogou from Sogous other business are classified as other revenues in the Sohu Groups consolidated statements of comprehensive income. Changyous Business Changyous business lines consist of the online game business; the platform channel business, which consists primarily of online advertising and also includes IVAS; and the cinema advertising business. Online Game Business Changyous online game business offers to game players (a) PC games, which are interactive online games that are accessed and played simultaneously by hundreds of thousands of game players through personal computers and require that local client-end non-physical Changyous dominant game is TLBB, a PC-based client-end In the second quarter of 2017, Changyou launched a new mobile game, Legacy TLBB, which is operated by Tencent under license from Changyou. For the three months ended September 30, 2017, revenues from Legacy TLBB were $56.2 million, accounting for approximately 42% of Changyous online game revenues, approximately 34% of Changyous total revenues, and approximately 11% of the Sohu Groups total revenues. Platform Channel Business Changyous platform channel business consists primarily of the operation of the 17173.com Website, one of the leading information portals in China, which provides news, electronic forums, online videos and other information services regarding online games to game players. Changyous platform channel business also offers a number of software applications for PCs and mobile devices through two platforms, RaidCall and MoboTap. RaidCall provides online music and entertainment services, primarily in Taiwan. MoboTap provides (a) software applications for PCs and mobile devices through Dolphin Browser, which is a gateway to a host of user activities on mobile devices with the majority of its users based in overseas markets, and (b) domestic online card and board games. In 2014, Changyou purchased 51% of the equity interests in MoboTap on a fully-diluted basis for approximately $91 million in cash. Changyous intention in making the acquisition was to generate benefits from expected synergies of MoboTaps Dolphin Browser with Changyous platform channel business. In 2015, the financial performance of the Dolphin Browser was below original expectations, and Changyous management concluded that the Dolphin Browser was unable to provide the expected synergies with Changyous platform channel business. Accordingly management performed a goodwill impairment test using the discounted cash flow method for the goodwill generated in the acquisition of MoboTap. As a result, Changyou recorded $29.6 million and $8.9 million, respectively, in goodwill and intangible assets impairment losses. MoboTap then switched its focus to the development and operation of card and board games in China, which have been MoboTaps main source of revenue since 2015. In 2016, Changyous Board of Directors approved the disposal of Changyous 51% equity interest in MoboTap. Accordingly, the assets and liabilities attributable to MoboTap were classified as assets and liabilities held for sale and measured at the lower of their carrying amounts or their fair value, less cost to sell, in the Sohu Groups consolidated balance sheet as of December 31, 2016. In the first quarter of 2017, Changyous management determined that the disposal was unlikely to be completed within one year due to the suspension of negotiations with a potential buyer of MoboTap. As a result, the assets and liabilities held for sale related to MoboTap were reclassified and have been recorded as assets and liabilities held for use and measured at the lower of the carrying value before MoboTap was classified as held for sale, adjusted for any depreciation and amortization expense that would have been recognized had the assets and liabilities been continuously classified as held for use, or the fair value as of the reclassification date in the Sohu Groups consolidated balance sheets commencing on the reclassification date. In the first quarter of 2017, Changyou recorded a $1.4 million expense in the consolidated statements of comprehensive income for catch-up In the third quarter of 2017, due to reinforced restrictions the Chinese regulatory authorities imposed on card and board games, some of Changyous key distribution partners informed Changyou that they had decided to stop the distribution and promotion of card and board games, which had an adverse impact on MoboTaps current performance, and also increased the uncertainty for its future operations and cash flow. As a result, Changyou determined that it is unlikely for MoboTap to gain users and grow its online card and board games revenues in China, Changyou management performed an impairment test in the third quarter of 2017 using the discounted cash flow method and impairment charges of $86.9 million were recognized to reflect the fair value of the MoboTap business, of which an $83.5 million impairment loss was recognized for goodwill and a $3.4 million impairment loss was recognized for intangible assets. All revenues generated by the 17173.com Website are classified as brand advertising revenues, online card and board games revenues generated by MoboTap are classified as online game revenues, and IVAS revenues generated by MoboTap through the Dolphin Browser and generated by RaidCall are classified as other revenues in the Sohu Groups consolidated statements of comprehensive income. Cinema Advertising Business Changyou also operates a cinema advertising business, which consists primarily of the acquisition from operators of movie theaters, and the sale to advertisers of pre-film Basis of Consolidation and Recognition of Noncontrolling Interest The Sohu Groups consolidated financial statements include the accounts of Sohu.com Inc. and its subsidiaries and consolidated VIEs. All intra-Group transactions are eliminated. VIE Consolidation The Sohu Groups VIEs are wholly or partially owned by certain employees of the Group as nominee shareholders. For consolidated VIEs, management made evaluations of the relationships between the Sohu Group and the VIEs and the economic benefit flow of contractual arrangements with the VIEs. In connection with such evaluation, management also took into account the fact that, as a result of such contractual arrangements, the Group controls the shareholders voting interests in these VIEs. As a result of such evaluation, management concluded that the Sohu Group is the primary beneficiary of its consolidated VIEs. Noncontrolling Interest Recognition Noncontrolling interests are recognized to reflect the portion of the equity of subsidiaries and VIEs which is not attributable, directly or indirectly, to the controlling shareholders. The noncontrolling interests in the Sohu Groups consolidated financial statements primarily consist of noncontrolling interests for Sogou and Changyou. Noncontrolling Interest for Sogou Sogous Share Structure As of September 30, 2017, Sogou had outstanding a combined total of 336,194,956 ordinary shares and preferred shares held as follows: (i) Sohu.com Inc.: 130,920,250 Class A Ordinary Shares, of which 3,707,000 shares may be purchased by Sohu management and key employees under an option arrangement; (ii) Photon Group Limited, an investment vehicle of the Sohu Groups Chairman and Chief Executive Officer Charles Zhang (Photon): 32,000,000 Series A Preferred Shares; (iii) Tencent: 6,757,875 Class A Ordinary Shares, 65,431,579 Series B Preferred Shares and 79,368,421 non-voting (iv) Various employees of Sogou and Sohu: 21,716,831 Class A Ordinary Shares. Sohus Shareholding in and Control of Sogou As of September 30, 2017, Sohu.com Inc. held approximately 36% of the outstanding equity capital of Sogou on a fully-diluted basis, assuming for such purpose that all share options under the Sogou 2010 Share Incentive Plan and all share options under the Sohu Management Sogou Share Option Arrangement are granted and exercised, and that all of the Sogou Class A Ordinary Shares that Sogou has repurchased are re-issued non-voting re-issued As Sogous controlling shareholder, Sohu.com Inc. consolidates Sogou in its consolidated financial statements, and recognizes noncontrolling interest reflecting economic interests in Sogou held by shareholders other than Sohu.com Inc. (the Sogou noncontrolling shareholders). Sogous net income/(loss) attributable to the Sogou noncontrolling shareholders is recorded as noncontrolling interest in the Sohu Groups consolidated statements of comprehensive income. Sogous cumulative results of operations attributable to the Sogou noncontrolling shareholders, along with changes in shareholders equity/(deficit) and adjustment for share-based compensation expense in relation to share-based awards that are unvested and vested but not yet settled and the Sogou noncontrolling shareholders investments in Sogou Series A Preferred Shares and Series B Preferred Shares (collectively, the Sogou Preferred Shares) and Ordinary Shares are accounted for as a noncontrolling interest classified as permanent equity in the Sohu Groups consolidated balance sheets, as the Sohu Group has the right to reject a redemption requested by the noncontrolling shareholders. These treatments are based on the terms governing the investments of, and on the terms of the classes of Sogou shares held by, the noncontrolling shareholders in Sogou. Principles of Allocation of Sogous Profit and Loss By virtue of the terms of Sogou Preferred Shares and Class A Ordinary Shares and Class B Ordinary Shares, Sogous losses are allocated in the following order: (i) net losses are allocated to holders of Sogou Class A Ordinary Shares and the holder of Sogou Class B Ordinary Shares until their basis in Sogou decreases to zero; (ii) additional net losses are allocated to holders of Sogou Series A Preferred Shares until their basis in Sogou decreases to zero; (iii) additional net losses are allocated to the holder of Sogou Series B Preferred Shares until its basis in Sogou decreases to zero; and (iv) further net losses are allocated between Sohu.com Inc. and noncontrolling shareholders based on their shareholding percentage in Sogou. Net income from Sogou is allocated in the following order: (i) net income is allocated between Sohu.com Inc. and noncontrolling shareholders based on their shareholding percentage in Sogou until their basis in Sogou increases to zero; (ii) additional net income is allocated to the holder of Sogou Series B Preferred Shares to bring its basis back; (iii) additional net income is allocated to holders of Sogou Series A Preferred Shares to bring their basis back; (iv) further net income is allocated to holders of Sogou Class A Ordinary Shares and the holder of Sogou Class B Ordinary Shares to bring their basis back; and (v) further net income is allocated between Sohu.com Inc. and noncontrolling shareholders based on their shareholding percentages in Sogou. Key Terms of Sogou Preferred Shares The following is a summary of some of the key terms of the Sogou Preferred Shares under Sogous Memorandum and Articles of Association as currently in effect. (i) Dividend Rights Sogou may not declare or pay dividends on its Class A Ordinary Shares or Class B Ordinary Shares (collectively, Ordinary Shares) unless the holders of the Sogou Preferred Shares then outstanding first receive a dividend on each outstanding Preferred Share in an amount at least equal to the sum of (i) the dividends that would have been payable to the holder of such Preferred Share if such share had been converted into Ordinary Shares, at the then-applicable conversion rate, immediately prior to the record date for such dividend, and (ii) all accrued and unpaid dividends (Accrued Dividends). Accrued Dividends are calculated from the date of issuance of the Series A Preferred Shares at the rate per annum of $0.0375 per Series A Preferred Share and from the date of issuance of the Series B Preferred Shares at the rate per annum of $0.411 per Series B Preferred Share. (ii) Liquidation Rights In the event of any Liquidation Event, such as the liquidation, dissolution or winding up of Sogou, a merger or consolidation of Sogou resulting in a change of control, the sale of substantially all of Sogous assets or similar events, the holders of Series B Preferred Shares are entitled to receive an amount per share equal to the greater of (i) $6.847 plus Accrued Dividends or (ii) such amount per share as would have been payable if the Series B Preferred Shares had been converted into Ordinary Shares prior to the Liquidation Event, and holders of Series A Preferred Shares are entitled to receive, after payment to the holders of the Series B Preferred Shares but before any payment to holders of Ordinary Shares, an amount equal to the greater of (i) 1.3 times their original investment in the Series A Preferred Shares plus Accrued Dividends or (ii) such amount per share as would be payable if the Series A Preferred Shares had been converted into Ordinary Shares immediately prior to the Liquidation Event. (iii) Redemption Rights The Sogou Preferred Shares are not redeemable at the option of the holders. (iv) Conversion Rights Each Sogou Preferred Share is convertible, at the option of the holder, at any time, and without the payment of additional consideration by the holder. Each Sogou Preferred Share is convertible into such number of Class A Ordinary Shares as is determined, in the case of Series A Preferred Shares, by dividing $0.625 by the then-effective conversion price for Series A Preferred Shares, which is initially $0.625, and, in the case of Series B Preferred Shares, by dividing $7.267 by the then-effective conversion price for Series B Preferred Shares, which is initially $7.267. The conversion prices of the Sogou Preferred Shares are subject to adjustment on a weighted average basis upon the issuance of additional equity shares, or securities convertible into equity shares, at a price per share less than $0.625, in the case of Series A Preferred Shares, or less than $7.267, in the case of Series B Preferred Shares, subject to certain customary exceptions, such as shares issued pursuant to the Sogou 2010 Share Incentive Plan. Each Sogou Preferred Share will be automatically converted into Class A Ordinary Shares of Sogou upon the closing of an initial public offering (IPO) of Sogou with certain parameters based on the then-effective conversion ratio of such Sogou Preferred Share, which is currently one-for-one (v) Voting Rights Each holder of Sogou Preferred Shares is entitled to cast the number of votes equal to the number of Class A Ordinary Shares into which the Sogou Preferred Shares held by such holder are then convertible. (vi) Other Rights The holders of Sogou Preferred Shares have various other rights typical of preferred share investments. Key Terms of Sogou Class A Ordinary Shares and Class B Ordinary Shares The Class A Ordinary Shares and Class B Ordinary Shares have identical rights, except that Class B Ordinary Shares do not have voting rights unless the holders of at least a majority of the then outstanding Class B Ordinary Shares elect, by written notice to Sogou, to convert them into shares with voting rights. Voting Agreement Signed among Sohu, Tencent, and Sogou in August 2017 In August 2017, in anticipation of Sogous previously-announced currently pending proposed IPO, Sohu, Tencent, and Sogou entered into a voting agreement (the Voting Agreement) that will take effect upon the completion of the proposed IPO. Effective upon the completion of the proposed IPO, all of the Sogou shares held by Sohu for its own account and all of the Sogou shares held by Tencent will be redesignated as Class B Ordinary Shares. Each Class B Ordinary Share will be entitled to ten votes per share on any matter brought to a vote of Sogou shareholders, whereas Class A Ordinary Shares, which will be held by shareholders other than Sohu and Tencent, will be entitled to one vote per share. As a result of the additional voting power of the Class B Ordinary Shares, upon the completion of the proposed IPO Sogou and Tencent will together have the power to determine all matters that may come to a vote of Sogous shareholders, including the election of directors. Under the Voting Agreement, following the completion of Sogous proposed IPO, Sohu will have the right to appoint a majority of Sogous Board of Directors and Tencent will have the right to appoint two directors. Sohu will continue to consolidate Sogou in its financial statements following the completion of the proposed IPO, and will provide for non-controlling interests Noncontrolling Interest for Changyou Changyou is a public company listed on the NASDAQ Global Select Market. As of September 30, 2017, Sohu.com Inc. held approximately 68% of the combined total of Changyous outstanding ordinary shares, and controlled approximately 95% of the total voting power in Changyou. As Changyous controlling shareholder, Sohu.com Inc. consolidates Changyou in its consolidated financial statements, and recognizes noncontrolling interest reflecting the economic interest in Changyou held by shareholders other than Sohu.com Inc. (the Changyou noncontrolling shareholders). Changyous net income /(loss) attributable to the Changyou noncontrolling shareholders is recorded as noncontrolling interest in the Sohu Groups consolidated statements of comprehensive income, based on the noncontrolling shareholders share of the economic interest in Changyou. Changyous cumulative results of operations attributable to the Changyou noncontrolling shareholders, along with changes in shareholders equity, adjustment for share-based compensation expense in relation to those share-based awards which are unvested and vested but not yet settled and adjustment for changes in Sohu.com Inc.s ownership in Changyou, are recorded as noncontrolling interest in the Sohu Groups consolidated balance sheets. Basis of Presentation These financial statements have been prepared in accordance with generally accepted accounting principles (GAAP) for interim financial information and with the instructions to Form 10-Q S-X. 10-K The accompanying unaudited condensed consolidated interim financial statements reflect all normal recurring adjustments which, in the opinion of management, are necessary for a fair statement of the results for the interim periods presented. Results for the nine months ended September 30, 2017 are not necessarily indicative of the results expected for the full fiscal year or for any future period. |
Segment Information
Segment Information | 9 Months Ended |
Sep. 30, 2017 | |
SEGMENT INFORMATION [Abstract] | |
Segment Information | 2. SEGMENT INFORMATION The Sohu Groups segments are business units that offer different services and are reviewed separately by the chief operating decision maker (the CODM), or the decision making group, in deciding how to allocate resources and in assessing performance. The Groups CODM is Sohu.com Inc.s Chief Executive Officer. The following tables present summary information by segment (in thousands): Three Months Ended September 30, 2016 Sohu Sogou Changyou Eliminations Consolidated Revenues (1) $ 109,560 $ 165,952 $ 135,862 $ (792 ) $ 410,582 Segment cost of revenues (102,772 ) (78,788 ) (41,071 ) 42 (222,589 ) Segment gross profit 6,788 87,164 94,791 (750 ) 187,993 SBC (2) in cost of revenues (266 ) (3 ) (26 ) 0 (295 ) Gross profit 6,522 87,161 94,765 (750 ) 187,698 Operating expenses: Product development (3) (25,043 ) (34,496 ) (27,410 ) 1,047 (85,902 ) Sales and marketing (1) (66,555 ) (26,011 ) (18,311 ) 1,045 (109,832 ) General and administrative (11,831 ) (6,409 ) (12,432 ) 20 (30,652 ) SBC (2) in operating expenses (5,509 ) (190 ) (7,176 ) 0 (12,875 ) Total operating expenses (108,938 ) (67,106 ) (65,329 ) 2,112 (239,261 ) Operating profit /(loss) (102,416 ) 20,055 29,436 1,362 (51,563 ) Other income (3) 1,379 970 2,691 (1,362 ) 3,678 Interest income (4) 2,396 705 6,929 (3,703 ) 6,327 Interest expense (4) (2,862 ) 0 (1,050 ) 3,703 (209 ) Exchange difference (297 ) 481 518 0 702 Income /(loss) before income tax benefit /(expense) (101,800 ) 22,211 38,524 0 (41,065 ) Income tax benefit /(expense) 635 (2,128 ) 519 0 (974 ) Net income /(loss) $ (101,165 ) $ 20,083 $ 39,043 $ 0 $ (42,039 ) Note (1): The elimination mainly consists of revenues and expenses generated from marketing services among the Sohu, Sogou and Changyou segments. Note (2): SBC stands for share-based compensation expense. Note (3): The elimination mainly consists of leasing income and expenses generated from a building that Sohu leases to Sogou. Note (4): The elimination represents interest income/ (expense) resulting from intra-Group loans between the Sohu segment and the Changyou segment. Three Months Ended September 30, 2017 Sohu Sogou Changyou Eliminations Consolidated Revenues (1) $ 93,648 $ 257,345 $ 165,572 $ (504 ) $ 516,061 Segment cost of revenues (87,900 ) (130,299 ) (43,961 ) 48 (262,112 ) Segment gross profit 5,748 127,046 121,611 (456 ) 253,949 SBC (2) in cost of revenues (278 ) 0 (4 ) 0 (282 ) Gross profit 5,470 127,046 121,607 (456 ) 253,667 Operating expenses: Product development (3) (29,225 ) (40,000 ) (35,281 ) 1,591 (102,915 ) Sales and marketing (1) (50,239 ) (44,791 ) (17,467 ) 906 (111,591 ) General and administrative (11,551 ) (6,246 ) (9,591 ) 32 (27,356 ) Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions 0 0 (86,882 ) 0 (86,882 ) SBC (2) in operating expenses (3,753 ) (316 ) (2,204 ) 0 (6,273 ) Total operating expenses (94,768 ) (91,353 ) (151,425 ) 2,529 (335,017 ) Operating profit /(loss) (89,298 ) 35,693 (29,818 ) 2,073 (81,350 ) Other income/(expense) (3) (3,534 ) (42 ) 581 (2,073 ) (5,068 ) Interest income (4) 1,731 2,390 8,916 (6,540 ) 6,497 Interest expense (4) (6,576 ) 0 (1,105 ) 6,540 (1,141 ) Exchange difference (973 ) (2,475 ) (1,584 ) 0 (5,032 ) Income /(loss) before income tax expense (98,650 ) 35,566 (23,010 ) 0 (86,094 ) Income tax expense (541 ) (4,593 ) (10,793 ) 0 (15,927 ) Net income /(loss) $ (99,191 ) $ 30,973 $ (33,803 ) $ 0 $ (102,021 ) Note (1): The elimination mainly consists of revenues and expenses generated from marketing services among the Sohu, Sogou and Changyou segments. Note (2): SBC stands for share-based compensation expense. Note (3): The elimination mainly consists of leasing income and expenses generated from a building that Sohu leases to Sogou. Note (4): The elimination represents interest income/ (expense) resulting from intra-Group loans between the Sohu segment and the Changyou segment. Nine Months Ended September 30, 2016 Sohu Sogou Changyou Eliminations Consolidated Revenues (1) $ 357,437 $ 488,829 $ 394,862 $ (2,456 ) $ 1,238,672 Segment cost of revenues (284,765 ) (218,394 ) (124,795 ) 259 (627,695 ) Segment gross profit 72,672 270,435 270,067 (2,197 ) 610,977 SBC (2) in cost of revenues (255 ) (3 ) (36 ) 0 (294 ) Gross profit 72,417 270,432 270,031 (2,197 ) 610,683 Operating expenses: Product development (3) (71,606 ) (99,781 ) (87,785 ) 3,328 (255,844 ) Sales and marketing (1) (194,171 ) (82,618 ) (43,921 ) 3,040 (317,670 ) General and administrative (36,914 ) (13,972 ) (35,985 ) 69 (86,802 ) SBC (2) in operating expenses (4,007 ) (2,542 ) (9,304 ) 0 (15,853 ) Total operating expenses (306,698 ) (198,913 ) (176,995 ) 6,437 (676,169 ) Operating profit /(loss) (234,281 ) 71,519 93,036 4,240 (65,486 ) Other income /(expense) (3) 3,832 (26,623 ) 10,060 (4,240 ) (16,971 ) Interest income (4) 6,851 4,233 15,135 (8,771 ) 17,448 Interest expense (4) (6,739 ) 0 (3,183 ) 8,771 (1,151 ) Exchange difference 366 819 2,361 0 3,546 Income /(loss) before income tax benefit /(expense) (229,971 ) 49,948 117,409 0 (62,614 ) Income tax benefit /(expense) 1,505 (4,550 ) (12,227 ) 0 (15,272 ) Net income /(loss) $ (228,466 ) $ 45,398 $ 105,182 $ 0 $ (77,886 ) Note (1): The elimination mainly consists of revenues and expenses generated from marketing services among the Sohu, Sogou and Changyou segments. Note (2): SBC stands for share-based compensation expense. Note (3): The elimination mainly consists of leasing income and expenses generated from a building that Sohu leases to Sogou. Note (4): The elimination represents interest income/ (expense) resulting from intra-Group loans between the Sohu segment and the Changyou segment. Nine Months Ended September 30, 2017 Sohu Sogou Changyou Eliminations Consolidated Revenues (1) $ 286,990 $ 630,572 $ 435,803 $ (2,033 ) $ 1,351,332 Segment cost of revenues (317,649 ) (323,213 ) (118,027 ) 118 (758,771 ) Segment gross profit (30,659 ) 307,359 317,776 (1,915 ) 592,561 SBC (2) in cost of revenues (619 ) (5 ) (72 ) 0 (696 ) Gross profit (31,278 ) 307,354 317,704 (1,915 ) 591,865 Operating expenses: Product development (3) (82,251 ) (110,335 ) (91,911 ) 4,590 (279,907 ) Sales and marketing (1) (152,233 ) (106,147 ) (39,785 ) 3,238 (294,927 ) General and administrative (29,859 ) (16,182 ) (26,769 ) 95 (72,715 ) Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions 0 0 (86,882 ) 0 (86,882 ) SBC (2) in operating expenses (3,304 ) (5,313 ) (17,151 ) 0 (25,768 ) Total operating expenses (267,647 ) (237,977 ) (262,498 ) 7,923 (760,199 ) Operating profit /(loss) (298,925 ) 69,377 55,206 6,008 (168,334 ) Other income /(expense) (3) 2,799 112 5,434 (6,008 ) 2,337 Interest income (4) 5,130 6,187 23,526 (18,062 ) 16,781 Interest expense (4) (16,317 ) 0 (3,266 ) 18,062 (1,521 ) Exchange difference (1,165 ) (5,277 ) (3,884 ) 0 (10,326 ) Income /(loss) before income tax expense (308,478 ) 70,399 77,016 0 (161,063 ) Income tax expense (2,413 ) (7,672 ) (29,278 ) 0 (39,363 ) Net income /(loss) $ (310,891 ) $ 62,727 $ 47,738 $ 0 $ (200,426 ) Note (1): The elimination mainly consists of revenues and expenses generated from marketing services among the Sohu, Sogou and Changyou segments. Note (2): SBC stands for share-based compensation expense. Note (3): The elimination mainly consists of leasing income and expenses generated from a building that Sohu leases to Sogou. Note (4): The elimination represents interest income/ (expense) resulting from intra-Group loans between the Sohu segment and the Changyou segment. As of December 31, 2016 Sohu Sogou Changyou Eliminations Consolidated Cash and cash equivalents $ 167,691 $ 286,078 $ 597,188 $ 0 $ 1,050,957 Accounts receivable, net 100,317 41,781 47,150 (81 ) 189,167 Fixed assets, net 196,839 117,022 189,770 0 503,631 Total assets (1) $ 1,241,844 $ 499,589 $ 1,708,037 $ (885,780 ) $ 2,563,690 Note (1): The elimination for segment assets mainly consists of elimination of intra-Group loans between the Sohu segment and the Changyou segment, and elimination of long-term investments in subsidiaries and consolidated VIEs. As of September 30, 2017 Sohu Sogou Changyou Eliminations Consolidated Cash and cash equivalents $ 90,540 $ 373,141 $ 576,883 $ 0 $ 1,040,564 Accounts receivable, net 103,400 71,628 105,429 (85 ) 280,372 Fixed assets, net 198,282 141,328 190,124 0 529,734 Total assets (1) $ 1,134,611 $ 677,174 $ 1,850,960 $ (1,057,462 ) $ 2,605,283 Note (1): The elimination for segment assets mainly consists of elimination of intra-Group loans between the Sohu segment and the Changyou segment, and elimination of long-term investments in subsidiaries and consolidated VIEs. |
Share-Based Compensation Expens
Share-Based Compensation Expense | 9 Months Ended |
Sep. 30, 2017 | |
SHARE-BASED COMPENSATION EXPENSE [Abstract] | |
