United Online (UNTD) 10-Q 10 May 16 2016 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2016	May. 06, 2016
Document and Entity Information
Entity Registrant Name	UNITED ONLINE INC
Entity Central Index Key	1,142,701
Document Type	10-Q
Document Period End Date	Mar. 31, 2016
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Filer Category	Accelerated Filer
Entity Common Stock, Shares Outstanding		14,983,755
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q1

UNAUDITED CONDENSED CONSOLIDATE

UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 98,069	$ 90,834
Accounts receivable, net of allowance	3,497	5,127
Inventories, net	1,376	1,632
Other current assets	5,863	7,093
Assets of discontinued operations	23,077	30,690
Total current assets	131,882	135,376
Property and equipment, net	5,849	6,418
Deferred tax assets, net	156	176
Goodwill	7,489	7,489
Other assets	820	841
Assets of discontinued operations	10,601	47,911
Total assets	156,797	198,211
Current liabilities:
Accounts payable	6,367	6,552
Accrued liabilities	5,361	7,249
Deferred revenue	3,996	3,926
Liabilities of discontinued operations	21,289	21,199
Total current liabilities	37,013	38,926
Deferred tax liabilities, net	2,178	2,132
Other liabilities	5,243	5,314
Liabilities of discontinued operations	11,955	14,219
Total liabilities	$ 56,389	$ 60,591
Commitments and contingencies
Stockholders' equity:
Common stock	$ 1	$ 1
Additional paid-in capital	223,186	222,164
Accumulated other comprehensive loss	(3,446)	(4,086)
Accumulated deficit	(119,333)	(80,459)
Total stockholders' equity	100,408	137,620
Total liabilities and stockholders' equity	$ 156,797	$ 198,211

UNAUDITED CONDENSED CONSOLIDAT3

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
Revenues	$ 18,436	$ 24,264
Operating expenses:
Cost of revenues	7,904	10,872
Sales and marketing	2,958	3,637
Technology and development	2,218	3,180
General and administrative	8,162	9,380
Restructuring and other exit costs	109	143
Total operating expenses	21,351	27,212
Operating loss	(2,915)	(2,948)
Interest income	145	88
Other income, net	198	6
Loss before income taxes	(2,572)	(2,854)
Provision for income taxes	314	44
Loss from continuing operations	(2,886)	(2,898)
Income (loss) from discontinued operations, net of tax	(35,988)	2,039
Net loss	(38,874)	(859)
Net loss attributable to common stockholders	$ (38,874)	$ (859)
Basic net income (loss) per common share:
Continuing operations (in dollars per share)	$ (0.19)	$ (0.20)
Discontinued operations (in dollars per share)	(2.42)	0.14
Basic net loss per common share (in dollars per share)	$ (2.61)	$ (0.06)
Shares used to calculate basic net income (loss) per common share	14,898	14,429
Diluted net income (loss) per common share:
Continuing operations (in dollars per share)	$ (0.19)	$ (0.20)
Discontinued operations (in dollars per share)	(2.42)	0.14
Diluted net loss per common share (in dollars per share)	$ (2.61)	$ (0.06)
Shares used to calculate diluted net income (loss) per common share	14,898	14,429

UNAUDITED CONDENSED CONSOLIDAT4

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS
Net loss	$ (38,874)	$ (859)
Cash flow hedges:
Changes in net gains on derivatives, net of tax provision of $- for each of the quarters ended March 31, 2016 and 2015		17
Derivative settlement losses reclassified into earnings, net of tax benefit of $- for each of the quarters ended March 31, 2016 and 2015		14
Other hedges:
Changes in net gains on derivatives, net of tax provision of $- for each of the quarters ended March 31, 2016 and 2015	19
Foreign currency translation	621	(437)
Other comprehensive income (loss)	640	(406)
Comprehensive loss	$ (38,234)	$ (1,265)

UNAUDITED CONDENSED CONSOLIDAT5

UNAUDITED CONDENSED CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - 3 months ended Mar. 31, 2016 - USD ($) shares in Thousands, $ in Thousands	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Loss	Accumulated Deficit	Total
Balance at beginning of period at Dec. 31, 2015	$ 1	$ 222,164	$ (4,086)	$ (80,459)	$ 137,620
Balance at beginning of period (in shares) at Dec. 31, 2015	14,850
Increase (Decrease) in Stockholders' Equity
Exercises of stock options		184			184
Exercises of stock options (in shares)	17
Vesting of restricted stock units (in shares)	80
Repurchases of common stock		(547)			(547)
Stock-based compensation		1,385			1,385
Other comprehensive income			640		640
Net loss				(38,874)	(38,874)
Balance at end of period at Mar. 31, 2016	$ 1	$ 223,186	$ (3,446)	$ (119,333)	$ 100,408
Balance at end of period (in shares) at Mar. 31, 2016	14,947

UNAUDITED CONDENSED CONSOLIDAT6

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Cash flows from operating activities:
Net loss	$ (38,874)	$ (859)
Less: Income (loss) from discontinued operations, net of tax	(35,988)	2,039
Loss from continuing operations	(2,886)	(2,898)
Adjustments to reconcile net loss from continuing operations to net cash provided by (used for) operating activities:
Depreciation	762	945
Stock-based compensation	1,177	1,460
Provision for doubtful accounts receivable	(18)	(12)
Deferred taxes, net	66	(207)
Other, net		361
Changes in operating assets and liabilities, net of effects of discontinued operations:
Accounts receivable, net	1,649	1,020
Inventories, net	256	957
Other assets	530	701
Accounts payable and accrued liabilities	(1,865)	2,022
Deferred revenue	71	200
Other liabilities	(70)	229
Net cash provided by (used for) operating activities from continuing operations	(328)	4,778
Cash flows from investing activities:
Purchases of property and equipment	(339)	(285)
Net cash used for investing activities from continuing operations	(339)	(285)
Cash flows from financing activities:
Proceeds from exercises of stock options	184	851
Repurchases of common stock	(547)	(1,300)
Net cash used for financing activities from continuing operations	(363)	(449)
Effect of foreign currency exchange rate changes on cash and cash equivalents	382	(1,154)
Net cash provided by (used for) discontinued operations
Operating activities	3,317	(456)
Investing activities	(206)	(1,707)
Effect of a change in cash and cash equivalents of discontinued operations	4,772	(1,087)
Net cash provided by (used for) discontinued operations	7,883	(3,250)
Change in cash and cash equivalents	7,235	(360)
Cash and cash equivalents, beginning of period	90,834	67,470
Cash and cash equivalents, end of period	$ 98,069	$ 67,110

