Telaria (TLRA) 10-Q 9 Aug 16 2016 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2016	Aug. 04, 2016
Document and Entity Information
Entity Registrant Name	TREMOR VIDEO INC.
Entity Central Index Key	1,375,796
Document Type	10-Q
Document Period End Date	Jun. 30, 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		52,437,307
Document Fiscal Year Focus	2,016
Document Fiscal Period Focus	Q2

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Current assets:
Cash and cash equivalents	$ 49,977	$ 59,887
Accounts receivable, net of allowance for doubtful accounts of $7 and $69 as of June 30, 2016 and December 31, 2015, respectively	55,912	70,778
Prepaid expenses and other current assets	4,311	3,721
Total current assets	110,200	134,386
Long-term assets:
Restricted cash	770	600
Property and equipment, net of accumulated depreciation of $8,941 and $6,716 as of June 30, 2016 and December 31, 2015, respectively	10,118	10,094
Intangible assets, net of accumulated amortization of $26,765 and $24,488 as of June 30, 2016 and December 31, 2015, respectively	9,208	11,469
Goodwill	10,815	10,781
Other assets	1,185	794
Total long-term assets	32,096	33,738
Total assets	142,296	168,124
Current liabilities:
Accounts payable and accrued expenses	43,712	58,742
Deferred rent, short-term	375	401
Contingent consideration on acquisition, short-term	3,711	987
Deferred revenue	61	108
Total current liabilities	47,859	60,238
Long-term liabilities:
Deferred rent	6,383	5,237
Contingent consideration on acquisition	960	443
Deferred tax liabilities	520	510
Other liabilities	271	264
Total liabilities	55,993	66,692
Commitments and contingencies
Stockholders' equity:
Common stock, $0.0001 par value: 250,000,000 shares authorized as of June 30, 2016 and December 31, 2015, respectively; 52,703,640 and 52,214,384 shares issued and outstanding as of June 30, 2016 and December 31, 2015, respectively	5	5
Treasury stock, at cost - 177,980 and 0 shares, respectively	(332)
Additional paid-in capital	281,271	279,136
Accumulated other comprehensive loss	(58)	(55)
Accumulated deficit	(194,583)	(177,654)
Total stockholders' equity	86,303	101,432
Total liabilities and stockholders' equity	$ 142,296	$ 168,124

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Consolidated Balance Sheets
Accounts receivable, allowance for doubtful accounts	$ 7	$ 69
Property and equipment, accumulated depreciation	8,941	6,716
Intangible assets, accumulated amortization	$ 26,765	$ 24,488
Common stock, par value (in dollars per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized	250,000,000	250,000,000
Common stock, shares issued	52,703,640	52,214,384
Common stock, shares outstanding	52,703,640	52,214,384
Treasury stock, shares	177,980	0

Consolidated Statements of Oper

Consolidated Statements of Operations - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Consolidated Statements of Operations
Revenue	$ 37,107	$ 42,404	$ 71,672	$ 80,456
Cost of revenue	19,907	24,394	38,254	46,253
Gross profit	17,200	18,010	33,418	34,203
Operating expenses:
Technology and development	5,045	4,761	10,888	9,722
Sales and marketing	11,342	11,717	24,006	23,668
General and administrative	4,074	4,705	8,996	9,049
Depreciation and amortization	2,325	1,956	4,564	3,733
Mark-to-market	45		1,089
Total operating expenses	22,831	23,139	49,543	46,172
Loss from operations	(5,631)	(5,129)	(16,125)	(11,969)
Interest and other (expense) income, net:
Interest expense	(13)	(3)	(15)	(5)
Other (expense) income, net	(33)	9	(285)	23
Total interest and other (expense) income, net	(46)	6	(300)	18
Loss before provision for income taxes	(5,677)	(5,123)	(16,425)	(11,951)
Provision for income taxes	178	117	504	239
Net loss	$ (5,855)	$ (5,240)	$ (16,929)	$ (12,190)
Net loss per share:
Basic and diluted (in dollars per share)	$ (0.11)	$ (0.10)	$ (0.32)	$ (0.24)
Weighted-average number of shares of common stock
Basic and diluted (in shares)	52,633,054	51,445,613	52,502,955	51,332,047

Consolidated Statements of Comp

Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Consolidated Statements of Comprehensive Loss
Net loss	$ (5,855)	$ (5,240)	$ (16,929)	$ (12,190)
Other comprehensive loss:
Foreign currency translation adjustments	19	(5)	(3)	(51)
Comprehensive loss	$ (5,836)	$ (5,245)	$ (16,932)	$ (12,241)

Consolidated Statement of Chang

Consolidated Statement of Changes in Stockholders' Equity - 6 months ended Jun. 30, 2016 - USD ($) $ in Thousands	Common Stock	Additional Paid-In Capital	Treasury Stock	Accumulated Other Comprehensive Loss	Accumulated Deficit	Total
Balance at Dec. 31, 2015	$ 5	$ 279,136		$ (55)	$ (177,654)	$ 101,432
Balance (in shares) at Dec. 31, 2015	52,214,384
Increase (Decrease) in Stockholders' Equity
Exercise of stock options awards		153				$ 153
Exercise of stock options awards (in shares)	147,041					147,041
Common stock issued for settlement of restricted stock unit awards (RSUs), net of 138,089 shares withheld to satisfy income tax withholding obligations		(252)				$ (252)
Common stock issued for settlement of restricted stock unit awards (RSUs), net of 138,089 shares withheld to satisfy income tax withholding obligations (in shares)	346,469
Common stock issuance in connection with employee stock purchase plan		245				245
Common stock issuance in connection with employee stock purchase plan (in shares)	173,726
Treasury stock - repurchase of stock			$ (332)			(332)
Treasury stock - repurchase of stock (in shares)	(177,980)
Stock-based compensation expense		1,989				1,989
Net loss					(16,929)	(16,929)
Foreign currency translation adjustments				(3)		(3)
Balance at Jun. 30, 2016	$ 5	$ 281,271	$ (332)	$ (58)	$ (194,583)	$ 86,303
Balance (in shares) at Jun. 30, 2016	52,703,640

Consolidated Statement of Chan7

Consolidated Statement of Changes in Stockholders' Equity (Parenthetical)	6 Months Ended
	Jun. 30, 2016shares
Consolidated Statement of Changes in Stockholders' Equity
Common stock withheld to satisfy income tax withholding obligations relating to RSUs (in shares)	138,089

Consolidated Statements of Cash

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Cash flows from operating activities:
Net loss	$ (16,929)	$ (12,190)
Adjustments required to reconcile net loss to net cash used in operating activities:
Depreciation and amortization expense	4,564	3,733
Loss from sublease	341
Bad debt (recovery) expense	(61)	14
Mark-to-market expense	1,089
Compensation expense related to the acquisition contingent consideration	2,142
Stock-based compensation expense	1,989	2,255
Stock-based long-term incentive compensation expense		77
Loss on disposal of property and equipment	23
Net changes in operating assets and liabilities:
Decrease (increase) in accounts receivable	14,964	(4,549)
Increase in prepaid expenses, other current assets and other long-term assets	(176)	(783)
(Decrease) increase in accounts payable and accrued expenses	(15,032)	5,304
(Decrease) increase in deferred rent and security deposits payable	(26)	3,248
(Decrease) increase in deferred revenue	(47)	30
Net cash used in operating activities	(7,159)	(2,861)
Cash flows from investing activities:
Purchase of property and equipment	(2,323)	(6,180)
Change in restricted cash	(170)
Net cash used in investing activities	(2,493)	(6,180)
Cash flows from financing activities:
Proceeds from common stock issuance	245
Proceeds from the exercise of stock options awards	153	39
Treasury stock-repurchase of stock	(332)
Tax withholdings related to net share settlements of restricted stock unit awards (RSUs)	(252)	(153)
Net cash used in financing activities	(186)	(114)
Net decrease in cash and cash equivalents	(9,838)	(9,155)
Effect of exchange rate changes in cash and cash equivalents	(72)	(19)
Cash and cash equivalents at beginning of period	59,887	77,787
Cash and cash equivalents at end of period	49,977	68,613
Supplemental disclosure of cash flow activities:
Cash paid for income taxes	609	331
Cash paid for interest expense	4
Supplemental disclosure of non-cash investing and financing activities:
Purchase of property and equipment in accounts payable and accrued expenses	58	594
Common stock issued for settlement of RSUs	$ 621	$ 203

