Document and Entity Information
Document and Entity Information | 6 Months Ended |
Jun. 30, 2020 | |
Document and Entity Information [Abstract] | |
Entity Registrant Name | Perion Network Ltd. |
Entity Central Index Key | 0001338940 |
Current Fiscal Year End Date | --12-31 |
Document Type | 6-K |
Amendment Flag | false |
Document Period End Date | Jun. 30, 2020 |
Document Fiscal Period Focus | Q2 |
Document Fiscal Year Focus | 2020 |
Entity File Number | 000-51694 |
Entity Address, Address Line One | 1 Azrieli Center, Building A, 4th Floor |
Entity Address, Address Line Two | 26 HaRokmim Street |
Entity Address, City or Town | Holon |
Entity Address Country | IL |
Entity Address, Postal Zip Code | 5885849 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current Assets: | ||
Cash and cash equivalents | $ 30,986 | $ 38,389 |
Restricted cash | 1,221 | 1,216 |
Short-term bank deposits | 16,872 | 23,234 |
Accounts receivable (net of allowance of $417 and $1,076 at December 31, 2019 and June 30, 2020, respectively) | 35,862 | 49,098 |
Prepaid expenses and other current assets | 3,369 | 3,170 |
Total Current Assets | 88,310 | 115,107 |
Long-Term Assets: | ||
Property and equipment, net | 8,611 | 10,918 |
Operating lease right-of-use assets | 20,725 | 22,429 |
Intangible assets, net | 17,199 | 2,635 |
Goodwill | 149,170 | 125,809 |
Deferred taxes | 5,872 | 6,171 |
Other assets | 582 | 708 |
Total Long-Term Assets | 202,159 | 168,670 |
Total Assets | 290,469 | 283,777 |
Current Liabilities: | ||
Accounts payable | 36,601 | 47,681 |
Accrued expenses and other liabilities | 14,873 | 18,414 |
Short-term operating lease liability | 3,806 | 3,667 |
Short-term loans and current maturities of long-term | 8,333 | 8,333 |
Deferred revenues | 3,938 | 4,188 |
Short-term payment obligation related to acquisitions | 13,946 | 1,025 |
Total Current Liabilities | 81,497 | 83,308 |
Long-Term Liabilities: | ||
Long-term debt, net of current maturities | 4,167 | 8,333 |
Payment obligation related to acquisition | 12,067 | |
Long-term operating lease liability | 18,386 | 20,363 |
Other long-term liabilities | 6,025 | 6,591 |
Total Long-Term Liabilities | 40,645 | 35,287 |
Total Liabilities | 122,142 | 118,595 |
Shareholders' Equity: | ||
Ordinary shares of ILS 0.03 par value - Authorized: 43,333,333 shares; Issued: 26,357,798 and 26,782,158 as of December 31, 2019 and June 30, 2020, respectively; Outstanding: 26,242,459 and 26,666,819 shares as of December 31, 2019 and June 30, 2020, respectively | 218 | 213 |
Additional paid-in capital | 246,888 | 243,211 |
Treasury shares at cost (115,339 shares as of December 31, 2019 and June 30, 2020) | (1,002) | (1,002) |
Accumulated other comprehensive gain | 498 | 130 |
Accumulated deficit | (78,275) | (77,370) |
Total Shareholders' Equity | 168,327 | 165,182 |
Total Liabilities and Shareholders' Equity | $ 290,469 | $ 283,777 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) $ in Thousands | Jun. 30, 2020USD ($)shares | Jun. 30, 2020₪ / shares | Dec. 31, 2019USD ($)shares | Dec. 31, 2019₪ / shares |
Statement of Financial Position [Abstract] | ||||
Accounts receivable, allowance for doubtful accounts | $ | $ 1,076 | $ 417 | ||
Ordinary shares, par value per share | ₪ / shares | ₪ 0.03 | ₪ 0.03 | ||
Ordinary shares, shares authorized | 43,333,333 | 43,333,333 | ||
Ordinary shares, shares issued | 26,782,158 | 26,357,798 | ||
Ordinary shares, shares outstanding | 26,666,819 | 26,242,459 | ||
Treasury shares | 115,339 | 115,339 |
INTERIM CONSOLIDATED STATEMENTS
INTERIM CONSOLIDATED STATEMENTS OF INCOME (LOSS) (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Revenues: | ||
Advertising | $ 42,407 | $ 39,884 |
Search and other | 83,987 | 77,532 |
Total Revenues | 126,394 | 117,416 |
Costs and Expenses: | ||
Cost of revenues | 10,646 | 11,834 |
Customer acquisition costs and media buy | 72,939 | 60,608 |
Research and development | 14,329 | 10,472 |
Selling and marketing | 17,920 | 16,992 |
General and administrative | 7,520 | 6,477 |
Depreciation and amortization | 4,553 | 4,676 |
Total Costs and Expenses | 127,907 | 111,059 |
Income (Loss) from Operations | (1,513) | 6,357 |
Financial expense, net | 733 | 2,314 |
Income (Loss) before Taxes on income | (2,246) | 4,043 |
Tax benefit | 1,341 | 89 |
Net Income (Loss) | $ (905) | $ 4,132 |
Net Earnings (Loss) per Share - Basic and Diluted | $ (0.03) | $ 0.16 |
Weighted average number of shares | ||
Basic | 26,546,844 | 25,889,230 |
Diluted | 26,546,844 | 25,891,306 |
INTERIM CONSOLIDATED STATEMENT
INTERIM CONSOLIDATED STATEMENT OF COMPREHENSIVE INCOME (LOSS) (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net Income (Loss) | $ (905) | $ 4,132 |
Other comprehensive income: | ||
Change in foreign currency translation | (87) | (133) |
Cash Flow Hedge: | ||
Unrealized gain (loss) from cash-flow hedges, net of taxes | 429 | 282 |
Less: reclassification adjustment for net losses (gains) included in net income | 26 | (92) |
Net change | 455 | 190 |
Other comprehensive income: | 368 | 57 |
Comprehensive Income (Loss) | $ (537) | $ 4,189 |
INTERIM STATEMENTS OF CHANGES I
INTERIM STATEMENTS OF CHANGES IN SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Common stock [Member] | Additional paid-in capital [Member] | Accumulated other comprehensive income (loss) [Member] | Accumulated deficit [Member] | Treasury shares [Member] | Total |
Balance at Dec. 31, 2018 | $ 211 | $ 239,693 | $ 142 | $ (90,263) | $ (1,002) | $ 148,781 |
Balance, shares at Dec. 31, 2018 | 25,850,188 | |||||
Stock-based compensation | 2,293 | 2,293 | ||||
Exercise of share options and vesting of restricted stock units | $ 2 | 1,225 | 1,227 | |||
Exercise of share options and vesting of restricted stock units, shares | 392,271 | |||||
Other comprehensive income | (12) | (12) | ||||
Net income (loss) | 12,893 | 12,893 | ||||
Balance at Dec. 31, 2019 | $ 213 | 243,211 | 130 | (77,370) | (1,002) | $ 165,182 |
Balance, shares at Dec. 31, 2019 | 26,242,459 | 26,242,459 | ||||
Stock-based compensation | 1,941 | $ 1,941 | ||||
Exercise of share options and vesting of restricted stock units | $ 5 | 1,736 | 1,741 | |||
Exercise of share options and vesting of restricted stock units, shares | 424,360 | |||||
Other comprehensive income | 368 | 368 | ||||
Net income (loss) | (905) | (905) | ||||
Balance at Jun. 30, 2020 | $ 218 | $ 246,888 | $ 498 | $ (78,275) | $ (1,002) | $ 168,327 |
Balance, shares at Jun. 30, 2020 | 26,666,819 | 26,666,819 |
INTERIM CONSOLIDATED STATEMEN_2
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Cash flows from operating activities: | |||
Net Income (loss) | $ (905) | $ 4,132 | $ 12,893 |
Adjustments required to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 4,553 | 4,676 | |
Stock based compensation expense | 1,941 | 923 | |
Foreign currency translation | (47) | (6) | |
Accrued interest, net | (203) | ||
Deferred taxes, net | (1,952) | (860) | |
Accrued severance pay, net | 33 | (218) | |
Fair value revaluation - convertible debt | 600 | ||
Loss from sale of property and equipment | 84 | ||
Net changes in operating assets and liabilities | |||
Accounts receivable, net | 5,510 | 16,583 | |
Other receivables and prepaid expenses | 44 | 373 | |
Other assets | 125 | 208 | |
Lease right-of-use assets | 1,694 | 1,896 | |
Lease liabilities | (1,827) | (844) | |
Accounts payable | (9,270) | (1,444) | |
Accrued expenses and other liabilities | (285) | (3,511) | |
Deferred revenues | (250) | (262) | |
Payment obligation related to acquisition | 3,199 | 347 | |
Net cash provided by operating activities | 2,647 | 22,390 | |
Cash flows from investing activities: | |||
Purchases of property and equipment | (113) | (341) | |
Short-term deposits, net | 6,362 | (2,000) | |
Cash paid in connection with acquisitions, net of cash acquired | (16,145) | (1,200) | |
Obligation in connection with acquisitions | 2,349 | ||
Net cash used in investing activities | (7,547) | (3,541) | |
Cash flows from financing activities: | |||
Exercise of stock options and restricted share units | 1,741 | 129 | |
Payment made in connection with acquisition | (1,813) | ||
Repayment of convertible debt | (15,850) | ||
Repayment of long-term loans | (4,166) | (4,166) | |
Net cash used in financing activities | (2,425) | (21,700) | |
Effect of exchange rate changes on cash and cash equivalents and restricted cash | (73) | (102) | |
Net decrease in cash and cash equivalents and restricted cash | (7,398) | (2,953) | |
Cash and cash equivalents and restricted cash at beginning of period | 39,605 | 40,803 | 40,803 |
Cash and cash equivalents and restricted cash at end of period | 32,207 | 37,850 | 39,605 |