DESCRIPTION OF BUSINESS, BASIS

DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS	3 Months Ended
	Mar. 31, 2016
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS	1. DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS Description of Business United Online, Inc. (together with its subsidiaries, "United Online" or the "Company"), through its operating subsidiaries, provides consumer subscription services and products, consisting of internet access services and devices, including dial-up, mobile broadband, DSL, e-mail, internet security, web hosting, and voice services, under the NetZero and Juno brands. In March 2016, the Company entered into a Share Purchase Agreement for the sale of its StayFriends GmbH, Trombi Acquisition SARL, Klassträffen Sweden AB, and Klassenfreunde.ch GmbH entities (collectively, the "Social Media Business") to Ströer Content Group GmbH. The purchase price for the Social Media Business is approximately 16 million Euros in cash, which includes cash of 6.5 million Euros on the Social Media Business balance sheet, subject to a post-signing purchase price adjustment. The Share Purchase Agreement includes customary representations, warranties and covenants of each party, some of which survive the closing of the transaction for a period of time. The sale is expected to close in May 2016. The results of operations, the financial condition and the cash flows of the Social Media Business have been presented as discontinued operations for all periods presented. In April 2016, the Company consummated the sale of its MyPoints business unit to Prodege, LLC. The purchase price received for the MyPoints business unit was approximately $13 million in cash, subject to a post-closing working capital adjustment. The Stock Purchase Agreement for the sale included customary representations, warranties and covenants of each party, some of which survive the closing of the transaction for a period of time. The results of operations, the financial condition and the cash flows of the MyPoints business unit have been presented as discontinued operations for all periods presented. Basis of Presentation The Company's unaudited condensed consolidated financial statements for the quarters ended March 31, 2016 and 2015 have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"), including those for interim financial information, and with the instructions for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X issued by the Securities and Exchange Commission (the "SEC"). Accordingly, such financial statements do not include all of the information and note disclosures required by GAAP for complete financial statements. All significant intercompany accounts and transactions have been eliminated in consolidation. The unaudited condensed consolidated financial statements, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair statement of the results for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for any future periods. The unaudited condensed consolidated balance sheet at December 31, 2015 was derived from the Company's audited consolidated financial statements, filed on March 3, 2016, with the SEC in the Company's Annual Report on Form 10-K for the year ended December 31, 2015, but does not include all of the disclosures required by GAAP. The unaudited condensed consolidated balance sheet at December 31, 2015 was revised for the purposes of discontinued operations presentation. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities and the reported amounts of revenues and expenses. Actual results could differ from these estimates and assumptions. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 31, 2015 included in the Company's Annual Report on Form 10-K. The most significant areas of the unaudited condensed consolidated financial statements that require management judgment include the Company's revenue recognition, goodwill, other long-lived assets, income taxes, and legal contingencies. The Company believes that its existing cash and cash equivalents and cash generated from operations will be sufficient to fund its working capital requirements, capital expenditures and other obligations through at least the next 12 months. Accounting Policies Refer to the Company's Annual Report on Form 10-K for the year ended December 31, 2015 for a discussion of the Company's significant accounting policies. Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers . The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments in this ASU will be effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. The amendments should be applied retrospectively. In July 2015, the FASB approved a one-year deferral of the effective date with early adoption permitted. The Company intends to adopt the standard effective January 1, 2018 and is currently assessing the impact of this update on its consolidated financial statements. In June 2014, the FASB issued ASU No. 2014-12, Compensation—Stock Compensation: Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period . The core principle of the guidance requires that a performance target that affects vesting and that could be achieved after the requisite service period should be treated as a performance condition. The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Early adoption is permitted. Entities may apply the amendments in ASU No. 2014-12 either: (a) prospectively to all awards granted or modified after the effective date; or (b) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The Company adopted the standard for the quarter ended March 31, 2016 with no impact on its consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern . The update provides GAAP guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern and about related footnote disclosures. The amendments in this update are effective for annual periods ending after December 15, 2016, and for annual periods and interim periods thereafter. Early adoption is permitted. The Company does not expect this update to have a material impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-05, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement . The update provides GAAP guidance on evaluating the accounting for fees paid by a customer in a cloud computing arrangement. The amendments in this update also provide a basis for evaluating whether a cloud computing arrangement includes a software license. The amendments in this update are effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. Early adoption is permitted. The Company adopted the standard for the quarter ended March 31, 2016 with no impact on its consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . The amendments in this update more closely align the measurement of inventory in GAAP with the measurement of inventory in International Financial Reporting Standards (IFRS). The amendments in this update are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in this update should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The Company is currently assessing the impact of this update on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The amendments in this update require that a lessee recognize the assets and liabilities that arise from leases. The amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The amendments in this update should be applied at the beginning of the earliest period presented using a modified retrospective approach. The Company is currently assessing the impact of this update on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). The amendments in this update do not change the core principle of the guidance as noted above at ASU No. 2014-09. The amendments clarify the implementation guidance on principal versus agent considerations. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU No. 2014-09. The Company intends to adopt the standard effective January 1, 2018 and is currently assessing the impact of this update on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . The amendments in this update involve simplification in several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The amendments in this update are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in this update require both prospective and retrospective application with earlier application permitted as of the beginning of an interim or annual reporting period. The Company is currently assessing the impact of this update on its consolidated financial statements. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance as noted above at ASU No. 2014-09. The core principle of the update is to clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. The Company intends to adopt the standard effective January 1, 2018 and is currently assessing the impact of this update on its consolidated financial statements.

SEGMENT INFORMATION

SEGMENT INFORMATION	3 Months Ended
	Mar. 31, 2016
SEGMENT INFORMATION
SEGMENT INFORMATION	2. SEGMENT INFORMATION As a result of the presentation of the Company's former Commerce & Loyalty and Social Media segments as discontinued operations, the Company now operates as a single operating and reportable segment. Revenues were as follows (in thousands): Quarter Ended March 31, 2016 2015 Services revenues $ $ Products revenues Advertising and other revenues ​ ​ ​ ​ ​ ​ ​ ​ Total revenues $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Geographic revenues are attributed to countries based on the principal location of the Company's entities from which those revenues were generated. The Company's only principal location from which revenues were generated was the United States. Geographic information for long-lived assets, which consist of property and equipment and other assets, was as follows (in thousands): March 31, 2016 December 31, 2015 United States $ $ India ​ ​ ​ ​ ​ ​ ​ ​ Total long-lived assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

BALANCE SHEET COMPONENTS

BALANCE SHEET COMPONENTS	3 Months Ended
	Mar. 31, 2016
BALANCE SHEET COMPONENTS
BALANCE SHEET COMPONENTS	3. BALANCE SHEET COMPONENTS Inventories Inventories, net, consisted entirely of finished goods at March 31, 2016 and December 31, 2015. Other Current Assets Other current assets consisted of the following (in thousands): March 31, 2016 December 31, 2015 Income taxes receivable $ $ Prepaid expenses Prepaid insurance Other ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accrued Liabilities Accrued liabilities consisted of the following (in thousands): March 31, 2016 December 31, 2015 Employee compensation and related liabilities $ $ Income taxes payable Non-income taxes payable Reserve for legal settlements Accrued restructuring and other exit costs — Other ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Other Liabilities Other liabilities consisted of the following (in thousands): March 31, 2016 December 31, 2015 Income taxes payable $ $ Other ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Accumulated Other Comprehensive Loss The components of accumulated other comprehensive loss were as follows (in thousands): Gains on Other Hedging Instruments, Net of Tax Foreign Currency Translation Accumulated Other Comprehensive Loss Balance at December 31, 2015 $ $ ) $ ) Other comprehensive income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at March 31, 2016 $ $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

FAIR VALUE MEASUREMENTS

FAIR VALUE MEASUREMENTS	3 Months Ended
	Mar. 31, 2016
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS	4. FAIR VALUE MEASUREMENTS Financial assets that were required to be measured at fair value on a recurring basis consisted of money market funds (Level 1 assets) totaling $92.3 million and $65.8 million at March 31, 2016 and December 31, 2015, respectively.