Organization and Description of

Organization and Description of Business	6 Months Ended
	Jun. 30, 2016
Organization and Description of Business
Organization and Description of Business	1. Organization and Description of Business Tremor Video, Inc. (the “Company”) is an advertising technology company that provides software for video advertising effectiveness. The Company’s buyer and seller platforms enable seamless transactions in a premium video marketplace by offering control and transparency to its clients. The Company’s technology optimizes performance of video ad campaigns across all screens, including computers, smartphones, tablets and connected TVs, to make advertising more relevant to consumers and deliver maximum results for buyers and sellers. On August 3, 2015 (the “Acquisition Date”), the Company acquired all of the outstanding shares of The Video Network Pty Ltd., an Australian proprietary limited company (“TVN”). Refer to Note 6 for further discussion. The Company is headquartered in the State of New York.

Summary of Significant Accounti

Summary of Significant Accounting Policies	6 Months Ended
	Jun. 30, 2016
Summary of Significant Accounting Policies
Summary of Significant Accounting Policies	2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited interim consolidated financial statements and footnotes have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commissions (the “SEC”) regarding unaudited interim financial information. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s consolidated balance sheets, statements of operations, comprehensive loss and cash flows for the interim periods presented. Operating results for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full year or the results for any future periods due to seasonal and other factors. Certain information and footnote disclosures normally included in the consolidated financial statements in accordance with U.S. GAAP have been omitted in accordance with the rules and regulations of the SEC. Accordingly, these unaudited interim consolidated financial statements and footnotes should be read in conjunction with the consolidated financial statements and accompanying notes thereto included in the Company’s Form 10-K for the year ended December 31, 2015 filed with the SEC on March 15, 2016. Prior Year Presentation As discussed in our Form 10-K for the year ended December 31, 2015, filed with the SEC on March 15, 2016, the previously issued quarterly financial statements for the three and six months ended June 30, 2015 have been restated to reflect the reporting of revenue attributable to the Company’s seller platform on a net instead of a gross basis. The restatement has the effect of decreasing both revenue and cost of revenue in a like amount in such financial statements, and has no impact on reported gross profit and net loss. Principles of Consolidation The unaudited interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated in the accompanying unaudited interim consolidated financial statements. Concentrations of Credit Risk Financial instruments that subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. All of the Company’s cash and cash equivalents are held at financial institutions that management believes to be of high credit quality. The Company’s cash and cash equivalents may exceed federally insured limits at times. The Company has not experienced any losses on cash and cash equivalents to date. The Company determines collectability by performing ongoing credit evaluations and monitoring its customers’ accounts receivable balances. For new customers and their agents, which may be advertising agencies or other third parties, the Company performs a credit check with an independent credit agency and may check credit references to determine creditworthiness. The Company only recognizes revenue when collection is reasonably assured. During the three and six months ended June 30, 2016 and 2015, there were no advertisers that accounted for more than 10% of revenue. At June 30, 2016 and December 31, 2015, there were no advertisers that accounted for more than 10% of outstanding accounts receivable. Recently Issued Accounting Pronouncements FASB Accounting Standards Update No. 2016-09 — Compensation — Stock Compensation (Topic 718) In March 2016, the FASB issued Accounting Standards Update (“ASU”), which identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. This update is effective for fiscal years beginning after December 15, 2016 including interim periods within that reporting period, with early adoption permitted. The Company is currently evaluating the impact that the update will have on its consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2016-02 — Leases (Topic 842) In February 2016, the FASB issued an ASU, which clarifies and improves existing authoritative guidance related to leasing transactions. This update will require the recognition of lease assets and lease liabilities on the balance sheet and disclosing information about material leasing arrangements. This update is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact that the update will have on its consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2015-17 — Income Taxes (“Topic 740”): Balance Sheet Classification of Deferred Taxes In November 2015, the FASB issued an ASU, which requires deferred tax assets and liabilities be classified and presented as non-current on the balance sheet. This update is effective for fiscal years beginning after December 15, 2016, with early adoption permitted. The Company adopted this update in the fourth quarter of 2015 on a prospective basis. All prior year balances were not retrospectively adjusted. The adoption of this update did not have a material impact on the Company’s consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2015-16 — Business Combinations (“Topic 805”): Simplifying the Accounting for Measurement-Period Adjustments In September 2015, the FASB issued an ASU, which eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. Pursuant to this update, acquirers must recognize measurement-period adjustments in the period in which they determine the amounts, including the effect on earnings of any amounts they would have recorded in previous periods if the accounting had been completed at the acquisition date. This guidance is effective for fiscal years beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating the impact that the update will have on its consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2014-09 — Revenue from Contracts with Customers In May 2014, the FASB issued an ASU that provides a comprehensive model for recognizing revenue with customers. This update clarifies and replaces most existing revenue recognition guidance within U.S. GAAP and may be adopted retrospectively for all periods presented or adopted using a modified retrospective approach. This update is effective for annual and interim periods beginning after December 15, 2016. In July 2015, FASB deferred the effective date by one year to December 15, 2017 (beginning with the Company’s first quarter in 2018) and permitting early adoption of the standard, but not before the original effective date of December 15, 2016. The Company is currently evaluating the adoption method to apply and the impact that the update will have on its consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2014-15 — Presentation of Financial Statements—Going Concern In August 2014, the FASB issued an ASU that provides accounting guidance about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. This update is effective for annual and interim periods beginning after December 15, 2016. The Company is currently evaluating the adoption method to apply and the impact that the update will have on its consolidated financial statements and related disclosures.