Share-Based Compensation Expense | 3. SHARE-BASED COMPENSATION EXPENSE Sohu (excluding Fox Video Limited), Sogou, Changyou, and Fox Video Limited (Sohu Video) have incentive plans for the granting of share-based awards, including stock options, share options and restricted share units, to members of the boards of directors, management and other key employees. Sohu (excluding Sohu Video), Sogou, and Changyou Share-based Awards For Sohu (excluding Sohu Video) stock options that Sohu granted before 2006 and Sohu restricted share units, Sogou share-based awards, and Changyou share-based awards under the Changyou 2008 Share Incentive Plan, share-based compensation expense is recognized as costs and expenses in the consolidated statements of comprehensive income based on the fair value of the related share-based awards on their grant dates. For Tencent restricted share units that Tencent had granted to employees who transferred to Sogou with the Soso search and search-related businesses, share-based compensation expense is recognized in the consolidated statements of comprehensive income based on the then-current fair value at each reporting date. Options for the purchase of Sohu common stock contractually granted under the Sohu 2010 Stock Incentive Plan and options for the purchase of Changyou Class A ordinary shares contractually granted under the Changyou 2014 Share Incentive Plan are subject to vesting in four equal installments over a period of four years, with each installment vesting upon satisfaction of a service period requirement and certain subjective performance targets. Under ASC 718-10-25 ASC 718-10-55 re-measured re-measured For Sogou Class A Ordinary Shares repurchased by Sogou from the former President and Chief Financial Officer of the Sohu Group in the first quarter of 2017, share-based compensation expense is recognized by the Sohu Group in the consolidated statements of comprehensive income in an amount equal to the excess of the repurchase price over the fair value of the Sogou Class A Ordinary Shares at the repurchase date. Sohu Video Share-based Awards On January 4, 2012, Sohu Video, the holding entity of Sohus video division, adopted a 2011 Share Incentive Plan (the Video 2011 Share Incentive Plan) which provides for the issuance of up to 25,000,000 ordinary shares of Sohu Video (representing approximately 10% of the outstanding Sohu Video shares on a fully-diluted basis) to management and key employees of the video division and to Sohu management. As of September 30, 2017, grants of options for the purchase of 16,368,200 ordinary shares of Sohu Video had been contractually made, of which options for the purchase of 4,972,800 ordinary shares were vested. For purposes of ASC 718-10-25 ASC 718-10-55 re-measured, re-measure, Share-based Compensation Expense Recognition Share-based compensation expense was recognized in costs and expenses for the three and nine months ended September 30, 2016 and the three and nine months ended September 30, 2017 as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Share-based compensation expense 2016 2017 2016 2017 Cost of revenues $ 295 $ 281 $ 294 $ 696 Product development expenses 4,105 2,247 5,801 9,499 Sales and marketing expenses 752 344 927 1,939 General and administrative expenses 8,018 3,682 9,125 14,330 $ 13,170 $ 6,554 $ 16,147 $ 26,464 Share-based compensation expense was recognized for share awards of Sohu (excluding Sohu Video), Sogou, Changyou and Sohu Video as follows (in thousands): Three Months Ended September 30, Nine Months Ended September 30, Share-based compensation expense 2016 2017 2016 2017 For Sohu (excluding Sohu Video) share-based awards $ 5,639 $ 4,086 $ 4,749 $ 4,088 For Sogou share-based awards (2) 180 310 2,505 5,302 For Changyou share-based awards 7,202 2,208 9,340 17,223 For Sohu Video share-based awards (1) 149 (50 ) (447 ) (149 ) $ 13,170 $ 6,554 $ 16,147 $ 26,464 Note (1): The negative amount represented re-measured Note (2): Compensation expense for Sogou share-based awards also includes compensation expense for Tencent restricted share units that Tencent had granted to employees who transferred to Sogou with the Soso search and search-related businesses and compensation expense of $4.0 million, recognized in the first quarter of 2017 in connection with Sogous repurchase of Sogou Class A Ordinary Shares from the former President and Chief Financial Officer of the Sohu Group, which is equal to the excess of the repurchase price over the fair value of the Sogou Class A Ordinary Shares as of the repurchase date. There was no capitalized share-based compensation expense for the three and nine months ended September 30, 2016 and 2017. For details of the share-based compensation expenses of the Sohu Group, see Note 12. |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
RELATED PARTY TRANSACTIONS [Abstract] | |
Related Party Transactions | 4. RELATED PARTY TRANSACTIONS Under an agreement between Sohu and Fox Financial entered into in August 2014, Sohu invested $4.8 million and $16.1 million, respectively, in Fox Financial in August 2014 and April 2015. In February 2016, Sohu invested an additional $10.5 million in Fox Financial, see Note 6 - Fair Value Measurements - Other Financial Instruments - Long-term Investments. Changyous Loan Arrangements with Fox Financial Technology Group Limited (Fox Financial, formerly known as SoEasy Internet Finance Group Limited) Commencing in April 2015, certain subsidiaries of Changyou and certain subsidiaries of Fox Financial (Fox Financial is one of Sohus equity investments, see Note 6 - FAIR VALUE MEASUREMENTS ) entered into a series of loan agreements pursuant to which the subsidiaries of Changyou are entitled to draw down HK dollar-denominated or U.S. dollar-denominated loans from the Fox Financial subsidiaries and the Fox Financial subsidiaries are entitled to draw down equivalent RMB-denominated As of September 30, 2017, Changyou had U.S. dollar-denominated loans payable to Fox Financial in a total amount of approximately $29.4 million, which was recorded in other short-term liabilities, and RMB-denominated Other Information For the three months ended September 30, 2017 and 2016, the Sohu Group generated no brand advertising revenue and no sales and marketing expense from Fox Financial. For the nine months ended September 30, 2017 and 2016, the Sohu Group generated brand advertising revenue from Fox Financial of nil and $0.9 million, respectively, and incurred sales and marketing expense for Fox Financial of nil and $0.2 million, respectively. |
Intra-Group Loan and Share Pled
Intra-Group Loan and Share Pledge Agreement | 9 Months Ended |
Sep. 30, 2017 | |
INTRA-GROUP LOAN AND SHARE PLEDGE AGREEMENT [Abstract] | |
Intra-Group Loan and Share Pledge Agreement | 5. INTRA-GROUP LOAN AND SHARE PLEDGE AGREEMENT On October 24, 2016, Beijing Sohu New Media Information Technology Co., Ltd. (Sohu Media), a subsidiary of Sohu, entered into a loan agreement (the Loan Agreement) with Beijing AmazGame Age Internet Technology Co., Ltd. (AmazGame), a subsidiary of Changyou, pursuant to which Sohu Media may borrow from time to time from AmazGame up to RMB1.00 billion (or approximately $144.9 million). The first request for an advance under the Loan Agreement was required to be made on or prior to December 31, 2016, and requests for further advances may be made for one year following the initial advance. The one-year one-year Also on October 24, 2016, Sohu.com (Game) Limited (Sohu Game), a Cayman Islands company that is an indirect subsidiary of Sohu and is the direct parent of Changyou, and Changyou entered into a share pledge agreement (the Share Pledge Agreement) pursuant to which Sohu Game pledged to Changyou 11,386,228 Class B ordinary shares of Changyou held by Sohu Game. The number of Class B ordinary shares pledged by Sohu Game to Changyou is subject to upward adjustment from time to time while amounts are outstanding under the Loan Agreement if the price of Changyous American depositary shares (ADSs) on the Nasdaq Global Select Market drops for at least 10 consecutive trading days by an amount of 20% or more from such price as of the date of the Share Pledge Agreement, and is subject to further upward adjustment in the event of any additional incremental drops of 20% or more in the price of Changyous ADSs during 10 consecutive trading days. The share pledge agreement gives Changyou the right to apply the outstanding principal and accrued interest on the loan to the repurchase of Changyou Class B ordinary shares from Sohu Game in the event that such principal and interest under the Loan Agreement are not paid when due. As of September 30, 2017, the number of Class B ordinary shares pledged by Sohu Game to Changyou was 13,704,663. In December 2016, March 2017 and April 2017, Sohu Media received RMB500.0 million (or approximately $73.8 million), RMB200.0 million (or $29.5 million) and RMB 300.0 million (or $44.3 million), respectively, from AmazGame. As of September 30, 2017, the total outstanding balance of the loan was RMB1.00 billion (or $147.6 million). The intra-Group loan has been eliminated upon consolidation. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2017 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
Fair Value Measurements | 6. FAIR VALUE MEASUREMENTS Fair Value of Financial Instruments The Sohu Groups financial instruments include cash equivalents, restricted cash, short-term investments, accounts receivable, assets held for sale, prepaid and other current assets, long-term investments (including available-for-sale U.S. GAAP establishes a three-tier hierarchy to prioritize the inputs used in the valuation methodologies in measuring the fair value of financial instruments. This hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The three-tier fair value hierarchy is: Level 1 - observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets. Level 2 - include other inputs that are directly or indirectly observable in the market place. Level 3 - unobservable inputs which are supported by little or no market activity. Financial Instruments Measured at Fair Value The following table sets forth the financial instruments, measured at fair value, by level within the fair value hierarchy as of December 31, 2016 (in thousands): Fair value measurements at reporting date using Items As of Quoted Prices Significant Significant Cash equivalents $ 626,697 $ 0 $ 626,697 $ 0 Short-term investments 247,926 0 247,926 0 Available-for-sale 10,381 10,381 0 0 Foreign exchange forward contracts recognized in prepaid and other current assets 3,040 0 3,040 0 Restricted time deposits 269 0 269 0 Total $ 888,313 $ 10,381 $ 877,932 $ 0 The following table sets forth the financial instruments, measured at fair value by level within the fair value hierarchy, as of September 30, 2017 (in thousands): Fair value measurements at reporting date using Items As of Quoted Prices Significant Significant Cash equivalents $ 894,099 $ 0 $ 894,099 $ 0 Restricted cash 1,501 0 1,501 0 Short-term investments 304,264 0 304,264 0 Available-for-sale 20,833 20,833 0 0 Restricted time deposits 270 0 270 0 Total Assets $ 1,220,967 $ 20,833 $ 1,200,134 $ 0 Foreign exchange forward contracts recognized in other short-term liabilities $ 469 $ 0 $ 469 $ 0 Cash Equivalents The Sohu Groups cash equivalents mainly consist of time deposits with original maturities of three months or less, and highly liquid investments that are readily convertible to known amounts of cash. The fair values of cash equivalents are determined based on the pervasive interest rates in the market. The Group classifies the valuation techniques that use the pervasive interest rates input as Level 2 of fair value measurements. Generally, there are no quoted prices in active markets for identical cash equivalents at the reporting date. In order to determine the fair value, the Group must use the discounted cash flow method and observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Short-term Investments As of September 30, 2017 and December 31, 2016, the Sohu Groups investment in financial instruments was $304.3 million and $247.9 million, respectively. The investment instruments were issued by commercial banks in China, and have a variable interest rate indexed to performance of underlying assets. Since these investments maturity dates are within one year, they are classified as short-term investments. For the three and nine months ended September 30, 2017, the Sohu Group recorded in the consolidated statements of comprehensive income changes in the fair value of short-term investments in the amounts of $3.4 million and $9.1 million, respectively. For the three and nine months ended September 30, 2016, the Sohu Group recorded in the consolidated statements of comprehensive income changes in the fair value of short-term investments in the amounts of $2.8 million and $5.3 million, respectively. In accordance with ASC 825 Available-for-Sale Available-for-sale On August 12, 2014, Sohu acquired approximately 6% of the total outstanding common shares of Keyeast Co., Ltd., a Korean-listed company (Keyeast), for a purchase price of $15.1 million. The Sohu Group classified this investment as available-for-sale available-for-sale On May 5, 2011, Sohu acquired 2% of the equity interests of Hylink Digital Solution Co., Ltd (Hylink), for a purchase price of RMB15 million ($2.3 million). Given that Sohu neither controls nor has significant influence over Hylink, and the equity interest of Hylink did not have a readily determinable fair value, Sohu accounted for this investment using the cost method. On August 2, 2017, Hylink completed its IPO on the Shanghai Stock Exchange. Upon the completion of Hylinks IPO, Sohus interest in Hylink was diluted to 1.5% of Hylinks total ordinary shares then outstanding. The Sohu Group reclassified this investment as available-for-sale available-for-sale Assets and Liabilities Held for Sale In 2016, Changyous Board of Directors approved the disposal of the 51% equity interest in MoboTap. Accordingly, the assets and liabilities attributable to MoboTap are classified as assets and liabilities held for sale and measured at the lower of their carrying amounts or their fair value, less cost to sell, in the Sohu Groups consolidated balance sheet as of December 31, 2016. Due to the suspension of negotiations with a potential buyer of MoboTap in the first quarter of 2017, Changyous management determined that the disposal is unlikely to be completed within one year. As a result, the assets held for sale and liabilities held for sale related to MoboTap were reclassified and have been recorded as assets and liabilities held for use and measured at the lower of the carrying value before MoboTap was classified as held for sale, adjusted for any depreciation and amortization expense that would have been recognized had the assets and liabilities been continuously classified as held for use, or their fair value as of the reclassification date, respectively, in the Sohu Groups consolidated balance sheet since the reclassification date. In the first quarter of 2017, Changyou recorded a $1.4 million expense in the consolidated statements of comprehensive income for catch-up Foreign Exchange Forward Contracts In September 2016 and January 2017, Changyou entered into foreign exchange forward contracts with banks in an aggregate nominal amount of $100 million and $50 million, respectively. Changyou entered into the foreign exchange forward contracts in compliance with its risk management policy for the purpose of eliminating the negative impact on earnings and equity resulting from fluctuations in the exchange rate between the U.S. dollar and the RMB. For the three and nine months ended September 30, 2017, the Sohu Group recorded from changes in the fair value of the forward contracts consisting of a gain of $0.2 million and a loss of $3.5 million, respectively, in the consolidated statements of comprehensive income. The Group estimated the fair values of foreign exchange forward contracts using the Black-Scholes model. The fair values of the forward contracts were estimated based on quoted forward exchange prices at the reporting date. The Group classifies the fair value measurement of the forward contracts based on such inputs as Level 2 of fair value measurements. Other Financial Instruments The fair values of other financial instruments are estimated for disclosure purposes as follows: Long-term Investments Long-term Investment in Fox Financial Under an agreement between Sohu and Fox Financial entered into in August 2014, Sohu invested $4.8 million and $16.1 million in Fox Financial on August 2014 and April 2015, respectively. In February 2016, Sohu invested an additional $10.5 million in Fox Financial. Sohu accounted for its investments in Fox Financial under long-term investments. These investments include both preferred shares and common shares. Sohu accounted for its investment in Fox Financials preferred shares under the cost method, since they were not considered to be common shares in substance and had no readily determinable fair value. Sohu accounted for its investment in Fox Financials common shares under the equity method, since Sohu can exercise significant influence but does not own a majority of Fox Financials equity capital or control Fox Financial. In March 2017, Fox Financial issued additional common shares to new investors, while shares held by Sohu remained unchanged. As a result, Sohus shareholding percentage of common shares was diluted from 7% to 6%. In accordance with ASC 320-10-40 Long-term Investment in Zhihu As of September 30, 2017, Sogou had invested a cumulative total of $18.9 million in Zhihu Technology Limited (Zhihu), a company that engages primarily in the business of operating an online question and answer-based knowledge and information-sharing platform. Sogou accounted for the investment in Zhihu using the cost method, since Sogou does not have significant influence over Zhihu and the underlying shares are not considered in-substance Short-term Receivables and Payables Accounts receivable and prepaid and other current assets are financial assets with carrying values that approximate fair value due to their short-term nature. Short-term accounts payable, accrued liabilities, receipts in advance and deferred revenue, short- term bank loans and other short-term liabilities are financial liabilities with carrying values that approximate fair value due to their short-term nature. For short-term receivables and payables, the Group estimated fair values using the discounted cash flow method. The Group classifies the valuation technique as Level 2 of fair value measurements. Short-term Bank Loans For short-term bank loans, the rates of interest under the agreements with the lending banks were determined based on the prevailing interest rates in the market. The Sohu Group estimated fair values using the discounted cash flow method and classifies the valuation techniques that use these inputs as Level 2 of fair value measurements. In May 2017, Sohu entered into a one year factoring contract with recourse with HSBC, pursuant to which Sohu may borrow from HSBC from time to time up to a combined aggregate of RMB180.0 million (or $27.1 million), which is the upper limit reviewed by HSBC at least annually. The loan is secured by up to RMB198.0 million (or $29.8 million) of Sohus accounts receivable and guaranteed by Sohu Media. Interest will accrue on the principal amounts of the loans outstanding at an annual rate published by the Peoples Bank of China (the PBOC). As of September 30, 2017, the total outstanding balance of the loan was RMB5.0 million (or $0.8 million), which is secured by a pledge of accounts receivable equal to 110% of this amount. As of the date of the filing of this report, all of the outstanding loan balance had been repaid. In May 2017, Sohu entered into credit agreements with Ping An Bank pursuant to which Sohu was entitled to borrow from Ping An Bank from time to time until May 18, 2020 up to a combined aggregate of RMB2.50 billion (or $376.7 million). The loan was initially secured by pledges of Sohus two buildings and is guaranteed by Sohu.com (Game) Limited (Sohu Game). The initial interest rate for the loans was an annual rate equal to 115% of the rate published by the PBOC. In July 2017, Sohu entered into an amendment of its loan arrangements with Ping An Bank pursuant to which interest on outstanding principal amounts will accrue at a rate designated separately upon each drawdown based on the benchmark loan rate published by the PBOC with reference to then prevailing market interest rates. In July 2017, Sohu drew down from Ping An Bank pursuant to the loan arrangements a loan with a term of 12 months in the amount of RMB400.0 million (or approximately $59.0 million) and an interest rate of 6.525%, which is 150% of the rate published by the PBOC as of the date of the drawdown. In September 2017, Sohu entered into another amendment of its loan arrangements with Ping An Bank pursuant to which the maximum amount that Sohu is entitled to borrow has been reduced from RMB2.5 billion (or $376.7 million) to RMB600 million (or $90.4 million), and one of the Sohus buildings has been released from the loan agreement as a subject matter of pledge. As of September 30, 2017, the total outstanding balance of the loan was RMB400 million (or $60.3 million). Long-term Payables Long-term accounts payable and long-term bank loans are financial liabilities with carrying values that approximate fair value due to any changes in fair value, after considering the discount rate, being immaterial. The Group estimated fair values using the discounted cash flow method, and classifies the valuation technique as Level 2 of fair value measurements. In September 2017, Sohu entered into credit agreements with the Industrial and Commercial Bank of China Limited (ICBC) pursuant to which Sohu will be entitled to borrow from ICBC from time to time until March 31, 2018 up to a combined aggregate of RMB800 million (or $123 million). The outstanding principal amount of the loan will be payable in four equal installments, with the first installment payable 18 months after the drawdown and the other three installments payable semi-annually at the end of each of the three successive six-month |
Impairment of Purchased Video C
Impairment of Purchased Video Content | 9 Months Ended |
Sep. 30, 2017 | |
IMPAIRMENT OF PURCHASED VIDEO CONTENT | |
Impairment of intangible purchased video content | 7. IMPAIRMENT OF PURCHASED VIDEO CONTENT In the second quarter of 2017, the Sohu Group recognized an impairment loss of $44.9 million in cost of revenues with respect to its purchased video content, which was mainly due to the ongoing restructuring of the sales team of Sohu Video as well as a strategic shift to reduce purchasing of licensed video content beginning in the second half of 2016. These two factors had an adverse impact on Sohu Videos performance for the second quarter of 2017, which failed to meet managements expectations. Management also revised downward its expectations of the programming usefulness of certain of Sohu Videos purchased video content. The discounted cash flow method was used to determine the fair value of this purchased video content. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2017 | |
GOODWILL [Abstract] | |
Goodwill | 8. GOODWILL Changes in the carrying value of goodwill by segment are as follows (in thousands): Sohu Sogou Changyou Total Balance as of December 31, 2016 Goodwill $ 72,011 5,565 96,949 174,525 Accumulated impairment losses (35,788 ) 0 (70,447 ) (106,235 ) $ 36,223 $ 5,565 $ 26,502 $ 68,290 Transactions in 2017 Goodwill associated with MoboTap and reclassification of assets held for sale to assets held for use (1) 0 0 83,470 83,470 Goodwill associated with an acquisition 1,000 0 0 1,000 Foreign currency translation adjustment 681 251 735 1,667 Goodwill impairment (2) 0 0 (83,470 ) (83,470 ) Balance as of September 30, 2017 $ 37,904 $ 5,816 $ 27,237 $ 70,957 Balance as of September 30, 2017 Goodwill $ 73,692 $ 5,816 $ 181,154 $ 260,662 Accumulated impairment losses (35,788 ) 0 (153,917 ) (189,705 ) $ 37,904 $ 5,816 $ 27,237 $ 70,957 Note (1): Represents goodwill associated with the reclassification of assets held for sale to assets held for use in connection with MoboTap. See Note 6 Fair Value Measurements Assets and Liabilities Held for Sale. Note (2): Represents goodwill impairment associated with the MoboTap business recognized in the third quarter of 2017. Due to reinforced restrictions the Chinese regulatory authorities imposed on online card and board games, some of Changyous key distribution partners informed Changyou that they had decided to stop the distribution and promotion of card and board games in the third quarter of 2017, which had an adverse impact on MoboTaps current performance, and also increased the uncertainty for its future operations and cash flow. As a result, Changyou determined that it is unlikely for MoboTap to gain users and grow its online card and board games revenues in China, Changyou management performed an impairment test in the third quarter of 2017 using the discounted cash flow method, and impairment charges of $86.9 million were recognized to reflect the fair value of the MoboTap business, of which an $83.5 million impairment loss was recognized for goodwill and a $3.4 million impairment loss was recognized for intangible assets. |
Taxation
Taxation | 9 Months Ended |
Sep. 30, 2017 | |
TAXATION [Abstract] | |
Taxation | 9. TAXATION Sohu.com Inc. is subject to United States (U.S.) income tax, and Changyous income that is from a U.S. source is generally subject to U.S. income tax. The majority of the subsidiaries and VIEs of the Sohu Group are based in mainland China and are subject to income taxes in the PRC. These China-based subsidiaries and VIEs conduct substantially all of the Sohu Groups operations, and generate most of the Sohu Groups income or losses. PRC Corporate Income Tax Principal Entities Qualified as HNTEs The PRC Corporate Income Tax Law (the CIT Law) applies an income tax rate of 25% to all enterprises but grants preferential tax treatment to High and New Technology Enterprises (HNTEs). Under this preferential tax treatment, HNTEs can enjoy an income tax rate of 15%, but need to re-apply As of September 30, 2017, the following principal entities of the Sohu Group were qualified as HNTEs and were entitled to an income tax rate of 15%. For Sohus Business Beijing Sohu New Momentum Information Technology Co., Ltd. (Sohu New Momentum). Sohu New Momentum qualified as an HNTE for the years 2016 to 2018, and will need to re-apply Beijing Sohu Internet Information Service Co., Ltd. (Sohu Internet). Sohu Internet qualified as an HNTE for the years 2015 to 2017, and will need to re-apply Sohu Media and Guangzhou Qianjun Network Technology Co., Ltd (Guangzhou Qianjun). Sohu Media and Guangzhou Qianjun re-applied re-application re-apply re-application, For Sogous Business Beijing Sogou Information Service Co., Ltd. (Sogou Information). Sogou Information qualified as an HNTE for the years 2015 to 2017, and will need to re-apply Beijing Sogou Technology Development Co., Ltd. (Sogou Technology). Sogou Technology re-applied re-application, Beijing Sogou Network Technology Co., Ltd. (Sogou Network). Sogou Network qualified as an HNTE for the years 2016 to 2018, and will need to re-apply For Changyous Business Beijing Gamease Age Digital Technology Co., Ltd. (Gamease) and Beijing AmazGame Age Internet Technology Co., Ltd. (AmazGame). Gamease and AmazGame re-applied re-applications, Beijing Changyou Gamespace Software Technology Co., Ltd. (Gamespace). Gamespace qualified as HNTE for the years 2017 to 2019, and will need to re-apply Principal Entities Qualified as Software Enterprises and KNSEs The CIT Law and its implementing regulations provide that a Software Enterprise is entitled to an income tax exemption for two years beginning with its first profitable year and a 50% reduction to a rate of 12.5% for the subsequent three years. An entity that qualifies as a Key National Software Enterprise (a KNSE) is entitled to a further reduced preferential income tax rate of 10%. Enterprises wishing to enjoy the status of a Software Enterprise or a KNSE must perform a self-assessment each year to ensure they meet the criteria for qualification and file required supporting documents with the tax authorities before using the preferential CIT rates. These enterprises will be subject to the tax authorities assessment each year as to whether they are entitled to use the relevant preferential CIT treatments. If at any time during the preferential tax treatment years an enterprise uses the preferential CIT rates but the relevant authorities determine that it fails to meet applicable criteria for qualification, the relevant authorities may revoke the enterprises Software Enterprise/KNSE status. For Sohus Business Sohu New Momentum. In the second quarter of 2017, Sohu New Momentum completed a self-assessment and filed required supporting documents to entitle it to the first year of an income tax rate reduction from 25% to 12.5% as a Software Enterprise for 2016, and will follow the same process in 2018 to entitle it to the second year of an income tax rate reduction from 25% to 12.5%. For Sogous Business Sogou Technology. In the second quarter of 2017, Sogou Technology completed a self-assessment and filed required supporting documents for KNSE status for 2016, and will follow the same process in 2018 for KNSE status for 2017. For Changyous Business AmazGame. In the second quarter of 2017, AmazGame completed a self-assessment and filed required supporting documents for KNSE status for 2016, and will follow the same process in 2018 for KNSE status for 2017. In the third quarter of 2017, AmazeGame was qualified as a KNSE after the relevant government authorities assessment and was entitled to a preferential income tax rate of 10% for 2016. Baina (Wuhan) Information Technology Co., Ltd. (Wuhan Baina Information). In the second quarter of 2017, Wuhan Baina Information completed a self-assessment and filed required supporting documents to entitle it to the first year of an income tax exemption as a Software Enterprise for 2016, and will follow the same process in 2018 to entitle it to the second year of an income tax exemption for 2017. PRC Withholding Tax on Dividends The CIT Law imposes a 10% withholding income tax on dividends distributed by foreign invested enterprises in the PRC to their immediate holding companies outside Mainland China. A lower withholding tax rate may be applied if there is a tax treaty between Mainland China and the jurisdiction of the foreign holding company. A holding company in Hong Kong, for example, will be subject to a 5% withholding tax rate under an arrangement between the PRC and the Hong Kong Special Administrative Region on the Avoidance of Double Taxation and Prevention of Fiscal Evasion with Respect to Taxes on Income and Capital, if such holding company is considered a non-PRC In order to fund the distribution of a dividend to shareholders of the Sohu Groups majority-owned subsidiary Changyou, Changyous management determined to cause one of its PRC subsidiaries to declare and distribute a cash dividend of all of its stand-alone 2012 earnings and half of its stand-alone subsequent years earnings to its direct overseas parent company, Changyou.com (HK) Limited (Changyou HK). As of September 30, 2017, Changyou had accrued deferred tax liabilities in the amount of $29.5 million for PRC withholding tax. With the exception of that dividend, the Sohu Group does not intend to have any of its PRC subsidiaries distribute any undistributed profits of such subsidiaries to their direct overseas parent companies, but rather intends that such profits will be permanently reinvested by such subsidiaries for their PRC operations. PRC Value-Added Tax On May 1, 2016, transition from the imposition of PRC business tax (Business Tax) to the imposition of value-added tax (VAT) was expanded to all industries in China, and as a result all of the Sohu Groups revenues have been subject to VAT since that date. To record VAT payable, the Group adopted the net presentation method, which presents the difference between the output VAT (at a rate of 6%) and the available input VAT amount (at the rate applicable to the supplier). U.S. Corporate Income Tax Sohu.com Inc. is a Delaware corporation that is subject to U.S. corporate income tax on its taxable income at a rate of up to 35%. To the extent that portions of its U.S. taxable income, such as Subpart F income or a dividend, are determined to be from sources outside of the U.S., subject to certain limitations, Sohu.com Inc. may be able to claim foreign tax credits to offset its U.S. income tax liabilities. Any remaining liabilities are accrued in the Companys consolidated statements of comprehensive income and estimated tax payments are made when required by U.S. law. Uncertain Tax Positions The Sohu Group is subject to various taxes in different jurisdictions, primarily the U.S. and the PRC. Management reviews regularly the adequacy of the provisions for taxes as they relate to the Groups income and transactions. In order to assess uncertain tax positions, the Group applies a more likely than not threshold and a two-step two-step The Group did not have any significant penalties or significant interest associated with tax positions for the three and nine months ended September 30, 2017, nor did the Group have any significant unrecognized uncertain tax positions for the three and nine months ended September 30, 2017. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