STOCKHOLDERS' EQUITY

STOCKHOLDERS' EQUITY	3 Months Ended
	Mar. 31, 2016
STOCKHOLDERS' EQUITY
STOCKHOLDERS' EQUITY	5. STOCKHOLDERS' EQUITY Common Stock Repurchases In May 2001, the Company's Board of Directors authorized a common stock repurchase program (the "Program") that allows the Company to repurchase shares of its common stock through open market or privately negotiated transactions based on prevailing market conditions and other factors. From time to time since then, the Board of Directors has increased the amount authorized for repurchase under this Program and has extended the Program, which was recently extended by the Board of Directors (in December 2015) through December 31, 2018. From August 2001 through December 2015, the Company had repurchased $150.2 million of its common stock under the Program. There were no repurchases under the Program during the quarter ended March 31, 2016 and, at March 31, 2016, the authorization remaining under the Program was $80.0 million. Shares withheld upon the vesting of restricted stock units and upon the issuance of stock awards to pay minimum statutory employee withholding taxes are considered common stock repurchases, but are not counted as purchases against the Program. Upon vesting of most restricted stock units or issuance of stock awards, the Company currently does not collect the minimum statutory withholding taxes from employees. Instead, the Company automatically withholds, from the restricted stock units that vest and from the stock awards that are issued, the portion of those shares with a fair market value equal to the amount of the minimum statutory employee withholding taxes due, which is accounted for as a repurchase of common stock. The Company then pays the minimum statutory employee withholding taxes in cash. The amounts remitted in the quarters ended March 31, 2016 and 2015 were $0.5 million and $1.3 million respectively, for which the Company withheld 0.1 million and 0.1 million shares of common stock, respectively, that were underlying the restricted stock units that vested.

STOCK-BASED COMPENSATION PLANS

STOCK-BASED COMPENSATION PLANS	3 Months Ended
	Mar. 31, 2016
STOCK-BASED COMPENSATION PLANS
STOCK-BASED COMPENSATION PLANS	6. STOCK-BASED COMPENSATION PLANS Stock-Based Compensation The following table summarizes the stock-based compensation that has been included in the following line items within the unaudited condensed consolidated statements of operations (in thousands): Quarter Ended March 31, 2016 2015 Operating expenses: Cost of revenues $ $ Sales and marketing Technology and development General and administrative ​ ​ ​ ​ ​ ​ ​ ​ Total stock-based compensation $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Restricted Stock Units The following table summarizes activity for restricted stock units (in thousands): Nonvested at December 31, 2015 Granted Vested ) Forfeited/canceled ) ​ ​ ​ ​ ​ Nonvested at March 31, 2016 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Stock Options The following table summarizes activity for stock options (in thousands): Outstanding at December 31, 2015 Exercised ) Forfeited/canceled ) ​ ​ ​ ​ ​ Outstanding at March 31, 2016 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

INCOME TAXES

INCOME TAXES	3 Months Ended
	Mar. 31, 2016
INCOME TAXES
INCOME TAXES	7. INCOME TAXES The Company's provision for income taxes for the quarter ended March 31, 2016 differed from the U.S. federal statutory tax rate of 34% primarily due to a provision for income taxes related to discrete items. For the quarter ended March 31, 2016, the Company utilized the actual effective tax rate (discrete method) in determining the domestic income tax expense, rather than the annual effective tax rate method, as allowed under ASC 740-270-30-36, Income Taxes—Interim Reporting . The Company's tax provision has an unusual relationship to pre-tax loss primarily due to the existence of a full deferred tax asset valuation allowance. This circumstance generally results in a zero net tax provision since the income tax expense or benefit that would otherwise be recognized is offset by the change in the valuation allowance. However, the tax provision recorded in the quarter ended March 31, 2016 included an accrual for uncertain tax positions for the quarter, state minimum and franchise taxes, and state audit assessments. The Company does not consider the deferred tax liabilities related to certain goodwill assets when determining the need for a valuation allowance.

NET LOSS PER COMMON SHARE

NET LOSS PER COMMON SHARE	3 Months Ended
	Mar. 31, 2016
NET LOSS PER COMMON SHARE
NET LOSS PER COMMON SHARE	8. NET LOSS PER COMMON SHARE The following table sets forth the computation of basic and diluted net income (loss) per common share (in thousands, except per share amounts): Quarter Ended March 31, 2016 2015 Numerator: Loss from continuing operations $ ) $ ) Income allocated to participating securities — — ​ ​ ​ ​ ​ ​ ​ ​ Loss from continuing operations available to common stockholders ) ) Income (loss) from discontinued operations, net of tax, available to common stockholders ) ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) attributable to common stockholders $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator: Weighted-average common shares Add: Dilutive effect of non-participating securities — — ​ ​ ​ ​ ​ ​ ​ ​ Shares used to calculate diluted net income (loss) per common share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic net income (loss) per common share: Continuing operations $ ) $ ) Discontinued operations ) ​ ​ ​ ​ ​ ​ ​ ​ Basic net loss per common share $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted net income (loss) per common share: Continuing operations $ ) $ ) Discontinued operations ) ​ ​ ​ ​ ​ ​ ​ ​ Diluted net loss per common share $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The diluted net loss per common share computations exclude stock options and restricted stock units that are antidilutive. Weighted-average antidilutive shares for the quarters ended March 31, 2016 and 2015 were 1.2 million and 1.8 million, respectively.