Fair Value Measurements

Fair Value Measurements	6 Months Ended
	Jun. 30, 2016
Fair Value Measurements
Fair Value Measurements	3. Fair Value Measurements Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. The Company uses a three-tier fair value hierarchy to classify and disclose all assets and liabilities measured at fair value on a recurring basis, as well as assets and liabilities measured at fair value on a non-recurring basis, in periods subsequent to their initial measurement. The hierarchy requires the Company to use observable inputs when available, and to minimize the use of unobservable inputs when determining fair value. If a financial instrument uses inputs that fall in different levels of the hierarchy, the instrument will be categorized based upon the lowest level of input that is significant to the fair value calculation. The three-tiers are defined as follows: · Level 1. Observable inputs based on unadjusted quoted prices in active markets for identical assets or liabilities; · Level 2. Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and · Level 3. Unobservable inputs for which there is little or no market data requiring the Company to develop its own assumptions. Assets and Liabilities Measured at Fair Value on a Recurring Basis June 30, 2016 December 31, 2015 (unaudited) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ $ — $ — $ $ $ — $ — $ Total assets $ $ — $ — $ $ $ — $ — $ Liabilities: Contingent consideration on acquisition liability (2) $ — $ — $ $ $ — $ — $ $ Total liabilities $ — $ — $ $ $ — $ — $ $ (1) Money market funds are included within cash and cash equivalents in the Company’s consolidated balance sheets. As short-term, highly liquid investments readily convertible to known amounts of cash, the Company’s money market funds have carrying values that approximates its fair value. Amounts above do not include $13,343 and $18,303 of operating cash balances as of June 30, 2016 and December 31, 2015, respectively. (2) On the Acquisition Date, the Company acquired all of the outstanding shares of TVN. In connection with the acquisition, the former stockholders of TVN (“TVN Sellers”) are eligible to receive future cash payments over a term of two years contingent on the operating performance of TVN in reaching certain financial milestones in each of the periods from July 1, 2015 to June 30, 2016 (the “Year 1 Earn-Out Period) and the period from July 1, 2016 to June 30, 2017 (the “Year 2 Earn-Out Period), a portion of which is also contingent on continued employment of certain TVN Sellers (the “TVN Employee Sellers”) by the Company. In estimating the fair value of the contingent consideration, the Company used a Monte-Carlo valuation model based on future expectations on reaching financial milestones, other management assumptions (including operating results, business plans, anticipated future cash flows, and marketplace data), and the weighted-probabilities of possible payments. These assumptions were based on significant inputs not observed in the market and, therefore, represent a Level 3 measurement. Subsequent to the date of acquisition, the Company re-measured the estimated fair value of the contingent consideration at each reporting date with any changes in fair value recorded in the Company’s statements of operations. Any changes in the unobservable inputs could significantly impact the estimated fair value of the contingent consideration. As of June 30, 2016, $3,711 is payable to the TVN Sellers based on the performance of TVN during the Year 1 Earn-Out Period. This payment will be made during the three months ended September 30, 2016; provided that the TVN Employee Sellers must remain employed with TVN through the date of payout in order to earn such payment. The $4,671 that is included as a contingent consideration on acquisition liability includes the $3,711 payment referenced above as well as $960 based on the estimated fair value of payments that may become due to the TVN Sellers that are not TVN Employee Sellers on account of the Year 2 Earn-Out Period. Refer to note 6 for further discussion on the acquisition of TVN. Liabilities Measured at Fair Value on a Recurring Basis Using Significant Unobservable Inputs (Level 3) The following table represents the changes in the Company’s Level 3 instruments measured at fair value on a recurring basis for the six months ended June 30, 2016: 2016 Beginning balance at January 1, 2016 $ Compensation expense (1) Mark-to-market expense (2) Foreign currency translation adjustment Ending balance at June 30, 2016 $ (1) Represents contingent consideration that may become due in connection with the acquisition of TVN to the TVN Employee Sellers. As of June 30, 2016, based on the performance of TVN during the Year 1 Earn-Out Period, $2,651is payable to the TVN Employee Sellers. A portion of this payment was already included as compensation expense during fiscal 2015. This payment will be made during the three months ended September 30, 2016, provided that such TVN Employee Sellers remain employed through the date of payout. This contingent consideration is recorded in sales and marketing expenses in the Company’s consolidated statements of operations. Refer to the table above regarding assumptions used for level 3 instruments, and note 6 for further discussion of contingent consideration payments owed in connection with the Company’s acquisition of TVN. (2) Reflects expense incurred based on the Company’s re-measurement, at June 30, 2016, of the estimated fair value of the contingent consideration that is due in connection with the acquisition of TVN for TVN Sellers that are not required to remain employed with the Company as a condition to earning such contingent consideration. Amounts recorded as mark-to-market expense relating to level 3 instruments are recorded in operating expense. Refer to the table above regarding assumptions used for level 3 instruments, and note 6 for further discussion of contingent consideration payments owed in connection with the Company’s acquisition of TVN.

Prepaid Expenses and Other Curr

Prepaid Expenses and Other Current Assets	6 Months Ended
	Jun. 30, 2016
Prepaid Expenses and Other Current Assets
Prepaid Expenses and Other Current Assets	4. Prepaid Expenses and Other Current Assets Prepaid expenses and other current assets consisted of: June 30, December 31, 2016 2015 (unaudited) Prepaid expenses and other current assets $ $ Prepaid rent Leasehold improvement incentives (1) Total prepaid expenses and other current assets $ $ (1) This item represents amounts due to the Company related to its office lease for its new principal executive offices, with a corresponding amount recorded as part of deferred rent liability.

Property and Equipment, Net

Property and Equipment, Net	6 Months Ended
	Jun. 30, 2016
Property and Equipment, Net
Property and Equipment, Net	5. Property and Equipment, Net Property and equipment, net consisted of: June 30, December 31, 2016 2015 (unaudited) Computer hardware $ $ Furniture and fixtures Leasehold improvements Computer software Office equipment Total property and equipment Less: accumulated depreciation ) ) Total property and equipment, net of accumulated depreciation $ $ The depreciation expense related to property and equipment was $1,194 and $747 for the three months ended June 30, 2016 and 2015, respectively, and $2,272 and $1,315 for the six months ended June 30, 2016 and 2015, respectively. For the three and six months ended June 30, 2016, the Company recorded a net loss of $0 and $341, respectively on the subleasing of office space included within other (expense) income, net in the Company’s consolidated statements of operations.

Acquisition

Acquisition	6 Months Ended
	Jun. 30, 2016
Acquisition
Acquisition	6. Acquisition On the Acquisition Date, the Company acquired all of the outstanding shares of TVN. As consideration for the acquisition of the equity of TVN, the Company made an initial payment to the TVN Sellers of $3,040 Australian dollars ($2,217 U.S. dollars based on the currency exchange rate on the Acquisition Date), subject to certain adjustments as set forth in the acquisition agreement, and is required to make payments of $380 Australian dollars ($277 U.S. dollars based on the currency exchange rate on the Acquisition Date) on each of the first and second anniversary of the closing, respectively. Subsequent to the Acquisition Date, the Company paid an additional $661 Australian dollars ($482 U.S. dollars based on the currency exchange rate on the payment date) to the TVN Sellers for certain working capital adjustments. In addition, the TVN Sellers are eligible to receive future cash payments of up to $10,470 Australian Dollars ($7,785 U.S. Dollars based on the currency exchange rate on June 30, 2016) over a term of two years contingent on the operating performance of TVN in reaching certain financial milestones in each of the Year 1 Earn-Out Period and Year 2 Earn-Out Period. As of June 30, 2016, the Year 1 Earn-Out Period was completed with $4,990 Australian Dollars ($3,711 U.S. Dollars based on the currency exchange rate on June 30, 2016) payable based on the performance of TVN during the Year 1 Earn-Out Period. This payment will be made during the three months ended September 30, 2016; provided that the TVN Employee Sellers must remain employed with TVN through the date of payout in order to earn such payment. As of the Acquisition Date, the Company estimated the fair value of the contingent consideration to be $2,822. As of June 30, 2016, the Company re-measured the fair value of the contingent consideration to be $9,510 Australian Dollars ($7,072 U.S. Dollars based on the currency exchange rate on June 30, 2016), which includes the actual amount due for the Year 1 Earn-Out Period in addition to the estimated value for the Year 2 Earn-Out Period. Refer to note 3 for further discussion on assumptions used to estimate the fair value of the contingent consideration. For the TVN Employee Sellers, the payment of the contingent cash consideration is dependent upon continued employment through the date of payment. As a result, the fair value of the contingent cash consideration relating to such TVN Sellers ($5,051 U.S. Dollars as of June 30, 2016) was not recorded within goodwill and intangible assets as part of the purchase accounting; instead, such amounts have been or will be recorded within sales and marketing expenses over the Earn-out Period. As of June 30, 2016, the Company has recorded $3,564 Australian Dollars ($2,651 U.S. Dollars based on the currency exchange rate on June 30, 2016), of such compensation expenses, including $924 and $2,130 U.S Dollars for the three and six months ended June 30, 2016. Refer to note 3 above. For the TVN Sellers that are not required to maintain continued employment in order to earn contingent consideration, the Company recorded $818 U.S Dollars as part of goodwill and intangible assets based on the fair value of the contingent consideration on the date of acquisition. As of June 30, 2016, the re-measured estimated fair value of the contingent consideration was $2,717 Australian Dollars ($2,020 U.S. Dollars based on the currency exchange rate on June 30, 2016). As a result, the Company recorded $45 and $1,089 U.S. Dollars in mark-to-market expense in the Company’s consolidated statements of operations for the three and six months ended June 30, 2016 for such TVN sellers. Refer to note 3 above. The total consideration transferred in the acquisition is allocated to the tangible and intangible assets acquired and liabilities assumed at the Acquisition Date, and are subject to adjustment during a measurement period of up to one year from the Acquisition Date. The measurement period provides the Company with the ability to adjust the fair values of acquired assets and liabilities assumed for new information that is obtained about events and circumstances that existed as of the Acquisition Date. Goodwill recognized in the TVN acquisition is not deductible for tax purposes. The results of operations of TVN have been included in the Company’s consolidated statements of operations since the Acquisition Date.