Commitments and Contingencies | 10. COMMITMENTS AND CONTINGENCIES Contractual Obligations The following table sets forth our contractual obligations as of September 30, 2017 (in thousands): As of September 30, 2017 2018 2019 2020 2021 Thereafter Total Purchase of cinema advertisement slot rights 15,795 78,225 43,686 20,124 2,858 79 160,767 Purchase of content and services video 27,087 16,379 18,718 580 0 0 62,764 Purchase of bandwidth 26,827 13,771 1,261 1,103 322 0 43,284 Operating lease obligations 4,290 14,417 3,234 1,032 60 10 23,043 Expenditures for operating rights for licensed games with technological feasibility 529 19,154 0 0 0 0 19,683 Purchase of content and services others 5,766 2,483 298 59 27 0 8,633 Fees for operating rights for licensed games in development 1,362 1,182 0 0 0 0 2,544 Expenditures for rights to titles of games in development 259 1,233 0 0 0 0 1,492 Others 3,596 424 87 0 0 0 4,107 Total Payments Required 85,511 147,268 67,284 22,898 3,267 89 326,317 Litigation The Sohu Group is a party to various litigation matters which it considers routine and incidental to its business. The Sohu Group records a liability when the likelihood of an unfavorable outcome is probable and the amount of loss can be reasonably estimated. The Sohu Group evaluates, on a regular basis, developments in litigation matters that could affect the amount of liability that has been previously accrued and makes adjustments as appropriate. Management believes that the total liabilities to the Sohu Group that may arise as a result of currently pending legal proceedings will not have a material adverse effect on the Groups business, results of operations, financial condition and cash flows. PRC Law and Regulations The Chinese market in which the Sohu Group operates poses certain macro-economic and regulatory risks and uncertainties. These uncertainties extend to the ability to operate an Internet business and to conduct brand advertising, search and search-related advertising, online game, and other services in the PRC. Though the PRC has, since 1978, implemented a wide range of market-oriented economic reforms, continued reforms and progress towards a full market-oriented economy are uncertain. In addition, the telecommunication, information, and media industries remain highly regulated. Restrictions are currently in place and are unclear with respect to which segments of these industries foreign-owned entities, like the Sohu Group, may operate. The Chinese government may issue from time to time new laws or new interpretations of existing laws to regulate areas such as telecommunication, information and media. The Sohu Groups legal structure and scope of operations in China could be subject to restrictions, which could result in limits on its ability to conduct business in the PRC. Certain risks related to PRC law that could affect the Sohu Groups VIE structure are discussed in Note 11 - VIEs. Regulatory risks also encompass interpretation by PRC tax authorities of current tax law, including the applicability of certain preferential tax treatments. The Sohu Groups sales, purchase and expense transactions are generally denominated in RMB and a significant portion of its assets and liabilities are denominated in RMB. The RMB is not freely convertible into foreign currencies. In China, foreign exchange transactions are required by law to be transacted only by authorized financial institutions. Remittances in currencies other than RMB by its subsidiaries in China may require certain supporting documentation in order to effect the remittance. |
VIEs
VIEs | 9 Months Ended |
Sep. 30, 2017 | |
VIES [Abstract] | |
VIEs | 11. VIES Background PRC laws and regulations prohibit or restrict foreign ownership of companies that operate Internet information and content, Internet access, online games, mobile, value added telecommunications and certain other businesses in which the Sohu Group is engaged or could be deemed to be engaged. Consequently, the Sohu Group conducts certain of its operations and businesses in the PRC through its VIEs. The Sohu Group consolidates in its consolidated financial statements all of the VIEs of which the Group is the primary beneficiary. VIEs Consolidated within the Sohu Group The Sohu Group adopted the guidance of accounting for VIEs, which requires VIEs to be consolidated by the primary beneficiary of the entity. Management made evaluations of the relationships between the Sohu Group and its VIEs and the economic benefit flow of contractual arrangements with the VIEs. In connection with such evaluation, management also took into account the fact that, as a result of contractual arrangements with its consolidated VIEs, the Sohu Group controls the shareholders voting interests in those VIEs. As a result of such evaluation, the management concluded that the Sohu Group is the primary beneficiary of the VIEs which the Group consolidates. All of the consolidated VIEs are incorporated and operated in the PRC, and the Groups principal VIEs are directly or indirectly owned by Dr. Charles Zhang, the Sohu Groups Chairman and Chief Executive Officer, or other executive officers and employees of the Sohu Group identified below. Capital for the consolidated VIEs was funded by the Sohu Group through loans provided to Dr. Charles Zhang and other executive officers and employees, and was initially recorded as loans to related parties. These loans are eliminated for accounting purposes against the capital of the VIEs upon consolidation. Under contractual agreements with the Sohu Group, Dr. Charles Zhang and those other executive officers and employees of the Sohu Group who are shareholders of the consolidated VIEs are required to transfer their ownership in these entities to the Group, if permitted by PRC laws and regulations, or, if not so permitted, to designees of the Group at any time as requested by the Group to repay the loans outstanding. All voting rights of the consolidated VIEs are assigned to the Sohu Group, and the Group has the right to designate all directors and senior management personnel of the consolidated VIEs, and also has the obligation to absorb losses of the consolidated VIEs. Dr. Charles Zhang and those other executive officers and employees of the Sohu Group who are shareholders of the consolidated VIEs have pledged their shares in the consolidated VIEs as collateral for the loans. As of September 30, 2017, the aggregate amount of these loans was $9.4 million. Under its contractual arrangements with the consolidated VIEs, the Sohu Group has the power to direct activities of the VIEs, and can have assets transferred freely out of the VIEs without any restrictions. Therefore, the Group considers that there is no asset of a consolidated VIE that can be used only to settle obligations of the VIEs, except for registered capital and PRC statutory reserves of the VIEs. As of September 30, 2017, the registered capital and PRC statutory reserves of the consolidated VIEs totaled $79.9 million. As all of the consolidated VIEs are incorporated as limited liability companies under the PRC Company Law, creditors of the consolidated VIEs do not have recourse to the general credit of the Sohu Group for any of the liabilities of the consolidated VIEs. Currently there is no contractual arrangement that could require the Sohu Group to provide additional financial support to the consolidated VIEs. As the Sohu Group is conducting certain business in the PRC mainly through the consolidated VIEs, the Group may provide such support on a discretionary basis in the future, which could expose the Group to a loss. The Sohu Group classified the consolidated VIEs within the Sohu Group as principal VIEs or immaterial VIEs based on certain criteria, such as the VIEs total assets or revenues. The following is a summary of the principal VIEs within the Sohu Group: Basic Information for Principal VIEs and Subsidiaries of Principal VIEs For Sohus Business High Century Beijing Century High Tech Investment Co., Ltd. (High Century) was incorporated in 2001. As of September 30, 2017, the registered capital of High Century was $4.6 million and Dr. Charles Zhang and Wei Li held 80% and 20% interests, respectively, in this entity. Heng Da Yi Tong Beijing Heng Da Yi Tong Information Technology Co., Ltd. (Heng Da Yi Tong) was incorporated in 2002. As of September 30, 2017, the registered capital of Heng Da Yi Tong was $1.2 million and Dr. Charles Zhang and Wei Li held 80% and 20% interests, respectively, in this entity. Sohu Internet Sohu Internet was incorporated in 2003. As of September 30, 2017, the registered capital of Sohu Internet was $1.6 million and High Century held a 100% interest in this entity. Donglin Beijing Sohu Donglin Advertising Co., Ltd. (Donglin) was incorporated in 2010. As of September 30, 2017, the registered capital of Donglin was $1.5 million and Sohu Internet held a 100% interest in this entity. Tianjin Jinhu Tianjin Jinhu Culture Development Co., Ltd. (Tianjin Jinhu) was incorporated in 2011. In October, 2016, Ye Deng transferred its 50% equity interest in Tianjin Jinhu to Xiufeng Deng. As of September 30, 2017, the registered capital of Tianjin Jinhu was $0.5 million and Xiufeng Deng and Xuemei Zhang each held a 50% interest in this entity. Guangzhou Qianjun Guangzhou Qianjun was acquired in November 2014. As of September 30, 2017, the registered capital of Guangzhou Qianjun was $3.3 million and Tianjin Jinhu held a 100% interest in this entity. Focus Interactive Beijing Focus Interactive Information Service Co., Ltd. (Focus Interactive) was incorporated in July 2014. As of September 30, 2017, the registered capital of Focus Interactive was $1.6 million and Heng Da Yi Tong held 100% of the equity interests in this entity. For Sogous Business Sogou Information Sogou Information was incorporated in 2005. As of September 30, 2017, the registered capital of Sogou Information was $2.5 million and Xiaochuan Wang, Sogous Chief Executive Officer, High Century and Tencent held 10%, 45% and 45% interests, respectively, in this entity. For Changyous Business Gamease Gamease was incorporated in 2007. As of September 30, 2017, the registered capital of Gamease was $1.3 million and High Century held a 100% interest in this entity. Guanyou Gamespace Beijing Guanyou Gamespace Digital Technology Co., Ltd. (Guanyou Gamespace) was incorporated in 2010. As of September 30, 2017, the registered capital of Guanyou Gamespace was $1.5 million and Beijing Changyou Star Digital Technology Co., Ltd (Changyou Star) held a 100% interest in this entity. Shanghai ICE Shanghai ICE Information Technology Co., Ltd. (Shanghai ICE) was acquired by Changyou in 2010. As of September 30, 2017, the registered capital of Shanghai ICE was $1.2 million and Gamease held a 100% interest in this entity. Wuhan Baina Information Baina (Wuhan) Information Technology Co., Ltd. (Wuhan Baina Information) was acquired by Gamease in July 2014. As of September 30, 2017, the registered capital of Wuhan Baina Information was $3.0 million and Changyou Star and Yongzhi Yang, the former chief executive officer of MoboTap, held 60% and 40% interests, respectively, in this entity. Financial Information The following financial information of the Sohu Groups consolidated VIEs (including subsidiaries of VIEs) is included in the accompanying consolidated financial statements (in thousands): As of December 31, September 30, ASSETS: Cash and cash equivalents $ 94,859 $ 55,414 Accounts receivable, net 72,151 97,153 Prepaid and other current assets 86,722 29,986 Assets held for sale 12,551 0 Intra-Group receivables due from the Companys subsidiaries 197,438 386,656 Total current assets 463,721 569,209 Long-term investments, net 17,472 30,240 Fixed assets, net 4,372 3,023 Intangible assets, net 14,545 12,405 Goodwill 35,161 36,989 Other non-current 4,052 2,871 Total assets $ 539,323 $ 654,737 LIABILITIES: Accounts payable $ 15,824 $ 56,945 Accrued liabilities 96,695 79,203 Receipts in advance and deferred revenue 44,797 48,307 Liabilities held for sale 3,232 0 Other current liabilities 111,775 96,975 Intra-Group payables due to the Companys subsidiaries 129,431 169,452 Total current liabilities 401,754 450,882 Long-term taxes payable 13,463 14,072 Deferred tax liabilities 1,273 3,954 Intra-Group payables due to the Companys subsidiaries 19,620 20,492 Total liabilities $ 436,110 $ 489,400 Three months ended September 30, Nine months ended September 30, 2016 2017 2016 2017 Net revenue $ 228,599 $ 224,450 $ 675,281 $ 649,409 Net income/(loss) $ 5,338 $ (2,693 ) $ 20,854 $ 49,515 Nine months ended September 30, 2016 2017 Net cash provided by /(used in) operating activities $ 20,306 $ (52,043 ) Net cash provided by /(used in) investing activities 1,061 (1,602 ) Net cash used in financing activities $ 0 $ (131 ) Summary of Significant Agreements Currently in Effect Agreements Between Subsidiaries, Consolidated VIEs and Nominee Shareholders Loan and share pledge agreement Loan and share pledge agreement Loan and share pledge agreements free-and VIE-related VIE-related VIE-related Equity interest purchase right agreements Business operation agreement Powers of Attorney Loan agreements and equity pledge agreements Equity interest purchase right agreements Business operation agreement Powers of Attorney Loan agreements and equity pledge agreements VIE-related VIE-related VIE-related Equity interest purchase right agreements Powers of attorney Business operation agreements Share pledge agreement VIE-related VIE-related VIE-related Call option agreement Business Operation Agreement Business Arrangements Between Subsidiaries and Consolidated VIEs Technology consulting and service agreement Technology consulting and service agreement Technology consulting and service agreement Technology support and utilization agreements Services and maintenance agreements Services agreement Certain of the contractual arrangements described above between the VIEs and the related wholly-owned subsidiaries of the Sohu Group are silent regarding renewals. However, because the VIEs are controlled by the Sohu Group through powers of attorney granted to the Sohu Group by the shareholders of the VIEs, the contractual arrangements can be, and are expected to be, renewed at the subsidiaries election. VIE-Related It is possible that the Sohu Groups operation of certain of its operations and businesses through VIEs could be found by PRC authorities to be in violation of PRC law and regulations prohibiting or restricting foreign ownership of companies that engage in such operations and businesses. While the Sohu Groups management considers the possibility of such a finding by PRC regulatory authorities under current law and regulations to be remote, on January 19, 2015, the Ministry of Commerce of the PRC, or (the MOFCOM) released on its Website for public comment a proposed PRC law (the Draft FIE Law) that appears to include VIEs within the scope of entities that could be considered to be foreign invested enterprises (or FIEs) that would be subject to restrictions under existing PRC law on foreign investment in certain categories of industry. Specifically, the Draft FIE Law introduces the concept of actual control for determining whether an entity is considered to be an FIE. In addition to control through direct or indirect ownership or equity, the Draft FIE Law includes control through contractual arrangements within the definition of actual control. If the Draft FIE Law is passed by the Peoples Congress of the PRC and goes into effect in its current form, these provisions regarding control through contractual arrangements could be construed to reach the Sohu Groups VIE arrangements, and as a result the Sohu Groups VIEs could become explicitly subject to the current restrictions on foreign investment in certain categories of industry. The Draft FIE Law includes provisions that would exempt from the definition of foreign invested enterprises entities where the ultimate controlling shareholders are either entities organized under PRC law or individuals who are PRC citizens. The Draft FIE Law is silent as to what type of enforcement action might be taken against existing VIEs that operate in restricted or prohibited industries and are not controlled by entities organized under PRC law or individuals who are PRC citizens. If a finding were made by PRC authorities, under existing law and regulations or under the Draft FIE Law if it becomes effective, that the Sohu Groups operation of certain of its operations and businesses through VIEs is prohibited, regulatory authorities with jurisdiction over the licensing and operation of such operations and businesses would have broad discretion in dealing with such a violation, including levying fines, confiscating the Sohu Groups income, revoking the business or operating licenses of the affected businesses, requiring the Sohu Group to restructure its ownership structure or operations, or requiring the Sohu Group to discontinue all or any portion of its operations. Any of these actions could cause significant disruption to the Sohu Groups business operations, and have a severe adverse impact on the Sohu Groups cash flows, financial position and operating performance. In addition, it is possible that the contracts among the Sohu Group, the Sohu Groups VIEs and shareholders of its VIEs would not be enforceable in China if PRC government authorities or courts were to find that such contracts contravene PRC law and regulations or are otherwise not enforceable for public policy reasons. In the event that the Sohu Group was unable to enforce these contractual arrangements, the Sohu Group would not be able to exert effective control over the affected VIEs. Consequently, such VIEs results of operations, assets and liabilities would not be included in the Sohu Groups consolidated financial statements. If such were the case, the Sohu Groups cash flows, financial position and operating performance would be severely adversely affected. The Sohu Groups contractual arrangements with respect to its consolidated VIEs are in place. The Sohu Groups management believes that such contracts are enforceable, and considers the possibility remote that PRC regulatory authorities with jurisdiction over the Sohu Groups operations and contractual relationships would find the contracts to be unenforceable. The Sohu Groups operations and businesses rely on the operations and businesses of its VIEs, which hold certain recognized and unrecognized revenue-producing assets. The recognized revenue-producing assets include goodwill and intangible assets acquired through business acquisitions. Goodwill primarily represents the expected synergies from combining an acquired business with the Sohu Group. Intangible assets acquired through business acquisitions mainly consist of customer relationships, non-compete |
Sohu.com Inc. Shareholders' Equ
Sohu.com Inc. Shareholders' Equity | 9 Months Ended |
Sep. 30, 2017 | |
SOHU.COM INC. SHAREHOLDERS' EQUITY [Abstract] | |
Sohu.com Inc. Shareholders' Equity | 12. SOHU.COM INC. SHAREHOLDERS EQUITY Takeover Defense Sohu intends to adopt appropriate defensive measures in the future on a case by case basis as and to the extent that Sohus Board of Directors determines that such measures are necessary or advisable to protect Sohu stockholder value in the face of any coercive takeover threats or to prevent an acquirer from gaining control of Sohu without offering fair and adequate price and terms. Treasury Stock Treasury stock consists of shares repurchased by Sohu.com Inc. that are no longer outstanding and are held by Sohu.com Inc. Treasury stock is accounted for under the cost method. For the nine months ended September 30, 2017 and 2016, the Company did not repurchase any shares of its common stock. Stock Incentive Plans Sohu (excluding Sohu Video), Sogou, Changyou, and Sohu Video have incentive plans for the granting of share-based awards, including options and restricted share units, to their directors, management and other key employees. Sohu.com Inc. Share-based Awards Sohus 2010 Stock Incentive Plan On July 2, 2010, the Companys shareholders adopted the Sohu 2010 Stock Incentive Plan, which provides for the issuance of up to 1,500,000 shares of common stock, including stock issued pursuant to the vesting and settlement of restricted stock units and pursuant to the exercise of stock options. The maximum term of any stock right granted under the Sohu 2010 Stock Incentive Plan is ten years from the grant date. The Sohu 2010 Stock Incentive Plan will expire on July 1, 2020. As of September 30, 2017, 587,280 shares were available for grant under the Sohu 2010 Stock Incentive Plan. Summary of Stock Option Activity In February 2015, May 2016 and September 2017, the Companys Board of Directors approved contractual grants to members of the Companys management and key employees of options for the purchase of an aggregate of 1,068,000, 13,000 and 32,000 shares of common stock, respectively, with nominal exercise prices of $0.001. These stock options vest and become exercisable in four equal installments over a period of four years, with each installment vesting upon the satisfaction of a service period requirement and certain subjective performance targets. These stock options are substantially similar to restricted stock units except for the nominal exercise price, which would be zero for restricted stock units. Under ASC 718-10-25 ASC 718-10-55 re-measured On February 7, 2016, February 7, 2017, and May 1, 2017, 253,250, 175,000, and 3,250, respectively, of these stock options had been granted and had become vested on their respective vesting dates, as a mutual understanding of the subjective performance targets was reached between the Company and the recipients, the targets had been satisfied, and the service period requirements had been fulfilled. The cumulative share-based compensation expense for these granted stock options has been adjusted and fixed based on their aggregate fair value at the grant date of $10.8 million, $7.0 million, and $0.1 million, respectively. A summary of stock option activity under the Sohu 2010 Stock Incentive Plan as of and for the nine months ended September 30, 2017 is presented below: Weighted Number Weighted Average Aggregate Of Average Remaining Intrinsic Shares Exercise Contractual Value (1) Options (in thousands) Price Life (Years) (in thousands) Outstanding at January 1, 2017 193 $ $ Granted 178 0.001 Exercised (132 ) 0.001 Forfeited or expired 0 Outstanding at September 30, 2017 239 0.001 7.36 13,416 Vested at September 30, 2017 239 0.001 7.36 13,416 Exercisable at September 30, 2017 239 0.001 7.36 13,416 Note (1): The aggregated intrinsic value in the preceding table represents the difference between Sohus closing stock price of $56.16 on September 30, 2017 and the nominal exercise prices of the stock options. For the three and nine months ended September 30, 2017, total share-based compensation expense recognized for these stock options was $4.0 million and $3.9 million, respectively. For the three and nine months ended September 30, 2016, total share-based compensation expense recognized for these stock options was $5.3 million and $3.6 million, respectively. Summary of Restricted Stock Unit Activity A summary of restricted stock unit activity under the Sohu 2010 Stock Incentive Plan as of and for the nine months ended September 30, 2017 is presented below: Restricted Stock Units Number of Weighted-Average Unvested at January 1, 2017 11 $ 70.24 Granted 0 Vested (2 ) 64.00 Forfeited (5 ) 71.85 Unvested at September 30, 2017 4 81.56 Expected to vest after September 30, 2017 3 81.56 For the three and nine months ended September 30, 2017, total share-based compensation expense recognized for restricted stock units was $82,828 and $227,791, respectively. For the three and nine months ended September 30, 2016, total share-based compensation expense recognized for restricted stock units was $0.4 million and $1.1 million, respectively. As of September 30, 2017, there was negative $2.0 million of unrecognized compensation expense related to unvested restricted stock units. The expense is expected to be recognized over a weighted average period of 0.25 years. The total fair value on their respective vesting dates of restricted stock units that vested during the three and nine months ended September 30, 2017 was nil and $86,078, respectively. The total fair value on their respective vesting dates of restricted stock units that vested during the three and nine months ended September 30, 2016 was $0.2 million and $0.5 million, respectively. Sogou Inc. Share-based Awards Sogou 2010 Share Incentive Plan Sogou adopted a share incentive plan on October 20, 2010. The number of Sogou ordinary shares issuable under the plan was 41,500,000 after an amendment that was effective August 22, 2014 (as amended, the Sogou 2010 Share Incentive Plan). Awards of share rights may be granted under the Sogou 2010 Share Incentive Plan to management and employees of Sogou and of any present or future parents or subsidiaries or VIEs of Sogou. The maximum term of any share right granted under the Sogou 2010 Share Incentive Plan is ten years from the grant date. The Sogou 2010 Share Incentive Plan will expire on October 19, 2020. As of September 30, 2017, Sogou had contractually granted options for the purchase of 38,048,189 Sogou ordinary shares under the 2010 Sogou Share Incentive Plan. Of the contractually-granted Sogou share options for the purchase of 38,048,189 Sogou ordinary shares, options for the purchase of 30,828,189 Sogou ordinary shares vest and become exercisable upon a service period requirement being met, as well as Sogous achievement of performance targets for the corresponding period. Subject to achievement of the applicable performance targets, of these Sogou share options for the purchase of 30,828,189 Sogou ordinary shares, options for the purchase of 29,727,589 Sogou ordinary shares vest and become exercisable in four