RESTRUCTURING AND OTHER EXIT CO

RESTRUCTURING AND OTHER EXIT COSTS	3 Months Ended
	Mar. 31, 2016
RESTRUCTURING AND OTHER EXIT COSTS
RESTRUCTURING AND OTHER EXIT COSTS	9. RESTRUCTURING AND OTHER EXIT COSTS Restructuring and other exit costs were a result of management's decision to streamline operations and increase profitability and, for the quarters ended March 31, 2016 and 2015, consisted of employee termination costs. The following tables summarize restructuring and other exit costs (in thousands): Accrued restructuring and other exit costs at December 31, 2015 $ Restructuring and other exit costs Cash paid for restructuring and other exit costs ) ​ ​ ​ ​ ​ Accrued restructuring and other exit costs at March 31, 2016 $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

CONTINGENCIES - LEGAL MATTERS

CONTINGENCIES - LEGAL MATTERS	3 Months Ended
	Mar. 31, 2016
CONTINGENCIES - LEGAL MATTERS
CONTINGENCIES - LEGAL MATTERS	10. CONTINGENCIES—LEGAL MATTERS In June 2011, Memory Lane, Inc., a California corporation, filed a complaint in United States District Court, Central District of California, against Classmates International, Inc., Classmates Online, Inc. and Classmates, Inc. (then known as Memory Lane, Inc.) ("Classmates"), alleging false designation of origin under the Lanham Act, 15 U.S.C. section 1125, and state and common law unfair competition. The complaint included requests for an award of damages and for preliminary and permanent injunctive relief. Notwithstanding the request for preliminary injunctive relief, no motion for such relief was filed. Classmates responded to the complaint in September 2011. In October 2011, the plaintiff amended its complaint to, among other things, dismiss Classmates International, Inc. and add United Online, Inc. as a defendant. In February 2014, the jury issued a verdict for the defendants, concluding that the defendants did not infringe plaintiff's trademark and the court entered judgment in favor of the defendants. In March 2014, plaintiff filed a notice of appeal of the judgment in favor of defendants. The plaintiff's appeal brief was filed in November 2014. Classmates' opposition brief was filed in December 2014. Plaintiff's reply brief was filed in March 2015. Classmates' reply brief was filed in April 2015. In March 2016, the U.S. Ninth Circuit Court of Appeals issued an opinion which denied the plaintiff's appeal and affirmed the jury trial verdict. On May 4, 2016, the Company entered into an Agreement and Plan of Merger (the "Merger Agreement"), with B. Riley Financial, Inc. ("B. Riley") and Unify Merger Sub, Inc., pursuant to which a wholly-owned subsidiary of B. Riley will, subject to the satisfaction or waiver of the conditions contained in the Merger Agreement, merge with and into us, with us surviving the merger as a wholly-owned subsidiary of B. Riley (the "Transaction"). Pursuant to the terms of, and subject to the satisfaction or waiver of the closing conditions set forth in, the Merger Agreement, at the effective time of the merger, each share of our common stock issued and outstanding immediately prior to the effective time of the Merger will be converted into $11.00 in cash, without interest. On May 5, 2016, the Company received notice that a number of law firms intend to investigate the Transaction on behalf of stockholders under various legal theories, including that the price offered per share undervalues the Company and that the Board of Directors' decision to proceed with the Transaction violated its fiduciary duties. The Company is continuing to evaluate these assertions. However, as of the filing of this Quarterly Report on Form 10-Q, no legal claims regarding the Transaction had been filed. See Note 12, "Subsequent Events" of the Notes to Unaudited Condensed Consolidated Financial Statements included in Part I, Item 1 of this Quarterly Report on Form 10-Q for additional information regarding the Transaction. The Company cannot predict the outcome of legal actions or governmental investigations or their potential implications for its business. In addition, the Company, at times, has negotiated resolutions related to certain legal actions and governmental investigations. There are no assurances that additional legal actions or governmental investigations will not be instituted in connection with the Company's current or former business practices or in connection with the proposed Transaction. The Company records a liability when it believes that it is both probable that a loss will be incurred, and the amount of loss can be reasonably estimated. The Company evaluates, at least quarterly, developments in its legal matters that could affect the amount of liability that has been previously accrued, and makes adjustments as appropriate. Significant judgment is required to determine both probability and the estimated amount. The Company may be unable to estimate a possible loss or range of possible loss due to various reasons, including, among others: (i) if the damages sought are indeterminate; (ii) if the proceedings are in early stages; (iii) if there is uncertainty as to the outcome of pending appeals, motions, or settlements; (iv) if there are significant factual issues to be determined or resolved; and (v) if there are novel or unsettled legal theories presented. In such instances, there is considerable uncertainty regarding the ultimate resolution of such matters, including a possible eventual loss, if any. At March 31, 2016, the Company had reserves totaling $0.1 million for estimated losses related to legal matters. With respect to the legal matters described above, if any, that are ongoing, the Company has determined, based on its current knowledge, that the amount of possible loss or range of loss, including any reasonably possible losses in excess of amounts already accrued, is not reasonably estimable. However, legal matters are inherently unpredictable and subject to significant uncertainties, some of which are beyond the Company's control. As such, even though the Company intends to vigorously defend itself with respect to its legal matters, there can be no assurance that the final outcome of these matters will not materially and adversely affect the Company's business, financial condition, results of operations, or cash flows.

DISCONTINUED OPERATIONS

DISCONTINUED OPERATIONS	3 Months Ended
	Mar. 31, 2016
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS	11. DISCONTINUED OPERATIONS In August 2015, the Company consummated the sale of its Classmates domestic business unit to Intelius Holdings, Inc. The Classmates domestic business unit was previously included as part of the Social Media segment results. Accordingly, the results of operations, financial condition and cash flows of the Classmates domestic business unit have been presented as discontinued operations for all periods presented. In March 2016, the Company entered into a Share Purchase Agreement for the sale of its Social Media Business to Ströer Content Group GmbH. The purchase price for the Social Media Business is approximately 16 million Euros in cash, which includes cash of 6.5 million Euros on the Social Media Business balance sheet, subject to a post-signing purchase price adjustment. The Share Purchase Agreement includes customary representations, warranties and covenants of each party, some of which survive the closing of the transaction for a period of time. The sale is expected to close in May 2016. The results of operations, the financial condition and the cash flows of the Social Media Business have been presented as discontinued operations for all periods presented. In April 2016, the Company consummated the sale of its MyPoints business unit to Prodege, LLC. The purchase price received for the MyPoints business unit was approximately $13 million in cash, subject to a post-closing working capital adjustment. The Stock Purchase Agreement for the sale included customary representations, warranties and covenants of each party, some of which survive the closing of the transaction for a period of time. The results of operations, the financial condition and the cash flows of the MyPoints business unit have been presented as discontinued operations for all periods presented. Revenues and income (loss) from discontinued operations were as follows (in thousands): Quarter Ended March 31, 2016 2015 Revenues $ $ Operating expenses: Cost of revenues Sales and marketing Technology and development General and administrative Amortization of intangible assets Restructuring and other exit costs — Impairment of goodwill — ​ ​ ​ ​ ​ ​ ​ ​ Total operating expenses ​ ​ ​ ​ ​ ​ ​ ​ Operating income (loss) ) Interest income Other income (expense), net ) ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from discontinued operations before income taxes ) Provision for (benefit from) income taxes ) ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from discontinued operations, net of tax $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ During the quarter ended March 31, 2016, due to the comparison of negotiated sales prices for the Company's MyPoints and Social Media reporting units to their respective carrying values, the Company performed an interim quantitative goodwill impairment assessment for these reporting units. Step one of the goodwill impairment test for each of the Company's reporting units that were tested resulted in the Company's determination that the carrying values, including goodwill, exceeded the fair values of the MyPoints and Social Media reporting units by $2.9 million and $3.1 million, respectively. The fair values of the reporting units for step one of the goodwill impairment test were based on their respective negotiated sales prices. During the quarter ended March 31, 2016, the Company recognized goodwill impairment charges totaling $22.5 million and $15.2 million related to its MyPoints and Social Media reporting units, respectively, before provision for income taxes, which were included in discontinued operations in the unaudited condensed consolidated statements of operations. As a result of these goodwill impairment charges in the quarter ended March 31, 2016, the Company expects to record a gain on sale for both the MyPoints business unit and the Social Media Business during the quarter ending June 30, 2016. The major classes of assets and liabilities included in discontinued operations were as follows (in thousands): March 31, 2016 December 31, 2015 Assets Current assets: Cash and cash equivalents $ $ Accounts receivable, net Inventory, net Other current assets ​ ​ ​ ​ ​ ​ ​ ​ Total current assets Property and equipment, net Goodwill Intangible assets, net Deferred tax assets Other assets ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities Current liabilities: Accounts payable $ $ Accrued liabilities Member redemption liability Deferred revenue ​ ​ ​ ​ ​ ​ ​ ​ Total current liabilities Member redemption liability Deferred revenue Deferred tax liabilities, net Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ The Company recorded transaction-related costs totaling $0.4 million in the quarter ended March 31, 2016, in connection with the sales of the Company's business units, which was included in discontinued operations in the unaudited condensed consolidated statements of operations.