Accounts Payable and Accrued Ex

Accounts Payable and Accrued Expenses	6 Months Ended
	Jun. 30, 2016
Accounts Payable and Accrued Expenses
Accounts Payable and Accrued Expenses	7. Accounts Payable and Accrued Expenses Accounts payable and accrued expenses consisted of: June 30, December 31, 2016 2015 (unaudited) Trade accounts payable $ $ Accrued compensation, benefits and payroll taxes (1) Accrued cost of sales Income taxes payable — Other payables and accrued expenses Total accounts payable and accrued expenses $ $ (1) At June 30, 2016 and December 31, 2015, accrued compensation, benefits and payroll taxes includes $491 of stock-based long-term incentive compensation expense related to the Company’s long-term sales incentive compensation plan for the 2015 plan year. Payments earned under the plan for the 2015 plan year will be made in stock-based awards to participants that remain employed with the Company through June 30, 2016, which will be paid in August 2016. If any participant in the Company’s long-term sales incentive compensation plan is not employed on June 30, 2016, such participant will forfeit any rights to receive payments under the plan for the 2015 plan year. The Company terminated its long-term sales incentive compensation plan effective January 1, 2016.

Changes in Accumulated Other Co

Changes in Accumulated Other Comprehensive (Loss) Income	6 Months Ended
	Jun. 30, 2016
Changes in Accumulated Other Comprehensive (Loss) Income
Changes in Accumulated Other Comprehensive (Loss) Income	8. Changes in Accumulated Other Comprehensive (Loss) Income The following tables provide the components of accumulated other comprehensive (loss) income: Foreign Currency Translation Adjustment Total Beginning balance at April 1, 2016 $ ) $ ) Other comprehensive loss (1) Ending balance at June 30, 2016 $ ) $ ) Foreign Currency Translation Adjustment Total Beginning balance at April 1, 2015 $ $ Other comprehensive loss (1) ) ) Ending balance at June 30, 2015 $ $ Foreign Currency Translation Adjustment Total Beginning balance at January 1, 2016 $ ) $ ) Other comprehensive loss (1) ) ) Ending balance at June 30, 2016 $ ) $ ) Foreign Currency Translation Adjustment Total Beginning balance at January 1, 2015 $ $ Other comprehensive loss (1) ) ) Ending balance at June 30, 2015 $ $ (1) For the three and six months ended June 30, 2016 and 2015, there were no reclassifications to or from accumulated other comprehensive (loss) income.

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2016
Commitments and Contingencies
Commitments and Contingencies	9. Commitments and Contingencies Legal Contingencies The Company is occasionally involved with various claims and litigation during the normal course of business. Reserves are established in connection with such matters when a loss is probable and the amount of such loss can be reasonably estimated. As of June 30, 2016 and December 31, 2015, no reserves were recorded. The determination of probability and the estimation of the actual amount of any such loss are inherently unpredictable, and it is therefore possible that the eventual outcome of such claims and litigation could exceed the estimated reserves, if any. Based upon the Company’s experience, current information and applicable law, it generally does not believe it is reasonably probable that any proceedings or possible related claims will have a material effect on its financial statements. Regardless of the outcome, litigation can have an adverse impact on the Company because of defense and settlement costs, diversion of management resources and other factors. In November 2013, a putative class action lawsuit was filed in the United States District Court for the Southern District of New York (the “District Court”) against the Company, its directors and certain of its executive officers, alleging certain misrepresentations by the Company in connection with its initial public offering concerning its business and prospects. On March 5, 2015, the District Court granted the Company’s motion to dismiss the lawsuit and entered judgment in the Company’s favor and on February 8, 2016, the United States Court of Appeals for the Second Circuit confirmed the judgment of the District Court.

Stock-Based Compensation

Stock-Based Compensation	6 Months Ended
	Jun. 30, 2016
Stock-Based Compensation
Stock-Based Compensation	10. Stock-Based Compensation The Company included stock-based compensation expense related to its stock-based awards in various operating expense categories for the three and six months ended June 30, 2016 and 2015 as follows: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 (unaudited) Technology and development $ $ $ $ Sales and marketing (1) General and administrative Total stock-based compensation expense $ $ $ $ (1) Includes $5 in stock-based compensation expense related to a non-employee consultant, which was settled in cash in lieu of stock during the six months ended June 30, 2015. Stock Option Awards Outstanding The following table presents summary information of the Company’s stock option awards outstanding and exercisable under all plans as of June 30, 2016: Number of Weighted Stock Option Average Awards Exercise Price Outstanding Per Share Stock option awards outstanding as of December 31, 2015 (1) $ Stock option awards granted Stock option awards forfeited ) Stock option awards exercised ) Stock option awards outstanding as of June 30, 2016 Stock option awards vested and exercisable as of June 30, 2016 (1) Includes employment inducement awards granted to the Company’s newly appointed Chief Financial Officer (“CFO”), and Chief Technology Officer (“CTO”), on September 8, 2015 and October 20, 2015, respectively. These awards were comprised of stock option awards issued to the CFO and CTO to purchase 570,000 shares of the Company’s common stock at an exercise price of $1.94 per share and 350,000 shares of the Company’s common stock at an exercise price of $1.90 per share, respectively. These awards were issued outside of the Company’s stockholder approved equity compensation plans, but are generally subject to the same terms and conditions as applied to awards granted under the Company’s 2013 Plan. Stock option awards are generally granted at the fair market value of the Company’s common stock on the date of grant, generally vest over periods up to four years, have a one year cliff with monthly vesting thereafter, and have terms not to exceed 10 years. Other selected information is as follows: Six Months Ended June 30, 2016 2015 (unaudited) Aggregate intrinsic value of stock option awards exercised $ Weighted-average grant-date fair value per share of stock option awards granted Cash proceeds received from stock option awards exercised The fair value for stock option awards granted under all plans was estimated at the date of grant using a Black-Scholes option pricing model. Calculating the fair value of the stock option awards requires subjective assumptions, including, but not limited to, the expected term of the stock option awards and stock price volatility. The Company estimates the expected life of stock option awards granted based on the simplified method, which the Company believes is representative of the actual characteristics of the awards. The Company estimates the volatility of its common stock on the date of grant based on the historic volatility of comparable companies in its industry. Risk-free interest rates are based on yields from United States Treasury zero-coupon issues with a term consistent with the expected term of the awards in effect at the time of grant. Estimated forfeitures are based on actual historical pre-vesting forfeitures. The Company has never declared or paid any cash dividends and has no current plan to do so. Consequently, it used an expected dividend yield of zero. There was $1,763 of total unrecognized compensation cost related to non-vested stock option awards granted under the Company’s equity incentive plans as of June 30, 2016. This cost is expected to be recognized over a weighted-average period of 2.78 years. Non-vested Restricted Stock Units (RSU) Awards Outstanding The following table presents a summary of the Company’s non-vested restricted stock unit award activity under all plans and related information for the six months ended June 30, 2016: Number of Weighted Shares of Average Restricted Grant Date Stock Unit Fair Value Awards Per Share Non-vested restricted stock unit awards outstanding as of December 31, 2015 $ Restricted stock unit awards granted Restricted stock unit awards forfeited ) Restricted stock unit awards vested ) Non-vested restricted stock unit awards outstanding as of June 30, 2016 There was $7,280 of total unrecognized compensation cost related to non-vested restricted stock unit awards granted under the Company’s equity incentive plans as of June 30, 2016. This cost is expected to be recognized over a weighted-average period of 4.18 years. Employee Stock Purchase Plan In April 2014, the Company’s board of directors adopted the 2014 Employee Stock Purchase Plan (“2014 ESPP”), which was approved by the Company’s stockholders at the 2014 annual meeting of stockholders. The 2014 ESPP allows eligible participants to purchase shares of the Company’s common stock generally at six-month intervals, or offering periods, at a price equal to 85% of the lower of (i) the fair market value at the beginning of the offering period or (ii) the fair market value at the end of the offering period, or the purchase date. The Company’s current offering period commenced in February 2016 and will end in August 2016. Employees purchase shares of common stock through payroll deductions, which may not exceed 15% of their total base salary. The 2014 ESPP imposes certain limitations upon an employee’s right to purchase shares, including the following: (1) no employee may purchase more than 5,000 shares on any one purchase date and (2) no employee may purchase shares with a fair market value in excess of $25 in any calendar year. During the six months ended June 30, 2016, employees purchased 173,726 shares of common stock pursuant to the ESPP at an exercise price of $1.40 per share. No more than 2,000,000 shares of common stock are reserved for future issuance under the 2014 ESPP. The fair value for each award under the 2014 ESPP is estimated at the date of grant, at the beginning of the offering period, using a Black-Scholes option pricing model. Calculating the fair value of the ESPP awards requires subjective assumptions, including, but not limited to, the expected term of the ESPP award and stock price volatility. The Company estimates the expected life of the awards granted under the 2014 ESPP based on the duration of the offering periods, which is six months. The Company estimates the volatility of its common stock on the date of grant based on the historic volatility of comparable companies in its industry. Risk-free interest rates are based on yields from United States Treasury zero-coupon issues with a term consistent with the expected term of the awards in effect at the time of grant. The Company has never declared or paid any cash dividends and has no current plan to do so. Consequently, it used an expected dividend yield of zero. There was $30 of total unrecognized compensation cost related to awards under the 2014 ESPP as of June 30, 2016. This cost is expected to be recognized over a weighted-average period of less than one year.