equal installments and options for the purchase of 1,100,600 Sogou ordinary shares vest and become exercisable in two to four installments over varying periods. For purposes of recognition of share-based compensation expense, each installment is considered to be granted as of the date that the performance target has been set. As of September 30, 2017, Sogou had granted options for the purchase of 25,232,745 Sogou ordinary shares under the 2010 Sogou Share Incentive Plan. As of September 30, 2017, options for the purchase of 25,167,933 Sogou ordinary shares had become vested and exercisable because both the service period and the performance requirements had been met, and of such vested options, options for the purchase of 25,163,373 Sogou ordinary shares had been exercised. Of the contractually granted Sogou share options, options for the purchase of 7,220,000 Sogou ordinary shares vest and become exercisable subject to the completion of an IPO. Of the granted options for the purchase of 7,220,000 ordinary shares, option for the purchase of 7,200,000 ordinary Shares vest and become exercisable in five equal installments, with (i) the first installment vesting upon Sogous IPO and the expiration of all underwriters lockup periods applicable to Sogous IPO, and (ii) each of the four subsequent installments vesting on the first, second, third and fourth anniversary dates, respectively, of the closing of Sogous IPO. The remaining options for the purchase of 20,000 ordinary Shares vest and become exercisable on the later of (i) the first anniversary of the grant date or (ii) the expiration date of all underwriters lockup periods applicable to an IPO, if the company has completed the IPO on or prior to the first anniversary of the grant date. The completion of an IPO is considered to be a performance condition of the awards. An IPO is not considered to be probable until it is completed. Under ASC 718 As of September 30, 2017, for purposes of recognition of share-based compensation expense, Sogou had granted Sogou share options for the purchase of 32,452,745 Sogou ordinary shares, of which options for the purchase of 7,289,372 Sogou ordinary shares were outstanding. A summary of Sogou share option activity under the Sogou 2010 Share Incentive Plan as of and for the nine months ended September 30, 2017 is presented below: Weighted Number Weighted Average Of Average Remaining Aggregate Shares Exercise Contractual Intrinsic Options (in thousands) Price Life (Years) Value Outstanding at January 1, 2017 9,451 $ 0.476 6.31 Granted 20 0.001 Exercised (2,168 ) 0.001 Forfeited or expired (14 ) 0.001 Outstanding at September 30, 2017 7,289 0.617 5.36 3,145 Vested at September 30, 2017 and expected to vest thereafter 69 6.96 209 Exercisable at September 30, 2017 5 4.99 3 For the three and nine months ended September 30, 2017, total share-based compensation expense recognized for share options under the Sogou 2010 Share Incentive Plan was $48,133 and $0.7 million, respectively. For the three and nine months ended September 30, 2016, total share-based compensation expense recognized for share options under the Sogou 2010 Share Incentive Plan was $0.2 million and $1.4 million, respectively. As of September 30, 2017, there was $3.0 million of unrecognized compensation expense related to the unvested Sogou share options granted under the Sogou 2010 Share Incentive Plan. An expense of $14,095 is expected to be recognized over a weighted average period of 0.1 years. The fair value of the ordinary shares of Sogou was assessed using the income approach /discounted cash flow method, with a discount for lack of marketability, given that the shares underlying the awards were not publicly traded at the time of grant, and was determined with the assistance of a qualified professional appraiser using managements estimates and assumptions. This assessment required complex and subjective judgments regarding Sogous projected financial and operating results, its unique business risks, the liquidity of its ordinary shares and its operating history and prospects at the time the grants were made. The fair value of the Sogou share options granted to Sogou management and key employees was estimated on the date of grant using the Binomial option - pricing model (the BP Model) with the following assumptions used: Assumptions Adopted Average risk-free interest rate 2.14%~2.92% Exercise multiple 2~3 Expected forfeiture rate (post-vesting) 0%~12% Weighted average expected option life 9 Volatility rate 47% Dividend yield 0% Fair value 3.18~9.99 Sogou estimated the risk-free rate based on the market yields of U.S. Treasury securities with an estimated country-risk differential as of the valuation date. An exercise multiple was estimated as the ratio of the fair value of the Sogou ordinary shares over the exercise price as of the time the Sogou share option is exercised, based on consideration of research studies regarding exercise patterns based on historical statistical data. In Sogous valuation analysis, a multiple of two was applied for employees and a multiple of three was applied for management. Sogou estimated the forfeiture rate to be 0% or 1% for the Sogou share options granted to Sogou management and 12% for the Sogou share options granted to Sogou employees. As there is no trading market for Sogous ordinary shares, the expected volatility at the valuation date was estimated based on the historical volatility of comparable companies for the period before the grant date with length commensurate with the expected term of the Sogou share options. Sogou has no history or expectation of paying dividends on its ordinary shares. Accordingly, the dividend yield was estimated to be 0%. Sohu Management Sogou Share Option Arrangement Under an arrangement (the Sohu Management Sogou Share Option Arrangement) that was approved by the boards of directors of Sohu and Sogou in March 2011, Sohu has the right to provide to members of Sohus Board of Directors, management and key employees of the Sohu Group the opportunity to purchase from Sohu up to 12,000,000 ordinary shares of Sogou at a fixed exercise price of $0.625 or $0.001 per share. Of these 12,000,000 ordinary shares, 8,800,000 are Sogou ordinary shares previously held by Sohu and 3,200,000 are Sogou ordinary shares that were newly-issued on April 14, 2011 by Sogou to Sohu at a price of $0.625 per share, or a total of $2.0 million. As of September 30, 2017, Sohu had contractually granted options for the purchase of 8,305,000 Sogou ordinary shares to members of Sohus Board of Directors, management and other key employees under the Sohu Management Sogou Share Option Arrangement. Of the contractually-granted Sogou share options for the purchase of 8,305,000 Sogou ordinary shares, options for the purchase of 8,290,000 Sogou ordinary shares vest and become exercisable in four equal installments, with each installment vesting upon a service period requirement for Sohus management and key employees being met, as well as Sogous achievement of performance targets for the corresponding period. For purposes of recognition of share-based compensation expense, each installment is considered to be granted as of the date that the performance target has been set. As of September 30, 2017, Sohu had granted Sogou share options for the purchase of 8,290,000 Sogou ordinary shares under the Sohu Management Sogou Share Option Arrangement. As of September 30, 2017, options for the purchase of 8,290,000 Sogou ordinary shares had become vested and exercisable because both the service period and the performance requirements had been met, and vested options for the purchase of 8,290,000 Sogou ordinary shares had been exercised. Options for the purchase of 15,000 Sogou ordinary shares that were granted to members of Sohus Board of Directors in 2015 vested and became exercisable in 2015, as the service period requirement for vesting had been met. In March 2013, Sohu granted options for the purchase of 2,400,000 Sogou ordinary shares to the then President and Chief Financial Officer of the Sohu Group. These options were to vest and become exercisable in five equal installments, with (i) the first installment vesting upon Sogous IPO and the expiration of all underwriters lockup periods applicable to the IPO, and (ii) each of the four subsequent installments vesting on the first, second, third and fourth anniversary dates, respectively, of the completion of Sogous IPO. All installments of the Sogou share options for the purchase of 2,400,000 Sogou ordinary shares that were subject to vesting upon the completion of Sogous IPO were considered granted upon the issuance of the options. The completion of a firm commitment IPO is considered to be a performance condition of the awards. An IPO event is not considered to be probable until it is completed. Under ASC 718 As of September 30, 2017, for purposes of recognition of share-based compensation expense, Sohu had granted options for the purchase of 8,305,000 Sogou ordinary shares, of which options for the purchase of 12,000 Sogou ordinary shares were outstanding. A summary of Sogou share option activity under the Sohu Management Sogou Share Option Arrangement as of and for the nine months ended September 30, 2017 is presented below: Weighted Number Weighted Average Of Average Remaining Aggregate Shares Exercise Contractual Intrinsic Options (in thousands) Price Life (Years) Value Outstanding at January 1, 2017 70 $ 0.517 6.79 Granted Exercised (58 ) 0.625 Forfeited or expired Outstanding at September 30, 2017 12 0.001 7.64 84 Vested at September 30, 2017 12 0.001 7.64 84 Exercisable at September 30, 2017 12 0.001 7.64 84 For both the three and the nine months ended September 30, 2017, total share-based compensation expense recognized for share options under the Sohu Management Sogou Share Option Arrangement was nil. For the three and nine months ended September 30, 2016, total share-based compensation expense recognized for share options under the Sohu Management Sogou Share Option Arrangement was $3,094 and $0.3 million, respectively. As of September 30, 2017, there was no unrecognized compensation expense related to unvested Sogou share options. The method used to determine the fair value of Sogou share options granted to members of Sohus Board of Directors, management and other employees was the same as the method used for the Sogou share options granted to Sogous management and key employees as described above. There was no share-based compensation expense recognized under the Sohu Management Sogou Share Option Arrangement for the three and nine months ended September 30, 2017. Sogou Share Repurchase Transaction In January 2017, Sogou repurchased 720,000 of its Class A Ordinary Shares from the former President and Chief Financial Officer of the Sohu Group for an aggregate price of $7.2 million. Approximately $4.0 million incremental share-based compensation expense associated with the repurchase, which was made pursuant to letter agreements entered into in 2016 between the Sohu Group and the former President and Chief Financial Officer of the Sohu Group in connection with her resignation, which amount is equal to the excess of the repurchase price over the fair value of Sogou Class A Ordinary Shares as of the repurchase date, related to events occurring in 2016 and was recorded in the Sohu Groups statements of comprehensive income for the first quarter of 2017. The Group assessed the impact and determined that it was not material to the quarter ended December 31, 2016, the year ended December 31, 2016, or the nine months ended September 30, 2017. Option Modification In the first and second quarter of 2013, a portion of the Sogou share options granted under the Sogou 2010 Share Incentive Plan and the Sohu Management Sogou Share Option Arrangement were exercised early, and the resulting Sogou ordinary shares issued upon exercise were transferred to trusts with the original option grantees as beneficiaries. The trusts will distribute the Sogou ordinary shares to those beneficiaries in installments based on the vesting requirements under the original option agreements. Although these trust arrangements caused a modification of the terms of these Sogou share options, the modification was not considered substantive. Accordingly, no incremental fair value related to these Sogou ordinary shares resulted from the modification, and the remaining share-based compensation expense for these Sogou ordinary shares continued to be recognized over the original remaining vesting period. As of September 30, 2017, 10,327,500 Sogou ordinary shares that were purchased upon the early exercise of options granted under the Sogou 2010 Share Incentive Plan remained unvested in accordance with the vesting requirements under the original option agreements. All Sogou ordinary shares purchased upon such early-exercise are included in the disclosures under the heading Sogou 2010 Share Incentive Plan and Sohu Management Sogou Share Option Arrangement above. Tencent Share-based Awards Granted to Employees Who Transferred to Sogou with the Soso Search and Search-related Business Certain persons who became Sogou employees when Tencents Soso search and search-related businesses were transferred to Sogou on September 16, 2013 had been granted restricted share units under Tencents share award arrangements prior to the transfer of the businesses. Following the transfer of the businesses, these Tencent restricted share units will continue to vest under the original Tencent share award arrangements provided the transferred employees continue to be employed by Sogou during the requisite service period. After the transfer of the Soso search and search-related businesses to Sogou, Sogou applied the guidance in ASC 505-50 For the three and nine months ended September 30, 2017, share-based compensation expense of $0.3 million and $0.6 million, respectively, related to these Tencent restricted share units was recognized in the Groups consolidated statements of comprehensive income. For the three and nine months ended September 30, 2016, share-based compensation expense of negative $38,458 and $0.8 million, respectively, related to these Tencent restricted share units was recognized in the Groups consolidated statements of comprehensive income. As of September 30, 2017, there was $0.1 million of unrecognized compensation expense related to these unvested Tencent restricted share units. This amount is expected to be recognized over a weighted average period of 0.76 years. Changyou.com Limited Share-based Awards Changyous 2008 Share Incentive Plan Changyous 2008 Share Incentive Plan (the Changyou 2008 Share Incentive Plan) originally provided for the issuance of up to 2,000,000 Changyou ordinary shares, including Changyou ordinary shares issued pursuant to the exercise of share options and upon vesting and settlement of restricted share units. The 2,000,000 reserved Changyou ordinary shares became 20,000,000 Changyou ordinary shares in March 2009 when Changyou effected a ten-for-one Prior to the completion of Changyous IPO, Changyou had granted under the Changyou 2008 Share Incentive Plan 15,000,000 Changyou ordinary shares to its former chief executive officer Tao Wang, through Prominence Investments Ltd., which is an entity that may be deemed under applicable rules of the U.S. Securities and Exchange Commission (the SEC) to be beneficially owned by Tao Wang. Through September 30, 2017, Changyou had also granted under the Changyou 2008 Share Incentive Plan restricted share units, settleable upon vesting by the issuance of an aggregate of 4,614,098 Changyou ordinary shares, to certain members of its management other than Tao Wang, and certain other Changyou employees. Share-based Awards granted before Changyous IPO All of the restricted Changyou ordinary shares and restricted share units granted before Changyous IPO became vested by the end of 2013. Hence there has been no share-based compensation expense recognized with respect to such restricted Changyou ordinary shares and restricted share units since their respective vesting dates. Share-based Awards granted after Changyous IPO Through September 30, 2017, in addition to the share-based awards granted before Changyous IPO, Changyou had granted restricted share units, settleable upon vesting with the issuance of an aggregate of 1,581,226 Changyou ordinary shares, to certain members of its management other than Tao Wang and to certain of its other employees. These Changyou restricted share units are subject to vesting over a four-year period commencing on their grant dates. Share-based compensation expense for such Changyou restricted share units is recognized on an accelerated basis over the requisite service period. The fair value of Changyou restricted share units was determined based on the market price of Changyous ADSs on the grant date. A summary of activity for these restricted share units as of and for the nine months ended September 30, 2017 is presented below: Restricted Share Units Number of Units (in thousands) Weighted-Average Unvested at January 1, 2017 10 $ 14.25 Granted 0 Vested 0 Forfeited 0 Unvested at September 30, 2017 10 14.25 Expected to vest after September 30, 2017 10 14.25 For the three and nine months ended September 30, 2017, total share-based compensation expense recognized for the above restricted share units was $9,000 and $27,000, respectively. For the three and nine months ended September 30, 2016, total share-based compensation expense recognized for the above restricted share units was $22,000 and $66,000, respectively. As of September 30, 2017, there was $3,000 of unrecognized compensation expense related to restricted share units that were unvested. The expense is expected to be recognized over a weighted average period of 0.25 years. No restricted share units vested during the three and nine months ended September 30, 2017. The total fair value of these restricted share units that vested during the three and nine months ended September 30, 2016 was both nil. Changyou 2014 Share Incentive Plan On June 27, 2014, Changyou reserved 2,000,000 of its Class A ordinary shares under the Changyou.com Limited 2014 Share Incentive Plan (the Changyou 2014 Share Incentive Plan) for the purpose of making share incentive awards to certain members of its management and key employees. On November 2, 2014, the number of Class A ordinary shares reserved under the Changyou 2014 Share Incentive Plan increased from 2,000,000 to 6,000,000. The maximum term of any share right granted under the Changyou 2014 Share Incentive Plan is ten years from the grant date. The Changyou 2014 Share Incentive Plan will expire in June 2024. As of September 30, 2017, 2,962,000 shares were available for grant under the Changyou 2014 Share Incentive Plan. Summary of Share Option Activity On November 2, 2014, Changyou approved the contractual grant of an aggregate of 2,416,000 Class A restricted share units to certain members of its management and certain other employees. On February 16, 2015, Changyous Board of Directors approved the conversion of 2,400,000 of these Class A restricted share units into options for the purchase of Class A ordinary shares at an exercise price of $0.01. On June 1, 2015, Changyous Board of Directors approved the contractual grant of options for the purchase of an aggregate of 1,998,000 Class A ordinary shares to certain members of its management and certain other employees at an exercise price of $0.01. On July 28, 2016, Changyous Board of Directors approved the contractual grant of options for the purchase of an aggregate of 100,000 Class A ordinary shares to certain member of its management at an exercise price of $0.01. These Changyou share options vest in four equal installments over a period of four years, with each installment vesting upon satisfaction of a service period requirement and the achievement of certain subjective performance targets. These Changyou share options are substantially similar to restricted share units except for the nominal exercise price, which would be zero for restricted share units. Under ASC 718-10-25 ASC 718-10-55 re-measured As of September 30, 2017, 1,549,000 of these Changyou share options had been granted and had become vested on their respective vesting dates, as a mutual understanding of the subjective performance targets had been reached between Changyou and the recipients, the targets had been satisfied, and the service period requirements had been fulfilled. The cumulative share-based compensation expense for these granted share options has been adjusted and fixed based on their aggregate fair value at the grant date of $20.0 million. A summary of share option activity under the Changyou 2014 Share Incentive Plan as of and for the nine months ended September 30, 2017 is presented below: Options Number Of Weighted Weighted Aggregate Outstanding at January 1, 2017 852 $ 0.01 7.93 $ 9,032 Granted 320 0.01 Exercised (650 ) 0.01 Forfeited or expired 0 Outstanding at September 30, 2017 522 0.01 7.43 10,333 Vested at September 30, 2017 522 0.01 10,333 Exercisable at September 30, 2017 522 0.01 Note (1): The aggregated intrinsic value in the preceding table represents the difference between Changyous closing price of $39.61 per ADS, or $19.81 per Class A ordinary share, on September 30, 2017 and the nominal exercise price of share option. For the three and nine months ended September 30, 2017, share-based compensation expense recognized for these share options under the Changyou 2014 Share Incentive Plan was $2.2 million and $17.2 million, respectively. For the three and nine months ended September 30, 2016, share-based compensation expense recognized for these share options under the Changyou 2014 Share Incentive Plan was $7.2 million and $9.3 million, respectively. Sohu Video Share-based Awards On January 4, 2012, Sohu Video adopted the Video 2011 Share Incentive Plan, under which 25,000,000 ordinary shares of Sohu Video are reserved for the purpose of making share incentive awards to management and key employees of Sohu Video and to Sohu management. The maximum term of any share incentive award granted under the Video 2011 Share Incentive Plan is ten years from the grant date. The Video 2011 Share Incentive Plan will expire on January 3, 2021. As of September 30, 2017, grants of options for the purchase of 16,368,200 ordinary shares of Sohu Video had been contractually made and were subject to vesting in four equal installments, with each installment vesting upon a service period requirement being met, as well as Sohu Videos achievement of performance targets for the corresponding period. For purposes of ASC 718-10-25 For the three and nine months ended September 30, 2017, total share-based compensation expense recognized for vested options under the Video 2011 Share Incentive Plan was negative $50,000 and negative $149,000, respectively. For the three and nine months ended September 30, 2016, total share-based compensation expense recognized for vested options under the Video 2011 Share Incentive Plan was $149,000 and negative $448,000, respectively. The fair value as of September 30, 2017 of the Sohu Video options contractually granted to management and key employees of Sohu Video and to Sohu management was estimated on the reporting date using the BP Model, with the following assumptions used: Assumptions Adopted Average risk-free interest rate 2.54 % Exercise multiple 2.8 Expected forfeiture rate (post-vesting) 14 % Weighted average expected option life 4.3 Volatility rate 41.2 % Dividend yield 0.00 % Fair value 0.67 |
Noncontrolling Interest
Noncontrolling Interest | 9 Months Ended |
Sep. 30, 2017 | |
NONCONTROLLING INTEREST [Abstract] | |
Noncontrolling Interest | 13. NONCONTROLLING INTEREST The noncontrolling interests in the Sohu Groups consolidated financial statements primarily consist of noncontrolling interests for Sogou and Changyou. Noncontrolling Interest in the Consolidated Balance Sheets As of December 31, 2016 and September 30, 2017, noncontrolling interest in the consolidated balance sheets was $564.2 million and $649.9 million, respectively. As of December 31, 2016 September 30, 2017 Sogou $ 165,584 $ 223,609 Changyou 398,631 426,137 Other 0 109 Total $ 564,215 $ 649,855 Noncontrolling Interest of Sogou As of September 30, 2017 and December 31, 2016, noncontrolling interest of Sogou of $223.6 million and $165.6 million, respectively, was recognized in the Sohu Groups consolidated balance sheets, representing Sogous cumulative results of operations attributable to shareholders other than Sohu.com Inc., and reflecting the reclassification of Sogous share-based compensation expense from shareholders additional paid-in Noncontrolling Interest of Changyou As of September 30, 2017 and December 31, 2016, noncontrolling interest of Changyou of $426.1 million and $398.6 million, respectively, was recognized in the Sohu Groups consolidated balance sheets, representing a 32% and a 31% economic interest in Changyous net assets held by shareholders other than Sohu.com Inc., and reflected the reclassification of Changyous share-based compensation expense from shareholders additional paid-in Noncontrolling Interest in the Consolidated Statements of Comprehensive Income For the three and nine months ended September 30, 2017, net income attributable to the noncontrolling interest in the consolidated statements of comprehensive income was $1.9 million and $60.0 million, respectively. For the three and nine months ended September 30, 2016, net income attributable to the noncontrolling interest in the consolidated statements of comprehensive income was $32.8 million and $80.2 million, respectively. Three Months Ended September 30, Nine Months Ended September 30, 2016 2017 2016 2017 Sogou $ 20,283 $ 31,166 $ 46,383 $ 63,252 Changyou 12,492 (29,190 ) 33,855 (3,204 ) Other 0 (37 ) 0 (83 ) Total $ 32,775 $ 1,939 $ 80,238 $ 59,965 Noncontrolling Interest of Sogou For the three months ended September 30, 2017 and 2016, net income of $31.2 million and $20.3 million, respectively, attributable to the noncontrolling interest of Sogou was recognized in the Sohu Groups consolidated statements of comprehensive income, representing Sogous net income attributable to shareholders other than Sohu.com Inc. Noncontrolling Interest of Changyou For the three months ended September 30, 2017 and 2016, net loss of $29.2 million and net income $12.5 million, respectively, attributable to the noncontrolling interest of Changyou, was recognized in the Sohu Groups consolidated statements of comprehensive income, representing a 32% and a 31% economic interest in Changyou attributable to shareholders other than Sohu.com Inc. |
Net Income _(Loss) per Share
Net Income /(Loss) per Share | 9 Months Ended |
Sep. 30, 2017 | |
NET INCOME /(LOSS) PER SHARE [Abstract] | |