Reconciliation of cash, cash equivalents, and restricted cash to the consolidated balance sheet | |||
Cash and cash equivalents | 30,986 | 36,144 | 38,389 |
Restricted cash included in Long-term interest-bearing bank deposits | 1,221 | 1,706 | |
Cash and cash equivalents and restricted cash at end of period | 32,207 | 37,850 | $ 39,605 |
Cash paid during the year for: | |||
Income taxes | 613 | 1,834 | |
Interest | 578 | 1,507 | |
Non-cash investing and financing activities: | |||
Creation of operating lease right-of-use assets | 25,537 | ||
Purchase of property and equipment on credit | $ 40 | $ 11 |
GENERAL
GENERAL | 6 Months Ended |
Jun. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL | NOTE 1: GENERAL Perion Network Ltd. ("Perion") and its wholly-owned subsidiaries (collectively referred to as the "Company"), is a global technology company that provides agencies, brands and publishers with innovative solutions that cover the three main pillars of digital advertising. From its data-driven Synchronized Digital Branding platform and high-impact ad formats in the display domain; to its powerful social media platform; to its branded search network, Perion is well-positioned to capitalize on any changes in marketers’ allocation of digital advertising spend. On January 14, 2020, the Company completed the acquisition of Content IQ LLC (see Note 3) and on July 23, 2020, the Company consummated the assets acquisition of Pub Ocean Limited (see Note 14). In March 2020, the World Health Organization categorized the novel coronavirus (“COVID-19”) as a pandemic. The COVID-19 pandemic has rapidly changed market and economic conditions globally, impacting our customers and channel partners, as well as our business, results of operations, financial position and cash flows. We remain focused on protecting the health and wellbeing of our employees and the communities in which we operate, while assuring the continuity of our business operations. As a result of the revenue flexibility provided by our product diversity across the three main pillars of digital advertising, cost saving initiatives and experienced management team, we deftly mitigated near-term pressure on advertising budgets resulting from the COVID-19 pandemic, which enable us to protect operating profits and generate cash flow in 2020 while continuing to build a unique strategic asset in the digital media ecosystem. Management is monitoring and assessing the impact of the COVID-19 pandemic daily, including recommendations and orders issued by government and public health authorities. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2: SIGNIFICANT ACCOUNTING POLICIES a. Interim Financial Statements The accompanying consolidated balance sheet as of June 30, 2020, the consolidated statements of income (loss), the consolidated statements of comprehensive income (loss) and the consolidated statements of cash flows for the six months ended June 30, 2019 and 2020, as well as the statement of changes in shareholders' equity for the six months ended June 30, 2020, are unaudited. These unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the "SEC") regarding interim financial reporting. In the management’s opinion, the unaudited interim consolidated financial statements include all adjustments of a normal recurring nature necessary for the fair presentation of the Company’s financial position as of June 30, 2020, as well as its results of operations and cash flows for the six months ended June 30, 2019 and 2020. The results of operations for the six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020. The accompanying unaudited interim financial statements should be read in conjunction with the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2019, filed with the SEC on March 16, 2020 (the "Annual Report"). b. There have been no changes to the significant accounting policies described in the Annual Report that have had a F - 7 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 2: SIGNIFICANT ACCOUNTING POLICIES (Cont.) c. Use of estimates The preparation of the consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates, judgments and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from those estimates. On an ongoing basis, the Company's management evaluates its estimates, including those related to sales allowances and allowance for doubtful debts, fair value of intangible assets and goodwill, useful lives of intangible assets, fair value of share-based awards, realizability of deferred tax assets, tax uncertainties, and contingent liabilities, among others. Such estimates are based on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of the Company’s assets and liabilities. d. Revenue recognition The Company applies the provisions of Accounting Standards Codification 606, Revenue from Contracts with Customers ("ASC 606" or "Topic 606") The Company adopted the provisions of ASC 606 effective January 1, 2018 using the modified retrospective application method for all uncompleted contracts as of that date. The adoption of ASC 606 did not have a material impact on the Company’s consolidated financial statements. In addition, the adoption of ASC 606 had no impact on the Company's accounts receivable and deferred revenues balance as of December 31, 2018 or on the Company's revenues, cost of sales or its operating expenses during 2018, compared to ASC 605. The Company applies the practical expedient for incremental costs of obtaining contracts when the associated revenues is recognized over less than one year. The Company generates revenues primarily from two major sources: Advertising Revenues Search Revenues F - 8 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 2: SIGNIFICANT ACCOUNTING POLICIES (Cont.) The Company evaluates whether Search and Advertising Revenues should be presented on a gross basis, which is the amount that a customer pays for the service, or on a net basis, which is the amount of the customer payment less amounts the Company pays to publishers. In making that evaluation, the Company considers whether it controls the promised good or service before transferring that good or service to the customer. The Company considers indicators such as whether the Company is the primary obligor in the arrangement and assumes risks and rewards as a principal or an agent, including the credit risk, whether the Company has latitude in establishing prices and selecting its suppliers and whether it changes the products or performs part of the service. The evaluation of these factors is subject to significant judgment and subjectivity. Generally, in cases in which the Company is primarily obligated in a transaction, is subject to risk, involved in the determination of the product (or the service) specifications, separately negotiates each revenue service agreement or publisher agreement and can have several additional indicators, revenue is recorded on a gross basis. Contract balances are presented separately on the consolidated balance sheets as either Accounts receivable or Deferred revenues. The Company does not have contract assets. Accounts receivable includes amounts billed and currently due from customers. Deferred revenues are recorded when payments are received from customers in advance of the Company's rendering of services. e. Recent Adopted Accounting Pronouncements In June 2016 the FASB issued Accounting Standards Update (ASU) No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The FASB subsequently issued amendments to ASU 2016-13, which have the same effective date and transition date of January 1, 2020. This standard requires entities to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings and report credit losses using an expected losses model rather than the incurred losses model that was previously used, and establishes additional disclosures related to credit risks. The Company adopted Topic 326 effective January 1, 2020, based on the composition of the Company’s trade receivables and other financial assets, current economic conditions and historical credit loss activity. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. The interim Consolidated Financial Statements for the six months ended June 30, 2020 are presented under the new standard, while comparative periods presented are not adjusted and continue to be reported in accordance with the Company’s historical accounting policy. F - 9 PERION NETWORK LTD. AND ITS SUBSIDIARIES |
ACQUISITIONS
ACQUISITIONS | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