SUBSEQUENT EVENTS

SUBSEQUENT EVENTS	3 Months Ended
	Mar. 31, 2016
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS	12. SUBSEQUENT EVENTS On May 4, 2016, the Company entered into an Agreement and Plan of Merger (the "Merger Agreement") with B. Riley Financial, Inc. ("Parent") and Unify Merger Sub, Inc. ("Merger Sub"), a wholly-owned subsidiary of Parent. Upon the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will merge with and into the Company with the Company surviving the merger as a wholly-owned subsidiary of Parent (the "Merger"). At the effective time of the Merger (the "Effective Time"), each share of common stock, par value $0.0001 per share, of the Company ("Company Common Stock") issued and outstanding immediately prior to the Effective Time (other than certain shares held by Parent, Merger Sub or any wholly-owned subsidiary of Parent or Merger Sub, held in the Company's treasury or owned by stockholders who have perfected and not withdrawn a demand for appraisal rights pursuant to Section 262 of the Delaware General Corporation Law (the "Excluded Shares")) will be converted into the right to receive $11.00 in cash, without interest (the "Per Share Merger Consideration"). At the Effective Time, all of the Excluded Shares outstanding immediately prior to the Effective Time will be automatically canceled for no consideration. At the Effective Time, each outstanding option to purchase shares of Company Common Stock pursuant to the Company's incentive plans will be automatically canceled and converted into the right to receive an amount in cash, less applicable tax withholding, equal to the product of (x) the number of shares of Company Common Stock underlying such option immediately prior to the Effective Time and (y) the excess, if any, of the Per Share Merger Consideration over the exercise price per share of such option. In addition, at the Effective Time, each outstanding Company restricted stock unit award will be automatically canceled and converted into the right to receive an amount in cash, less applicable tax withholding, equal to the product of (a) the Per Share Merger Consideration, and (b) the number of shares of Company Common Stock underlying such restricted stock unit award immediately prior to the Effective Time. Parent and the Company have made customary representations, warranties and covenants in the Merger Agreement for a transaction of this nature. Subject to certain exceptions, Parent and the Company have agreed to use their respective commercially reasonable efforts to do or cause to be done all things necessary, proper or advisable to cause the conditions to the Merger to be satisfied and to consummate the Merger. In addition, the Company has agreed, among other things, to covenants relating to the conduct of its business during the interim period between the execution of the Merger Agreement and the consummation of the Merger and facilitating the Company's stockholders' consideration of, and voting upon, the adoption of the Merger Agreement and certain related matters, as applicable. The closing of the Merger is subject to the satisfaction or waiver of certain conditions, including, among others, the approval of the Merger Agreement and the Merger by the holders of a majority of the outstanding Company Common Stock. The Company anticipates that the Merger transaction will be consummated by the end of the third quarter of 2016. However, the Company cannot predict with certainty whether and when any of the required closing conditions will be satisfied or if the Merger will close. On May 5, 2016, the Company filed a Current Report on Form 8-K with additional information regarding the terms and conditions of the Merger Agreement and the Merger transaction.