Net Income /(Loss) per Share | 14. NET INCOME /(LOSS) PER SHARE Basic net income /(loss) per share is computed using the weighted average number of common shares outstanding during the period. Diluted net income /(loss) per share is computed using the weighted average number of common shares and, if dilutive, potential common shares outstanding during the period. Potential common shares comprise shares issuable upon the exercise or settlement of share-based awards using the treasury stock method. The dilutive effect of share-based awards with performance requirements is not considered before the performance targets are actually met. The computation of diluted net income /(loss) per share does not assume conversion, exercise, or contingent issuance of securities that would have an anti-dilutive effect (i.e. an increase in earnings per share amounts or a decrease in loss per share amounts) on net income /(loss) per share. For the three and nine months ended September 30, 2017, 247,000 and 273,000, respectively, common shares potentially issuable upon the exercise or settlement of share-based awards using the treasury stock method were anti-dilutive and excluded from the denominator for calculation of diluted net loss per share. For the three and nine months ended September 30, 2016, 214,000 and 241,000, respectively, common shares potentially issuable upon the exercise or settlement of share-based awards using the treasury stock method were anti-dilutive and excluded from the denominator for calculation of diluted net loss per share. Additionally, for purposes of calculating the numerator of diluted net income /(loss) per share, the net income /(loss) attributable to Sohu.com Inc. is adjusted as follows. The adjustment will not be made if there is an anti-dilutive effect. (i) Sogous net income /(loss) attributable to Sohu.com Inc. is determined using the percentage that the weighted average number of Sogou shares held by Sohu.com Inc. represents of the weighted average number of Sogou Preferred Shares and Ordinary Shares, shares issuable upon the conversion of convertible preferred shares under the if-converted In the calculation of Sohu.com Inc.s diluted net income /(loss) per share, assuming a dilutive effect, the percentage of Sohu.com Inc.s shareholding in Sogou was calculated by treating convertible preferred shares issued by Sogou as having been converted at the beginning of the period and unvested Sogou share options with the performance targets achieved as well as vested but unexercised Sogou share options as having been exercised during the period. The dilutive effect of share-based awards with a performance requirement was not considered before the performance targets were actually met. The effect of this calculation is presented as incremental dilution from Sogou in the table below. Assuming an anti-dilutive effect, all of these Sogou shares and share options are excluded from the calculation of Sohu.com Inc.s diluted income /(loss) per share. As a result, Sogous net income /(loss) attributable to Sohu.com Inc. on a diluted basis equals the number used for the calculation of Sohu.com Inc.s basic net income /(loss) per share. For the three and nine months ended September 30, 2017, all of these Sogou shares and share options had an anti-dilutive effect, and therefore were excluded from the calculation of Sohu.com Inc.s diluted net income /(loss) per share, and incremental dilution from Sogou in the table below was zero. (ii) Changyous net income /(loss) attributable to Sohu.com Inc. is determined using the percentage that the weighted average number of Changyou shares held by Sohu.com Inc. represents of the weighted average number of Changyou ordinary shares and shares issuable upon the exercise or settlement of share-based awards under the treasury stock method, and not by using the percentage held by Sohu.com Inc. of the total economic interest in Changyou, which is used for the calculation of basic net income per share. In the calculation of Sohu.com Inc.s diluted net income /(loss) per share, assuming a dilutive effect, all of Changyous existing unvested restricted share units and share options, and vested restricted share units and share options that have not yet been settled, are treated as vested and settled by Changyou under the treasury stock method, causing the percentage of the weighted average number of shares held by Sohu.com Inc. in Changyou to decrease. As a result, Changyous net income /(loss) attributable to Sohu.com Inc. on a diluted basis decreased accordingly. The effect of this calculation is presented as incremental dilution from Changyou in the table below. Assuming an anti-dilutive effect, all of these Changyou restricted share units and share options are excluded from the calculation of Sohu.com Inc.s diluted net income /(loss) per share. As a result, Changyous net income /(loss) attributable to Sohu.com Inc. on a diluted basis equals the number used for the calculation of Sohu.com Inc.s basic net income /(loss) per share. For the three months ended September 30, 2017, all of these Changyou restricted share units and share options had an anti-dilutive effect, and therefore were excluded in the calculation of Sohu.com Inc.s diluted net income /(loss) per share, and incremental dilution from Changyou for the three months ended September 30, 2017 in the table below was zero. For the nine months ended September 30, 2017, a portion of these Changyou restricted share units and share options had a dilutive effect, and therefore was included in the calculation of Sohu.com Inc.s diluted net income /(loss) per share. This impact is presented as incremental dilution from Changyou for the nine months ended September 30, 2017 in the table below. The following table presents the calculation of the Sohu Groups basic and diluted net loss per share (in thousands, except per share data). Three Months Ended Nine Months Ended 2016 2017 2016 2017 Numerator: Net loss attributable to Sohu.com Inc., basic $ (74,814 ) $ (103,960 ) $ (158,124 ) $ (260,391 ) Effect of dilutive securities: Incremental dilution from Sogou 0 0 0 0 Incremental dilution from Changyou (472 ) 0 (1,125 ) (931 ) Net loss attributable to Sohu.com Inc., diluted $ (75,286 ) $ (103,960 ) $ (159,249 ) $ (261,322 ) Denominator: Weighted average basic shares of common stock outstanding 38,728 38,877 38,695 38,848 Effect of dilutive securities: Share options and restricted share units 0 0 0 0 Weighted average diluted common shares outstanding 38,728 38,877 38,695 38,848 Basic net loss per share attributable to Sohu.com Inc. $ (1.93 ) $ (2.67 ) $ (4.09 ) $ (6.70 ) Diluted net loss per share attributable to Sohu.com Inc. $ (1.94 ) $ (2.67 ) $ (4.12 ) $ (6.72 ) |
Impact of Recently Issued Accou
Impact of Recently Issued Accounting Standards | 9 Months Ended |
Sep. 30, 2017 | |
IMPACT OF RECENTLY ISSUED ACCOUNTING PRONOUNCEMENTS [Abstract] | |
Impact of Recently Issued Accounting Pronouncements | 15. IMPACT OF RECENTLY ISSUED ACCOUNTING STANDARDS Revenue from Contracts with Customers. In May 2014, the FASB issued ASU No. 2014-09, No. 2015-14 No. 2014-09 2014-09 2014-09s Recognition and Measurement of Financial Assets and Financial Liabilities. On January 5, 2016, the FASB issued ASU 2016-01 2016-01) Leases. On February 25, 2016, the FASB issued ASU No. 2016-02 2016-02), ASU 2016-02 ASU 2016-02 right-of-use ASU 2016-02 Compensation Stock Compensation. On March 30, 2016, the FASB issued ASU 2016-09 2016-09), Financial Instruments-Credit Losses. (ASU) 2016-13, Financial Instruments-Credit Losses (Topic 326) Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments. In August 2016, the FASB issued Accounting Standards Update (ASU) 2016-15, Statement of Cash Flows Classification of Certain Cash Receipts and Cash Payments, Statement of Cash Flows (Topic 230): Restricted Cash. In November 2016, the FASB issued Accounting Standards Update (ASU) No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash beginning-of-period end-of-period Business Combinations (Topic 805): Clarifying the Definition of a Business. In January 2017, the FASB issued Accounting Standards Update (ASU) No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, which Simplifying the Test for Goodwill Impairment. In January 2017, the FASB issued Accounting Standards Update (ASU) 2017-04, Simplifying the Test for Goodwill Impairment. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2017 | |
SUBSEQUENT EVENT [Abstract] | |
Subsequent Event | 16. SUBSEQUENT EVENTS As previously disclosed in Current Reports on Form 8-K filed by the Company with the SEC on October 13, 2017 and October 27, 2017, on October 13, 2017 Sogou filed with the SEC a registration statement on Form F-1 relating to a proposed IPO of American depositary shares (ADSs) representing Sogou Class A Ordinary Shares, and on October 27, 2017 Sogou filed with the SEC an amendment to the Form F-1 that included the number of ADSs proposed to be offered and the estimated price range for the proposed IPO. Sogou intends to apply to have the ADSs listed on the New York Stock Exchange under the symbol SOGO. The proposed offering of Sogou ADSs will only be made by means of a prospectus. The registration statement has not yet become effective. The ADSs may not be sold, nor may any offers to buy be accepted, prior to the time the registration statement becomes effective. Market conditions, adverse changes in Sogous business or prospects, or other factors could prevent Sogou from conducting and completing the proposed IPO. On October 25, 2017, Sohu received from ICBC pursuant to the loan arrangements with ICBC RMB800.0 million (or approximately $120.6 million) at an annual interest rate of 5.5%. |
Segment Information (Tables)
Segment Information (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
SEGMENT INFORMATION [Abstract] | |
Segment operating information by segment | Three Months Ended September 30, 2016 Sohu Sogou Changyou Eliminations Consolidated Revenues (1) $ 109,560 $ 165,952 $ 135,862 $ (792 ) $ 410,582 Segment cost of revenues (102,772 ) (78,788 ) (41,071 ) 42 (222,589 ) Segment gross profit 6,788 87,164 94,791 (750 ) 187,993 SBC (2) in cost of revenues (266 ) (3 ) (26 ) 0 (295 ) Gross profit 6,522 87,161 94,765 (750 ) 187,698 Operating expenses: Product development (3) (25,043 ) (34,496 ) (27,410 ) 1,047 (85,902 ) Sales and marketing (1) (66,555 ) (26,011 ) (18,311 ) 1,045 (109,832 ) General and administrative (11,831 ) (6,409 ) (12,432 ) 20 (30,652 ) SBC (2) in operating expenses (5,509 ) (190 ) (7,176 ) 0 (12,875 ) Total operating expenses (108,938 ) (67,106 ) (65,329 ) 2,112 (239,261 ) Operating profit /(loss) (102,416 ) 20,055 29,436 1,362 (51,563 ) Other income (3) 1,379 970 2,691 (1,362 ) 3,678 Interest income (4) 2,396 705 6,929 (3,703 ) 6,327 Interest expense (4) (2,862 ) 0 (1,050 ) 3,703 (209 ) Exchange difference (297 ) 481 518 0 702 Income /(loss) before income tax benefit /(expense) (101,800 ) 22,211 38,524 0 (41,065 ) Income tax benefit /(expense) 635 (2,128 ) 519 0 (974 ) Net income /(loss) $ (101,165 ) $ 20,083 $ 39,043 $ 0 $ (42,039 ) Note (1): The elimination mainly consists of revenues and expenses generated from marketing services among the Sohu, Sogou and Changyou segments. Note (2): SBC stands for share-based compensation expense. Note (3): The elimination mainly consists of leasing income and expenses generated from a building that Sohu leases to Sogou. Note (4): The elimination represents interest income/ (expense) resulting from intra-Group loans between the Sohu segment and the Changyou segment. Three Months Ended September 30, 2017 Sohu Sogou Changyou Eliminations Consolidated Revenues (1) $ 93,648 $ 257,345 $ 165,572 $ (504 ) $ 516,061 Segment cost of revenues (87,900 ) (130,299 ) (43,961 ) 48 (262,112 ) Segment gross profit 5,748 127,046 121,611 (456 ) 253,949 SBC (2) in cost of revenues (278 ) 0 (4 ) 0 (282 ) Gross profit 5,470 127,046 121,607 (456 ) 253,667 Operating expenses: Product development (3) (29,225 ) (40,000 ) (35,281 ) 1,591 (102,915 ) Sales and marketing (1) (50,239 ) (44,791 ) (17,467 ) 906 (111,591 ) General and administrative (11,551 ) (6,246 ) (9,591 ) 32 (27,356 ) Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions 0 0 (86,882 ) 0 (86,882 ) SBC (2) in operating expenses (3,753 ) (316 ) (2,204 ) 0 (6,273 ) Total operating expenses (94,768 ) (91,353 ) (151,425 ) 2,529 (335,017 ) Operating profit /(loss) (89,298 ) 35,693 (29,818 ) 2,073 (81,350 ) Other income/(expense) (3) (3,534 ) (42 ) 581 (2,073 ) (5,068 ) Interest income (4) 1,731 2,390 8,916 (6,540 ) 6,497 Interest expense (4) (6,576 ) 0 (1,105 ) 6,540 (1,141 ) Exchange difference (973 ) (2,475 ) (1,584 ) 0 (5,032 ) Income /(loss) before income tax expense (98,650 ) 35,566 (23,010 ) 0 (86,094 ) Income tax expense (541 ) (4,593 ) (10,793 ) 0 (15,927 ) Net income /(loss) $ (99,191 ) $ 30,973 $ (33,803 ) $ 0 $ (102,021 ) Note (1): The elimination mainly consists of revenues and expenses generated from marketing services among the Sohu, Sogou and Changyou segments. Note (2): SBC stands for share-based compensation expense. Note (3): The elimination mainly consists of leasing income and expenses generated from a building that Sohu leases to Sogou. Note (4): The elimination represents interest income/ (expense) resulting from intra-Group loans between the Sohu segment and the Changyou segment. Nine Months Ended September 30, 2016 Sohu Sogou Changyou Eliminations Consolidated Revenues (1) $ 357,437 $ 488,829 $ 394,862 $ (2,456 ) $ 1,238,672 Segment cost of revenues (284,765 ) (218,394 ) (124,795 ) 259 (627,695 ) Segment gross profit 72,672 270,435 270,067 (2,197 ) 610,977 SBC (2) in cost of revenues (255 ) (3 ) (36 ) 0 (294 ) Gross profit 72,417 270,432 270,031 (2,197 ) 610,683 Operating expenses: Product development (3) (71,606 ) (99,781 ) (87,785 ) 3,328 (255,844 ) Sales and marketing (1) (194,171 ) (82,618 ) (43,921 ) 3,040 (317,670 ) General and administrative (36,914 ) (13,972 ) (35,985 ) 69 (86,802 ) SBC (2) in operating expenses (4,007 ) (2,542 ) (9,304 ) 0 (15,853 ) Total operating expenses (306,698 ) (198,913 ) (176,995 ) 6,437 (676,169 ) Operating profit /(loss) (234,281 ) 71,519 93,036 4,240 (65,486 ) Other income /(expense) (3) 3,832 (26,623 ) 10,060 (4,240 ) (16,971 ) Interest income (4) 6,851 4,233 15,135 (8,771 ) 17,448 Interest expense (4) (6,739 ) 0 (3,183 ) 8,771 (1,151 ) Exchange difference 366 819 2,361 0 3,546 Income /(loss) before income tax benefit /(expense) (229,971 ) 49,948 117,409 0 (62,614 ) Income tax benefit /(expense) 1,505 (4,550 ) (12,227 ) 0 (15,272 ) Net income /(loss) $ (228,466 ) $ 45,398 $ 105,182 $ 0 $ (77,886 ) Note (1): The elimination mainly consists of revenues and expenses generated from marketing services among the Sohu, Sogou and Changyou segments. Note (2): SBC stands for share-based compensation expense. Note (3): The elimination mainly consists of leasing income and expenses generated from a building that Sohu leases to Sogou. Note (4): The elimination represents interest income/ (expense) resulting from intra-Group loans between the Sohu segment and the Changyou segment. Nine Months Ended September 30, 2017 Sohu Sogou Changyou Eliminations Consolidated Revenues (1) $ 286,990 $ 630,572 $ 435,803 $ (2,033 ) $ 1,351,332 Segment cost of revenues (317,649 ) (323,213 ) (118,027 ) 118 (758,771 ) Segment gross profit (30,659 ) 307,359 317,776 (1,915 ) 592,561 SBC (2) in cost of revenues (619 ) (5 ) (72 ) 0 (696 ) Gross profit (31,278 ) 307,354 317,704 (1,915 ) 591,865 Operating expenses: Product development (3) (82,251 ) (110,335 ) (91,911 ) 4,590 (279,907 ) Sales and marketing (1) (152,233 ) (106,147 ) (39,785 ) 3,238 (294,927 ) General and administrative (29,859 ) (16,182 ) (26,769 ) 95 (72,715 ) Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions 0 0 (86,882 ) 0 (86,882 ) SBC (2) in operating expenses (3,304 ) (5,313 ) (17,151 ) 0 (25,768 ) Total operating expenses (267,647 ) (237,977 ) (262,498 ) 7,923 (760,199 ) Operating profit /(loss) (298,925 ) 69,377 55,206 6,008 (168,334 ) Other income /(expense) (3) 2,799 112 5,434 (6,008 ) 2,337 Interest income (4) 5,130 6,187 23,526 (18,062 ) 16,781 Interest expense (4) (16,317 ) 0 (3,266 ) 18,062 (1,521 ) Exchange difference (1,165 ) (5,277 ) (3,884 ) 0 (10,326 ) Income /(loss) before income tax expense (308,478 ) 70,399 77,016 0 (161,063 ) Income tax expense (2,413 ) (7,672 ) (29,278 ) 0 (39,363 ) Net income /(loss) $ (310,891 ) $ 62,727 $ 47,738 $ 0 $ (200,426 ) Note (1): The elimination mainly consists of revenues and expenses generated from marketing services among the Sohu, Sogou and Changyou segments. Note (2): SBC stands for share-based compensation expense. Note (3): The elimination mainly consists of leasing income and expenses generated from a building that Sohu leases to Sogou. Note (4): The elimination represents interest income/ (expense) resulting from intra-Group loans between the Sohu segment and the Changyou segment. |
Segment assets information by segment | As of December 31, 2016 Sohu Sogou Changyou Eliminations Consolidated Cash and cash equivalents $ 167,691 $ 286,078 $ 597,188 $ 0 $ 1,050,957 Accounts receivable, net 100,317 41,781 47,150 (81 ) 189,167 Fixed assets, net 196,839 117,022 189,770 0 503,631 Total assets (1) $ 1,241,844 $ 499,589 $ 1,708,037 $ (885,780 ) $ 2,563,690 Note (1): The elimination for segment assets mainly consists of elimination of intra-Group loans between the Sohu segment and the Changyou segment, and elimination of long-term investments in subsidiaries and consolidated VIEs. As of September 30, 2017 Sohu Sogou Changyou Eliminations Consolidated Cash and cash equivalents $ 90,540 $ 373,141 $ 576,883 $ 0 $ 1,040,564 Accounts receivable, net 103,400 71,628 105,429 (85 ) 280,372 Fixed assets, net 198,282 141,328 190,124 0 529,734 Total assets (1) $ 1,134,611 $ 677,174 $ 1,850,960 $ (1,057,462 ) $ 2,605,283 Note (1): The elimination for segment assets mainly consists of elimination of intra-Group loans between the Sohu segment and the Changyou segment, and elimination of long-term investments in subsidiaries and consolidated VIEs. |
Share-Based Compensation Expe25
Share-Based Compensation Expense (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
SHARE-BASED COMPENSATION EXPENSE [Abstract] | |
Share-based compensation expense recognized in costs and expenses | Three Months Ended September 30, Nine Months Ended September 30, Share-based compensation expense 2016 2017 2016 2017 Cost of revenues $ 295 $ 281 $ 294 $ 696 Product development expenses 4,105 2,247 5,801 9,499 Sales and marketing expenses 752 344 927 1,939 General and administrative expenses 8,018 3,682 9,125 14,330 $ 13,170 $ 6,554 $ 16,147 $ 26,464 |
Share-based compensation expense recognized for share awards of Sohu (excluding Sohu Video), Sogou, Changyou and Sohu Video | Three Months Ended September 30, Nine Months Ended September 30, Share-based compensation expense 2016 2017 2016 2017 For Sohu (excluding Sohu Video) share-based awards $ 5,639 $ 4,086 $ 4,749 $ 4,088 For Sogou share-based awards (2) 180 310 2,505 5,302 For Changyou share-based awards 7,202 2,208 9,340 17,223 For Sohu Video share-based awards (1) 149 (50 ) (447 ) (149 ) $ 13,170 $ 6,554 $ 16,147 $ 26,464 Note (1): The negative amount represented re-measured Note (2): Compensation expense for Sogou share-based awards also includes compensation expense for Tencent restricted share units that Tencent had granted to employees who transferred to Sogou with the Soso search and search-related businesses and compensation expense of $4.0 million, recognized in the first quarter of 2017 in connection with Sogous repurchase of Sogou Class A Ordinary Shares from the former President and Chief Financial Officer of the Sohu Group, which is equal to the excess of the repurchase price over the fair value of the Sogou Class A Ordinary Shares as of the repurchase date. |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
Financial instruments, measured at fair value | Fair value measurements at reporting date using Items As of Quoted Prices Significant Significant Cash equivalents $ 626,697 $ 0 $ 626,697 $ 0 Short-term investments 247,926 0 247,926 0 Available-for-sale 10,381 10,381 0 0 Foreign exchange forward contracts recognized in prepaid and other current assets 3,040 0 3,040 0 Restricted time deposits 269 0 269 0 Total $ 888,313 $ 10,381 $ 877,932 $ 0 The following table sets forth the financial instruments, measured at fair value by level within the fair value hierarchy, as of September 30, 2017 (in thousands): Fair value measurements at reporting date using Items As of Quoted Prices Significant Significant Cash equivalents $ 894,099 $ 0 $ 894,099 $ 0 Restricted cash 1,501 0 1,501 0 Short-term investments 304,264 0 304,264 0 Available-for-sale 20,833 20,833 0 0 Restricted time deposits 270 0 270 0 Total Assets $ 1,220,967 $ 20,833 $ 1,200,134 $ 0 Foreign exchange forward contracts recognized in other short-term liabilities $ 469 $ 0 $ 469 $ 0 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
GOODWILL [Abstract] | |
Changes in carrying value of goodwill by segment | Sohu Sogou Changyou Total Balance as of December 31, 2016 Goodwill $ 72,011 5,565 96,949 174,525 Accumulated impairment losses (35,788 ) 0 (70,447 ) (106,235 ) $ 36,223 $ 5,565 $ 26,502 $ 68,290 Transactions in 2017 Goodwill associated with MoboTap and reclassification of assets held for sale to assets held for use (1) 0 0 83,470 83,470 Goodwill associated with an acquisition 1,000 0 0 1,000 Foreign currency translation adjustment 681 251 735 1,667 Goodwill impairment (2) 0 0 (83,470 ) (83,470 ) Balance as of September 30, 2017 $ 37,904 $ 5,816 $ 27,237 $ 70,957 Balance as of September 30, 2017 Goodwill $ 73,692 $ 5,816 $ 181,154 $ 260,662 Accumulated impairment losses (35,788 ) 0 (153,917 ) (189,705 ) $ 37,904 $ 5,816 $ 27,237 $ 70,957 Note (1): Represents goodwill associated with the reclassification of assets held for sale to assets held for use in connection with MoboTap. See Note 6 Fair Value Measurements Assets and Liabilities Held for Sale. Note (2): Represents goodwill impairment associated with the MoboTap business recognized in the third quarter of 2017. Due to reinforced restrictions the Chinese regulatory authorities imposed on online card and board games, some of Changyous key distribution partners informed Changyou that they had decided to stop the distribution and promotion of card and board games in the third quarter of 2017, which had an adverse impact on MoboTaps current performance, and also increased the uncertainty for its future operations and cash flow. As a result, Changyou determined that it is unlikely for MoboTap to gain users and grow its online card and board games revenues in China, Changyou management performed an impairment test in the third quarter of 2017 using the discounted cash flow method, and impairment charges of $86.9 million were recognized to reflect the fair value of the MoboTap business, of which an $83.5 million impairment loss was recognized for goodwill and a $3.4 million impairment loss was recognized for intangible assets. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
Contractual Obligations | As of September 30, 2017 2018 2019 2020 2021 Thereafter Total Purchase of cinema advertisement slot rights 15,795 78,225 43,686 20,124 2,858 79 160,767 Purchase of content and services video 27,087 16,379 18,718 580 0 0 62,764 Purchase of bandwidth 26,827 13,771 1,261 1,103 322 0 43,284 Operating lease obligations 4,290 14,417 3,234 1,032 60 10 23,043 Expenditures for operating rights for licensed games with technological feasibility 529 19,154 0 0 0 0 19,683 Purchase of content and services others 5,766 2,483 298 59 27 0 8,633 Fees for operating rights for licensed games in development 1,362 1,182 0 0 0 0 2,544 Expenditures for rights to titles of games in development 259 1,233 0 0 0 0 1,492 Others 3,596 424 87 0 0 0 4,107 Total Payments Required 85,511 147,268 67,284 22,898 3,267 89 326,317 |
VIEs (Tables)
VIEs (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
VIES [Abstract] | |
Financial information of consolidated VIEs | As of December 31, September 30, ASSETS: Cash and cash equivalents $ 94,859 $ 55,414 Accounts receivable, net 72,151 97,153 Prepaid and other current assets 86,722 29,986 Assets held for sale 12,551 0 Intra-Group receivables due from the Companys subsidiaries 197,438 386,656 Total current assets 463,721 569,209 Long-term investments, net 17,472 30,240 Fixed assets, net 4,372 3,023 Intangible assets, net 14,545 12,405 Goodwill 35,161 36,989 Other non-current 4,052 2,871 Total assets $ 539,323 $ 654,737 LIABILITIES: Accounts payable $ 15,824 $ 56,945 Accrued liabilities 96,695 79,203 Receipts in advance and deferred revenue 44,797 48,307 Liabilities held for sale 3,232 0 Other current liabilities 111,775 96,975 Intra-Group payables due to the Companys subsidiaries 129,431 169,452 Total current liabilities 401,754 450,882 Long-term taxes payable 13,463 14,072 Deferred tax liabilities 1,273 3,954 Intra-Group payables due to the Companys subsidiaries 19,620 20,492 Total liabilities $ 436,110 $ 489,400 Three months ended September 30, Nine months ended September 30, 2016 2017 2016 2017 Net revenue $ 228,599 $ 224,450 $ 675,281 $ 649,409 Net income/(loss) $ 5,338 $ (2,693 ) $ 20,854 $ 49,515 Nine months ended September 30, 2016 2017 Net cash provided by /(used in) operating activities $ 20,306 $ (52,043 ) Net cash provided by /(used in) investing activities 1,061 (1,602 ) Net cash used in financing activities $ 0 $ (131 ) |
Sohu.com Inc. Shareholders' E30
Sohu.com Inc. Shareholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Sohu 2010 Stock Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share option activity | Weighted Number Weighted Average Aggregate Of Average Remaining Intrinsic Shares Exercise Contractual Value (1) Options (in thousands) Price Life (Years) (in thousands) Outstanding at January 1, 2017 193 $ $ Granted 178 0.001 Exercised (132 ) 0.001 Forfeited or expired 0 Outstanding at September 30, 2017 239 0.001 7.36 13,416 Vested at September 30, 2017 239 0.001 7.36 13,416 Exercisable at September 30, 2017 239 0.001 7.36 13,416 Note (1): The aggregated intrinsic value in the preceding table represents the difference between Sohus closing stock price of $56.16 on September 30, 2017 and the nominal exercise prices of the stock options. |
Restricted share unit activity | Restricted Stock Units Number of Weighted-Average Unvested at January 1, 2017 11 $ 70.24 Granted 0 Vested (2 ) 64.00 Forfeited (5 ) 71.85 Unvested at September 30, 2017 4 81.56 Expected to vest after September 30, 2017 3 81.56 |
Sogou 2010 Share Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share option activity | Weighted Number Weighted Average Of Average Remaining Aggregate Shares Exercise Contractual Intrinsic Options (in thousands) Price Life (Years) Value Outstanding at January 1, 2017 9,451 $ 0.476 6.31 Granted 20 0.001 Exercised (2,168 ) 0.001 Forfeited or expired (14 ) 0.001 Outstanding at September 30, 2017 7,289 0.617 5.36 3,145 Vested at September 30, 2017 and expected to vest thereafter 69 6.96 209 Exercisable at September 30, 2017 5 4.99 3 |
Stock option assumptions | Assumptions Adopted Average risk-free interest rate 2.14%~2.92% Exercise multiple 2~3 Expected forfeiture rate (post-vesting) 0%~12% Weighted average expected option life 9 Volatility rate 47% Dividend yield 0% Fair value 3.18~9.99 |
Sohu Management Sogou Share Option Arrangement [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share option activity | Weighted Number Weighted Average Of Average Remaining Aggregate Shares Exercise Contractual Intrinsic Options (in thousands) Price Life (Years) Value Outstanding at January 1, 2017 70 $ 0.517 6.79 Granted Exercised (58 ) 0.625 Forfeited or expired Outstanding at September 30, 2017 12 0.001 7.64 84 Vested at September 30, 2017 12 0.001 7.64 84 Exercisable at September 30, 2017 12 0.001 7.64 84 |
Changyou's Share-based Awards Granted after IPO [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Restricted share unit activity | Restricted Share Units Number of Units (in thousands) Weighted-Average Unvested at January 1, 2017 10 $ 14.25 Granted 0 Vested 0 Forfeited 0 Unvested at September 30, 2017 10 14.25 Expected to vest after September 30, 2017 10 14.25 |
Changyou 2014 Share Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Share option activity | Options Number Of Weighted Weighted Aggregate Outstanding at January 1, 2017 852 $ 0.01 7.93 $ 9,032 Granted 320 0.01 Exercised (650 ) 0.01 Forfeited or expired 0 Outstanding at September 30, 2017 522 0.01 7.43 10,333 Vested at September 30, 2017 522 0.01 10,333 Exercisable at September 30, 2017 522 0.01 Note (1): The aggregated intrinsic value in the preceding table represents the difference between Changyous closing price of $39.61 per ADS, or $19.81 per Class A ordinary share, on September 30, 2017 and the nominal exercise price of share option. |
Video 2011 Share Incentive Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock option assumptions | Assumptions Adopted Average risk-free interest rate 2.54 % Exercise multiple 2.8 Expected forfeiture rate (post-vesting) 14 % Weighted average expected option life 4.3 Volatility rate 41.2 % Dividend yield 0.00 % Fair value 0.67 |
Noncontrolling Interest (Tables
Noncontrolling Interest (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
NONCONTROLLING INTEREST [Abstract] | |
Noncontrolling interest in consolidated balance sheets | As of December 31, 2016 September 30, 2017 Sogou $ 165,584 $ 223,609 Changyou 398,631 426,137 Other 0 109 Total $ 564,215 $ 649,855 |
Noncontrolling interest in consolidated statements of comprehensive income | Three Months Ended September 30, Nine Months Ended September 30, 2016 2017 2016 2017 Sogou $ 20,283 $ 31,166 $ 46,383 $ 63,252 Changyou 12,492 (29,190 ) 33,855 (3,204 ) Other 0 (37 ) 0 (83 ) Total $ 32,775 $ 1,939 $ 80,238 $ 59,965 |
Net Income _(Loss) per Share (T
Net Income /(Loss) per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
NET INCOME /(LOSS) PER SHARE [Abstract] | |
Calculation of basic and diluted net income /(loss) per share | Three Months Ended Nine Months Ended 2016 2017 2016 2017 Numerator: Net loss attributable to Sohu.com Inc., basic $ (74,814 ) $ (103,960 ) $ (158,124 ) $ (260,391 ) Effect of dilutive securities: Incremental dilution from Sogou 0 0 0 0 Incremental dilution from Changyou (472 ) 0 (1,125 ) (931 ) Net loss attributable to Sohu.com Inc., diluted $ (75,286 ) $ (103,960 ) $ (159,249 ) $ (261,322 ) Denominator: Weighted average basic shares of common stock outstanding 38,728 38,877 38,695 38,848 Effect of dilutive securities: Share options and restricted share units 0 0 0 0 Weighted average diluted common shares outstanding 38,728 38,877 38,695 38,848 Basic net loss per share attributable to Sohu.com Inc. $ (1.93 ) $ (2.67 ) $ (4.09 ) $ (6.70 ) Diluted net loss per share attributable to Sohu.com Inc. $ (1.94 ) $ (2.67 ) $ (4.12 ) $ (6.72 ) |
The Company and Basis of Pres33
The Company and Basis of Presentation (Changyou's Business, Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||
Sep. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | ||