ACQUISITIONS | NOTE 3: ACQUISITIONS On January 14, 2020, the Company consummated the acquisition of Content IQ LLC, also known as “Content IQ”. Content IQ is a privately held company founded in 2014, based in New York City. Content IQ has created data algorithm and analytics tools that deconstruct content, revenue and distribution to solve current major digital publishing challenges. The total consideration is up to $73,050, which is comprised of $15,000 paid in cash at closing, with an additional maximum amount of $11,000 to be paid as a retention incentive. As part of the total consideration, there is a maximum amount of $47,050 in earn-outs over a period of two years The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date: Fair value Property and equipment, net 4 Technology 12,483 Customer Relationship 4,243 Deferred Taxes (2,253 ) Goodwill 23,361 Net assets acquired $ 37,838 Technology Customer relationships During the six months ended June 30, 2020 (unaudited), the Company recognized acquisition-related costs of $464. As of June 30, 2020 (unaudited), the purchase price allocations for the business combinations yet to be completed and the presented table is still preliminary. F - 10 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 3: ACQUISITIONS (Cont.) The following table represents the pro-forma (unaudited) condensed consolidated statements of operations as if the acquisition completed during the year ended December 31, 2019 and the six months ended June 30, 2020 (unaudited), had been included in the condensed consolidated statements of operations of the Company for the six months ended June 30, 2020 (unaudited) and 2019 (unaudited): Six months ended June 30, 2020 2019 (Unaudited) (Unaudited) Revenues $ 127,399 $ 132,483 Net Income (Loss) $ (1,385 ) $ 409 The pro-forma results have been calculated after applying the Company’s accounting policies and adjusting the results of all acquisitions to reflect the additional payroll related expenses, revaluation of the earnout liability and depreciation and amortization that would have been charged assuming the fair value adjustments to property, plant and equipment and intangible assets had been applied since the acquisitions date, together with the consequential tax effects. The pro-forma results are based on estimates and assumptions, which the Company believes are reasonable. The pro-forma results are not the results that would have been realized had the acquisitions actually occurred on January 1, 2019 and 2020, and are not necessarily indicative of the Company’s condensed consolidated statements of operations in future periods. |
FAIR VALUE OF FINANCIAL INSTRUM
FAIR VALUE OF FINANCIAL INSTRUMENTS | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Of Financial Instruments | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 4: FAIR VALUE OF FINANCIAL INSTRUMENTS The carrying amounts of financial instruments carried at cost, including cash and cash equivalents, short-term deposits, restricted cash, accounts receivable, prepaid expenses and other assets, accounts payable, accrued expenses and other liabilities approximate their fair value due to the short-term maturities of such instruments. The following table present assets and liabilities measured at fair value on a recurring basis as of June 30, 2020: June 30, 2020 Fair value measurements using input type Level 1 Level 2 Level 3 Total Assets: Derivative assets $ - $ 530 $ - $ 530 Total financial assets $ - $ 530 $ - $ 530 Liabilities: Derivative liabilities - 2 - 2 Total financial liabilities $ - $ 2 $ - $ 2 The following table present assets and liabilities measured at fair value on a recurring basis as of December 31, 2019: December 31, 2019 Fair value measurements using input type Level 1 Level 2 Level 3 Total Assets: Derivative assets $ - $ 73 $ - $ 73 Total financial assets $ - $ 73 $ - $ 73 |
GOODWILL AND INTANGIBLE ASSETS,
GOODWILL AND INTANGIBLE ASSETS, NET | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND INTANGIBLE ASSETS, NET | NOTE 5: GOODWILL AND INTANGIBLE ASSETS, NET a. Goodwill The changes in the net carrying amount of goodwill in 2019 and six months ended June 30, 2020 were as follows: Balance as of January 1, 2019 $ 125,051 Acquisition of Captain Growth $ 758 Balance as of December 31, 2019 $ 125,809 Acquisition of Content IQ $ 23,361 Balance as of June 30, 2020 $ 149,170 Goodwill has been recorded as a result of prior acquisitions and represents excess of the consideration over the net fair value of the assets of the businesses acquired. As of June 30, 2020, the Company had two reporting units – Search and Advertising. The Company performs tests for impairment of goodwill at the reporting unit level at least annually, or more frequently if events or changes in circumstances occur that would more likely than not reduce the fair value of a reporting unit below its carrying value. As of 30 June 2020, the Company determined that there were no indicators of potential impairment with regards to its reporting units which required interim goodwill impairment analysis. F - 13 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 5: GOODWILL AND INTANGIBLE ASSETS, NET (Cont.) b. Intangible assets, net The following is a summary of intangible assets as of June 30, 2020: December 31, 2019 Additions Amortization OCI June 30, 2020 Acquired technology $ 31,159 $ 12,483 $ - $ 25 $ 43,667 Accumulated amortization (21,810 ) - (1,320 ) (30 ) (23,160 ) Impairment (8,749 ) - - - (8,749 ) Acquired technology, net 600 12,483 ( 1,320 ) ( 5 ) 11,758 Customer relationships 31,911 4,243 - 9 36,163 Accumulated amortization (20,727 ) - (659 ) (8 ) (21,394 ) Impairment (10,426 ) - - - (10,426 ) Customer relationships, net 758 4,243 ( 659 ) 1 4,343 Tradename and other 18,284 - - 38 18,322 Accumulated amortization (11,897 ) - (180 ) (37 ) (12,114 ) Impairment (5,110 ) - - - (5,110 ) Tradename and other, net 1,277 - ( 180 ) 1 1,098 Intangible assets, net $ 2,635 $ 16,726 $ ( 2,159 ) $ ( 3 ) $ 17,199 The following is a summary of intangible assets as of December 31, 2019: December 31, 2018 Additions Amortization OCI December 31, 2019 Acquired technology $ 30,807 $ 442 $ - $ ( 90 ) $ 31,159 Accumulated amortization (21,242 ) - (649 ) 81 (21,810 ) Impairment (8,749 ) - - - (8,749 ) Acquired technology, net 816 442 ( 649 ) ( 9 ) 600 Customer relationships 31,940 - - ( 29 ) 31,911 Accumulated amortization (19,825 ) - (928 ) 26 (20,727 ) Impairment (10,426 ) - - - (10,426 ) Customer relationships, net 1,689 - ( 928 ) ( 3 ) 758 Tradename and other 18,415 - - ( 131 ) 18,284 Accumulated amortization (9,314 ) - (2,679 ) 96 (11,897 ) Impairment (5,110 ) - - - (5,110 ) Tradename and other, net 3,991 - ( 2,679 ) ( 35 ) 1,277 Intangible assets, net $ 6,496 $ 442 $ ( 4,256 ) $ ( 47 ) $ 2,635 |
DERIVATIVES AND HEDGING ACTIVIT
DERIVATIVES AND HEDGING ACTIVITES | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVES AND HEDGING ACTIVITES | NOTE 6: DERIVATIVES AND HEDGING ACTIVITES The Company follows the requirements of ASC No. 815, ”Derivatives and Hedging” (“ASC 815”), which requires companies to recognize all of their derivative instruments as either assets or liabilities on the balance sheet at fair value. The accounting for changes in fair value (i.e. gains or losses) of a derivative instrument depends on whether it has been designated and qualifies as part of a hedging transaction and further, on the type of hedging transaction. For those derivative instruments that are designated and qualify as hedging instruments, a company must designate the hedging instrument, based upon the exposure being hedged, as a fair value hedge, a cash flow hedge, or a hedge of a net investment in a foreign operation. To protect against the increase in value of forecasted foreign currency cash flow resulting mainly from salaries and related benefits and taxes paid in ILS during the year, the Company hedges portions of its anticipated payroll denominated in ILS for a period of one to twelve months with forward and options contracts (the “Hedging Contracts”). Accordingly, when the USD strengthens against the ILS, the decline in present value of future ILS currency expenses is offset by losses in the fair value of the Hedging Contracts. Conversely, when the USD weakens, the increase in the present value of future ILS expenses is offset by gains in the fair value of the Hedging Contracts. These Hedging Contracts are designated as cash flow hedges. For derivative instruments that are designated and qualify as a cash flow hedge (i.e. hedging the exposure to variability in expected future cash flows that is attributable to a particular risk), the