DESCRIPTION OF BUSINESS, BASI19

DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS (Policies)	3 Months Ended
	Mar. 31, 2016
DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS
Basis of Presentation	Basis of Presentation The Company's unaudited condensed consolidated financial statements for the quarters ended March 31, 2016 and 2015 have been prepared in accordance with accounting principles generally accepted in the United States of America ("GAAP"), including those for interim financial information, and with the instructions for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X issued by the Securities and Exchange Commission (the "SEC"). Accordingly, such financial statements do not include all of the information and note disclosures required by GAAP for complete financial statements. All significant intercompany accounts and transactions have been eliminated in consolidation. The unaudited condensed consolidated financial statements, in the opinion of management, reflect all adjustments (consisting only of normal recurring adjustments) that are necessary for a fair statement of the results for the periods shown. The results of operations for such periods are not necessarily indicative of the results expected for any future periods. The unaudited condensed consolidated balance sheet at December 31, 2015 was derived from the Company's audited consolidated financial statements, filed on March 3, 2016, with the SEC in the Company's Annual Report on Form 10-K for the year ended December 31, 2015, but does not include all of the disclosures required by GAAP. The unaudited condensed consolidated balance sheet at December 31, 2015 was revised for the purposes of discontinued operations presentation. The preparation of financial statements in accordance with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent liabilities and the reported amounts of revenues and expenses. Actual results could differ from these estimates and assumptions. These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes for the year ended December 31, 2015 included in the Company's Annual Report on Form 10-K. The most significant areas of the unaudited condensed consolidated financial statements that require management judgment include the Company's revenue recognition, goodwill, other long-lived assets, income taxes, and legal contingencies. The Company believes that its existing cash and cash equivalents and cash generated from operations will be sufficient to fund its working capital requirements, capital expenditures and other obligations through at least the next 12 months.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2014-09, Revenue from Contracts with Customers . The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The amendments in this ASU will be effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. The amendments should be applied retrospectively. In July 2015, the FASB approved a one-year deferral of the effective date with early adoption permitted. The Company intends to adopt the standard effective January 1, 2018 and is currently assessing the impact of this update on its consolidated financial statements. In June 2014, the FASB issued ASU No. 2014-12, Compensation—Stock Compensation: Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period . The core principle of the guidance requires that a performance target that affects vesting and that could be achieved after the requisite service period should be treated as a performance condition. The amendments in this ASU are effective for annual periods and interim periods within those annual periods beginning after December 15, 2015. Early adoption is permitted. Entities may apply the amendments in ASU No. 2014-12 either: (a) prospectively to all awards granted or modified after the effective date; or (b) retrospectively to all awards with performance targets that are outstanding as of the beginning of the earliest annual period presented in the financial statements and to all new or modified awards thereafter. The Company adopted the standard for the quarter ended March 31, 2016 with no impact on its consolidated financial statements. In August 2014, the FASB issued ASU No. 2014-15, Presentation of Financial Statements—Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern . The update provides GAAP guidance on management's responsibility in evaluating whether there is substantial doubt about a company's ability to continue as a going concern and about related footnote disclosures. The amendments in this update are effective for annual periods ending after December 15, 2016, and for annual periods and interim periods thereafter. Early adoption is permitted. The Company does not expect this update to have a material impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-05, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Fees Paid in a Cloud Computing Arrangement . The update provides GAAP guidance on evaluating the accounting for fees paid by a customer in a cloud computing arrangement. The amendments in this update also provide a basis for evaluating whether a cloud computing arrangement includes a software license. The amendments in this update are effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. Early adoption is permitted. The Company adopted the standard for the quarter ended March 31, 2016 with no impact on its consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, Inventory (Topic 330): Simplifying the Measurement of Inventory . The amendments in this update more closely align the measurement of inventory in GAAP with the measurement of inventory in International Financial Reporting Standards (IFRS). The amendments in this update are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in this update should be applied prospectively with earlier application permitted as of the beginning of an interim or annual reporting period. The Company is currently assessing the impact of this update on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842) . The amendments in this update require that a lessee recognize the assets and liabilities that arise from leases. The amendments in this update are effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The amendments in this update should be applied at the beginning of the earliest period presented using a modified retrospective approach. The Company is currently assessing the impact of this update on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-08, Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net). The amendments in this update do not change the core principle of the guidance as noted above at ASU No. 2014-09. The amendments clarify the implementation guidance on principal versus agent considerations. The effective date and transition requirements for the amendments in this update are the same as the effective date and transition requirements of ASU No. 2014-09. The Company intends to adopt the standard effective January 1, 2018 and is currently assessing the impact of this update on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting . The amendments in this update involve simplification in several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The amendments in this update are effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. The amendments in this update require both prospective and retrospective application with earlier application permitted as of the beginning of an interim or annual reporting period. The Company is currently assessing the impact of this update on its consolidated financial statements. In April 2016, the FASB issued ASU No. 2016-10, Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing. The amendments in this Update do not change the core principle of the guidance as noted above at ASU No. 2014-09. The core principle of the update is to clarify the following two aspects of Topic 606: identifying performance obligations and the licensing implementation guidance, while retaining the related principles for those areas. The Company intends to adopt the standard effective January 1, 2018 and is currently assessing the impact of this update on its consolidated financial statements.

SEGMENT INFORMATION (Tables)

SEGMENT INFORMATION (Tables)	3 Months Ended
	Mar. 31, 2016
SEGMENT INFORMATION
Schedule of segment revenues	Revenues were as follows (in thousands): Quarter Ended March 31, 2016 2015 Services revenues $ $ Products revenues Advertising and other revenues ​ ​ ​ ​ ​ ​ ​ ​ Total revenues $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Schedule of geographic information for long-lived assets	Geographic information for long-lived assets, which consist of property and equipment and other assets, was as follows (in thousands): March 31, 2016 December 31, 2015 United States $ $ India ​ ​ ​ ​ ​ ​ ​ ​ Total long-lived assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

BALANCE SHEET COMPONENTS (Table

BALANCE SHEET COMPONENTS (Tables)	3 Months Ended
	Mar. 31, 2016
BALANCE SHEET COMPONENTS
Schedule of other current assets	Other current assets consisted of the following (in thousands): March 31, 2016 December 31, 2015 Income taxes receivable $ $ Prepaid expenses Prepaid insurance Other ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Schedule of accrued liabilities	Accrued liabilities consisted of the following (in thousands): March 31, 2016 December 31, 2015 Employee compensation and related liabilities $ $ Income taxes payable Non-income taxes payable Reserve for legal settlements Accrued restructuring and other exit costs — Other ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Schedule of other liabilities	Other liabilities consisted of the following (in thousands): March 31, 2016 December 31, 2015 Income taxes payable $ $ Other ​ ​ ​ ​ ​ ​ ​ ​ Total $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Schedule of accumulated other comprehensive loss	The components of accumulated other comprehensive loss were as follows (in thousands): Gains on Other Hedging Instruments, Net of Tax Foreign Currency Translation Accumulated Other Comprehensive Loss Balance at December 31, 2015 $ $ ) $ ) Other comprehensive income ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Balance at March 31, 2016 $ $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

STOCK-BASED COMPENSATION PLANS

STOCK-BASED COMPENSATION PLANS (Tables)	3 Months Ended
	Mar. 31, 2016
STOCK-BASED COMPENSATION PLANS
Schedule of the stock-based compensation included in unaudited condensed consolidated statements of operations	The following table summarizes the stock-based compensation that has been included in the following line items within the unaudited condensed consolidated statements of operations (in thousands): Quarter Ended March 31, 2016 2015 Operating expenses: Cost of revenues $ $ Sales and marketing Technology and development General and administrative ​ ​ ​ ​ ​ ​ ​ ​ Total stock-based compensation $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Schedule of restricted stock unit activity	The following table summarizes activity for restricted stock units (in thousands): Nonvested at December 31, 2015 Granted Vested ) Forfeited/canceled ) ​ ​ ​ ​ ​ Nonvested at March 31, 2016 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Schedule of stock option activity	The following table summarizes activity for stock options (in thousands): Outstanding at December 31, 2015 Exercised ) Forfeited/canceled ) ​ ​ ​ ​ ​ Outstanding at March 31, 2016 ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

NET LOSS PER COMMON SHARE (Tabl

NET LOSS PER COMMON SHARE (Tables)	3 Months Ended
	Mar. 31, 2016
NET LOSS PER COMMON SHARE
Schedule of computation of basic and diluted net income (loss) per common share	The following table sets forth the computation of basic and diluted net income (loss) per common share (in thousands, except per share amounts): Quarter Ended March 31, 2016 2015 Numerator: Loss from continuing operations $ ) $ ) Income allocated to participating securities — — ​ ​ ​ ​ ​ ​ ​ ​ Loss from continuing operations available to common stockholders ) ) Income (loss) from discontinued operations, net of tax, available to common stockholders ) ​ ​ ​ ​ ​ ​ ​ ​ Net income (loss) attributable to common stockholders $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Denominator: Weighted-average common shares Add: Dilutive effect of non-participating securities — — ​ ​ ​ ​ ​ ​ ​ ​ Shares used to calculate diluted net income (loss) per common share ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Basic net income (loss) per common share: Continuing operations $ ) $ ) Discontinued operations ) ​ ​ ​ ​ ​ ​ ​ ​ Basic net loss per common share $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Diluted net income (loss) per common share: Continuing operations $ ) $ ) Discontinued operations ) ​ ​ ​ ​ ​ ​ ​ ​ Diluted net loss per common share $ ) $ ) ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