Stock Repurchases

Stock Repurchases	6 Months Ended
	Jun. 30, 2016
Stock Repurchases
Stock Repurchases	11. Stock Repurchases On March 29, 2016 the Company announced that the Company’s Board of Directors approved a share repurchase program, under which the Company is authorized to purchase up to $15,000 of common stock over an eighteen month period commencing March 25, 2016. The repurchases may be made, from time to time, in the open market or by privately negotiated transactions, and are expected to be funded from cash on hand. The share repurchase program may be suspended, modified or discontinued at any time. During the three months ended June 30, 2016, the Company made open-market purchases totaling 177,980 shares of common stock for an aggregate purchase price of $332. During the three months ended March 31, 2016, the Company did not repurchase any shares pursuant to the share repurchase program.

Net Loss Per Share of Common St

Net Loss Per Share of Common Stock	6 Months Ended
	Jun. 30, 2016
Net Loss Per Share of Common Stock
Net Loss Per Share of Common Stock	12. Net Loss Per Share of Common Stock Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 (unaudited) Numerator: Net loss $ ) $ ) $ ) $ ) Denominator: Weighted-average number of shares of common stock outstanding for basic and diluted net loss per share Basic and diluted net loss per share $ ) $ ) $ ) $ ) The following securities were outstanding during the periods presented below and have been excluded from the calculation of diluted net loss per share of common stock because the effect is anti-dilutive: Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 (unaudited) Warrants to purchase common stock Stock option awards Restricted stock unit awards Total anti-dilutive securities

Summary of Significant Accoun21

Summary of Significant Accounting Policies (Policies)	6 Months Ended
	Jun. 30, 2016
Summary of Significant Accounting Policies
Basis of Presentation	Basis of Presentation The accompanying unaudited interim consolidated financial statements and footnotes have been prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) and applicable rules and regulations of the U.S. Securities and Exchange Commissions (the “SEC”) regarding unaudited interim financial information. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary for a fair presentation of the Company’s consolidated balance sheets, statements of operations, comprehensive loss and cash flows for the interim periods presented. Operating results for the interim periods presented are not necessarily indicative of the results of operations to be expected for the full year or the results for any future periods due to seasonal and other factors. Certain information and footnote disclosures normally included in the consolidated financial statements in accordance with U.S. GAAP have been omitted in accordance with the rules and regulations of the SEC. Accordingly, these unaudited interim consolidated financial statements and footnotes should be read in conjunction with the consolidated financial statements and accompanying notes thereto included in the Company’s Form 10-K for the year ended December 31, 2015 filed with the SEC on March 15, 2016.
Prior Year Presentation	Prior Year Presentation As discussed in our Form 10-K for the year ended December 31, 2015, filed with the SEC on March 15, 2016, the previously issued quarterly financial statements for the three and six months ended June 30, 2015 have been restated to reflect the reporting of revenue attributable to the Company’s seller platform on a net instead of a gross basis. The restatement has the effect of decreasing both revenue and cost of revenue in a like amount in such financial statements, and has no impact on reported gross profit and net loss.
Principles of Consolidation	Principles of Consolidation The unaudited interim consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated in the accompanying unaudited interim consolidated financial statements.
Concentrations of Credit Risk	Concentrations of Credit Risk Financial instruments that subject the Company to significant concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. All of the Company’s cash and cash equivalents are held at financial institutions that management believes to be of high credit quality. The Company’s cash and cash equivalents may exceed federally insured limits at times. The Company has not experienced any losses on cash and cash equivalents to date. The Company determines collectability by performing ongoing credit evaluations and monitoring its customers’ accounts receivable balances. For new customers and their agents, which may be advertising agencies or other third parties, the Company performs a credit check with an independent credit agency and may check credit references to determine creditworthiness. The Company only recognizes revenue when collection is reasonably assured. During the three and six months ended June 30, 2016 and 2015, there were no advertisers that accounted for more than 10% of revenue. At June 30, 2016 and December 31, 2015, there were no advertisers that accounted for more than 10% of outstanding accounts receivable.
Recently Issued Accounting Pronouncements	Recently Issued Accounting Pronouncements FASB Accounting Standards Update No. 2016-09 — Compensation — Stock Compensation (Topic 718) In March 2016, the FASB issued Accounting Standards Update (“ASU”), which identifies areas for simplification involving several aspects of accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities, an option to recognize gross stock compensation expense with actual forfeitures recognized as they occur, as well as certain classifications on the statement of cash flows. This update is effective for fiscal years beginning after December 15, 2016 including interim periods within that reporting period, with early adoption permitted. The Company is currently evaluating the impact that the update will have on its consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2016-02 — Leases (Topic 842) In February 2016, the FASB issued an ASU, which clarifies and improves existing authoritative guidance related to leasing transactions. This update will require the recognition of lease assets and lease liabilities on the balance sheet and disclosing information about material leasing arrangements. This update is effective for fiscal years beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact that the update will have on its consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2015-17 — Income Taxes (“Topic 740”): Balance Sheet Classification of Deferred Taxes In November 2015, the FASB issued an ASU, which requires deferred tax assets and liabilities be classified and presented as non-current on the balance sheet. This update is effective for fiscal years beginning after December 15, 2016, with early adoption permitted. The Company adopted this update in the fourth quarter of 2015 on a prospective basis. All prior year balances were not retrospectively adjusted. The adoption of this update did not have a material impact on the Company’s consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2015-16 — Business Combinations (“Topic 805”): Simplifying the Accounting for Measurement-Period Adjustments In September 2015, the FASB issued an ASU, which eliminates the requirement for an acquirer in a business combination to account for measurement-period adjustments retrospectively. Pursuant to this update, acquirers must recognize measurement-period adjustments in the period in which they determine the amounts, including the effect on earnings of any amounts they would have recorded in previous periods if the accounting had been completed at the acquisition date. This guidance is effective for fiscal years beginning after December 15, 2016, with early adoption permitted. The Company is currently evaluating the impact that the update will have on its consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2014-09 — Revenue from Contracts with Customers In May 2014, the FASB issued an ASU that provides a comprehensive model for recognizing revenue with customers. This update clarifies and replaces most existing revenue recognition guidance within U.S. GAAP and may be adopted retrospectively for all periods presented or adopted using a modified retrospective approach. This update is effective for annual and interim periods beginning after December 15, 2016. In July 2015, FASB deferred the effective date by one year to December 15, 2017 (beginning with the Company’s first quarter in 2018) and permitting early adoption of the standard, but not before the original effective date of December 15, 2016. The Company is currently evaluating the adoption method to apply and the impact that the update will have on its consolidated financial statements and related disclosures. FASB Accounting Standards Update No. 2014-15 — Presentation of Financial Statements—Going Concern In August 2014, the FASB issued an ASU that provides accounting guidance about management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. This update is effective for annual and interim periods beginning after December 15, 2016. The Company is currently evaluating the adoption method to apply and the impact that the update will have on its consolidated financial statements and related disclosures.