effective portion of the gain or loss on the derivative instrument is reported as a component of other comprehensive income (loss) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Any gain or loss on a derivative instrument in excess of the cumulative change in the present value of future cash flows of the hedged item is recognized in current earnings during the period of change. As of June 30, 2020, and December 31, 2019, the notional value of the Company’s derivative instruments was $8,731 and $3,918, respectively. F - 15 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 6: DERIVATIVES AND HEDGING ACTIVITES (Cont.) The fair value of the Company’s outstanding derivative instruments is as follows: June 30, December 31, Balance sheet 2020 2019 Derivatives designated as hedging instruments: Foreign exchange forward contracts and other derivatives ''Prepaid expenses and other current assets'' $ 530 $ 73 ''Accrued expenses and other liabilities'' 2 - ''Accumulated other comprehensive income (loss)'' 521 67 The net gains (losses) reclassified from accumulated other comprehensive loss to the operating expenses are as follows: Gain recognized in Statements of Comprehensive Income Gain (loss) recognized in consolidated statements of Income Six months ended June 30, Statement of Income item Six months ended June 30, 2020 2020 2019 Derivatives designated as hedging instruments: Foreign exchange options and forward contracts $ 455 "Operating expenses" $ (26 ) $ 92 Derivatives not designated as hedging instruments: Foreign exchange options and forward contracts - "Financial expenses" (100 ) 196 SWAP - "Financial expenses" - 380 Total $ 455 $ ( 126 ) $ 668 |
SHORT-TERM AND LONG-TERM DEBT
SHORT-TERM AND LONG-TERM DEBT | 6 Months Ended |
Jun. 30, 2020 | |
Debt Disclosure [Abstract] | |
SHORT-TERM AND LONG-TERM DEBT | NOTE 7: SHORT-TERM AND LONG-TERM DEBT On December 17, 2018, ClientConnect Ltd., a former Israeli subsidiary of Perion, which merged into Perion on June 30, 2020, executed a new loan facility, in the amount of $25,000. Proceeds of the loan facility were applied to refinancing of the existing debt as well as the debt of Undertone, a US subsidiary of Perion. ClientConnect's obligations under the facility were assumed by Perion in the context of the merger. Principal on the loan is payable in twelve equal quarterly instalments beginning March 2019 and maturing on December 31, 2021. The interest on the loan is at the rate of three-month LIBOR plus 5.7% per annum, payable quarterly. The credit facility is secured by liens on the assets of Perion and Undertone and is guaranteed by Undertone. The guarantee by Undertone is limited to $33,000. Financial covenants for the loan facility are tested at the level of Perion on a consolidated basis. As of June 30, 2020, the Company meets all of its covenants. As of June 30, 2020, the aggregate principal annual maturities are as follows: Repayment amount Reminder of 2020 4,167 2021 8,333 Present value of principal payments 12,500 Less: current portion (8,333 ) Long-term debt $ 4,167 |
COMMITMENTS AND CONTINGENT LIAB
COMMITMENTS AND CONTINGENT LIABILITIES | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENT LIABILITIES | NOTE 8: COMMITMENTS AND CONTINGENT LIABILITIES a. Contingent purchase obligation On November 30, 2012, the Company completed the acquisition of 100% of Sweet IM’s shares. Pursuant to the terms of the Share Purchase Agreement (“SPA”) between the Company and SweetIM, the Company was obligated to pay SweetIM's shareholders, among other payments, a payment of up to $7,500 in cash in May 2014 if certain milestones were met (the “Contingent Payment”). The milestones were based on the Company's GAAP revenues in 2013, and the absence of certain changes in the industry in which the Company operates. On May 28, 2014, the Company paid $2,500 in respect of the Contingent Payment. Following such payment, on June 22, 2014, SweetIM’s Shareholders’ representative notified the Company claiming that the Company owes SweetIM’s shareholders the entire Contingent Payment. In April 2015, pursuant to the SPA, an arbitration process with respect to this claim has commenced in Israel. Based on the August 2018 ruling of the arbitrator, the remaining balance of the Contingent Payment shall be paid to SweetIM's shareholders in 3 equal installments, the last of which was paid during January 2019. F - 17 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 8: COMMITMENTS AND CONTINGENT LIABILITIES (Cont.) b. Legal Matters On December 22, 2015, Adtile Technologies Inc. filed a lawsuit against the Company and Intercept Interactive Inc. (“Intercept”), a subsidiary of Interactive Holding Corp., in the United States District Court for the District of Delaware. The lawsuit alleges various causes of action against Perion and Undertone related to Undertone’s alleged unauthorized use and misappropriation of Adtile’s proprietary information and trade secrets. Adtile is seeking injunctive relief and, unspecified monetary damages. On June 23, 2016, the court denied Adtile’s motion for a preliminary injunction. On June 24, 2016, the court (i) granted the Company’s motion to dismiss, and (ii) granted Intercept’s motion to stay the action and compel arbitration. In November 2017, the court dismissed the case for administrative reasons, since Adtile had not commenced arbitration proceedings. The Company is still unable to predict the outcome or range of possible loss as of the date of these financial statements, since to date Adtile had not commenced arbitration procedures. Regardless, the Company believes it has strong defenses against this lawsuit and intends to defend against it vigorously. In addition, from time to time, the Company is party to other various legal proceedings, claims and litigation that arise in the ordinary course of business. It is the opinion of management that the ultimate outcome of these matters will not have a material adverse effect on the Company's financial position, results of operations or cash flows. |
SHAREHOLDERS' EQUITY
SHAREHOLDERS' EQUITY | 6 Months Ended |
Jun. 30, 2020 | |
Stockholders' Equity Note [Abstract] | |
SHAREHOLDERS' EQUITY | NOTE 9: SHAREHOLDERS' EQUITY a. Ordinary shares The ordinary shares of the Company entitle their holders to voting rights, the right to receive cash dividend and the right to a share in excess assets upon liquidation of the Company. On August 2, 2018 the Company's Shareholders' approved a 3:1 “Reverse Share Split” of its Ordinary shares, which became effective on August 26, 2018. The accompanying consolidated financial statements and notes give retroactive effect to the reverse share split for all periods presented. All fractional shares created by the Reverse Share Split have been rounded down to the nearest whole share. b. Share Options, Restricted Share Units and Warrants In 2003, the Company's Board of Directors approved the 2003 Equity Incentive Plan (the "Plan") for an initial term of ten years from adoption and on December 9, 2012, extended the term of the Plan for an additional ten years. On August 7, 2013, the Company’s Board of Directors approved amendments to the Plan which include the ability to grant RSUs and restricted shares. F - 18 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 9: SHAREHOLDERS' EQUITY (Cont.) The contractual term of the share options is between five one As of June 30, 2020, there were 308,053 ordinary shares reserved for future share-based awards under the Plan. The following table summarizes the activities for the Company’s service-based share options for the six months ended June 30, 2020: Weighted average Number of options Exercise price Remaining contractual term (in years) Aggregate intrinsic value Outstanding at January 1, 2020 4,091,127 $ 3.79 4.70 $ 10,226 Granted 1,156,331 3.11 - - Exercised (424,360 ) 4.00 - 1,675 Cancelled (221,736 ) 4.27 - - Outstanding at June 30, 2020 4,601,362 $ 3.58 13.59 $ 8,699 Exercisable at June 30, 2020 1,839,962 $ 3.60 3.66 $ 3,310 Vested and expected to vest at June 30, 2020 3,777,117 $ 3.82 10.83 $ 6,579 The following table summarizes the activities for the Company’s performance-based stock options for the six months ended June 30, 2020: Weighted average Number of options Exercise price Remaining contractual term (in years) Aggregate intrinsic value Outstanding at January 1, 2020 66,666 $ 3.24 4.95 $ 199 Granted 351,472 * ) - - Cancelled (4,463 ) * ) - - Outstanding at June 30, 2020 413,675 $ 0.52 65.21 $ 1,948 Exercisable at June 30, 2020 66,666 $ 3.24 4.45 $ 133 Vested and expected to vest at June 30, 2020 219,605 $ 0.98 56.78 $ 933 *) Represents an amount less than $1 F - 19 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 9: SHAREHOLDERS' EQUITY (Cont.) The performance based options’ vesting is contingent upon achieving specific financial targets of the Company, set at the grant date. In 2015, in connection with the Undertone acquisition, the Company granted warrants to purchase 66,666 ordinary shares, at a weighted average exercise price of $9.09 to a third-party vendor that provides development services to Undertone. As of June 30, 2020, all warrants are outstanding. The warrants are exercisable until December 27, 2020. |