RESTRUCTURING AND OTHER EXIT 24

RESTRUCTURING AND OTHER EXIT COSTS (Tables)	3 Months Ended
	Mar. 31, 2016
RESTRUCTURING AND OTHER EXIT COSTS
Schedule of restructuring and other exit costs	The following tables summarize restructuring and other exit costs (in thousands): Accrued restructuring and other exit costs at December 31, 2015 $ Restructuring and other exit costs Cash paid for restructuring and other exit costs ) ​ ​ ​ ​ ​ Accrued restructuring and other exit costs at March 31, 2016 $ — ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

DISCONTINUED OPERATIONS (Tables

DISCONTINUED OPERATIONS (Tables)	3 Months Ended
	Mar. 31, 2016
DISCONTINUED OPERATIONS
Schedule of revenues and income (loss) from discontinued operations	Revenues and income (loss) from discontinued operations were as follows (in thousands): Quarter Ended March 31, 2016 2015 Revenues $ $ Operating expenses: Cost of revenues Sales and marketing Technology and development General and administrative Amortization of intangible assets Restructuring and other exit costs — Impairment of goodwill — ​ ​ ​ ​ ​ ​ ​ ​ Total operating expenses ​ ​ ​ ​ ​ ​ ​ ​ Operating income (loss) ) Interest income Other income (expense), net ) ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from discontinued operations before income taxes ) Provision for (benefit from) income taxes ) ​ ​ ​ ​ ​ ​ ​ ​ Income (loss) from discontinued operations, net of tax $ ) $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​
Schedule of major classes of assets and liabilities included in discontinued operations	The major classes of assets and liabilities included in discontinued operations were as follows (in thousands): March 31, 2016 December 31, 2015 Assets Current assets: Cash and cash equivalents $ $ Accounts receivable, net Inventory, net Other current assets ​ ​ ​ ​ ​ ​ ​ ​ Total current assets Property and equipment, net Goodwill Intangible assets, net Deferred tax assets Other assets ​ ​ ​ ​ ​ ​ ​ ​ Total assets $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ Liabilities Current liabilities: Accounts payable $ $ Accrued liabilities Member redemption liability Deferred revenue ​ ​ ​ ​ ​ ​ ​ ​ Total current liabilities Member redemption liability Deferred revenue Deferred tax liabilities, net Other liabilities ​ ​ ​ ​ ​ ​ ​ ​ Total liabilities $ $ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​ ​

DESCRIPTION OF BUSINESS, BASI26

DESCRIPTION OF BUSINESS, BASIS OF PRESENTATION, ACCOUNTING POLICIES, AND RECENT ACCOUNTING PRONOUNCEMENTS (Details) € in Millions, $ in Millions	1 Months Ended		3 Months Ended
	Apr. 30, 2016USD ($)	Mar. 31, 2016EUR (€)	Mar. 31, 2016EUR (€)
Description of business, basis of presentation, accounting policies, and recent accounting pronouncements
Minimum period for which existing cash and cash equivalents and cash generated from operations will be sufficient to service debt obligations and payments			12 months
Social Media Business | Discontinued operations, disposed of by sale
Description of business, basis of presentation, accounting policies, and recent accounting pronouncements
Purchase price in cash		€ 16
Amount of cash on the balance sheet		€ 6.5	€ 6.5
MyPoints | Discontinued operations, disposed of by sale
Description of business, basis of presentation, accounting policies, and recent accounting pronouncements
Cash consideration from sale of business | $	$ 13

SEGMENT INFORMATION - Revenues

SEGMENT INFORMATION - Revenues (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
SEGMENT INFORMATION
Services revenues	$ 13,101	$ 16,976
Products revenues	1,401	1,770
Advertising and other revenues	3,934	5,518
Total revenues	$ 18,436	$ 24,264

SEGMENT INFORMATION - Geographi

SEGMENT INFORMATION - Geographic Information (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2016USD ($)segment	Dec. 31, 2015USD ($)
SEGMENT INFORMATION
Number of operating segments | segment	1
Number of reportable segments | segment	1
Geographic information for long-lived assets
Total long-lived assets	$ 6,669	$ 7,259
United States
Geographic information for long-lived assets
Total long-lived assets	6,456	7,032
India
Geographic information for long-lived assets
Total long-lived assets	$ 213	$ 227

BALANCE SHEET COMPONENTS - Othe

BALANCE SHEET COMPONENTS - Other Current Assets (Details) - USD ($) $ in Thousands	Mar. 31, 2016	Dec. 31, 2015
Other Current Assets
Income taxes receivable	$ 1,642	$ 1,651
Prepaid expenses	1,048	1,393
Prepaid insurance	956	1,287
Other	2,217	2,762
Total other current assets	$ 5,863	$ 7,093

BALANCE SHEET COMPONENTS - Accr

BALANCE SHEET COMPONENTS - Accrued and Other Liabilities, Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Accrued Liabilities
Employee compensation and related liabilities	$ 3,475		$ 5,270
Income taxes payable	804		710
Non-income taxes payable	186		200
Reserve for legal settlements	100		100
Accrued restructuring and other exit costs			121
Other	796		848
Total accrued liabilities	5,361		7,249
Other Liabilities
Income taxes payable	3,569		3,528
Other	1,674		1,786
Total other liabilities	5,243		$ 5,314
Accumulated Other Comprehensive Loss
Balance at the beginning of period	(4,086)
Other comprehensive income (loss)	640	$ (406)
Balance at the end of period	(3,446)
Gains on Other Hedging Instruments, Net of Tax
Accumulated Other Comprehensive Loss
Balance at the beginning of period	213
Other comprehensive income (loss)	19
Balance at the end of period	232
Foreign Currency Translation
Accumulated Other Comprehensive Loss
Balance at the beginning of period	(4,299)
Other comprehensive income (loss)	621
Balance at the end of period	$ (3,678)

FAIR VALUE MEASUREMENTS (Detail

FAIR VALUE MEASUREMENTS (Details) - USD ($) $ in Millions	Mar. 31, 2016	Dec. 31, 2015
Recurring basis | Level 1 Fair Value
Assets:
Money market funds	$ 92.3	$ 65.8

STOCKHOLDERS' EQUITY (Details)

STOCKHOLDERS' EQUITY (Details) - USD ($) shares in Millions, $ in Millions	3 Months Ended		173 Months Ended
	Mar. 31, 2016	Mar. 31, 2015	Dec. 31, 2015
Common Stock Repurchases
Amount of stock repurchased under stock repurchase program	$ 0		$ 150.2
Remaining authorization under the stock repurchase program	80
Remittances for withholding tax	$ 0.5	$ 1.3
Common stock shares withheld to pay employee tax withholding	0.1	0.1