Fair Value Measurements (Tables

Fair Value Measurements (Tables)	6 Months Ended
	Jun. 30, 2016
Fair Value Measurements
Schedule of the assets and liabilities measured at fair value on a recurring basis	June 30, 2016 December 31, 2015 (unaudited) Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Total Assets: Money market funds (1) $ $ — $ — $ $ $ — $ — $ Total assets $ $ — $ — $ $ $ — $ — $ Liabilities: Contingent consideration on acquisition liability (2) $ — $ — $ $ $ — $ — $ $ Total liabilities $ — $ — $ $ $ — $ — $ $ (1) Money market funds are included within cash and cash equivalents in the Company’s consolidated balance sheets. As short-term, highly liquid investments readily convertible to known amounts of cash, the Company’s money market funds have carrying values that approximates its fair value. Amounts above do not include $13,343 and $18,303 of operating cash balances as of June 30, 2016 and December 31, 2015, respectively. (2) On the Acquisition Date, the Company acquired all of the outstanding shares of TVN. In connection with the acquisition, the former stockholders of TVN (“TVN Sellers”) are eligible to receive future cash payments over a term of two years contingent on the operating performance of TVN in reaching certain financial milestones in each of the periods from July 1, 2015 to June 30, 2016 (the “Year 1 Earn-Out Period) and the period from July 1, 2016 to June 30, 2017 (the “Year 2 Earn-Out Period), a portion of which is also contingent on continued employment of certain TVN Sellers (the “TVN Employee Sellers”) by the Company. In estimating the fair value of the contingent consideration, the Company used a Monte-Carlo valuation model based on future expectations on reaching financial milestones, other management assumptions (including operating results, business plans, anticipated future cash flows, and marketplace data), and the weighted-probabilities of possible payments. These assumptions were based on significant inputs not observed in the market and, therefore, represent a Level 3 measurement. Subsequent to the date of acquisition, the Company re-measured the estimated fair value of the contingent consideration at each reporting date with any changes in fair value recorded in the Company’s statements of operations. Any changes in the unobservable inputs could significantly impact the estimated fair value of the contingent consideration. As of June 30, 2016, $3,711 is payable to the TVN Sellers based on the performance of TVN during the Year 1 Earn-Out Period. This payment will be made during the three months ended September 30, 2016; provided that the TVN Employee Sellers must remain employed with TVN through the date of payout in order to earn such payment. The $4,671 that is included as a contingent consideration on acquisition liability includes the $3,711 payment referenced above as well as $960 based on the estimated fair value of payments that may become due to the TVN Sellers that are not TVN Employee Sellers on account of the Year 2 Earn-Out Period. Refer to note 6 for further discussion on the acquisition of TVN.
Schedule of changes in the Company's Level 3 instruments measured at fair value on a recurring basis	2016 Beginning balance at January 1, 2016 $ Compensation expense (1) Mark-to-market expense (2) Foreign currency translation adjustment Ending balance at June 30, 2016 $ (1) Represents contingent consideration that may become due in connection with the acquisition of TVN to the TVN Employee Sellers. As of June 30, 2016, based on the performance of TVN during the Year 1 Earn-Out Period, $2,651is payable to the TVN Employee Sellers. A portion of this payment was already included as compensation expense during fiscal 2015. This payment will be made during the three months ended September 30, 2016, provided that such TVN Employee Sellers remain employed through the date of payout. This contingent consideration is recorded in sales and marketing expenses in the Company’s consolidated statements of operations. Refer to the table above regarding assumptions used for level 3 instruments, and note 6 for further discussion of contingent consideration payments owed in connection with the Company’s acquisition of TVN. (2) Reflects expense incurred based on the Company’s re-measurement, at June 30, 2016, of the estimated fair value of the contingent consideration that is due in connection with the acquisition of TVN for TVN Sellers that are not required to remain employed with the Company as a condition to earning such contingent consideration. Amounts recorded as mark-to-market expense relating to level 3 instruments are recorded in operating expense. Refer to the table above regarding assumptions used for level 3 instruments, and note 6 for further discussion of contingent consideration payments owed in connection with the Company’s acquisition of TVN.

Prepaid Expenses and Other Cu23

Prepaid Expenses and Other Current Assets (Tables)	6 Months Ended
	Jun. 30, 2016
Prepaid Expenses and Other Current Assets
Schedule of prepaid expenses and other current assets	June 30, December 31, 2016 2015 (unaudited) Prepaid expenses and other current assets $ $ Prepaid rent Leasehold improvement incentives (1) Total prepaid expenses and other current assets $ $ (1) This item represents amounts due to the Company related to its office lease for its new principal executive offices, with a corresponding amount recorded as part of deferred rent liability.

Property and Equipment, Net (Ta

Property and Equipment, Net (Tables)	6 Months Ended
	Jun. 30, 2016
Property and Equipment, Net
Schedule of property and equipment, net	June 30, December 31, 2016 2015 (unaudited) Computer hardware $ $ Furniture and fixtures Leasehold improvements Computer software Office equipment Total property and equipment Less: accumulated depreciation ) ) Total property and equipment, net of accumulated depreciation $ $

Accounts Payable and Accrued 25

Accounts Payable and Accrued Expenses (Tables)	6 Months Ended
	Jun. 30, 2016
Accounts Payable and Accrued Expenses
Schedule of accounts payable and accrued expenses	June 30, December 31, 2016 2015 (unaudited) Trade accounts payable $ $ Accrued compensation, benefits and payroll taxes (1) Accrued cost of sales Income taxes payable — Other payables and accrued expenses Total accounts payable and accrued expenses $ $ (1) At June 30, 2016 and December 31, 2015, accrued compensation, benefits and payroll taxes includes $491 of stock-based long-term incentive compensation expense related to the Company’s long-term sales incentive compensation plan for the 2015 plan year. Payments earned under the plan for the 2015 plan year will be made in stock-based awards to participants that remain employed with the Company through June 30, 2016, which will be paid in August 2016.

Changes in Accumulated Other 26

Changes in Accumulated Other Comprehensive (Loss) Income (Tables)	6 Months Ended
	Jun. 30, 2016
Changes in Accumulated Other Comprehensive (Loss) Income
Schedule of components of accumulated other comprehensive (loss) income	Foreign Currency Translation Adjustment Total Beginning balance at April 1, 2016 $ ) $ ) Other comprehensive loss (1) Ending balance at June 30, 2016 $ ) $ ) Foreign Currency Translation Adjustment Total Beginning balance at April 1, 2015 $ $ Other comprehensive loss (1) ) ) Ending balance at June 30, 2015 $ $ Foreign Currency Translation Adjustment Total Beginning balance at January 1, 2016 $ ) $ ) Other comprehensive loss (1) ) ) Ending balance at June 30, 2016 $ ) $ ) Foreign Currency Translation Adjustment Total Beginning balance at January 1, 2015 $ $ Other comprehensive loss (1) ) ) Ending balance at June 30, 2015 $ $ (1) For the three and six months ended June 30, 2016 and 2015, there were no reclassifications to or from accumulated other comprehensive (loss) income.