INCOME TAXES
INCOME TAXES | 6 Months Ended |
Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 10: INCOME TAXES The Company had a tax benefit of $1,341 and $89 for the six months ended June 30, 2020 and 2019, respectively. The variations in the tax benefit between the periods are significantly impacted by an internal restructuring of group entities, completed during Q2 2020, which enabled the company to more efficiently utilize its tax attributes. The remainder of the change is due to a different mix of taxable income and loss between the different jurisdictions. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | NOTE 11: EARNINGS PER SHARE The table below presents the computation of basic and diluted net earnings per common share: Six months ended June 30, 2020 2019 Numerator: Net Income (Loss) attributable to ordinary shares – basic and Diluted $ (905 ) $ 4,132 Denominator: Number of ordinary shares outstanding during the year 26,564,844 25,889,230 Weighted average effect of dilutive securities: Employee options and restricted share units - 2,076 Diluted number of ordinary shares outstanding 26,564,844 25,891,306 Basic and Diluted net earnings (loss) per ordinary share $ (0.03 ) $ 0.16 Ordinary shares equivalents excluded because their effect would have been anti-dilutive 5,084,480 4,022,622 |
MAJOR CUSTOMER
MAJOR CUSTOMER | 6 Months Ended |
Jun. 30, 2020 | |
Risks and Uncertainties [Abstract] | |
MAJOR CUSTOMER | NOTE 12: MAJOR CUSTOMER A substantial portion of the Company’s revenue is derived from search fees and online advertising, the market for which is highly competitive and rapidly changing. Significant changes in this industry or in customer buying behavior would adversely affect the Company’s operating results. The following table sets forth the customers that represent 10% or more of the Company’s total revenues in each of the periods presented below: Six months ended June 30, 2020 2019 Customer A 63 % 62 % |
GEOGRAPHIC INFORMATION
GEOGRAPHIC INFORMATION | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
GEOGRAPHIC INFORMATION | NOTE 13: GEOGRAPHIC INFORMATION The following table presents the total revenues for six months ended June 30, 2020 and 2019, allocated to the geographic areas in which they were generated: Six months ended June 30, 2020 2019 North America (mainly U.S.) $ 91,749 $ 89,896 Europe 30,475 24,373 Other 4,170 3,147 $ 126,394 $ 117,416 The following table presents the locations of the Company’s property and equipment as of June 30, 2020 and December 31, 2019: June 30, December 31, 2020 2019 Israel $ 6,165 $ 7,873 U.S. 1,931 2,545 Europe 515 500 $ 8,611 $ 10,918 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 6 Months Ended |
Jun. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 14: SUBSEQUENT EVENTS 1. On July 22, 2020, the Company consummated the assets acquisition ("the Assets Acquisition") of Pub Ocean The acquisition is for an aggregate cash consideration of up to $22,000, of which $4,000 was paid in cash upon signing, $17,000 as earn-out tied to financial targets over a two-year 2. In connection with the Assets Acquisition, the Company amended the Content IQ Membership Interest Purchase Under the terms of the amended MIPA, it was agreed with the sellers of Content IQ (“the Sellers”), that (i) revenues and EBITDA of Pub Ocean will be attributed towards Sellers’ revenue and EBITDA targets under the MIPA with Perion; and (ii) Sellers will bear 40% of the cost of milestone payments that are ultimately payable to Pub Ocean under the Asset Acquisition agreement, which will be paid solely by deductions from their own earn-out payments and certain escrowed amounts. 3. On August 11, 2020, the Company withdrawn an amount of $ |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Accounting Policies [Abstract] | |
Interim Financial Statements | a. Interim Financial Statements The accompanying consolidated balance sheet as of June 30, 2020, the consolidated statements of income (loss), the consolidated statements of comprehensive income (loss) and the consolidated statements of cash flows for the six months ended June 30, 2019 and 2020, as well as the statement of changes in shareholders' equity for the six months ended June 30, 2020, are unaudited. These unaudited interim consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”) and applicable rules and regulations of the Securities and Exchange Commission (the "SEC") regarding interim financial reporting. In the management’s opinion, the unaudited interim consolidated financial statements include all adjustments of a normal recurring nature necessary for the fair presentation of the Company’s financial position as of June 30, 2020, as well as its results of operations and cash flows for the six months ended June 30, 2019 and 2020. The results of operations for the six months ended June 30, 2020 are not necessarily indicative of the results to be expected for the year ending December 31, 2020. The accompanying unaudited interim financial statements should be read in conjunction with the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2019, filed with the SEC on March 16, 2020 (the "Annual Report"). b. There have been no changes to the significant accounting policies described in the Annual Report that have had a |
Use of estimates | F - 7 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 2: SIGNIFICANT ACCOUNTING POLICIES (Cont.) c. Use of estimates The preparation of the consolidated financial statements in conformity with U.S. Generally Accepted Accounting Principles (“GAAP”) requires management to make estimates, judgments and assumptions that affect the amounts reported and disclosed in the financial statements and the accompanying notes. Actual results could differ materially from those estimates. On an ongoing basis, the Company's management evaluates its estimates, including those related to sales allowances and allowance for doubtful debts, fair value of intangible assets and goodwill, useful lives of intangible assets, fair value of share-based awards, realizability of deferred tax assets, tax uncertainties, and contingent liabilities, among others. Such estimates are based on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of the Company’s assets and liabilities. |
Revenue recognition | d. Revenue recognition The Company applies the provisions of Accounting Standards Codification 606, Revenue from Contracts with Customers ("ASC 606" or "Topic 606") The Company adopted the provisions of ASC 606 effective January 1, 2018 using the modified retrospective application method for all uncompleted contracts as of that date. The adoption of ASC 606 did not have a material impact on the Company’s consolidated financial statements. In addition, the adoption of ASC 606 had no impact on the Company's accounts receivable and deferred revenues balance as of December 31, 2018 or on the Company's revenues, cost of sales or its operating expenses during 2018, compared to ASC 605. The Company applies the practical expedient for incremental costs of obtaining contracts when the associated revenues is recognized over less than one year. The Company generates revenues primarily from two major sources: Advertising Revenues Search Revenues F - 8 PERION NETWORK LTD. AND ITS SUBSIDIARIES NOTES TO THE INTERIM CONSOLIDATED FINANCIAL STATEMENTS U.S. dollars in thousands (except share and per share data) NOTE 2: SIGNIFICANT ACCOUNTING POLICIES (Cont.) The Company evaluates whether Search and Advertising Revenues should be presented on a gross basis, which is the amount that a customer pays for the service, or on a net basis, which is the amount of the customer payment less amounts the Company pays to publishers. In making that evaluation, the Company considers whether it controls the promised good or service before transferring that good or service to the customer. The Company considers indicators such as whether the Company is the primary obligor in the arrangement and assumes risks and rewards as a principal or an agent, including the credit risk, whether the Company has latitude in establishing prices and selecting its suppliers and whether it changes the products or performs part of the service. The evaluation of these factors is subject to significant judgment and subjectivity. Generally, in cases in which the Company is primarily obligated in a transaction, is subject to risk, involved in the determination of the product (or the service) specifications, separately negotiates each revenue service agreement or publisher agreement and can have several additional indicators, revenue is recorded on a gross basis. Contract balances are presented separately on the consolidated balance sheets as either Accounts receivable or Deferred revenues. The Company does not have contract assets. Accounts receivable includes amounts billed and currently due from customers. Deferred revenues are recorded when payments are received from customers in advance of the Company's rendering of services. |