Organization and Nature of Operations [Line Items] | |||||||||
Revenues | $ 516,061 | $ 410,582 | $ 1,351,332 | $ 1,238,672 | |||||
Goodwill impairment loss | [1] | 83,470 | |||||||
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | $ 86,882 | $ 0 | $ 86,882 | $ 0 | |||||
Product Risk [Member] | Total revenues [Member] | TLBB [Member] | |||||||||
Organization and Nature of Operations [Line Items] | |||||||||
Percentage of revenues derived from games | 9.00% | 14.00% | 11.00% | 13.00% | |||||
Product Risk [Member] | Total revenues [Member] | Legacy TLBB [Member] | |||||||||
Organization and Nature of Operations [Line Items] | |||||||||
Percentage of revenues derived from games | 4.00% | ||||||||
Changyou [Member] | MoboTap [Member] | |||||||||
Organization and Nature of Operations [Line Items] | |||||||||
Percentage of acquired equity interest | 51.00% | ||||||||
Cash consideration | $ 91,000 | ||||||||
Goodwill impairment loss | $ 83,500 | $ 29,600 | |||||||
Impairment of intangible assets | 3,400 | $ 8,900 | |||||||
Disposal of equity interest in MoboTap | 51.00% | ||||||||
Catch up of depreciation and amortization expense of the assets held for sale before the reclassification | $ 1,400 | ||||||||
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | 86,900 | ||||||||
Changyou [Member] | TLBB [Member] | |||||||||
Organization and Nature of Operations [Line Items] | |||||||||
Revenues | 48,300 | $ 56,000 | $ 149,400 | $ 162,900 | |||||
Changyou [Member] | Legacy TLBB [Member] | |||||||||
Organization and Nature of Operations [Line Items] | |||||||||
Revenues | $ 56,200 | ||||||||
Changyou [Member] | Product Risk [Member] | Online game revenues [Member] | TLBB [Member] | |||||||||
Organization and Nature of Operations [Line Items] | |||||||||
Percentage of revenues derived from games | 44.00% | 54.00% | |||||||
Changyou [Member] | Product Risk [Member] | Online game revenues [Member] | Legacy TLBB [Member] | |||||||||
Organization and Nature of Operations [Line Items] | |||||||||
Percentage of revenues derived from games | 42.00% | ||||||||
Changyou [Member] | Product Risk [Member] | Total revenues [Member] | TLBB [Member] | |||||||||
Organization and Nature of Operations [Line Items] | |||||||||
Percentage of revenues derived from games | 29.00% | 41.00% | 34.00% | 41.00% | |||||
Changyou [Member] | Product Risk [Member] | Total revenues [Member] | Legacy TLBB [Member] | |||||||||
Organization and Nature of Operations [Line Items] | |||||||||
Percentage of revenues derived from games | 34.00% | ||||||||
[1] | Represents goodwill impairment associated with the MoboTap business recognized in the third quarter of 2017. Due to reinforced restrictions the Chinese regulatory authorities imposed on online card and board games, some of Changyou's key distribution partners informed Changyou that they had decided to stop the distribution and promotion of card and board games in the third quarter of 2017, which had an adverse impact on MoboTap's current performance, and also increased the uncertainty for its future operations and cash flow. As a result, Changyou determined that it is unlikely for MoboTap to gain users and grow its online card and board games revenues in China, Changyou management performed an impairment test in the third quarter of 2017 using the discounted cash flow method, and impairment charges of $86.9 million were recognized to reflect the fair value of the MoboTap business, of which an $83.5 million impairment loss was recognized for goodwill and a $3.4 million impairment loss was recognized for intangible assets. |
The Company and Basis of Pres34
The Company and Basis of Presentation (Basis of Consolidation and Recognition of Noncontrolling Interest, Narrative) (Details) | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Sogou [Member] | Ordinary Shares and Preferred Shares [Member] | |
Noncontrolling Interest [Line Items] | |
Shares, outstanding | shares | 336,194,956 |
Sogou [Member] | Series A Preferred Shares [Member] | |
Noncontrolling Interest [Line Items] | |
Dividend rate per annum per Preferred Share | $ / shares | $ 0.0375 |
Preferred share conversion price | $ / shares | $ 0.625 |
Sogou [Member] | Series A Preferred Shares [Member] | Minimum [Member] | |
Noncontrolling Interest [Line Items] | |
Times over original sales price preferred shareholders entitled to receive in event of liquidation | $ / shares | 1.3 |
Sogou [Member] | Series A Preferred Shares [Member] | Maximum [Member] | |
Noncontrolling Interest [Line Items] | |
Preferred share conversion price | $ / shares | $ 0.625 |
Sogou [Member] | Series B Preferred Shares [Member] | |
Noncontrolling Interest [Line Items] | |
Dividend rate per annum per Preferred Share | $ / shares | 0.411 |
Preferred share conversion price | $ / shares | 7.267 |
Sogou [Member] | Series B Preferred Shares [Member] | Minimum [Member] | |
Noncontrolling Interest [Line Items] | |
Amount per share of preferred shares to receive in event of liquidation | $ / shares | 6.847 |
Sogou [Member] | Series B Preferred Shares [Member] | Maximum [Member] | |
Noncontrolling Interest [Line Items] | |
Preferred share conversion price | $ / shares | $ 7.267 |
Sogou [Member] | Sohu [Member] | |
Noncontrolling Interest [Line Items] | |
Percentage of outstanding equity capital held by parent company | 36.00% |
Voting power held by parent | 50.00% |
Sogou [Member] | Sohu [Member] | Class A Ordinary Shares [Member] | |
Noncontrolling Interest [Line Items] | |
Shares, outstanding | shares | 130,920,250 |
Shares to be purchased by Sohu management and key employees | shares | 3,707,000 |
Sogou [Member] | Photon [Member] | Series A Preferred Shares [Member] | |
Noncontrolling Interest [Line Items] | |
Shares, outstanding | shares | 32,000,000 |
Sogou [Member] | Tencent [Member] | Class A Ordinary Shares [Member] | |
Noncontrolling Interest [Line Items] | |
Shares, outstanding | shares | 6,757,875 |
Sogou [Member] | Tencent [Member] | Series B Preferred Shares [Member] | |
Noncontrolling Interest [Line Items] | |
Shares, outstanding | shares | 65,431,579 |
Sogou [Member] | Tencent [Member] | Non-voting Class B Ordinary Shares [Member] | |
Noncontrolling Interest [Line Items] | |
Shares, outstanding | shares | 79,368,421 |
Sogou [Member] | Various Employees of Sogou and Sohu [Member] | Class A Ordinary Shares [Member] | |
Noncontrolling Interest [Line Items] | |
Shares, outstanding | shares | 21,716,831 |
Changyou [Member] | Sohu [Member] | |
Noncontrolling Interest [Line Items] | |
Percentage of outstanding equity capital held by parent company | 68.00% |
Voting power held by parent | 95.00% |
Segment Information (Segment Op
Segment Information (Segment Operating Information by Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Operating Segments [Member] | Sohu [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | $ 93,648 | $ 109,560 | $ 286,990 | $ 357,437 |
Segment cost of revenues | (87,900) | (102,772) | (317,649) | (284,765) | |
Segment gross profit | 5,748 | 6,788 | (30,659) | 72,672 | |
SBC in cost of revenues | [2] | (278) | (266) | (619) | (255) |
Gross profit | 5,470 | 6,522 | (31,278) | 72,417 | |
Operating expenses: | |||||
Product development | [3] | (29,225) | (25,043) | (82,251) | (71,606) |
Sales and marketing | [1] | (50,239) | (66,555) | (152,233) | (194,171) |
General and administrative | (11,551) | (11,831) | (29,859) | (36,914) | |
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | 0 | 0 | |||
SBC in operating expenses | [2] | (3,753) | (5,509) | (3,304) | (4,007) |
Total operating expenses | (94,768) | (108,938) | (267,647) | (306,698) | |
Operating profit /(loss) | (89,298) | (102,416) | (298,925) | (234,281) | |
Other income /(expense) | [3] | (3,534) | 1,379 | 2,799 | 3,832 |
Interest income | [4] | 1,731 | 2,396 | 5,130 | 6,851 |
Interest expense | [4] | (6,576) | (2,862) | (16,317) | (6,739) |
Exchange difference | (973) | (297) | (1,165) | 366 | |
Income /(loss) before income tax benefit /(expense) | (98,650) | (101,800) | (308,478) | (229,971) | |
Income tax benefit /(expense) | (541) | 635 | (2,413) | 1,505 | |
Net loss | (99,191) | (101,165) | (310,891) | (228,466) | |
Operating Segments [Member] | Sogou [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 257,345 | 165,952 | 630,572 | 488,829 |
Segment cost of revenues | (130,299) | (78,788) | (323,213) | (218,394) | |
Segment gross profit | 127,046 | 87,164 | 307,359 | 270,435 | |
SBC in cost of revenues | [2] | 0 | (3) | (5) | (3) |
Gross profit | 127,046 | 87,161 | 307,354 | 270,432 | |
Operating expenses: | |||||
Product development | [3] | (40,000) | (34,496) | (110,335) | (99,781) |
Sales and marketing | [1] | (44,791) | (26,011) | (106,147) | (82,618) |
General and administrative | (6,246) | (6,409) | (16,182) | (13,972) | |
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | 0 | 0 | |||
SBC in operating expenses | [2] | (316) | (190) | (5,313) | (2,542) |
Total operating expenses | (91,353) | (67,106) | (237,977) | (198,913) | |
Operating profit /(loss) | 35,693 | 20,055 | 69,377 | 71,519 | |
Other income /(expense) | [3] | (42) | 970 | 112 | (26,623) |
Interest income | [4] | 2,390 | 705 | 6,187 | 4,233 |
Interest expense | [4] | 0 | 0 | 0 | 0 |
Exchange difference | (2,475) | 481 | (5,277) | 819 | |
Income /(loss) before income tax benefit /(expense) | 35,566 | 22,211 | 70,399 | 49,948 | |
Income tax benefit /(expense) | (4,593) | (2,128) | (7,672) | (4,550) | |
Net loss | 30,973 | 20,083 | 62,727 | 45,398 | |
Operating Segments [Member] | Changyou [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | 165,572 | 135,862 | 435,803 | 394,862 |
Segment cost of revenues | (43,961) | (41,071) | (118,027) | (124,795) | |
Segment gross profit | 121,611 | 94,791 | 317,776 | 270,067 | |
SBC in cost of revenues | [2] | (4) | (26) | (72) | (36) |
Gross profit | 121,607 | 94,765 | 317,704 | 270,031 | |
Operating expenses: | |||||
Product development | [3] | (35,281) | (27,410) | (91,911) | (87,785) |
Sales and marketing | [1] | (17,467) | (18,311) | (39,785) | (43,921) |
General and administrative | (9,591) | (12,432) | (26,769) | (35,985) | |
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | (86,882) | (86,882) | |||
SBC in operating expenses | [2] | (2,204) | (7,176) | (17,151) | (9,304) |
Total operating expenses | (151,425) | (65,329) | (262,498) | (176,995) | |
Operating profit /(loss) | (29,818) | 29,436 | 55,206 | 93,036 | |
Other income /(expense) | [3] | 581 | 2,691 | 5,434 | 10,060 |
Interest income | [4] | 8,916 | 6,929 | 23,526 | 15,135 |
Interest expense | [4] | (1,105) | (1,050) | (3,266) | (3,183) |
Exchange difference | (1,584) | 518 | (3,884) | 2,361 | |
Income /(loss) before income tax benefit /(expense) | (23,010) | 38,524 | 77,016 | 117,409 | |
Income tax benefit /(expense) | (10,793) | 519 | (29,278) | (12,227) | |
Net loss | (33,803) | 39,043 | 47,738 | 105,182 | |
Eliminations [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenues | [1] | (504) | (792) | (2,033) | (2,456) |
Segment cost of revenues | 48 | 42 | 118 | 259 | |
Segment gross profit | (456) | (750) | (1,915) | (2,197) | |
SBC in cost of revenues | [2] | 0 | 0 | 0 | 0 |
Gross profit | (456) | (750) | (1,915) | (2,197) | |
Operating expenses: | |||||
Product development | [3] | 1,591 | 1,047 | 4,590 | 3,328 |
Sales and marketing | [1] | 906 | 1,045 | 3,238 | 3,040 |
General and administrative | 32 | 20 | 95 | 69 | |
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | 0 | 0 | |||
SBC in operating expenses | [2] | 0 | 0 | 0 | 0 |
Total operating expenses | 2,529 | 2,112 | 7,923 | 6,437 | |
Operating profit /(loss) | 2,073 | 1,362 | 6,008 | 4,240 | |
Other income /(expense) | [3] | (2,073) | (1,362) | (6,008) | (4,240) |
Interest income | [4] | (6,540) | (3,703) | (18,062) | (8,771) |
Interest expense | [4] | 6,540 | 3,703 | 18,062 | 8,771 |
Exchange difference | 0 | 0 | 0 | 0 | |
Income /(loss) before income tax benefit /(expense) | 0 | 0 | 0 | 0 | |
Income tax benefit /(expense) | 0 | 0 | 0 | 0 | |
Net loss | 0 | 0 | 0 | 0 | |
Revenues | 516,061 | 410,582 | 1,351,332 | 1,238,672 | |
Segment cost of revenues | (262,112) | (222,589) | (758,771) | (627,695) | |
Segment gross profit | 253,949 | 187,993 | 592,561 | 610,977 | |
SBC in cost of revenues | [2] | (282) | (295) | (696) | (294) |
Gross profit | 253,667 | 187,698 | 591,865 | 610,683 | |
Product development | [3] | (102,915) | (85,902) | (279,907) | (255,844) |
Sales and marketing | [1] | (111,591) | (109,832) | (294,927) | (317,670) |
General and administrative | (27,356) | (30,652) | (72,715) | (86,802) | |
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | (86,882) | 0 | (86,882) | 0 | |
SBC in operating expenses | [2] | (6,273) | (12,875) | (25,768) | (15,853) |
Total operating expenses | (335,017) | (239,261) | (760,199) | (676,169) | |
Operating profit /(loss) | (81,350) | (51,563) | (168,334) | (65,486) | |
Other income /(expense) | (5,068) | 3,678 | 2,337 | (16,971) | |
Interest income | 6,497 | 6,327 | 16,781 | 17,448 | |
Interest expense | (1,141) | (209) | (1,521) | (1,151) | |
Exchange difference | (5,032) | 702 | (10,326) | 3,546 | |
Income /(loss) before income tax benefit /(expense) | (86,094) | (41,065) | (161,063) | (62,614) | |
Income tax benefit /(expense) | (15,927) | (974) | (39,363) | (15,272) | |
Net loss | $ (102,021) | $ (42,039) | $ (200,426) | $ (77,886) | |
[1] | The elimination mainly consists of revenues and expenses generated from marketing services among the Sohu, Sogou and Changyou segments. | ||||
[2] | "SBC" stands for share-based compensation expense. | ||||
[3] | The elimination mainly consists of leasing income and expenses generated from a building that Sohu leases to Sogou. | ||||
[4] | The elimination represents interest income/ (expense) resulting from intra-Group loans between the Sohu segment and the Changyou segment. |
Segment Information (Segment As
Segment Information (Segment Assets Information by Segment) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | |
Operating Segments [Member] | Sohu [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Cash and cash equivalents | $ 90,540 | $ 167,691 | |||
Accounts receivable, net | 103,400 | 100,317 | |||
Fixed assets, net | 198,282 | 196,839 | |||
Total assets | [1] | 1,134,611 | 1,241,844 | ||
Operating Segments [Member] | Sogou [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Cash and cash equivalents | 373,141 | 286,078 | |||
Accounts receivable, net | 71,628 | 41,781 | |||
Fixed assets, net | 141,328 | 117,022 | |||
Total assets | [1] | 677,174 | 499,589 | ||
Operating Segments [Member] | Changyou [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Cash and cash equivalents | 576,883 | 597,188 | |||
Accounts receivable, net | 105,429 | 47,150 | |||
Fixed assets, net | 190,124 | 189,770 | |||
Total assets | [1] | 1,850,960 | 1,708,037 | ||
Eliminations [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Cash and cash equivalents | 0 | 0 | |||
Accounts receivable, net | (85) | (81) | |||
Fixed assets, net | 0 | 0 | |||
Total assets | [1] | (1,057,462) | (885,780) | ||
Cash and cash equivalents | 1,040,564 | 1,050,957 | $ 1,092,085 | $ 1,245,205 | |
Accounts receivable, net | 280,372 | 189,167 | |||
Fixed assets, net | 529,734 | 503,631 | |||
Total assets | $ 2,605,283 | $ 2,563,690 | |||
[1] | The elimination for segment assets mainly consists of elimination of intra-Group loans between the Sohu segment and the Changyou segment, and elimination of long-term investments in subsidiaries and consolidated VIEs. |
Share-Based Compensation Expe37
Share-Based Compensation Expense (Narrative) (Details) - USD ($) | Jan. 04, 2012 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Jul. 28, 2016 | May 31, 2016 | Jun. 01, 2015 | Feb. 28, 2015 | Jul. 02, 2010 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Capitalized share-based compensation expense | $ 0 | $ 0 | $ 0 | $ 0 | ||||||
Sohu 2010 Stock Incentive Plan [Member] | Ordinary Shares [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares authorized for issuance | 1,500,000 | |||||||||
Sohu 2010 Stock Incentive Plan [Member] | Share Options [Member] | Ordinary Shares [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Installments of share options granted | Four equal installments | |||||||||
Award vesting period | 4 years | |||||||||
Number of options granted | 32,000 | 32,000 | 13,000 | 1,068,000 | ||||||
Changyou 2014 Share Incentive Plan [Member] | Share Options [Member] | Class A Ordinary Shares [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Installments of share options granted | Four equal installments | |||||||||
Award vesting period | 4 years | |||||||||
Changyou [Member] | Changyou 2014 Share Incentive Plan [Member] | Share Options [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of options granted | 1,549,000 | 1,549,000 | ||||||||
Changyou [Member] | Changyou 2014 Share Incentive Plan [Member] | Share Options [Member] | Class A Ordinary Shares [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Installments of share options granted | Four equal installments | |||||||||
Award vesting period | 4 years | |||||||||
Number of options granted | 100,000 | 1,998,000 | ||||||||
Sohu Video [Member] | Video 2011 Share Incentive Plan [Member] | Ordinary Shares [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares authorized for issuance | 25,000,000 | |||||||||
Percentage of outstanding ordinary shares on a fully-diluted basis | 10.00% | |||||||||
Sohu Video [Member] | Video 2011 Share Incentive Plan [Member] | Share Options [Member] | Ordinary Shares [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Installments of share options granted | Four equal installments | |||||||||
Number of options granted | 16,368,200 | 16,368,200 | ||||||||
Number of options vested | 4,972,800 | 4,972,800 |
Share-Based Compensation Expe38
Share-Based Compensation Expense (Share-based Compensation Expense Recognized in Costs and Expenses) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | $ 6,554 | $ 13,170 | $ 26,464 | $ 16,147 |
Cost of revenues [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | 281 | 295 | 696 | 294 |
Product development expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | 2,247 | 4,105 | 9,499 | 5,801 |
Sales and marketing expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | 344 | 752 | 1,939 | 927 |
General and administrative expenses [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Share-based compensation expense | $ 3,682 | $ 8,018 | $ 14,330 | $ 9,125 |
Share-Based Compensation Expe39
Share-Based Compensation Expense (Share-based Compensation Expense Recognized for Share Awards of Sohu(excluding Sohu Video), Sogou, Changyou and Sohu Video) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation expense | $ 6,554 | $ 13,170 | $ 26,464 | $ 16,147 | ||
Sohu (excluding Sohu Video) [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation expense | 4,086 | 5,639 | 4,088 | 4,749 | ||
Sogou [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation expense | [1] | 310 | 180 | 5,302 | 2,505 | |
Sogou [Member] | Former President and CFO of Sohu Group [Member] | Class A Ordinary Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation expense | $ 4,000 | |||||
Changyou [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation expense | 2,208 | 7,202 | 17,223 | 9,340 | ||
Sohu Video [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation expense | [2] | $ (50) | $ 149 | $ (149) | $ (447) | |
[1] | Compensation expense for Sogou share-based awards also includes compensation expense for Tencent restricted share units that Tencent had granted to employees who transferred to Sogou with the Soso search and search-related businesses and compensation expense of $4.0 million, recognized in the first quarter of 2017 in connection with Sogou's repurchase of Sogou Class A Ordinary Shares from the former President and Chief Financial Officer of the Sohu Group, which is equal to the excess of the repurchase price over the fair value of the Sogou Class A Ordinary Shares as of the repurchase date. | |||||
[2] | The negative amount represented re-measured compensation expense based on the then-current fair value of the awards on the reporting date. |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Related Party Transaction [Line Items] | ||||
Brand advertising revenue from a related party | $ 0 | $ 0 | $ 0 | $ 862,000 |
Sales and marketing expense for a related party | 0 | 0 | 0 | 216,000 |
Fox Financial [Member] | ||||
Related Party Transaction [Line Items] | ||||
Brand advertising revenue from a related party | 0 | 0 | 0 | 900,000 |
Sales and marketing expense for a related party | 0 | $ 0 | 0 | $ 200,000 |
Changyou [Member] | Fox Financial [Member] | ||||
Related Party Transaction [Line Items] | ||||
Loans payable to related parities | 29,400,000 | 29,400,000 | ||
Loans receivable from related parities | 29,400,000 | 29,400,000 | ||
Interest expense incurred | 200,000 | 500,000 | ||
Interest income earned | 300,000 | 900,000 | ||
Interest expense payable to related parities | 1,100,000 | 1,100,000 | ||
Interest income receivable from related parities | $ 1,800,000 | $ 1,800,000 |
Intra-Group Loan and Share Pl41
Intra-Group Loan and Share Pledge Agreement (Details) ¥ in Millions, $ in Millions | Oct. 24, 2016USD ($)shares | Apr. 30, 2017USD ($) | Apr. 30, 2017CNY (¥) | Mar. 31, 2017USD ($) | Mar. 31, 2017CNY (¥) | Dec. 31, 2016USD ($) | Dec. 31, 2016CNY (¥) | Sep. 30, 2017USD ($)shares | Sep. 30, 2017CNY (¥)shares | Oct. 24, 2016CNY (¥)shares |
Sohu Media [Member] | AmazGame [Member] | Loan Agreement [Member] | ||||||||||
Intracompany Loan and Share Pledge Agreement [Line Items] | ||||||||||
Maximum amount of loan Sohu Media can borrow from AmazGame | $ 144.9 | ¥ 1,000 | ||||||||
Annual interest rate | 6.00% | 6.00% | ||||||||
Loans received from related parties | $ 44.3 | ¥ 300 | $ 29.5 | ¥ 200 | $ 73.8 | ¥ 500 | ||||
Total outstanding balance of loan received from related parties | $ 147.6 | ¥ 1,000 | ||||||||
Sohu Game [Member] | Changyou [Member] | Share Pledge Agreement [Member] | Class B ordinary shares [Member] | ||||||||||
Intracompany Loan and Share Pledge Agreement [Line Items] | ||||||||||
Shares pledged | 11,386,228 | 13,704,663 | 13,704,663 | 11,386,228 | ||||||
Sohu Game [Member] | Changyou [Member] | Share Pledge Agreement [Member] | ADS [Member] | ||||||||||
Intracompany Loan and Share Pledge Agreement [Line Items] | ||||||||||
Consecutive trading days | 10 days | |||||||||
Sohu Game [Member] | Changyou [Member] | Share Pledge Agreement [Member] | ADS [Member] | Minimum [Member] | ||||||||||
Intracompany Loan and Share Pledge Agreement [Line Items] | ||||||||||
Consecutive trading days | 10 days | |||||||||
Percentage of share price drop | 20.00% | |||||||||
Percentage of additional incremental share price drop | 20.00% |
Fair Value Measurements (Financ
Fair Value Measurements (Financial Instruments, Measured at Fair Value) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Restricted cash | $ 1,501 | $ 0 |
Short-term investments | 304,300 | 247,900 |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 894,099 | 626,697 |
Restricted cash | 1,501 | |
Short-term investments | 304,264 | 247,926 |
Available-for-sale equity securities | 20,833 | 10,381 |
Foreign exchange forward contracts recognized in prepaid and other current assets | 3,040 | |
Restricted time deposits | 270 | 269 |
Total Assets | 1,220,967 | 888,313 |
Foreign exchange forward contracts recognized in other short-term liabilities | 469 | |
Fair Value, Measurements, Recurring [Member] | Quoted Prices in Active Markets for Identical Assets (Level 1) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Restricted cash | 0 | |
Short-term investments | 0 | 0 |
Available-for-sale equity securities | 20,833 | 10,381 |
Foreign exchange forward contracts recognized in prepaid and other current assets | 0 | |
Restricted time deposits | 0 | 0 |
Total Assets | 20,833 | 10,381 |
Foreign exchange forward contracts recognized in other short-term liabilities | 0 | |
Fair Value, Measurements, Recurring [Member] | Significant Other Observable Inputs (Level 2) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 894,099 | 626,697 |
Restricted cash | 1,501 | |
Short-term investments | 304,264 | 247,926 |
Available-for-sale equity securities | 0 | 0 |
Foreign exchange forward contracts recognized in prepaid and other current assets | 3,040 | |
Restricted time deposits | 270 | 269 |
Total Assets | 1,200,134 | 877,932 |
Foreign exchange forward contracts recognized in other short-term liabilities | 469 | |
Fair Value, Measurements, Recurring [Member] | Significant Unobservable Inputs (Level 3) [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Cash equivalents | 0 | 0 |
Restricted cash | 0 | |
Short-term investments | 0 | 0 |
Available-for-sale equity securities | 0 | 0 |
Foreign exchange forward contracts recognized in prepaid and other current assets | 0 | |
Restricted time deposits | 0 | 0 |
Total Assets | 0 | $ 0 |
Foreign exchange forward contracts recognized in other short-term liabilities | $ 0 |
Fair Value Measurements (Narrat
Fair Value Measurements (Narrative) (Details) ¥ in Millions | Sep. 30, 2017USD ($) | Jul. 31, 2017USD ($) | Jul. 31, 2017CNY (¥) | May 31, 2017USD ($) | Mar. 31, 2017USD ($) | Feb. 29, 2016USD ($) | Apr. 30, 2015USD ($) | Aug. 31, 2014USD ($) | Sep. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2017CNY (¥) | Aug. 02, 2017 | May 31, 2017CNY (¥) | Jan. 31, 2017USD ($) | Aug. 12, 2014USD ($) | May 05, 2011USD ($) | May 05, 2011CNY (¥) |
Short-term Investments [Abstract] | |||||||||||||||||||||
Investments in financial instruments | $ 304,300,000 | $ 304,300,000 | $ 304,300,000 | $ 247,900,000 | |||||||||||||||||
Changes in fair value of short-term investments | 3,400,000 | $ 2,800,000 | 9,100,000 | $ 5,300,000 | |||||||||||||||||
Available-for-Sale Equity Securities [Abstract] | |||||||||||||||||||||
Impairment loss | 5,754,000 | 0 | |||||||||||||||||||
Long-term Investments [Abstract] | |||||||||||||||||||||
Investment amount | 86,585,000 | 86,585,000 | 86,585,000 | 74,273,000 | |||||||||||||||||
Short-term Banks Loans [Abstract] | |||||||||||||||||||||
Short-term bank loans | 61,027,000 | 61,027,000 | 61,027,000 | $ 0 | |||||||||||||||||
Loan received from bank | 67,785,000 | 0 | |||||||||||||||||||
Factoring Contract with recourse with HSBC [Member] | HSBC [Member] | |||||||||||||||||||||
Short-term Banks Loans [Abstract] | |||||||||||||||||||||
Short-term loans may borrow from bank | $ 27,100,000 | ¥ 180 | |||||||||||||||||||
Accounts receivable to secure short-term bank loan | 29,800,000 | 198 | |||||||||||||||||||
Short-term bank loans | $ 800,000 | $ 800,000 | $ 800,000 | ¥ 5 | |||||||||||||||||
Times over short-term bank loans secured by pledge of accounts receivable | 110.00% | 110.00% | 110.00% | 110.00% | |||||||||||||||||
Credit agreement with Ping An Bank [Member] | Ping An Bank [Member] | |||||||||||||||||||||
Short-term Banks Loans [Abstract] | |||||||||||||||||||||
Short-term loans may borrow from bank | $ 90,400,000 | $ 376,700,000 | $ 90,400,000 | $ 90,400,000 | ¥ 600 | ¥ 2,500 | |||||||||||||||
Short-term bank loans | 60,300,000 | 60,300,000 | 60,300,000 | 400 | |||||||||||||||||
Times over reference interest rate | 150.00% | 150.00% | 115.00% | ||||||||||||||||||
Loan received from bank | $ 59,000,000 | ¥ 400 | |||||||||||||||||||
Short-term loan, interest rate | 65.25% | 65.25% | |||||||||||||||||||
Credit agreement with ICBC [Member] | ICBC [Member] | |||||||||||||||||||||
Long-term Payables [Abstract] | |||||||||||||||||||||
Loans may borrow from bank | $ 123,000,000 | 123,000,000 | 123,000,000 | 800 | |||||||||||||||||
Installments of long-term loan payable | Four equal installments | ||||||||||||||||||||
Additional interest rate over LPR | 1.20% | ||||||||||||||||||||
Long-term bank loans | $ 0 | 0 | 0 | ||||||||||||||||||
Long-term Investment in Fox Financial [Member] | |||||||||||||||||||||
Long-term Investments [Abstract] | |||||||||||||||||||||
Investment amount in period | $ 10,500,000 | $ 16,100,000 | $ 4,800,000 | ||||||||||||||||||
Investment amount | 25,200,000 | 25,200,000 | 25,200,000 | ||||||||||||||||||
Long-term Investment in Fox Financial [Member] | Ordinary Shares [Member] | |||||||||||||||||||||
Long-term Investments [Abstract] | |||||||||||||||||||||
Equity method investment, ownership percentage in Fox Financial, before dilution | 7.00% | ||||||||||||||||||||
Equity method investment, ownership percentage in Fox Financial, after dilution | 6.00% | ||||||||||||||||||||
Dilution gain | $ 700,000 | ||||||||||||||||||||
Changyou [Member] | |||||||||||||||||||||
Foreign Exchange Forward Contracts [Abstract] | |||||||||||||||||||||
Aggregate nominal amount of foreign exchange forward contracts | $ 100,000,000 | $ 100,000,000 | $ 50,000,000 | ||||||||||||||||||
Gain/(loss) from changes in fair value of foreign exchange forward contracts | 200,000 | (3,500,000) | |||||||||||||||||||
Changyou [Member] | MoboTap [Member] | |||||||||||||||||||||
Assets and Liabilities Held for Sale [Abstract] | |||||||||||||||||||||