Stock-Based Compensation Expens

Stock-Based Compensation Expense (Tables)	6 Months Ended
	Jun. 30, 2016
Stock-Based Compensation
Schedule of the stock-based compensation expense	Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 (unaudited) Technology and development $ $ $ $ Sales and marketing (1) General and administrative Total stock-based compensation expense $ $ $ $ (1) Includes $5 in stock-based compensation expense related to a non-employee consultant, which was settled in cash in lieu of stock during the six months ended June 30, 2015.
Summary of the Company's stock option award activity under all plans and related information	Number of Weighted Stock Option Average Awards Exercise Price Outstanding Per Share Stock option awards outstanding as of December 31, 2015 (1) $ Stock option awards granted Stock option awards forfeited ) Stock option awards exercised ) Stock option awards outstanding as of June 30, 2016 Stock option awards vested and exercisable as of June 30, 2016 (1) Includes employment inducement awards granted to the Company’s newly appointed Chief Financial Officer (“CFO”), and Chief Technology Officer (“CTO”), on September 8, 2015 and October 20, 2015, respectively. These awards were comprised of stock option awards issued to the CFO and CTO to purchase 570,000 shares of the Company’s common stock at an exercise price of $1.94 per share and 350,000 shares of the Company’s common stock at an exercise price of $1.90 per share, respectively. These awards were issued outside of the Company’s stockholder approved equity compensation plans, but are generally subject to the same terms and conditions as applied to awards granted under the Company’s 2013 Plan.
Schedule of other selected information, including aggregate fair value of awards	Six Months Ended June 30, 2016 2015 (unaudited) Aggregate intrinsic value of stock option awards exercised $ Weighted-average grant-date fair value per share of stock option awards granted Cash proceeds received from stock option awards exercised
Summary of the entity's non-vested restricted stock unit award activity and related information	Number of Weighted Shares of Average Restricted Grant Date Stock Unit Fair Value Awards Per Share Non-vested restricted stock unit awards outstanding as of December 31, 2015 $ Restricted stock unit awards granted Restricted stock unit awards forfeited ) Restricted stock unit awards vested ) Non-vested restricted stock unit awards outstanding as of June 30, 2016

Net Loss Per Share of Common 28

Net Loss Per Share of Common Stock (Tables)	6 Months Ended
	Jun. 30, 2016
Net Loss Per Share of Common Stock
Schedule of net loss per share of common stock	Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 (unaudited) Numerator: Net loss $ ) $ ) $ ) $ ) Denominator: Weighted-average number of shares of common stock outstanding for basic and diluted net loss per share Basic and diluted net loss per share $ ) $ ) $ ) $ )
Schedule of securities excluded from the calculation of diluted net loss per share of common stock	Three Months Ended Six Months Ended June 30, June 30, 2016 2015 2016 2015 (unaudited) Warrants to purchase common stock Stock option awards Restricted stock unit awards Total anti-dilutive securities

Summary of Significant Accoun29

Summary of Significant Accounting Policies - Concentration of Credit Risk (Details) - Advertiser concentration - item	3 Months Ended		6 Months Ended		12 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Revenue
Concentrations of credit risk
Number of advertisers	0	0	0	0
Accounts receivable
Concentrations of credit risk
Number of advertisers			0		0

Fair Value Measurements - Hiera

Fair Value Measurements - Hierarchy (Details) AUD in Thousands, $ in Thousands	Aug. 03, 2015	Jun. 30, 2016AUD	Jun. 30, 2016USD ($)	Dec. 31, 2015USD ($)	Jun. 30, 2015USD ($)	Dec. 31, 2014USD ($)
Fair Value Measurements
Operating cash balances			$ 49,977	$ 59,887	$ 68,613	$ 77,787
TVN
Fair Value Measurements
Contingent consideration on acquisition		AUD 4,990	3,711
Period following closing date during which additional payments may be required	2 years
Recurring
Fair Value Measurements
Money market funds			36,634	41,584
Contingent consideration on acquisition			4,671	1,430
Operating cash balances			13,343	18,303
Recurring | Level 1
Fair Value Measurements
Money market funds			36,634	41,584
Recurring | Level 3
Fair Value Measurements
Contingent consideration on acquisition			4,671	$ 1,430
Recurring | TVN | Level 3 | Contingent consideration payable to employee sellers
Fair Value Measurements
Contingent consideration on acquisition			3,711
Recurring | TVN | Level 3 | Contingent consideration payable to non employee sellers
Fair Value Measurements
Contingent consideration on acquisition			$ 960

Fair Value Measurements - Level

Fair Value Measurements - Level 3 (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2016
Changes in the Company's Level 3 instruments measured at fair value
Mark-to-market expense	$ (45)	$ (1,089)
Recurring
Changes in the Company's Level 3 instruments measured at fair value
Balance at the beginning of the period		1,430
Compensation expense		2,130
Mark-to-market expense		1,089
Foreign currency translation adjustment		22
Balance at the end of the period	$ 4,671	4,671
Recurring | TVN | Contingent consideration payable to employee sellers
Changes in the Company's Level 3 instruments measured at fair value
Compensation expense		$ 2,651

Prepaid Expenses and Other Cu32

Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2016	Dec. 31, 2015
Prepaid Expenses and Other Current Assets
Prepaid expenses and other current assets	$ 3,040	$ 2,790
Prepaid rent	20	165
Leasehold improvement incentives	1,251	766
Total prepaid expenses and other current assets	$ 4,311	$ 3,721

Property and Equipment, Net (De

Property and Equipment, Net (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015	Dec. 31, 2015
Property and Equipment, Net
Cost	$ 19,059		$ 19,059		$ 16,810
Less: accumulated depreciation	(8,941)		(8,941)		(6,716)
Total property and equipment, net of accumulated depreciation	10,118		10,118		10,094
Depreciation expense related to property and equipment	1,194	$ 747	2,272	$ 1,315
Loss from sublease	0		341
Computer hardware
Property and Equipment, Net
Cost	7,451		7,451		6,774
Furniture and fixtures
Property and Equipment, Net
Cost	1,647		1,647		1,636
Leasehold improvements
Property and Equipment, Net
Cost	8,393		8,393		6,863
Computer software
Property and Equipment, Net
Cost	1,383		1,383		1,344
Office equipment
Property and Equipment, Net
Cost	$ 185		$ 185		$ 193

Acquisition (Details)

Acquisition (Details) AUD in Thousands, $ in Thousands	Aug. 03, 2015AUD	Aug. 03, 2015USD ($)	Jun. 30, 2016USD ($)	Jun. 30, 2016AUD	Jun. 30, 2016USD ($)	Jun. 30, 2016USD ($)	Aug. 03, 2015USD ($)
Purchase price:
Mark-to-market expense			$ (45)		$ (1,089)
TVN
Purchase price:
Initial payment	AUD 3,040	$ 2,217
Payment due, first anniversary of closing	380	277
Payment due, second anniversary of closing		277
Additional payment made subsequent to finalization of working capital adjustments	661	$ 482
Maximum future contingent consideration	AUD 10,470						$ 7,785
Period following closing date during which additional payments may be required	2 years	2 years
Contingent consideration				AUD 4,990		$ 3,711
Acquisition-related costs				3,564	2,651
TVN | Estimated of fair value
Purchase price:
Contingent consideration				9,510		7,072	2,822
TVN | Contingent consideration, continued employment arrangement
Purchase price:
Contingent consideration						5,051
Acquisition-related costs			924		2,130
TVN | Contingent consideration, excluding continued employment arrangement
Purchase price:
Contingent consideration				AUD 2,717		$ 2,020	$ 818
Mark-to-market expense			$ 45		$ 1,089

Accounts Payable and Accrued 35

Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2016	Dec. 31, 2015
Accounts Payable and Accrued Expenses
Trade accounts payable	$ 33,127	$ 42,692
Accrued compensation, benefits and payroll taxes	4,861	8,423
Accrued cost of sales	3,808	5,127
Income taxes payable	42
Other payables and accrued expenses	1,874	2,500
Total accounts payable and accrued expenses	43,712	58,742
Stock-based long-term incentive compensation	$ 491	$ 491