Recent Adopted Accounting Pronouncements | e. Recent Adopted Accounting Pronouncements In June 2016 the FASB issued Accounting Standards Update (ASU) No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. The FASB subsequently issued amendments to ASU 2016-13, which have the same effective date and transition date of January 1, 2020. This standard requires entities to estimate an expected lifetime credit loss on financial assets ranging from short-term trade accounts receivable to long-term financings and report credit losses using an expected losses model rather than the incurred losses model that was previously used, and establishes additional disclosures related to credit risks. The Company adopted Topic 326 effective January 1, 2020, based on the composition of the Company’s trade receivables and other financial assets, current economic conditions and historical credit loss activity. The adoption of this standard did not have a material impact on the Company’s condensed consolidated financial statements. The interim Consolidated Financial Statements for the six months ended June 30, 2020 are presented under the new standard, while comparative periods presented are not adjusted and continue to be reported in accordance with the Company’s historical accounting policy. |
ACQUISITIONS (Tables)
ACQUISITIONS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of Assets Acquired and Liabilities Assumed | The following table summarizes the estimated fair values of the assets acquired and liabilities assumed at the acquisition date: Fair value Property and equipment, net 4 Technology 12,483 Customer Relationship 4,243 Deferred Taxes (2,253 ) Goodwill 23,361 Net assets acquired $ 37,838 |
Schedule of pro forma information | The following table represents the pro-forma (unaudited) condensed consolidated statements of operations as if the acquisition completed during the year ended December 31, 2019 and the six months ended June 30, 2020 (unaudited), had been included in the condensed consolidated statements of operations of the Company for the six months ended June 30, 2020 (unaudited) and 2019 (unaudited): Six months ended June 30, 2020 2019 (Unaudited) (Unaudited) Revenues $ 127,399 $ 132,483 Net Income (Loss) $ (1,385 ) $ 409 |
FAIR VALUE OF FINANCIAL INSTR_2
FAIR VALUE OF FINANCIAL INSTRUMENTS (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Fair Value Of Financial Instruments Tables Abstract | |
Schedule of Fair Value Measurements | The following table present assets and liabilities measured at fair value on a recurring basis as of June 30, 2020: June 30, 2020 Fair value measurements using input type Level 1 Level 2 Level 3 Total Assets: Derivative assets $ - $ 530 $ - $ 530 Total financial assets $ - $ 530 $ - $ 530 Liabilities: Derivative liabilities - 2 - 2 Total financial liabilities $ - $ 2 $ - $ 2 The following table present assets and liabilities measured at fair value on a recurring basis as of December 31, 2019: December 31, 2019 Fair value measurements using input type Level 1 Level 2 Level 3 Total Assets: Derivative assets $ - $ 73 $ - $ 73 Total financial assets $ - $ 73 $ - $ 73 |
GOODWILL AND INTANGIBLE ASSET_2
GOODWILL AND INTANGIBLE ASSETS, NET (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Goodwill | The changes in the net carrying amount of goodwill in 2019 and six months ended June 30, 2020 were as follows: Balance as of January 1, 2019 $ 125,051 Acquisition of Captain Growth $ 758 Balance as of December 31, 2019 $ 125,809 Acquisition of Content IQ $ 23,361 Balance as of June 30, 2020 $ 149,170 |
Schedule of Other Intangible Assets | The following is a summary of intangible assets as of June 30, 2020: December 31, 2019 Additions Amortization OCI June 30, 2020 Acquired technology $ 31,159 $ 12,483 $ - $ 25 $ 43,667 Accumulated amortization (21,810 ) - (1,320 ) (30 ) (23,160 ) Impairment (8,749 ) - - - (8,749 ) Acquired technology, net 600 12,483 ( 1,320 ) ( 5 ) 11,758 Customer relationships 31,911 4,243 - 9 36,163 Accumulated amortization (20,727 ) - (659 ) (8 ) (21,394 ) Impairment (10,426 ) - - - (10,426 ) Customer relationships, net 758 4,243 ( 659 ) 1 4,343 Tradename and other 18,284 - - 38 18,322 Accumulated amortization (11,897 ) - (180 ) (37 ) (12,114 ) Impairment (5,110 ) - - - (5,110 ) Tradename and other, net 1,277 - ( 180 ) 1 1,098 Intangible assets, net $ 2,635 $ 16,726 $ ( 2,159 ) $ ( 3 ) $ 17,199 The following is a summary of intangible assets as of December 31, 2019: December 31, 2018 Additions Amortization OCI December 31, 2019 Acquired technology $ 30,807 $ 442 $ - $ ( 90 ) $ 31,159 Accumulated amortization (21,242 ) - (649 ) 81 (21,810 ) Impairment (8,749 ) - - - (8,749 ) Acquired technology, net 816 442 ( 649 ) ( 9 ) 600 Customer relationships 31,940 - - ( 29 ) 31,911 Accumulated amortization (19,825 ) - (928 ) 26 (20,727 ) Impairment (10,426 ) - - - (10,426 ) Customer relationships, net 1,689 - ( 928 ) ( 3 ) 758 Tradename and other 18,415 - - ( 131 ) 18,284 Accumulated amortization (9,314 ) - (2,679 ) 96 (11,897 ) Impairment (5,110 ) - - - (5,110 ) Tradename and other, net 3,991 - ( 2,679 ) ( 35 ) 1,277 Intangible assets, net $ 6,496 $ 442 $ ( 4,256 ) $ ( 47 ) $ 2,635 |
DERIVATIVES AND HEDGING ACTIV_2
DERIVATIVES AND HEDGING ACTIVITES (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of Derivative Instruments | The fair value of the Company’s outstanding derivative instruments is as follows: June 30, December 31, Balance sheet 2020 2019 Derivatives designated as hedging instruments: Foreign exchange forward contracts and other derivatives ''Prepaid expenses and other current assets'' $ 530 $ 73 ''Accrued expenses and other liabilities'' 2 - ''Accumulated other comprehensive income (loss)'' 521 67 |
Schedule of Net (Gains) Losses Reclassified | The net gains (losses) reclassified from accumulated other comprehensive loss to the operating expenses are as follows: Gain recognized in Statements of Comprehensive Income Gain (loss) recognized in consolidated statements of Income Six months ended June 30, Statement of Income item Six months ended June 30, 2020 2020 2019 Derivatives designated as hedging instruments: Foreign exchange options and forward contracts $ 455 "Operating expenses" $ (26 ) $ 92 Derivatives not designated as hedging instruments: Foreign exchange options and forward contracts - "Financial expenses" (100 ) 196 SWAP - "Financial expenses" - 380 Total $ 455 $ ( 126 ) $ 668 |
SHORT-TERM AND LONG-TERM DEBT (
SHORT-TERM AND LONG-TERM DEBT (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Notes Payable to Banks [Member] | |
Debt Instrument Line Items | |
Schedule of aggregate principal annual payments of the bonds | As of June 30, 2020, the aggregate principal annual maturities are as follows: Repayment amount Reminder of 2020 4,167 2021 8,333 Present value of principal payments 12,500 Less: current portion (8,333 ) Long-term debt $ 4,167 |
SHAREHOLDERS' EQUITY (Tables)
SHAREHOLDERS' EQUITY (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Schedule of Stock Option Activity | The following table summarizes the activities for the Company’s service-based share options for the six months ended June 30, 2020: Weighted average Number of options Exercise price Remaining contractual term (in years) Aggregate intrinsic value Outstanding at January 1, 2020 4,091,127 $ 3.79 4.70 $ 10,226 Granted 1,156,331 3.11 - - Exercised (424,360 ) 4.00 - 1,675 Cancelled (221,736 ) 4.27 - - Outstanding at June 30, 2020 4,601,362 $ 3.58 13.59 $ 8,699 Exercisable at June 30, 2020 1,839,962 $ 3.60 3.66 $ 3,310 Vested and expected to vest at June 30, 2020 3,777,117 $ 3.82 10.83 $ 6,579 |