Disposal of equity interest in MoboTap | 51.00% | ||||||||||||||||||||
Catch up of depreciation and amortization expense of the assets held for sale before the reclassification | $ 1,400,000 | ||||||||||||||||||||
Sogou [Member] | Long-term Investment in Zhihu [Member] | |||||||||||||||||||||
Long-term Investments [Abstract] | |||||||||||||||||||||
Investment amount | 18,900,000 | 18,900,000 | 18,900,000 | ||||||||||||||||||
Keyeast [Member] | Ordinary Shares [Member] | |||||||||||||||||||||
Available-for-Sale Equity Securities [Abstract] | |||||||||||||||||||||
Percentage of total outstanding common shares acquired and classified as available-for-sale securities | 6.00% | ||||||||||||||||||||
Purchase price of available-for-sale securities | $ 15,100,000 | ||||||||||||||||||||
Impairment loss | 5,800,000 | ||||||||||||||||||||
Fair value of available-for-sale equity securities | 7,800,000 | 7,800,000 | 7,800,000 | ||||||||||||||||||
Hylink [Member] | Ordinary Shares [Member] | |||||||||||||||||||||
Available-for-Sale Equity Securities [Abstract] | |||||||||||||||||||||
Fair value of available-for-sale equity securities | $ 13,100,000 | 13,100,000 | $ 13,100,000 | ¥ 86.7 | |||||||||||||||||
Percentage of equity interest acquired and accounted under cost method | 2.00% | 2.00% | |||||||||||||||||||
Purchase price of equity interest acquired and accounted under cost method | $ 2,300,000 | ¥ 15 | |||||||||||||||||||
Percentage of equity interest after dilution and reclassified as available-for-sale equity securities | 1.50% | ||||||||||||||||||||
Unrealized income representing change in fair value | $ 10,800,000 |
Impairment of Purchased Video44
Impairment of Purchased Video Content (Details) $ in Millions | 3 Months Ended |
Jun. 30, 2017USD ($) | |
Purchased video content [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Impairment loss of purchased video content | $ 44.9 |
Goodwill (Carrying Value of Goo
Goodwill (Carrying Value of Goodwill by Segment) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Goodwill [Line Items] | |||||
Goodwill, Beginning Balance | $ 174,525 | ||||
Accumulated impairment losses, Beginning Balance | (106,235) | ||||
Goodwill, Net, Beginning Balance | 68,290 | ||||
Transactions in Period [Abstract] | |||||
Goodwill associated with MoboTap and reclassification of assets held for sale to assets held for use | [1] | 83,470 | |||
Goodwill associated with an acquisition | 1,000 | ||||
Foreign currency translation adjustment | 1,667 | ||||
Goodwill impairment | [2] | (83,470) | |||
Goodwill, Ending Balance | $ 260,662 | 260,662 | |||
Accumulated impairment losses, Ending Balance | (189,705) | (189,705) | |||
Goodwill, Net, Ending Balance | 70,957 | 70,957 | |||
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | 86,882 | $ 0 | 86,882 | $ 0 | |
Operating Segments [Member] | Sohu [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill, Beginning Balance | 72,011 | ||||
Accumulated impairment losses, Beginning Balance | (35,788) | ||||
Goodwill, Net, Beginning Balance | 36,223 | ||||
Transactions in Period [Abstract] | |||||
Goodwill associated with MoboTap and reclassification of assets held for sale to assets held for use | [1] | 0 | |||
Goodwill associated with an acquisition | 1,000 | ||||
Foreign currency translation adjustment | 681 | ||||
Goodwill impairment | [2] | 0 | |||
Goodwill, Ending Balance | 73,692 | 73,692 | |||
Accumulated impairment losses, Ending Balance | (35,788) | (35,788) | |||
Goodwill, Net, Ending Balance | 37,904 | 37,904 | |||
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | 0 | 0 | |||
Operating Segments [Member] | Sogou [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill, Beginning Balance | 5,565 | ||||
Accumulated impairment losses, Beginning Balance | 0 | ||||
Goodwill, Net, Beginning Balance | 5,565 | ||||
Transactions in Period [Abstract] | |||||
Goodwill associated with MoboTap and reclassification of assets held for sale to assets held for use | [1] | 0 | |||
Goodwill associated with an acquisition | 0 | ||||
Foreign currency translation adjustment | 251 | ||||
Goodwill impairment | [2] | 0 | |||
Goodwill, Ending Balance | 5,816 | 5,816 | |||
Accumulated impairment losses, Ending Balance | 0 | 0 | |||
Goodwill, Net, Ending Balance | 5,816 | 5,816 | |||
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | 0 | 0 | |||
Operating Segments [Member] | Changyou [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill, Beginning Balance | 96,949 | ||||
Accumulated impairment losses, Beginning Balance | (70,447) | ||||
Goodwill, Net, Beginning Balance | 26,502 | ||||
Transactions in Period [Abstract] | |||||
Goodwill associated with MoboTap and reclassification of assets held for sale to assets held for use | [1] | 83,470 | |||
Goodwill associated with an acquisition | 0 | ||||
Foreign currency translation adjustment | 735 | ||||
Goodwill impairment | [2] | (83,470) | |||
Goodwill, Ending Balance | 181,154 | 181,154 | |||
Accumulated impairment losses, Ending Balance | (153,917) | (153,917) | |||
Goodwill, Net, Ending Balance | 27,237 | 27,237 | |||
Goodwill impairment and impairment of intangible assets acquired as part of business acquisitions | $ 86,882 | $ 86,882 | |||
[1] | Represents goodwill associated with the reclassification of assets held for sale to assets held for use in connection with MoboTap. See Note 6 - Fair Value Measurements - Assets and Liabilities Held for Sale. | ||||
[2] | Represents goodwill impairment associated with the MoboTap business recognized in the third quarter of 2017. Due to reinforced restrictions the Chinese regulatory authorities imposed on online card and board games, some of Changyou's key distribution partners informed Changyou that they had decided to stop the distribution and promotion of card and board games in the third quarter of 2017, which had an adverse impact on MoboTap's current performance, and also increased the uncertainty for its future operations and cash flow. As a result, Changyou determined that it is unlikely for MoboTap to gain users and grow its online card and board games revenues in China, Changyou management performed an impairment test in the third quarter of 2017 using the discounted cash flow method, and impairment charges of $86.9 million were recognized to reflect the fair value of the MoboTap business, of which an $83.5 million impairment loss was recognized for goodwill and a $3.4 million impairment loss was recognized for intangible assets. |
Taxation (PRC Corporate Income
Taxation (PRC Corporate Income Tax) (Details) - State Administration of Taxation, China [Member] | 6 Months Ended | 9 Months Ended | 12 Months Ended |
Jun. 30, 2016 | Sep. 30, 2017 | Dec. 31, 2016 | |
Income Tax and Tax Rate [Line Items] | |||
Unified income tax rate | 25.00% | ||
High and New Technology Enterprises [Member] | |||
Income Tax and Tax Rate [Line Items] | |||
Preferential income tax rate | 15.00% | ||
Preferential income tax rate period (years) | 3 years | ||
Software Enterprise [Member] | |||
Income Tax and Tax Rate [Line Items] | |||
Preferential income tax rate | 12.50% | ||
Preferential income tax rate period (years) | 3 years | ||
Income tax exemption period beginning with first profitable year | 2 years | ||
Tax rate reduction rate | 50.00% | ||
Software Enterprise [Member] | Sohu New Momentum [Member] | |||
Income Tax and Tax Rate [Line Items] | |||
Preferential income tax rate | 12.50% | ||
Key National Software Enterprise [Member] | |||
Income Tax and Tax Rate [Line Items] | |||
Preferential income tax rate | 10.00% | ||
Key National Software Enterprise [Member] | AmazGame [Member] | |||
Income Tax and Tax Rate [Line Items] | |||
Preferential income tax rate | 10.00% |
Taxation (PRC Withholding Tax o
Taxation (PRC Withholding Tax on Dividends) (Details) $ in Millions | 9 Months Ended |
Sep. 30, 2017USD ($) | |
State Administration of Taxation, China [Member] | |
Withholding tax on dividends [Line Items] | |
Withholding income tax rate for dividends, foreign invested enterprises to foreign holding companies | 10.00% |
Changyou [Member] | |
Withholding tax on dividends [Line Items] | |
Deferred tax liabilities related to withholding tax | $ 29.5 |
HONG KONG | State Administration of Taxation, China [Member] | |
Withholding tax on dividends [Line Items] | |
Preferential withholding tax rate on dividends, foreign invested enterprises | 5.00% |
Taxation (PRC Value-Added Tax a
Taxation (PRC Value-Added Tax and U.S. Corporate Income Tax) (Details) | 9 Months Ended |
Sep. 30, 2017 | |
Value added tax and income tax [Line Items] | |
U.S. corporate income tax rate | 35.00% |
State Administration of Taxation, China [Member] | |
Value added tax and income tax [Line Items] | |
Value-added tax rate | 6.00% |
Commitments and Contingencies49
Commitments and Contingencies (Contractual Obligation) (Details) $ in Thousands | Sep. 30, 2017USD ($) |
Contractual Obligation [Line Items] | |
2,017 | $ 85,511 |
2,018 | 147,268 |
2,019 | 67,284 |
2,020 | 22,898 |
2,021 | 3,267 |
Thereafter | 89 |
Total Payments Required | 326,317 |
Purchase of cinema advertisement slot rights [Member] | |
Contractual Obligation [Line Items] | |
2,017 | 15,795 |
2,018 | 78,225 |
2,019 | 43,686 |
2,020 | 20,124 |
2,021 | 2,858 |
Thereafter | 79 |
Total Payments Required | 160,767 |
Purchase of content and services - video [Member] | |
Contractual Obligation [Line Items] | |
2,017 | 27,087 |
2,018 | 16,379 |
2,019 | 18,718 |
2,020 | 580 |
2,021 | 0 |
Thereafter | 0 |
Total Payments Required | 62,764 |
Purchase of bandwidth [Member] | |
Contractual Obligation [Line Items] | |
2,017 | 26,827 |
2,018 | 13,771 |
2,019 | 1,261 |
2,020 | 1,103 |
2,021 | 322 |
Thereafter | 0 |
Total Payments Required | 43,284 |
Operating lease obligations [Member] | |
Contractual Obligation [Line Items] | |
2,017 | 4,290 |
2,018 | 14,417 |
2,019 | 3,234 |
2,020 | 1,032 |
2,021 | 60 |
Thereafter | 10 |
Total Payments Required | 23,043 |
Expenditures for operating rights for licensed games with technological feasibility [Member] | |
Contractual Obligation [Line Items] | |
2,017 | 529 |
2,018 | 19,154 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Total Payments Required | 19,683 |
Purchase of content and services - others [Member] | |
Contractual Obligation [Line Items] | |
2,017 | 5,766 |
2,018 | 2,483 |
2,019 | 298 |
2,020 | 59 |
2,021 | 27 |
Thereafter | 0 |
Total Payments Required | 8,633 |
Fees for operating rights for licensed games in development [Member] | |
Contractual Obligation [Line Items] | |
2,017 | 1,362 |
2,018 | 1,182 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Total Payments Required | 2,544 |
Expenditures for rights to titles of games in development [Member] | |
Contractual Obligation [Line Items] | |
2,017 | 259 |
2,018 | 1,233 |
2,019 | 0 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Total Payments Required | 1,492 |
Others [Member] | |
Contractual Obligation [Line Items] | |
2,017 | 3,596 |
2,018 | 424 |
2,019 | 87 |
2,020 | 0 |
2,021 | 0 |
Thereafter | 0 |
Total Payments Required | $ 4,107 |
VIEs (VIEs Consolidated within
VIEs (VIEs Consolidated within Sohu Group, Basic Information for Principal VIEs and Subsidiaries of Principal VIEs) (Details) - USD ($) $ in Millions | 1 Months Ended | 9 Months Ended |
Oct. 31, 2016 | Sep. 30, 2017 | |
Variable Interest Entity [Line Items] | ||
Aggregate amount of loans due from related parties | $ 9.4 | |
Variable Interest Entity, Primary Beneficiary [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital and PRC statutory reserves | 79.9 | |
High Century [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 4.6 | |
High Century [Member] | Dr. Charles Zhang [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 80.00% | |
High Century [Member] | Wei Li [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 20.00% | |
Heng Da Yi Tong [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 1.2 | |
Heng Da Yi Tong [Member] | Dr. Charles Zhang [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 80.00% | |
Heng Da Yi Tong [Member] | Wei Li [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 20.00% | |
Sohu Internet [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 1.6 | |
Sohu Internet [Member] | High Century [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 100.00% | |
Donglin [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 1.5 | |
Donglin [Member] | Sohu Internet [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 100.00% | |
Tianjin Jinhu [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 0.5 | |
Tianjin Jinhu [Member] | Ye Deng [Member] | ||
Variable Interest Entity [Line Items] | ||
Transferred equity interest to new shareholders, percentage | 50.00% | |
Tianjin Jinhu [Member] | Xuemei Zhang [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 50.00% | |
Tianjin Jinhu [Member] | Xiufeng Deng [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 50.00% | |
Guangzhou Qianjun [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 3.3 | |
Guangzhou Qianjun [Member] | Tianjin Jinhu [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 100.00% | |
Focus Interactive [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 1.6 | |
Focus Interactive [Member] | Heng Da Yi Tong [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 100.00% | |
Sogou Information [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 2.5 | |
Sogou Information [Member] | High Century [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 45.00% | |
Sogou Information [Member] | Xiaochuan Wang [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 10.00% | |
Sogou Information [Member] | Tencent [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 45.00% | |
Gamease [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 1.3 | |
Gamease [Member] | High Century [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 100.00% | |
Guanyou Gamespace [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 1.5 | |
Guanyou Gamespace [Member] | Changyou Star [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 100.00% | |
Shanghai ICE [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 1.2 | |
Shanghai ICE [Member] | Gamease [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 100.00% | |
Wuhan Baina Information [Member] | ||
Variable Interest Entity [Line Items] | ||
Registered capital | $ 3 | |
Wuhan Baina Information [Member] | Changyou Star [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 60.00% | |
Wuhan Baina Information [Member] | Yongzhi Yang [Member] | ||
Variable Interest Entity [Line Items] | ||
Ownership percentage | 40.00% |
VIEs (VIEs Consolidated withi51
VIEs (VIEs Consolidated within Sohu Group, Financial Information) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
ASSETS: | ||||||
Cash and cash equivalents | $ 1,040,564 | $ 1,092,085 | $ 1,040,564 | $ 1,092,085 | $ 1,050,957 | $ 1,245,205 |
Accounts receivable, net | 280,372 | 280,372 | 189,167 | |||
Prepaid and other current assets | 228,206 | 228,206 | 260,133 | |||
Assets held for sale | 0 | 0 | 103,079 | |||
Long-term investments, net | 86,585 | 86,585 | 74,273 | |||
Fixed assets, net | 529,734 | 529,734 | 503,631 | |||
Intangible assets, net | 31,463 | 31,463 | 32,131 | |||
Goodwill | 70,957 | 70,957 | 68,290 | |||
Other non-current assets | 27,162 | 27,162 | 29,100 | |||
LIABILITIES: | ||||||
Accounts payable | 270,939 | 270,939 | 193,209 | |||
Accrued liabilities | 342,555 | 342,555 | 324,876 | |||
Receipts in advance and deferred revenue | 131,723 | 131,723 | 118,951 | |||
Liabilities held for sale | 0 | 0 | 3,902 | |||
Long-term taxes payable | 30,901 | 30,901 | 32,625 | |||
Deferred tax liabilities | 45,860 | 45,860 | 39,784 | |||
Net revenue | 516,061 | 410,582 | 1,351,332 | 1,238,672 | ||
Net income/(loss) | (102,021) | (42,039) | (200,426) | (77,886) | ||
Net cash provided by /(used in) operating activities | 83,972 | 214,224 | ||||
Net cash provided by /(used in) investing activities | (185,233) | (9,046) | ||||
Net cash used in financing activities | 57,265 | (327,591) | ||||
Consolidated VIEs [Member] | ||||||
ASSETS: | ||||||
Cash and cash equivalents | 55,414 | 55,414 | 94,859 | |||
Accounts receivable, net | 97,153 | 97,153 | 72,151 | |||
Prepaid and other current assets | 29,986 | 29,986 | 86,722 | |||
Assets held for sale | 0 | 0 | 12,551 | |||
Intra-Group receivables due from the Company's subsidiaries | 386,656 | 386,656 | 197,438 | |||
Total current assets | 569,209 | 569,209 | 463,721 | |||
Long-term investments, net | 30,240 | 30,240 | 17,472 | |||
Fixed assets, net | 3,023 | 3,023 | 4,372 | |||
Intangible assets, net | 12,405 | 12,405 | 14,545 | |||
Goodwill | 36,989 | 36,989 | 35,161 | |||
Other non-current assets | 2,871 | 2,871 | 4,052 | |||
Total assets | 654,737 | 654,737 | 539,323 | |||
LIABILITIES: | ||||||
Accounts payable | 56,945 | 56,945 | 15,824 | |||
Accrued liabilities | 79,203 | 79,203 | 96,695 | |||
Receipts in advance and deferred revenue | 48,307 | 48,307 | 44,797 | |||
Liabilities held for sale | 0 | 0 | 3,232 | |||
Other current liabilities | 96,975 | 96,975 | 111,775 | |||
Intra-Group payables due to the Company's subsidiaries | 169,452 | 169,452 | 129,431 | |||
Total current liabilities | 450,882 | 450,882 | 401,754 | |||
Long-term taxes payable | 14,072 | 14,072 | 13,463 | |||
Deferred tax liabilities | 3,954 | 3,954 | 1,273 | |||
Intra-Group payables due to the Company's subsidiaries | 20,492 | 20,492 | 19,620 | |||
Total liabilities | 489,400 | 489,400 | $ 436,110 | |||
Net revenue | 224,450 | 228,599 | 649,409 | 675,281 | ||
Net income/(loss) | $ (2,693) | $ 5,338 | 49,515 | 20,854 | ||
Net cash provided by /(used in) operating activities | (52,043) | 20,306 | ||||
Net cash provided by /(used in) investing activities | (1,602) | 1,061 | ||||
Net cash used in financing activities | $ (131) | $ 0 |
VIEs (VIEs Consolidated withi52
VIEs (VIEs Consolidated within Sohu Group, Summary of Significant Agreements Currently in Effect) (Details) | 9 Months Ended |
Sep. 30, 2017 | |
Sogou Information [Member] | Xiaochuan Wang [Member] | |
Variable Interest Entity [Line Items] | |
Ownership percentage | 10.00% |
Sogou Technology [Member] | Shareholders of Sogou Information [Member] | |
Variable Interest Entity [Line Items] | |
Powers of attorney term | 10 years |
Sogou Technology [Member] | Sogou Information [Member] | |
Variable Interest Entity [Line Items] | |
Technology consulting and service agreement term | 10 years |
Sogou Technology [Member] | Sogou Information [Member] | Shareholders of Sogou Information [Member] | |
Variable Interest Entity [Line Items] | |
Business operation agreement term | 10 years |
Video Tianjin [Member] | Shareholders of Tianjin Jinhu [Member] | |
Variable Interest Entity [Line Items] | |
Powers of attorney term | 10 years |
Video Tianjin [Member] | Tianjin Jinhu [Member] | |
Variable Interest Entity [Line Items] | |
Technology consulting and service agreement term | 10 years |
Video Tianjin [Member] | Tianjin Jinhu [Member] | Shareholders of Tianjin Jinhu [Member] | |
Variable Interest Entity [Line Items] | |
Business operation agreement term | 10 years |
AmazGame [Member] | Shareholders of Gamease [Member] | |
Variable Interest Entity [Line Items] | |
Powers of attorney term | 10 years |
AmazGame [Member] | Gamease [Member] | Shareholders of Gamease [Member] | |
Variable Interest Entity [Line Items] | |
Business operation agreement term | 10 years |
Percentage of exchange equity interests due to contributions to registered capital of equity | 100.00% |
Gamespace [Member] | Shareholders of Guanyou Gamespace [Member] | |
Variable Interest Entity [Line Items] | |
Powers of attorney term | 10 years |
Gamespace [Member] | Guanyou Gamespace [Member] | Shareholders of Guanyou Gamespace [Member] | |
Variable Interest Entity [Line Items] | |
Business operation agreement term | 10 years |
Percentage of exchange equity interests due to contributions to registered capital of equity | 100.00% |
Beijing Baina Technology [Member] | Wuhan Baina Information [Member] | Changyou Star and Yongzhi Yang [Member] | |
Variable Interest Entity [Line Items] | |
Call option agreement, exercise price | At the lower of RMB1.00 (approximately $0.15) or the lowest purchase price permissible under PRC law |
Sohu Era [Member] | Sohu Internet [Member] | |
Variable Interest Entity [Line Items] | |
Technology consulting and service agreement term | 2 years |
Sohu.com Inc. Shareholders' E53
Sohu.com Inc. Shareholders' Equity (Sohu's 2010 Stock Incentive Plan, Narrative) (Details) - Sohu 2010 Stock Incentive Plan [Member] - Common Stock [Member] - shares | 9 Months Ended | |
Sep. 30, 2017 | Jul. 02, 2010 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares authorized for issuance | 1,500,000 | |
Maximum term of share rights granted under stock incentive plan | 10 years | |
Plan expiration date | Jul. 1, 2020 | |
Shares available for grant | 587,280 |
Sohu.com Inc. Shareholders' E54
Sohu.com Inc. Shareholders' Equity (Sohu's 2010 Stock Incentive Plan, Stock Option Activity, Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | May 02, 2017 | Feb. 07, 2017 | Feb. 07, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | May 31, 2016 | May 01, 2016 | Feb. 28, 2015 | Feb. 07, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based compensation expense | $ 6,554 | $ 13,170 | $ 26,464 | $ 16,147 | |||||||
Sohu 2010 Stock Incentive Plan [Member] | Stock Options [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of options granted in period | 3,250 | 175,000 | 253,250 | 178,000 | |||||||
Number of share options vested | 3,250 | 175,000 | 253,250 | 239,000 | |||||||
Aggregate fair value of share options vested | $ 100 | $ 7,000 | $ 10,800 | ||||||||
Sohu 2010 Stock Incentive Plan [Member] | Stock Options [Member] | Common Stock [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of options granted | 32,000 | 32,000 | 13,000 | 1,068,000 | |||||||
Exercise prices of option granted | $ 0.001 | $ 0.001 | |||||||||
Installments of stock options granted | Four equal installments | ||||||||||
Award vesting period | 4 years | ||||||||||
Share-based compensation expense | $ 4,000 | $ 5,300 | $ 3,900 | $ 3,600 |
Sohu.com Inc. Shareholders' E55
Sohu.com Inc. Shareholders' Equity (Sohu's 2010 Stock Incentive Plan, Stock Option Activity) (Details) - Sohu 2010 Stock Incentive Plan [Member] - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | May 02, 2017 | Feb. 07, 2017 | Feb. 07, 2016 | Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Number of Shares, Outstanding, Beginning Balance | 193,000 | ||||
Number of Shares, Granted | 3,250 | 175,000 | 253,250 | 178,000 | |
Number of Shares, Exercised | (132,000) | ||||
Number of Shares, Forfeited or expired | 0 | ||||
Number of Shares, Outstanding, Ending Balance | 239,000 | ||||
Number of Shares, Vested, Ending balance | 3,250 | 175,000 | 253,250 | 239,000 | |
Number of Shares, Exercisable, Ending balance | 239,000 | ||||
Weighted Average Exercise Price, Granted | $ 0.001 | ||||
Weighted Average Exercise Price, Exercised | 0.001 | ||||
Weighted Average Exercise Price, Outstanding, Ending balance | 0.001 | ||||
Weighted Average Exercise Price, Vested, Ending balance | 0.001 | ||||
Weighted Average Exercise Price, Exercisable, Ending balance | $ 0.001 | ||||
Weighted Average Remaining Contractual Life (Years), Outstanding, Ending balance | 7.36 | ||||
Weighted Average Remaining Contractual Life (Years), Vested, Ending balance | 7.36 | ||||
Weighted Average Remaining Contractual Life (Years), Exercisable, Ending balance | 7.36 | ||||
Aggregate Intrinsic Value, Outstanding, Ending balance | [1] | $ 13,416 | |||
Aggregate Intrinsic Value, Vested, Ending balance | [1] | 13,416 | |||
Aggregate Intrinsic Value, Exercisable, Ending balance | [1] | $ 13,416 | |||
Closing stock price | $ 56.16 | ||||
[1] | The aggregated intrinsic value in the preceding table represents the difference between Sohu's closing stock price of $56.16 on September 30, 2017 and the nominal exercise prices of the stock options. |
Sohu.com Inc. Shareholders' E56
Sohu.com Inc. Shareholders' Equity (Sohu's 2010 Stock Incentive Plan, Restricted Share Unit Activity) (Details) - USD ($) $ / shares in Units, shares in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 6,554,000 | $ 13,170,000 | $ 26,464,000 | $ 16,147,000 |
Sohu 2010 Stock Incentive Plan [Member] | Restricted Share Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Units, Unvested, Beginning balance | 11 | |||
Number of Units, Granted | 0 | |||
Number of Units, Vested | (2) | |||
Number of Units, Forfeited | (5) | |||
Number of Units, Unvested, Ending balance | 4 | 4 | ||
Number of Units, Expected to vest thereafter | 3 | |||
Weighted-Average Grant-Date Fair Value, Unvested, Beginning balance | $ 70.24 | |||
Weighted-Average Grant-Date Fair Value, Vested | 64 | |||
Weighted-Average Grant-Date Fair Value, Forfeited | 71.85 | |||
Weighted-Average Grant-Date Fair Value, Unvested, Ending balance | $ 81.56 | 81.56 | ||
Weighted-Average Grant-Date Fair Value, Expected to vest thereafter | $ 81.56 | $ 81.56 | ||
Share-based compensation expense | $ 82,828 | 400,000 | $ 227,791 | 1,100,000 |
Unrecognized compensation expenses | (2,000,000) | $ (2,000,000) | ||
Unrecognized compensation expenses, weighted average period for recognition (in years) | 3 months | |||
Fair value of restricted share units vested | $ 0 | $ 200,000 | $ 86,078 | $ 500,000 |
Sohu.com Inc. Shareholders' E57
Sohu.com Inc. Shareholders' Equity (Sogou 2010 Share Incentive Plan, Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Aug. 22, 2014 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation expense | $ 6,554,000 | $ 13,170,000 | $ 26,464,000 | $ 16,147,000 | |||
Sogou [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Share-based compensation expense | [1] | $ 310,000 | 180,000 | $ 5,302,000 | 2,505,000 | ||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Maximum term of share rights granted under stock incentive plan | 10 years | ||||||
Plan expiration date | Oct. 19, 2020 | ||||||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | Share Options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares outstanding | 7,289,000 | 7,289,000 | 9,451,000 | ||||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | Ordinary Shares [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of shares authorized for issuance | 41,500,000 | ||||||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | Ordinary Shares [Member] | Share Options [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of options granted | 38,048,189 | 38,048,189 | |||||
Number of options granted for which performance targets had been set | 32,452,745 | 32,452,745 | |||||
Share-based compensation expense | $ 48,133 | $ 200,000 | $ 700,000 | $ 1,400,000 | |||
Number of shares outstanding | 7,289,372 | 7,289,372 | |||||
Unrecognized compensation expense | $ 3,000,000 | $ 3,000,000 | |||||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Service Period and Achievement of Performance Targets [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of options granted | 30,828,189 | 30,828,189 | |||||
Number of options granted for which performance targets had been set | 25,232,745 | 25,232,745 | |||||
Number of options vested and exercisable | 25,167,933 | 25,167,933 | |||||
Accumulated number of share options exercised | 25,163,373 | 25,163,373 | |||||
Unrecognized compensation expense | $ 14,095 | $ 14,095 | |||||
Unrecognized compensation expense, weighted average period for recognition (in years) | 1 year 6 days | ||||||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Service Period and Achievement of Performance Targets, Part One [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of options granted | 29,727,589 | 29,727,589 | |||||
Installments of share options granted | Four equal installments | ||||||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Service Period and Achievement of Performance Targets, Part Two [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of options granted | 1,100,600 | 1,100,600 | |||||
Installments of share options granted | Two to four installments | ||||||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Completion of Sogou's IPO and Expiration of All Underwriters' Lockup Periods [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of options granted | 7,220,000 | 7,220,000 | |||||
Share-based compensation expense | $ 0 | $ 0 | |||||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Completion of Sogou's IPO and Expiration of All Underwriters' Lockup Periods, Part One [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of options granted | 7,200,000 | 7,200,000 | |||||
Installments of share options granted | Five equal installments | ||||||
Sogou [Member] | Sogou 2010 Share Incentive Plan [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Completion of Sogou's IPO and Expiration of All Underwriters' Lockup Periods, Part Two [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Number of options granted | 20,000 | 20,000 | |||||