Changes in Accumulated Other 36

Changes in Accumulated Other Comprehensive (Loss) Income (Details) - USD ($)	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Changes in accumulated Other Comprehensive (Loss) Income
Balance at the beginning of the period	$ (77,000)	$ 52,000	$ (55,000)	$ 98,000
Other comprehensive loss	19,000	(5,000)	(3,000)	(51,000)
Balance at the end of the period	(58,000)	47,000	(58,000)	47,000
Reclassifications from accumulated other comprehensive (loss) income			0	0
Foreign Currency Translation Adjustment
Changes in accumulated Other Comprehensive (Loss) Income
Balance at the beginning of the period	(77,000)	52,000	(55,000)	98,000
Other comprehensive loss	19,000	(5,000)	(3,000)	(51,000)
Balance at the end of the period	$ (58,000)	$ 47,000	$ (58,000)	$ 47,000

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Thousands	6 Months Ended	12 Months Ended
	Jun. 30, 2016	Dec. 31, 2015
Legal Contingencies
Reserves recorded	$ 0	$ 0

Stock-Based Compensation Expe38

Stock-Based Compensation Expense - Expense Categories (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Stock-Based Compensation Expense
Stock-based compensation expense	$ 1,025	$ 1,147	$ 1,989	$ 2,255
Technology and development
Stock-Based Compensation Expense
Stock-based compensation expense	244	218	462	432
Sales and marketing
Stock-Based Compensation Expense
Stock-based compensation expense	381	394	767	803
Sales and marketing | Non employee stock option
Stock-Based Compensation Expense
Stock-based compensation expense				5
General and administrative expenses
Stock-Based Compensation Expense
Stock-based compensation expense	$ 400	$ 535	$ 760	$ 1,020

Stock-Based Compensation Expe39

Stock-Based Compensation Expense - Stock Option Awards Outstanding Rollforward (Details) - $ / shares	Oct. 20, 2015	Sep. 08, 2015	Jun. 30, 2016
Number of Stock Option Awards Outstanding
Stock option awards outstanding at the beginning of the period (in shares)			7,006,472
Stock option awards granted (in shares)			200,000
Stock option awards forfeited (in shares)			(326,014)
Stock option awards exercised (in shares)			(147,041)
Stock option awards outstanding at the end of the period (in shares)			6,733,417
Stock option awards vested and exercisable at the end of the period (in shares)			5,017,986
Weighted average exercise price
Stock option awards outstanding at the beginning of the period (in dollars per share)			$ 3.79
Stock option awards granted (in dollars per share)			1.76
Stock option awards forfeited (in dollars per share)			4.82
Stock option awards exercised (in dollars per share)			0.91
Stock option awards outstanding at the end of the period (in dollars per share)			3.74
Stock option awards vested and exercisable at the end of the period (in dollars per share)			$ 4.06
CFO | 2013 Plan
Weighted average exercise price
Common stock purchased		570,000
Exercise price of common stock purchased		$ 1.94
CTO | 2013 Plan
Weighted average exercise price
Common stock purchased	350,000
Exercise price of common stock purchased	$ 1.90

Stock-Based Compensation Expe40

Stock-Based Compensation Expense - Stock Option Awards Other Selected Info (Details) - Stock option awards - USD ($) $ / shares in Units, $ in Thousands	6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015
Stock-Based Incentive Plans
Cliff period	1 year
Aggregate intrinsic value of stock option awards exercised	$ 142	$ 72
Weighted-average grant-date fair value per share of stock option awards granted (in dollars per share)	$ 1.02	$ 1.04
Cash proceeds received from stock option awards exercised	$ 153	$ 39
Dividend yield (as a percent)	0.00%
Unrecognized compensation cost related to non-vested share based compensation arrangements	$ 1,763
Weighted-average period over which unrecognized compensation cost is expected to be recognized	2 years 9 months 11 days
Maximum
Stock-Based Incentive Plans
Vesting period	4 years
Expiration period	10 years

Stock-Based Compensation Expe41

Stock-Based Compensation Expense - Restricted Stock (Details) - Restricted stock unit awards $ / shares in Units, $ in Thousands	6 Months Ended
	Jun. 30, 2016USD ($)$ / sharesshares
Restricted Stock Unit (RSU) Awards Outstanding
Unrecognized compensation cost related to non-vested restricted stock unit awards | $	$ 7,280
Weighted-average period over which unrecognized compensation cost is expected to be recognized	4 years 2 months 5 days
Number of Restricted Stock Unit Awards Outstanding
Non-vested restricted stock unit awards outstanding at the beginning of the period (in shares) | shares	2,370,803
Restricted stock unit awards granted (In shares) | shares	2,298,326
Restricted stock unit awards forfeited (in shares) | shares	(271,799)
Restricted stock unit awards vested (in shares) | shares	(484,558)
Non-vested restricted stock unit awards outstanding at the end of the period (in shares) | shares	3,912,772
Weighted Average Grant Date Fair Value Per Share
Non-vested restricted stock unit awards outstanding at the beginning of the period (in dollars per shares) | $ / shares	$ 2.66
Restricted stock unit awards granted (in dollars per share) | $ / shares	1.79
Restricted stock unit awards forfeited (in dollars per share) | $ / shares	3.15
Restricted stock unit awards vested (in dollars per share) | $ / shares	2.73
Non-vested restricted stock unit awards outstanding at the end of the period (in dollars per shares) | $ / shares	$ 2.10

Stock-Based Compensation Expe42

Stock-Based Compensation Expense - ESPP (Details) - 2014 ESPP - USD ($) $ / shares in Units, $ in Thousands	1 Months Ended	6 Months Ended
	Apr. 30, 2014	Jun. 30, 2016
Stock-Based Incentive Plans
Length of purchase intervals under ESPP plan	6 months
Percentage of purchase price per share	85.00%
Maximum payroll deductions allowed to purchase shares of common stock on purchase dates (as a percent)		15.00%
Maximum number of common stock permitted to be purchased by employees on any one purchase date under ESPP		5,000
Maximum fair value of shares permitted to be purchased under ESPP (per share)		$ 25
Common stock purchased		173,726
Exercise price of common stock purchased		$ 1.40
Expected life		6 months
Dividend yield (as a percent)		0.00%
Unrecognized compensation cost related to non-vested restricted stock unit awards		$ 30
Maximum
Stock-Based Incentive Plans
Shares of common stock reserved for future issuance		2,000,000
Weighted-average period over which unrecognized compensation cost is expected to be recognized		1 year

Stock Repurchases (Details)

Stock Repurchases (Details) - USD ($) $ in Thousands	Mar. 29, 2016	Jun. 30, 2016	Jun. 30, 2016
Stock Repurchases
Maximum repurchase amount under stock repurchase program	$ 15,000
Period of stock repurchase program	18 months
Shares repurchased through open market purchases		177,980
Aggregate purchase price		$ 332	$ 332

Net Loss Per Share of Common 44

Net Loss Per Share of Common Stock - Calculation of Basic and Diluted Net Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Numerator:
Net loss	$ (5,855)	$ (5,240)	$ (16,929)	$ (12,190)
Denominator:
Weighted-average number of shares of common stock outstanding for basic and diluted net loss per share	52,633,054	51,445,613	52,502,955	51,332,047
Basic and diluted net loss per share (in dollars per share)	$ (0.11)	$ (0.10)	$ (0.32)	$ (0.24)

Net Loss Per Share of Common 45

Net Loss Per Share of Common Stock - Antidilutive Securities (Details) - shares	3 Months Ended		6 Months Ended
	Jun. 30, 2016	Jun. 30, 2015	Jun. 30, 2016	Jun. 30, 2015
Securities excluded from the calculation of weighted average common shares outstanding
Total anti-dilutive securities outstanding	10,686,013	9,091,422	10,686,013	9,091,422
Warrants to purchase common stock
Securities excluded from the calculation of weighted average common shares outstanding
Total anti-dilutive securities outstanding	39,824	39,824	39,824	39,824
Stock option awards
Securities excluded from the calculation of weighted average common shares outstanding
Total anti-dilutive securities outstanding	6,733,417	6,954,601	6,733,417	6,954,601
Restricted stock unit awards
Securities excluded from the calculation of weighted average common shares outstanding
Total anti-dilutive securities outstanding	3,912,772	2,096,997	3,912,772	2,096,997