Service Based Stock Options [Member] | |
Schedule of Stock Option Activity | The following table summarizes the activities for the Company’s performance-based stock options for the six months ended June 30, 2020: Weighted average Number of options Exercise price Remaining contractual term (in years) Aggregate intrinsic value Outstanding at January 1, 2020 66,666 $ 3.24 4.95 $ 199 Granted 351,472 * ) - - Cancelled (4,463 ) * ) - - Outstanding at June 30, 2020 413,675 $ 0.52 65.21 $ 1,948 Exercisable at June 30, 2020 66,666 $ 3.24 4.45 $ 133 Vested and expected to vest at June 30, 2020 219,605 $ 0.98 56.78 $ 933 *) Represents an amount less than $1 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings per Share | The table below presents the computation of basic and diluted net earnings per common share: Six months ended June 30, 2020 2019 Numerator: Net Income (Loss) attributable to ordinary shares – basic and Diluted $ (905 ) $ 4,132 Denominator: Number of ordinary shares outstanding during the year 26,564,844 25,889,230 Weighted average effect of dilutive securities: Employee options and restricted share units - 2,076 Diluted number of ordinary shares outstanding 26,564,844 25,891,306 Basic and Diluted net earnings (loss) per ordinary share $ (0.03 ) $ 0.16 Ordinary shares equivalents excluded because their effect would have been anti-dilutive 5,084,480 4,022,622 |
MAJOR CUSTOMER (Tables)
MAJOR CUSTOMER (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Risks and Uncertainties [Abstract] | |
Schedule of Revenues by Major Customer | The following table sets forth the customers that represent 10% or more of the Company’s total revenues in each of the periods presented below: Six months ended June 30, 2020 2019 Customer A 63 % 62 % |
GEOGRAPHIC INFORMATION (Tables)
GEOGRAPHIC INFORMATION (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of Revenue by Geographic Area | The following table presents the total revenues for six months ended June 30, 2020 and 2019, allocated to the geographic areas in which they were generated: Six months ended June 30, 2020 2019 North America (mainly U.S.) $ 91,749 $ 89,896 Europe 30,475 24,373 Other 4,170 3,147 $ 126,394 $ 117,416 |
Schedule of Property and Equipment by Geographic Area | The following table presents the locations of the Company’s property and equipment as of June 30, 2020 and December 31, 2019: June 30, December 31, 2020 2019 Israel $ 6,165 $ 7,873 U.S. 1,931 2,545 Europe 515 500 $ 8,611 $ 10,918 |
ACQUISITIONS (Narrative) (Detai
ACQUISITIONS (Narrative) (Details) - USD ($) $ in Thousands | Jan. 14, 2020 | Jun. 30, 2020 |
Business Acquisition [Line Items] | ||
Acquisition related costs | $ 464 | |
Content IQ LLC [Member] | ||
Business Acquisition [Line Items] | ||
Total consideration | $ 73,050 | |
Cash paid | 15,000 | |
Amount paid as retention incentive | 11,000 | |
Earn-outs amount | $ 47,050 | |
Earn out period | 2 years |
ACQUISITIONS (Schedule of Asset
ACQUISITIONS (Schedule of Assets Acquired and Liabilities Assumed) (Details) - USD ($) $ in Thousands | Jan. 14, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2018 |
Goodwill | $ 149,170 | $ 125,809 | $ 125,051 | |
Content IQ LLC [Member] | ||||
Property and equipment, net | $ 4 | |||
Deferred Taxes | (2,253) | |||
Goodwill | 23,361 | |||
Net assets acquired | 37,838 | |||
Content IQ LLC [Member] | Acquired technology [Member] | ||||
Intangible assets | $ 12,483 | |||
Weighted Avarage Useful Life | 5 years | |||
Content IQ LLC [Member] | Customer Relationships [Member] | ||||
Intangible assets | $ 4,243 | |||
Weighted Avarage Useful Life | 7 years |
ACQUISITIONS (Schedule of pro f
ACQUISITIONS (Schedule of pro forma information) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Business Combinations [Abstract] | ||
Revenues | $ 127,399 | $ 132,483 |
Net Income (Loss) | $ (1,385) | $ 409 |
FAIR VALUE OF FINANCIAL INSTR_3
FAIR VALUE OF FINANCIAL INSTRUMENTS (Schedule of Fair Value Measurements) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Assets: | ||
Derivative assets | $ 530 | $ 73 |
Total financial assets | 530 | 73 |
Liabilities: | ||
Derivative liabilities | 2 | |
Total financial liabilities | 2 | |
Fair Value, Inputs, Level 1 [Member] | ||
Assets: | ||
Derivative assets | ||
Total financial assets | ||
Liabilities: | ||
Derivative liabilities | ||
Total financial liabilities | ||
Fair Value, Inputs, Level 2 [Member] | ||
Assets: | ||
Derivative assets | 530 | 73 |
Total financial assets | 530 | 73 |
Liabilities: | ||
Derivative liabilities | 2 | |
Total financial liabilities | 2 | |
Fair Value, Inputs, Level 3 [Member] | ||
Assets: | ||
Derivative assets | ||
Total financial assets | ||
Liabilities: | ||
Derivative liabilities | ||
Total financial liabilities |
GOODWILL AND INTANGIBLE ASSET_3
GOODWILL AND INTANGIBLE ASSETS, NET (Schedule of Changes in Goodwill) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Balance at beginning of period | $ 125,809 | $ 125,051 |
Acquisition | 23,361 | 758 |
Balance at end of period | $ 149,170 | $ 125,809 |
GOODWILL AND INTANGIBLE ASSET_4
GOODWILL AND INTANGIBLE ASSETS, NET (Schedule of Intangible assets, net) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Intangible assets, Net | ||
Balance at beginning of period | $ 2,635 | $ 6,496 |
Additions | 16,726 | 442 |
Amortization | (2,159) | (4,256) |
OCI | (3) | (47) |
Balance at end of period | 17,199 | 2,635 |
Acquired technology [Member] | ||
Intangible assets, Gross | ||
Balance at beginning of period | 31,159 | 30,807 |
Additions | 12,483 | 442 |
Amortization | ||
OCI | 25 | (90) |
Balance at end of period | 43,667 | 31,159 |
Accumulated amortization | ||
Balance at beginning of period | (21,810) | (21,242) |
Additions | ||
Amortization | (1,320) | (649) |
OCI | (30) | 81 |
Balance at end of period | (23,160) | (21,810) |
Impairment | ||
Balance at beginning of period | (8,749) | (8,749) |
Additions | ||
Amortization | ||
OCI | ||
Balance at end of period | (8,749) | (8,749) |
Intangible assets, Net | ||
Balance at beginning of period | 600 | 816 |
Additions | 12,483 | 442 |
Amortization | (1,320) | (649) |
OCI | (5) | (9) |
Balance at end of period | 11,758 | 600 |
Customer Relationships [Member] | ||
Intangible assets, Gross | ||
Balance at beginning of period | 31,911 | 31,940 |
Additions | 4,243 | |
Amortization | ||
OCI | 9 | (29) |
Balance at end of period | 36,163 | 31,911 |
Accumulated amortization | ||
Balance at beginning of period | (20,727) | (19,825) |
Additions | ||
Amortization | (659) | (928) |
OCI | (8) | 26 |
Balance at end of period | (21,394) | (20,727) |
Impairment | ||
Balance at beginning of period | (10,426) | (10,426) |
Additions | ||
Amortization | ||
OCI | ||
Balance at end of period | (10,426) | (10,426) |
Intangible assets, Net | ||
Balance at beginning of period | 758 | 1,689 |
Additions | 4,243 | |
Amortization | (659) | (928) |
OCI | 1 | (3) |
Balance at end of period | 4,343 | 758 |
Tradename and other [Member] | ||
Intangible assets, Gross | ||
Balance at beginning of period | 18,284 | 18,415 |
Additions | ||
Amortization | ||
OCI | 38 | (131) |
Balance at end of period | 18,322 | 18,284 |
Accumulated amortization | ||
Balance at beginning of period | (11,897) | (9,314) |
Additions | ||
Amortization | (180) | (2,679) |
OCI | (37) | 96 |
Balance at end of period | (12,114) | (11,897) |
Impairment | ||
Balance at beginning of period | (5,110) | (5,110) |
Additions | ||
Amortization | ||
OCI | ||
Balance at end of period | (5,110) | (5,110) |
Intangible assets, Net | ||
Balance at beginning of period | 1,277 | 3,991 |
Additions | ||
Amortization | (180) | (2,679) |
OCI | 1 | (35) |
Balance at end of period | $ 1,098 | $ 1,277 |
DERIVATIVES AND HEDGING ACTIV_3
DERIVATIVES AND HEDGING ACTIVITES (Narrative) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Finite Lived Intangible Assets Accumulated Amortization [Roll Forward] | ||
Notional amount | $ 8,731 | $ 3,918 |
DERIVATIVES AND HEDGING ACTIV_4
DERIVATIVES AND HEDGING ACTIVITES (Schedule of Fair Value of Company's Outstanding Derivative Instruments) (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Derivatives designated as hedging instruments: | ||
Foreign exchange forward contracts and other derivatives - Prepaid expenses and other current assets | $ 530 | $ 73 |
Foreign exchange forward contracts and other derivatives - Accrued expenses and other liabilities | 2 | |
Foreign exchange forward contracts and other derivatives - Accumulated other comprehensive income (loss) | $ 521 | $ 67 |
DERIVATIVES AND HEDGING ACTIV_5