[1] | Compensation expense for Sogou share-based awards also includes compensation expense for Tencent restricted share units that Tencent had granted to employees who transferred to Sogou with the Soso search and search-related businesses and compensation expense of $4.0 million, recognized in the first quarter of 2017 in connection with Sogou's repurchase of Sogou Class A Ordinary Shares from the former President and Chief Financial Officer of the Sohu Group, which is equal to the excess of the repurchase price over the fair value of the Sogou Class A Ordinary Shares as of the repurchase date. |
Sohu.com Inc. Shareholders' E58
Sohu.com Inc. Shareholders' Equity (Sogou 2010 Share Incentive Plan, Share Option Activity) (Details) - Sogou [Member] - Sogou 2010 Share Incentive Plan [Member] - Share Options [Member] $ / shares in Units, shares in Thousands, $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding, Beginning Balance | shares | 9,451 |
Number of Shares, Granted | shares | 20 |
Number of Shares, Exercised | shares | (2,168) |
Number of Shares, Forfeited or expired | shares | (14) |
Number of Shares, Outstanding, Ending Balance | shares | 7,289 |
Number of Shares, Vested, Ending balance, and expected to vest thereafter | shares | 69 |
Number of Shares, Exercisable, Ending balance | shares | 5 |
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 0.476 |
Weighted Average Exercise Price, Granted | 0.001 |
Weighted Average Exercise Price, Exercised | 0.001 |
Weighted Average Exercise Price, Forfeited or expired | 0.001 |
Weighted Average Exercise Price, Outstanding, Ending balance | $ 0.617 |
Weighted Average Remaining Contractual Life (Years), Outstanding, Beginning balance | 6.31 |
Weighted Average Remaining Contractual Life (Years), Outstanding, Ending balance | 5.36 |
Weighted Average Remaining Contractual Life (Years), Vested, Ending balance, and expected to vest thereafter | 6.96 |
Weighted Average Remaining Contractual Life (Years), Exercisable, Ending balance | 4.99 |
Aggregate Intrinsic Value, Outstanding, Ending balance | $ | $ 3,145 |
Aggregate Intrinsic Value, Vested, Ending balance, and expected to vest thereafter | $ | 209 |
Aggregate Intrinsic Value, Exercisable, Ending balance | $ | $ 3 |
Sohu.com Inc. Shareholders' E59
Sohu.com Inc. Shareholders' Equity (Sogou 2010 Share Incentive Plan, Share Option Assumptions) (Details) - Sogou [Member] - Sogou 2010 Share Incentive Plan [Member] - Share Options [Member] | 9 Months Ended |
Sep. 30, 2017$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted average expected option life | 9 years |
Volatility rate | 47.00% |
Dividend yield | 0.00% |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Average risk-free interest rate | 2.14% |
Exercise multiple | 2 |
Expected forfeiture rate (post-vesting) | 0.00% |
Fair value | $ 3.18 |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Average risk-free interest rate | 2.92% |
Exercise multiple | 3 |
Expected forfeiture rate (post-vesting) | 12.00% |
Fair value | $ 9.99 |
Sohu.com Inc. Shareholders' E60
Sohu.com Inc. Shareholders' Equity (Sogou 2010 Share Incentive Plan, Share Option Assumptions, Narrative) (Details) - Sogou [Member] - Sogou 2010 Share Incentive Plan [Member] - Share Options [Member] | 9 Months Ended |
Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Estimated dividend yield | 0.00% |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise multiple | 2 |
Estimated forfeiture rate as of the valuation date | 0.00% |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise multiple | 3 |
Estimated forfeiture rate as of the valuation date | 12.00% |
Employees [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise multiple | 2 |
Estimated forfeiture rate as of the valuation date | 12.00% |
Management [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Exercise multiple | 3 |
Management [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Estimated forfeiture rate as of the valuation date | 0.00% |
Management [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Estimated forfeiture rate as of the valuation date | 1.00% |
Sohu.com Inc. Shareholders' E61
Sohu.com Inc. Shareholders' Equity (Sohu Management Sogou Share Option Arrangement, Narrative) (Details) - USD ($) | Apr. 14, 2011 | Jul. 31, 2016 | Mar. 31, 2013 | Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Mar. 31, 2011 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based compensation expense | $ 6,554,000 | $ 13,170,000 | $ 26,464,000 | $ 16,147,000 | |||||||
Sogou [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based compensation expense | [1] | $ 310,000 | 180,000 | $ 5,302,000 | 2,505,000 | ||||||
Sogou [Member] | Sohu Management Sogou Share Option Arrangement [Member] | Share Options [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of shares outstanding | 12,000 | 12,000 | 70,000 | ||||||||
Sogou [Member] | Sohu Management Sogou Share Option Arrangement [Member] | Ordinary Shares [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of shares authorized for issuance | 12,000,000 | ||||||||||
Sogou's ordinary shares previously held by Sohu | 8,800,000 | ||||||||||
Sogou's newly-issued shares | 3,200,000 | ||||||||||
Sogou's newly-issued shares, price per share | $ 0.625 | ||||||||||
Sogou's newly-issued shares, value | $ 2,000,000 | ||||||||||
Sogou [Member] | Sohu Management Sogou Share Option Arrangement [Member] | Ordinary Shares [Member] | Share Options [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Share-based compensation expense | $ 0 | $ 3,094 | $ 0 | $ 300,000 | |||||||
Number of shares outstanding | 12,000 | 12,000 | |||||||||
Unrecognized compensation expenses | $ 0 | $ 0 | |||||||||
Sogou [Member] | Sohu Management Sogou Share Option Arrangement [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Service Period and Achievement of Performance Targets [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of options granted | 8,305,000 | 8,305,000 | |||||||||
Number of options granted for which performance targets had been set | 8,305,000 | 8,305,000 | |||||||||
Sogou [Member] | Sohu Management Sogou Share Option Arrangement [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Service Period and Achievement of Performance Targets [Member] | Management and Key Employees [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of options granted | 8,290,000 | 8,290,000 | |||||||||
Installments of share options granted | Four equal installments | ||||||||||
Number of options granted for which performance targets had been set | 8,290,000 | 8,290,000 | |||||||||
Number of options vested and exercisable | 8,290,000 | 8,290,000 | |||||||||
Accumulated number of share options exercised | 8,290,000 | 8,290,000 | |||||||||
Sogou [Member] | Sohu Management Sogou Share Option Arrangement [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Service Period and Achievement of Performance Targets [Member] | Board of Directors [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of options granted | 15,000 | ||||||||||
Number of options vested and exercisable | 15,000 | ||||||||||
Sogou [Member] | Sohu Management Sogou Share Option Arrangement [Member] | Ordinary Shares [Member] | Share Options [Member] | Vesting upon Completion of Sogou's IPO and Expiration of All Underwriters' Lockup Periods [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Number of options granted | 2,400,000 | ||||||||||
Installments of share options granted | Five equal installments | ||||||||||
Share-based compensation expense | $ 0 | ||||||||||
Number of shares forfeited | 2,400,000 | ||||||||||
Sogou [Member] | Sohu Management Sogou Share Option Arrangement [Member] | Ordinary Shares [Member] | Minimum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Fixed exercise price of ordinary share | $ 0.001 | ||||||||||
Sogou [Member] | Sohu Management Sogou Share Option Arrangement [Member] | Ordinary Shares [Member] | Maximum [Member] | |||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||
Fixed exercise price of ordinary share | $ 0.625 | ||||||||||
[1] | Compensation expense for Sogou share-based awards also includes compensation expense for Tencent restricted share units that Tencent had granted to employees who transferred to Sogou with the Soso search and search-related businesses and compensation expense of $4.0 million, recognized in the first quarter of 2017 in connection with Sogou's repurchase of Sogou Class A Ordinary Shares from the former President and Chief Financial Officer of the Sohu Group, which is equal to the excess of the repurchase price over the fair value of the Sogou Class A Ordinary Shares as of the repurchase date. |
Sohu.com Inc. Shareholders' E62
Sohu.com Inc. Shareholders' Equity (Sohu Management Sogou Share Option Arrangement, Share Option Activity) (Details) - Sogou [Member] - Sohu Management Sogou Share Option Arrangement [Member] - Share Options [Member] shares in Thousands, $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Shares, Outstanding, Beginning Balance | shares | 70 |
Number of Shares, Exercised | shares | (58) |
Number of Shares, Outstanding, Ending Balance | shares | 12 |
Number of Shares, Vested, Ending balance | shares | 12 |
Number of Shares, Exercisable, Ending balance | shares | 12 |
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 0.517 |
Weighted Average Exercise Price, Exercised | 0.625 |
Weighted Average Exercise Price, Outstanding, Ending balance | 0.001 |
Weighted Average Exercise Price, Vested, Ending balance | 0.001 |
Weighted Average Exercise Price, Exercisable, Ending balance | $ 0.001 |
Weighted Average Remaining Contractual Life (Years), Outstanding, Beginning balance | 6.79 |
Weighted Average Remaining Contractual Life (Years), Outstanding, Ending balance | 7.64 |
Weighted Average Remaining Contractual Life (Years), Vested, Ending balance | 7.64 |
Weighted Average Remaining Contractual Life (Years), Exercisable, Ending balance | 7.64 |
Aggregate Intrinsic Value, Outstanding, Ending balance | $ | $ 84 |
Aggregate Intrinsic Value, Vested, Ending balance | $ | 84 |
Aggregate Intrinsic Value, Exercisable, Ending balance | $ | $ 84 |
Sohu.com Inc. Shareholders' E63
Sohu.com Inc. Shareholders' Equity (Sogou Share Repurchase Transaction) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
Jan. 31, 2017 | Sep. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Incremental share-based compensation expense | $ 6,554 | $ 13,170 | $ 26,464 | $ 16,147 | |||
Sogou [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Incremental share-based compensation expense | [1] | $ 310 | $ 180 | $ 5,302 | $ 2,505 | ||
Sogou [Member] | Former President and CFO of Sohu Group [Member] | Class A Ordinary Shares [Member] | |||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||
Aggregate repurchased shares | 720,000 | ||||||
Aggregate cost of repurchased shares | $ 7,200 | ||||||
Incremental share-based compensation expense | $ 4,000 | ||||||
[1] | Compensation expense for Sogou share-based awards also includes compensation expense for Tencent restricted share units that Tencent had granted to employees who transferred to Sogou with the Soso search and search-related businesses and compensation expense of $4.0 million, recognized in the first quarter of 2017 in connection with Sogou's repurchase of Sogou Class A Ordinary Shares from the former President and Chief Financial Officer of the Sohu Group, which is equal to the excess of the repurchase price over the fair value of the Sogou Class A Ordinary Shares as of the repurchase date. |
Sohu.com Inc. Shareholders' E64
Sohu.com Inc. Shareholders' Equity (Sogou Inc. Share-based Awards, Option Modification) (Details) - Sogou [Member] - Sogou 2010 Share Incentive Plan [Member] | 9 Months Ended |
Sep. 30, 2017USD ($)shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Incremental compensation expense | $ | $ 0 |
Ordinary Shares [Member] | Share Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Accumulated number of share options early exercised remained unvested | shares | 10,327,500 |
Sohu.com Inc. Shareholders' E65
Sohu.com Inc. Shareholders' Equity (Tencent Share-based Awards Granted to Employees Who Transferred to Sogou with Soso Search-related Businesses) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | $ 6,554,000 | $ 13,170,000 | $ 26,464,000 | $ 16,147,000 | |
Sogou [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | [1] | 310,000 | 180,000 | 5,302,000 | 2,505,000 |
Sogou [Member] | Tencent [Member] | Tencent Share-based Awards Related to Soso [Member] | Restricted Share Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Share-based compensation expense | 300,000 | $ (38,458) | 600,000 | $ 800,000 | |
Unrecognized compensation expenses | $ 100,000 | $ 100,000 | |||
Unrecognized compensation expenses, weighted average period for recognition (in years) | 9 months 4 days | ||||
[1] | Compensation expense for Sogou share-based awards also includes compensation expense for Tencent restricted share units that Tencent had granted to employees who transferred to Sogou with the Soso search and search-related businesses and compensation expense of $4.0 million, recognized in the first quarter of 2017 in connection with Sogou's repurchase of Sogou Class A Ordinary Shares from the former President and Chief Financial Officer of the Sohu Group, which is equal to the excess of the repurchase price over the fair value of the Sogou Class A Ordinary Shares as of the repurchase date. |
Sohu.com Inc. Shareholders' E66
Sohu.com Inc. Shareholders' Equity (Changyou's 2008 Share Incentive Plan) (Details) - Changyou [Member] - Changyou's 2008 Share Incentive Plan [Member] | 1 Months Ended | 9 Months Ended | |
Mar. 31, 2009shares | Sep. 30, 2017shares | Dec. 31, 2008shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 4 years | ||
Maximum term of share rights granted under stock incentive plan | 10 years | ||
Plan expiration date | Aug. 30, 2018 | ||
Ordinary Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 15,000,000 | ||
Ordinary Shares [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares reserved for future issuance | 2,000,000 | ||
Shares reserved for future issuance as result of stock split | 20,000,000 | ||
Stock split, conversion ratio | 10 | ||
Ordinary Shares [Member] | Restricted Share Units [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares granted | 4,614,098 |
Sohu.com Inc. Shareholders' E67
Sohu.com Inc. Shareholders' Equity (Share-based Awards Granted before Changyou's IPO, Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 6,554,000 | $ 13,170,000 | $ 26,464,000 | $ 16,147,000 |
Changyou [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 2,208,000 | $ 7,202,000 | 17,223,000 | $ 9,340,000 |
Changyou [Member] | Changyou's Share-based Awards Granted before IPO [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 0 |
Sohu.com Inc. Shareholders' E68
Sohu.com Inc. Shareholders' Equity (Share-based Awards Granted after Changyou's IPO, Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 6,554,000 | $ 13,170,000 | $ 26,464,000 | $ 16,147,000 |
Changyou [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based compensation expense | $ 2,208,000 | 7,202,000 | $ 17,223,000 | 9,340,000 |
Changyou [Member] | Changyou's Share-based Awards Granted after IPO [Member] | Restricted Share Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of Units, Vested | 0 | |||
Changyou [Member] | Changyou's Share-based Awards Granted after IPO [Member] | Ordinary Shares [Member] | Restricted Share Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of shares or units granted | 1,581,226 | 1,581,226 | ||
Award vesting period | 4 years | |||
Share-based compensation expense | $ 9,000 | 22,000 | $ 27,000 | 66,000 |
Unrecognized compensation expenses | $ 3,000 | $ 3,000 | ||
Unrecognized compensation expenses, weighted average period for recognition (in years) | 3 months | |||
Number of Units, Vested | 0 | 0 | ||
Fair value of restricted share units vested | $ 0 | $ 0 |
Sohu.com Inc. Shareholders' E69
Sohu.com Inc. Shareholders' Equity (Share-based Awards Granted after Changyou's IPO, Restricted Share Unit Activity) (Details) - Changyou [Member] - Changyou's Share-based Awards Granted after IPO [Member] - Restricted Share Units [Member] - $ / shares shares in Thousands | 9 Months Ended |
Sep. 30, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Units, Unvested, Beginning balance | 10 |
Number of Units, Granted | 0 |
Number of Units, Vested | 0 |
Number of Units, Forfeited | 0 |
Number of Units, Unvested, Ending balance | 10 |
Number of Units, Expected to vest thereafter | 10 |
Weighted-Average Grant-Date Fair Value, Unvested, Beginning balance | $ 14.25 |
Weighted-Average Grant-Date Fair Value, Unvested, Ending balance | 14.25 |
Weighted-Average Grant-Date Fair Value, Expected to vest thereafter | $ 14.25 |
Sohu.com Inc. Shareholders' E70
Sohu.com Inc. Shareholders' Equity (Changyou 2014 Share Incentive Plan, Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Jul. 28, 2016 | Jun. 01, 2015 | Feb. 16, 2015 | Nov. 02, 2014 | Jun. 27, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation expense | $ 6,554 | $ 13,170 | $ 26,464 | $ 16,147 | |||||
Changyou 2014 Share Incentive Plan [Member] | Class A Ordinary Shares [Member] | Share Options [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Installments of share options granted | Four equal installments | ||||||||
Award vesting period | 4 years | ||||||||
Changyou [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Share-based compensation expense | $ 2,208 | 7,202 | $ 17,223 | 9,340 | |||||
Changyou [Member] | Changyou 2014 Share Incentive Plan [Member] | Share Options [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares or units granted | 1,549,000 | 1,549,000 | |||||||
Number of share options vested | 1,549,000 | ||||||||
Aggregate fair value of share options vested | $ 20,000 | ||||||||
Share-based compensation expense | $ 2,200 | $ 7,200 | $ 17,200 | $ 9,300 | |||||
Changyou [Member] | Changyou 2014 Share Incentive Plan [Member] | Class A Restricted Share Units [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares or units granted | 2,416,000 | ||||||||
Changyou [Member] | Changyou 2014 Share Incentive Plan [Member] | Class A Ordinary Shares [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares reserved for future issuance | 6,000,000 | 2,000,000 | |||||||
Maximum term of share rights granted under stock incentive plan | 10 years | ||||||||
Plan expiration date | Jun. 30, 2024 | ||||||||
Shares available for grant | 2,962,000 | 2,962,000 | |||||||
Changyou [Member] | Changyou 2014 Share Incentive Plan [Member] | Class A Ordinary Shares [Member] | Share Options [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares or units granted | 100,000 | 1,998,000 | |||||||
Number of ordinary shares converted to options from restricted share units | 2,400,000 | ||||||||
Exercise prices of option granted | $ 0.01 | $ 0.01 | $ 0.01 | ||||||
Installments of share options granted | Four equal installments | ||||||||
Award vesting period | 4 years | ||||||||
Number of share options vested | 522,000 |
Sohu.com Inc. Shareholders' E71
Sohu.com Inc. Shareholders' Equity (Changyou 2014 Share Incentive Plan, Share Option Activity) (Details) - Changyou [Member] - Changyou 2014 Share Incentive Plan [Member] - Share Options [Member] $ in Thousands | 9 Months Ended | |
Sep. 30, 2017USD ($)$ / sharesshares | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Vested, Ending balance | shares | 1,549,000 | |
Class A Ordinary Shares [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of Shares, Outstanding, Beginning Balance | shares | 852,000 | |
Number of Shares, Granted | shares | 320,000 | |
Number of Shares, Exercised | shares | (650,000) | |
Number of Shares, Forfeited or expired | shares | 0 | |
Number of Shares, Outstanding, Ending Balance | shares | 522,000 | |
Number of Shares, Vested, Ending balance | shares | 522,000 | |
Number of Shares, Exercisable, Ending balance | shares | 522,000 | |
Weighted Average Exercise Price, Outstanding, Beginning balance | $ 0.01 | |
Weighted Average Exercise Price, Granted | 0.01 | |
Weighted Average Exercise Price, Exercised | 0.01 | |
Weighted Average Exercise Price, Outstanding, Ending balance | 0.01 | |
Weighted Average Exercise Price, Vested, Ending balance | 0.01 | |
Weighted Average Exercise Price, Exercisable, Ending balance | $ 0.01 | |
Weighted Average Remaining Contractual Life (Years), Outstanding, Beginning balance | 7.93 | |
Weighted Average Remaining Contractual Life (Years), Outstanding, Ending balance | 7.43 | |
Aggregate Intrinsic Value, Outstanding, Beginning balance | $ | $ 9,032 | [1] |
Aggregate Intrinsic Value, Outstanding, Ending balance | $ | 10,333 | [1] |
Aggregate Intrinsic Value, Vested, Ending balance | $ | $ 10,333 | [1] |
Closing price | $ 19.81 | |
ADS [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Closing price | $ 39.61 | |
[1] | The aggregated intrinsic value in the preceding table represents the difference between Changyou's closing price of $39.61 per ADS, or $19.81 per Class A ordinary share, on September 30, 2017 and the nominal exercise price of share option. |
Sohu.com Inc. Shareholders' E72
Sohu.com Inc. Shareholders' Equity (Sohu Video Share-based Awards, Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Jan. 04, 2012 | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation expense | $ 6,554,000 | $ 13,170,000 | $ 26,464,000 | $ 16,147,000 | ||
Sohu Video [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Share-based compensation expense | [1] | $ (50,000) | 149,000 | $ (149,000) | (447,000) | |
Sohu Video [Member] | Video 2011 Share Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Maximum term of share rights granted under stock incentive plan | 10 years | |||||
Plan expiration date | Jan. 3, 2021 | |||||
Sohu Video [Member] | Video 2011 Share Incentive Plan [Member] | Ordinary Shares [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Shares reserved for future issuance | 25,000,000 | |||||
Sohu Video [Member] | Video 2011 Share Incentive Plan [Member] | Ordinary Shares [Member] | Share Options [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Number of options granted | 16,368,200 | 16,368,200 | ||||
Installments of share options granted | Four equal installments | |||||
Number of options vested | 4,972,800 | 4,972,800 | ||||
Share-based compensation expense | $ (50,000) | $ 149,000 | $ (149,000) | $ (448,000) | ||
[1] | The negative amount represented re-measured compensation expense based on the then-current fair value of the awards on the reporting date. |
Sohu.com Inc. Shareholders' E73
Sohu.com Inc. Shareholders' Equity (Sohu Video Share-based Awards, Share Option Assumptions) (Details) - Sohu Video [Member] - Video 2011 Share Incentive Plan [Member] - Share Options [Member] | 9 Months Ended |
Sep. 30, 2017$ / shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Average risk-free interest rate | 2.54% |
Exercise multiple | 2.8 |
Expected forfeiture rate (post-vesting) | 14.00% |
Weighted average expected option life | 4 years 4 months |
Volatility rate | 41.20% |
Dividend yield | 0.00% |
Fair value | $ 0.67 |
Noncontrolling Interest (Narrat
Noncontrolling Interest (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Noncontrolling Interest [Line Items] | |||||
Noncontrolling interest in consolidated balance sheets | $ 649,855 | $ 649,855 | $ 564,215 | ||
Net income/(loss) attributable to noncontrolling interest in consolidated statements of comprehensive income | 1,939 | $ 32,775 | 59,965 | $ 80,238 | |
Sogou [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Noncontrolling interest in consolidated balance sheets | 223,609 | 223,609 | 165,584 | ||
Net income/(loss) attributable to noncontrolling interest in consolidated statements of comprehensive income | 31,166 | 20,283 | 63,252 | 46,383 | |
Changyou [Member] | |||||
Noncontrolling Interest [Line Items] | |||||
Noncontrolling interest in consolidated balance sheets | $ 426,137 | $ 426,137 | $ 398,631 | ||
Percentage of noncontrolling interest recognized in consolidated balance sheets | 32.00% | 32.00% | 31.00% | ||
Net income/(loss) attributable to noncontrolling interest in consolidated statements of comprehensive income | $ (29,190) | $ 12,492 | $ (3,204) | $ 33,855 | |
Percentage of net income attributable to noncontrolling interest recognized in consolidated statements of comprehensive income | 31.00% | 32.00% |
Noncontrolling Interest (Noncon
Noncontrolling Interest (Noncontrolling Interest in Consolidated Balance Sheets) (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Noncontrolling Interest [Line Items] | ||
Noncontrolling interest in consolidated balance sheets | $ 649,855 | $ 564,215 |
Sogou [Member] | ||
Noncontrolling Interest [Line Items] | ||
Noncontrolling interest in consolidated balance sheets | 223,609 | 165,584 |
Changyou [Member] | ||
Noncontrolling Interest [Line Items] | ||
Noncontrolling interest in consolidated balance sheets | 426,137 | 398,631 |
Other [Member] | ||
Noncontrolling Interest [Line Items] | ||
Noncontrolling interest in consolidated balance sheets | $ 109 | $ 0 |
Noncontrolling Interest (Nonc76
Noncontrolling Interest (Noncontrolling Interest in Consolidated Statements of Comprehensive Income) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Noncontrolling Interest [Line Items] | ||||
Net income/(loss) attributable to noncontrolling interest in consolidated statements of comprehensive income | $ 1,939 | $ 32,775 | $ 59,965 | $ 80,238 |
Sogou [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Net income/(loss) attributable to noncontrolling interest in consolidated statements of comprehensive income | 31,166 | 20,283 | 63,252 | 46,383 |
Changyou [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Net income/(loss) attributable to noncontrolling interest in consolidated statements of comprehensive income | (29,190) | 12,492 | (3,204) | 33,855 |
Other [Member] | ||||
Noncontrolling Interest [Line Items] | ||||
Net income/(loss) attributable to noncontrolling interest in consolidated statements of comprehensive income | $ (37) | $ 0 | $ (83) | $ 0 |
Net Income _(Loss) per Share (N
Net Income /(Loss) per Share (Narrative) (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Sogou [Member] | ||||
Schedule of Calculation of Numerator and Denominator in Earnings Per Share [Line Items] | ||||
Incremental dilution | $ 0 | $ 0 | $ 0 | $ 0 |
Changyou [Member] | ||||
Schedule of Calculation of Numerator and Denominator in Earnings Per Share [Line Items] | ||||
Incremental dilution | $ 0 | $ (472,000) | $ (931,000) | $ (1,125,000) |
Potential common shares issuable upon exercise or settlement of share-based awards [Member] | ||||
Schedule of Calculation of Numerator and Denominator in Earnings Per Share [Line Items] | ||||
Anti-dilutive potential common shares | 247,000 | 214,000 | 273,000 | 241,000 |
Potential common shares issuable upon exercise or settlement of share-based awards [Member] | Sogou [Member] | ||||
Schedule of Calculation of Numerator and Denominator in Earnings Per Share [Line Items] | ||||
Incremental dilution | $ 0 | $ 0 | ||
Potential common shares issuable upon exercise or settlement of share-based awards [Member] | Changyou [Member] | ||||
Schedule of Calculation of Numerator and Denominator in Earnings Per Share [Line Items] | ||||
Incremental dilution | $ 0 |
Net Income _(Loss) per Share (C
Net Income /(Loss) per Share (Calculation of Sohu Group's Basic and Diluted Net Income /(Loss) per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Numerator: | ||||
Net loss attributable to Sohu.com Inc., basic | $ (103,960) | $ (74,814) | $ (260,391) | $ (158,124) |
Effect of dilutive securities: | ||||
Net loss attributable to Sohu.com Inc., diluted | $ (103,960) | $ (75,286) | $ (261,322) | $ (159,249) |
Denominator: | ||||
Weighted average basic shares of common stock outstanding | 38,877 | 38,728 | 38,848 | 38,695 |
Effect of dilutive securities: | ||||
Share options and restricted share units | 0 | 0 | 0 | 0 |
Weighted average diluted common shares outstanding | 38,877 | 38,728 | 38,848 | 38,695 |
Basic net loss per share attributable to Sohu.com Inc. | $ (2.67) | $ (1.93) | $ (6.70) | $ (4.09) |
Diluted net loss per share attributable to Sohu.com Inc. | $ (2.67) | $ (1.94) | $ (6.72) | $ (4.12) |
Sogou [Member] | ||||
Effect of dilutive securities: | ||||
Incremental dilution | $ 0 | $ 0 | $ 0 | $ 0 |
Changyou [Member] | ||||
Effect of dilutive securities: | ||||
Incremental dilution | $ 0 | $ (472) | $ (931) | $ (1,125) |
Subsequent Events (Details)
Subsequent Events (Details) $ in Thousands, ¥ in Millions | Oct. 25, 2017USD ($) | Oct. 25, 2017CNY (¥) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) |
Subsequent Event [Line Items] | ||||
Loan received from bank | $ 67,785 | $ 0 | ||
Subsequent Event [Member] | Credit agreement with ICBC [Member] | ICBC [Member] | ||||
Subsequent Event [Line Items] | ||||
Loan received from bank | $ 120,600 | ¥ 800 | ||
Long-term loan, interest rate | 5.50% | 5.50% |