STOCK-BASED COMPENSATION PLAN33

STOCK-BASED COMPENSATION PLANS - Stock-Based Compensation Included within the Consolidated Statements of Operations (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Stock-Based Compensation
Total stock-based compensation	$ 1,177	$ 1,460
Cost of revenues
Stock-Based Compensation
Total stock-based compensation	48	65
Sales and marketing
Stock-Based Compensation
Total stock-based compensation	14	66
Technology and development
Stock-Based Compensation
Total stock-based compensation	130	236
General and administrative
Stock-Based Compensation
Total stock-based compensation	$ 985	$ 1,093

STOCK-BASED COMPENSATION PLAN34

STOCK-BASED COMPENSATION PLANS - Restricted Stock Units (Details) - Plan - Restricted Stock Units shares in Thousands	3 Months Ended
	Mar. 31, 2016shares
Restricted Stock Units
Nonvested at the beginning of the period (in shares)	402
Granted (in shares)	125
Vested (in shares)	(137)
Forfeited/canceled (in shares)	(13)
Nonvested at the end of the period (in shares)	377

STOCK-BASED COMPENSATION PLAN35

STOCK-BASED COMPENSATION PLANS - Stock Options (Details) - Plan - Stock Options shares in Thousands	3 Months Ended
	Mar. 31, 2016shares
Options Outstanding
Outstanding at the beginning of the period (in shares)	843
Exercised (in shares)	(17)
Forfeited/canceled (in shares)	(13)
Outstanding at the end of the period (in shares)	813

INCOME TAXES (Details)

INCOME TAXES (Details)	3 Months Ended
	Mar. 31, 2016
IRS
Income taxes
Federal statutory rate (as a percent)	34.00%

NET LOSS PER COMMON SHARE (Deta

NET LOSS PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Numerator:
Loss from continuing operations	$ (2,886)	$ (2,898)
Loss from continuing operations available to common stockholders	(2,886)	(2,898)
Income (loss) from discontinued operations, net of tax, available to common stockholders	(35,988)	2,039
Net loss attributable to common stockholders	$ (38,874)	$ (859)
Denominator:
Weighted-average common shares	14,898	14,429
Shares used to calculate diluted net income (loss) per common share	14,898	14,429
Basic net income (loss) per common share:
Continuing operations (in dollars per share)	$ (0.19)	$ (0.20)
Discontinued operations (in dollars per share)	(2.42)	0.14
Basic net loss per common share (in dollars per share)	(2.61)	(0.06)
Diluted net income (loss) per common share:
Continuing operations (in dollars per share)	(0.19)	(0.20)
Discontinued operations (in dollars per share)	(2.42)	0.14
Diluted net loss per common share (in dollars per share)	$ (2.61)	$ (0.06)
Weighted-average antidilutive shares	1,200	1,800

RESTRUCTURING AND OTHER EXIT 38

RESTRUCTURING AND OTHER EXIT COSTS (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2016	Mar. 31, 2015
Changes in restructuring and other exit costs
Accrued restructuring and other exit costs at the beginning of the period	$ 121
Restructuring and other exit costs	109	$ 143
Cash paid for restructuring and other exit costs	$ (230)

CONTINGENCIES - LEGAL MATTERS (

CONTINGENCIES - LEGAL MATTERS (Details) - USD ($)	May. 04, 2016	Mar. 31, 2016
Legal Matters
Settlement reserve		$ 100,000
Subsequent event | Merger Agreement
Legal Matters
Cash conversion amount (per share)	$ 11

DISCONTINUED OPERATIONS (Detail

DISCONTINUED OPERATIONS (Details) $ in Thousands, € in Millions	1 Months Ended		3 Months Ended
	Apr. 30, 2016USD ($)	Mar. 31, 2016EUR (€)	Mar. 31, 2016USD ($)	Mar. 31, 2015USD ($)	Mar. 31, 2016EUR (€)	Dec. 31, 2015USD ($)
Current assets:
Total current assets			$ 23,077			$ 30,690
Current liabilities:
Total current liabilities			21,289			21,199
Discontinued operations, disposed of by sale
Revenues and income (loss) from discontinued operations
Revenues			14,204	$ 25,904
Operating expenses:
Cost of revenues			6,384	6,422
Sales and marketing			3,912	9,426
Technology and development			1,611	3,773
General and administrative			1,888	3,158
Amortization of intangible assets			102	482
Restructuring and other exit costs				1
Impairment of goodwill			37,713
Total operating expenses			51,610	23,262
Operating income (loss)			(37,406)	2,642
Interest income			1	2
Other income (expense), net			(19)	62
Income (loss) from discontinued operations before income taxes			(37,424)	2,706
Provision for (benefit from) income taxes			(1,436)	667
Income (loss) from discontinued operations, net of tax			(35,988)	$ 2,039
Current assets:
Cash and cash equivalents			9,226			14,000
Accounts receivable, net			6,105			8,296
Inventory, net			4,948			5,246
Other current assets			2,798			3,148
Total current assets			23,077			30,690
Property and equipment, net			6,720			6,838
Goodwill			1,928			39,172
Intangible assets, net			244			335
Deferred tax assets			1,470			1,338
Other assets			239			228
Total assets			33,678			78,601
Current liabilities:
Accounts payable			1,549			1,909
Accrued liabilities			2,469			3,003
Member redemption liability			6,640			6,781
Deferred revenue			10,631			9,506
Total current liabilities			21,289			21,199
Member redemption liability			11,079			11,322
Deferred revenue			11			17
Deferred tax liabilities, net			491			2,488
Other liabilities			374			392
Total liabilities			33,244			$ 35,418
Disposal related transaction costs			400
Social Media Business | Discontinued operations, disposed of by sale
DISCONTINUED OPERATIONS
Purchase price in cash | €		€ 16
Amount of cash on the balance sheet | €					€ 6.5
MyPoints
Operating expenses:
Amount of carrying value in excess of fair value			2,900
MyPoints | Discontinued operations, disposed of by sale
DISCONTINUED OPERATIONS
Cash consideration from sale of business	$ 13,000
Operating expenses:
Impairment of goodwill			22,500
Social Media
Operating expenses:
Amount of carrying value in excess of fair value			3,100
Social Media | Discontinued operations, disposed of by sale
Operating expenses:
Impairment of goodwill			$ 15,200

SUBSEQUENT EVENTS (Details)

SUBSEQUENT EVENTS (Details) - Subsequent event - Merger Agreement	May. 04, 2016USD ($)$ / shares
Subsequent Events
Common stock, par value (in dollars per share) | $ / shares	$ 0.0001
Cash conversion amount (per share)	$ 11
Consideration immediately prior to effective time	$ 0