DERIVATIVES AND HEDGING ACTIVITES (Schedule of Net (Gains) Losses Reclassified from Accumulated Other Comprehensive Income (Loss) to Operating Expenses) (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Derivatives not designated as hedging instruments: | ||
Total | $ (126) | $ 668 |
Financial expenses [Member] | SWAP [Member] | ||
Derivatives not designated as hedging instruments: | ||
Gain (loss) recognized in Consolidated Statements of Income | 380 | |
Foreign exchange options and forward contracts [Member] | ||
Derivatives designated as hedging instruments: | ||
Gain (loss) recognized in Statements of Comprehensive Income | 455 | |
Derivatives not designated as hedging instruments: | ||
Total | 455 | |
Foreign exchange options and forward contracts [Member] | Operating Expense [Member] | ||
Derivatives designated as hedging instruments: | ||
Gain (loss) recognized in Consolidated Statements of Income | (26) | 92 |
Foreign exchange options and forward contracts [Member] | Financial expenses [Member] | ||
Derivatives not designated as hedging instruments: | ||
Gain (loss) recognized in Consolidated Statements of Income | $ (100) | $ 196 |
SHORT-TERM AND LONG-TERM DEBT_2
SHORT-TERM AND LONG-TERM DEBT (Narrative) (Details) - New loan facility [Member] $ in Thousands | 1 Months Ended |
Dec. 17, 2018USD ($) | |
Debt Instrument Line Items | |
Debt instrument, face amount | $ 25,000 |
Debt instrument, description of variable rate basis | LIBOR |
Debt instrument, basis spread on variable rate | 5.70% |
Debt instrument, maturity date | Dec. 31, 2021 |
Guarantee limit of credit facility | $ 33,000 |
SHORT-TERM AND LONG-TERM DEBT_3
SHORT-TERM AND LONG-TERM DEBT (Schedule of Aggregate Annual Maturities) (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Debt Instrument Line Items | ||
Long-term debt | $ 4,167 | $ 8,333 |
Debt Instrument [Line Items] | ||
Debt Instrument Line Items | ||
Reminder of 2020 | 4,167 | |
2021 | 8,333 | |
Present value of principal payments | 12,500 | |
Less: current portion | (8,333) | |
Long-term debt | $ 4,167 |
COMMITMENTS AND CONTINGENT LI_2
COMMITMENTS AND CONTINGENT LIABILITIES (Narrative) (Details) - SweetIM [Member] - USD ($) $ in Thousands | 1 Months Ended | |
May 28, 2014 | Nov. 30, 2012 | |
Business Acquisition [Line Items] | ||
Maximum subsequent consideration due for acquisition | $ 7,500 | |
Contingent payment | $ 2,500 | |
Percentage of shares acquired | 100.00% |
SHAREHOLDERS' EQUITY (Narrative
SHAREHOLDERS' EQUITY (Narrative) (Details) - $ / shares | 1 Months Ended | 6 Months Ended | 12 Months Ended | |
Dec. 09, 2012 | Jun. 30, 2020 | Dec. 31, 2003 | Dec. 31, 2015 | |
Undertone [Member] | Warrant [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Number of warrants issued | 66,666 | |||
Warrants, exercise price | $ 9.09 | |||
Equity Incentive Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Shares available for grant | 308,053 | |||
Option expiration term | 10 years | 10 years | ||
Equity Incentive Plan [Member] | Employee Stock Option [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period for plan | 1 year | |||
Contractual term | 5 years | |||
Equity Incentive Plan [Member] | Employee Stock Option [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period for plan | 3 years | |||
Contractual term | 7 years | |||
Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | Minimum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period for plan | 1 year | |||
Equity Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | Maximum [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Vesting period for plan | 3 years |
SHAREHOLDERS' EQUITY (Schedule
SHAREHOLDERS' EQUITY (Schedule of Stock Option Activity) (Details) - Service Based Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended |
Jun. 30, 2020 | Dec. 31, 2019 | |
Number of options | ||
Outstanding at January 1, 2020 | 4,091,127 | |
Granted | 1,156,331 | |
Exercised | (424,360) | |
Cancelled | (221,736) | |
Outstanding at June 30, 2020 | 4,601,362 | 4,091,127 |
Exercisable at June 30, 2020 | 1,839,962 | |
Vested and expected to vest at June 30, 2020 | 3,777,117 | |
Weighted average Exercise price | ||
Outstanding at January 1, 2020 | $ 3.79 | |
Granted | 3.11 | |
Exercised | 4 | |
Cancelled | 4.27 | |
Outstanding at June 30, 2020 | 3.58 | $ 3.79 |
Exercisable at June 30, 2020 | 3.60 | |
Vested and expected to vest at June 30, 2020 | $ 3.82 | |
Weighted average Remaining contractual term ( in years) | ||
Outstanding at June 30, 2020 | 13 years 7 months 2 days | 4 years 8 months 12 days |
Exercisable at June 30, 2020 | 3 years 7 months 28 days | |
Vested and expected to vest at June 30, 2020 | 10 years 9 months 29 days | |
Aggregate intrinsic value | ||
Outstanding at January 1, 2020 | $ 10,226 | |
Exercised | 1,675 | |
Outstanding at June 30, 2020 | 8,699 | $ 10,226 |
Exercisable at June 30, 2020 | 3,310 | |
Vested and expected to vest at June 30, 2020 | $ 6,579 |
SHAREHOLDERS' EQUITY (Schedul_2
SHAREHOLDERS' EQUITY (Schedule of service-based stock options) (Details) - Performance Based Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2019 | ||
Number of Performance based options | |||
Outstanding at January 1, 2020 | 66,666 | ||
Granted | 351,472 | ||
Cancelled | (4,463) | ||
Outstanding at June 30, 2020 | 413,675 | 66,666 | |
Exercisable at June 30, 2020 | 66,666 | ||
Vested and expected to vest at June 30, 2020 | 219,605 | ||
Weighted average Exercise price | |||
Outstanding at January 1, 2020 | $ 3.24 | ||
Granted | [1] | ||
Cancelled | [1] | ||
Outstanding at June 30, 2020 | 0.52 | $ 3.24 | |
Exercisable at June 30, 2020 | 3.24 | ||
Vested and expected to vest at June 30, 2020 | $ 0.98 | ||
Weighted average Remaining contractual term (in years) | |||
Outstanding at June 30, 2020 | 65 years 2 months 15 days | 4 years 11 months 12 days | |
Exercisable at June 30, 2020 | 4 years 5 months 12 days | ||
Vested and expected to vest at June 30, 2020 | 56 years 9 months 10 days | ||
Aggregate intrinsic value | |||
Outstanding at January 1, 2020 | $ 199 | ||
Outstanding at June 30, 2020 | 1,948 | $ 199 | |
Exercisable at June 30, 2020 | 133 | ||
Vested and expected to vest at June 30, 2020 | $ 933 | ||
[1] | Represents an amount less than $1 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Income Tax Disclosure [Abstract] | ||
Taxes on income (Tax benefit) | $ (1,341) | $ (89) |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Numerator: | ||
Net Income (Loss) attributable to ordinary shares - basic and diluted | $ (905) | $ 4,132 |
Denominator: | ||
Number of ordinary shares outstanding during the year | 26,564,844 | 25,889,230 |
Weighted average effect of dilutive securities: | ||
Employee options and restricted share units | 2,076 | |
Diluted number of ordinary shares outstanding | 26,546,844 | 25,891,306 |
Basic and Diluted net earnings (loss) per ordinary share | $ (0.03) | $ 0.16 |
Ordinary shares equivalents excluded because their effect would have been anti-dilutive | 5,084,480 | 4,022,622 |
MAJOR CUSTOMER (Details)
MAJOR CUSTOMER (Details) | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Credit Concentration Risk [Member] | Sales Revenue, Net [Member] | Customer A [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk, percentage | 63.00% | 62.00% |
GEOGRAPHIC INFORMATION (Details
GEOGRAPHIC INFORMATION (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total Revenues | $ 126,394 | $ 117,416 | |
Property and equipment, net | 8,611 | $ 10,918 | |
North America (mainly U.S.) [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total Revenues | 91,749 | 89,896 | |
Europe [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total Revenues | 30,475 | 24,373 | |
Property and equipment, net | 515 | 500 | |
Other [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Total Revenues | 4,170 | $ 3,147 | |
Israel | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | 6,165 | 7,873 | |
U.S. [Member] | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Property and equipment, net | $ 1,931 | $ 2,545 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent Event [Member] - USD ($) $ in Thousands | Aug. 11, 2020 | Jul. 22, 2020 |
Pub Ocean [Member] | ||
Total consideration | $ 22,000 | |
Cash paid | 4,000 | |
Amount paid as retention incentive | 1,000 | |
Earn-outs amount | $ 17,000 | |
Earn out period | 2 years | |
Mizrachi [Member] | ||
Debt instrument, face amount | $ 12,500 | |
Debt Instrument Term | 3 months | |
Debt instrument, description of variable rate basis | LIBOR | |
Debt instrument, basis spread on variable rate | 4.50% | |
Debt instrument, maturity date | May 18, 2021 |