DOCUMENT AND ENTITY INFORMATION
DOCUMENT AND ENTITY INFORMATION - shares | 3 Months Ended | |
Mar. 31, 2020 | May 01, 2020 | |
Document and Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Mar. 31, 2020 | |
Entity Registrant Name | DHI Group, Inc. | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Common Stock, Shares Outstanding | 53,097,014 | |
Entity File Number | 001-33584 | |
Entity Tax Identification Number | 20-3179218 | |
Entity Address, Address Line One | 1450 Broadway | |
Entity Address, City or Town | New York | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10018 | |
Local Phone Number | 725-6550 | |
Trading Symbol | DHX | |
Entity Interactive Data Current | Yes | |
Security Exchange Name | NYSE | |
City Area Code | 212 | |
Entity Central Index Key | 0001393883 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q1 | |
Amendment Flag | false | |
Entity Address, Address Line Two | 29th Floor | |
Entity Incorporation, State or Country Code | DE | |
Title of 12(b) Security | Common Stock, par value $0.01 per share |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Current assets | ||
Cash | $ 27,823 | $ 5,381 |
Accounts receivable, net of allowance for doubtful accounts of $853 and $708 | 22,982 | 21,158 |
Income taxes receivable | 2,072 | 2,353 |
Prepaid and other current assets | 3,827 | 4,180 |
Total current assets | 56,704 | 33,072 |
Fixed assets, net | 21,126 | 20,352 |
Acquired intangible assets, net | 31,800 | 39,000 |
Capitalized contract costs | 6,579 | 7,515 |
Goodwill | 152,305 | 156,059 |
Deferred Tax Assets, Deferred Income | 7 | 7 |
Operating lease right-of-use-assets | 18,383 | 19,712 |
Other assets | 824 | 2,604 |
Total assets | 287,728 | 278,321 |
Current liabilities | ||
Accounts payable and accrued expenses | 11,857 | 18,908 |
Operating lease liabilities - current | 3,417 | 3,643 |
Deferred revenue | 54,838 | 50,568 |
Income taxes payable | 847 | 984 |
Total current liabilities | 70,959 | 74,103 |
Long-term debt, net | 36,472 | 9,435 |
Deferred Revenue, Noncurrent | 691 | 1,058 |
Accrual for unrecognized tax benefits | 1,706 | 1,787 |
Deferred Tax Liabilities, Tax Deferred Income | 11,530 | 12,823 |
Operating lease liabilities - non-current | 15,546 | 16,664 |
Other long-term liabilities | 1,225 | 1,256 |
Total liabilities | 138,129 | 117,126 |
Stockholders equity | ||
Convertible preferred stock, $.01 par value, authorized 20,000 shares; no shares issued and outstanding | 0 | 0 |
Common stock, $.01 par value, authorized 240,000; issued 70,809 and 69,509 shares, respectively; outstanding: 54,077 and 53,918 shares, respectively | 710 | 696 |
Additional paid-in capital | 229,023 | 227,227 |
Accumulated other comprehensive loss | (33,113) | (29,248) |
Accumulated earnings | 77,436 | 83,986 |
Treasury stock, 16,732 and 15,591 shares, respectively | (124,457) | (121,466) |
Total stockholders' equity | 149,599 | 161,195 |
Total liabilities and stockholders’ equity | $ 287,728 | $ 278,321 |
CONSOLIDATED BALANCE SHEETS (PA
CONSOLIDATED BALANCE SHEETS (PARENTHETICAL) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 |
Preferred Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 |
Preferred Stock, Shares Authorized | 20,000,000 | 20,000,000 |
Preferred Stock, Shares Outstanding | 0 | 0 |
Current assets | ||
Allowance for doubtful accounts | $ 853 | $ 647 |
Stockholders equity | ||
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 240,000,000 | 240,000,000 |
Common stock, shares issued | 70,809,000 | 69,508,000 |
Common stock, shares outstanding | 54,077,000 | 53,918,000 |
Treasury Stock, Shares | 16,732,000 | 15,591,000 |
Statement of Income (Statement)
Statement of Income (Statement) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Income Statement [Abstract] | ||
Revenues | $ 36,633 | $ 37,120 |
Operating expenses: | ||
Cost of revenues | 4,176 | 3,825 |
Product development | 4,165 | 4,196 |
Sales and marketing | 14,538 | 14,279 |
General and administrative | 8,551 | 7,928 |
Depreciation | 3,253 | 2,425 |
Impairment of fixed assets | 7,200 | 0 |
Disposition related and other costs (Note 13) | 0 | 875 |
Total operating expenses | 41,883 | 33,528 |
Operating income (loss) | (5,250) | 3,592 |
Interest expense and other | 183 | 105 |
Equity Securities without Readily Determinable Fair Value, Impairment Loss, Annual Amount | 2,002 | 0 |
Income (loss) before income taxes | (7,435) | 3,487 |
Income tax expense (benefit) | (885) | 1,899 |
Net income (loss) | $ (6,550) | $ 1,588 |
Basic earnings (loss) per share (in dollars per share) | $ (0.13) | $ 0.03 |
Diluted earnings (loss) per share (in dollars per share) | $ (0.13) | $ 0.03 |
Weighted average basic shares outstanding | 49,134 | 48,103 |
Weighted average diluted shares outstanding | 49,134 | 50,330 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Cash flows from operating activities: | ||
Net income (loss) | $ (6,550) | $ 1,588 |
Adjustments to reconcile net income to net cash flows from operating activities: | ||
Depreciation | 3,253 | 2,425 |
Deferred income taxes | (1,262) | (55) |
Amortization of deferred financing costs | 37 | 37 |
Stock based compensation | 1,796 | 1,458 |
Impairment of fixed assets | 7,200 | 0 |
Equity Securities without Readily Determinable Fair Value, Impairment Loss, Annual Amount | 2,002 | 0 |
Change in accrual for unrecognized tax benefits | (81) | 121 |
Changes in operating assets and liabilities, net of the effects of acquisitions: | ||
Accounts receivable | (2,111) | (2,209) |
Prepaid expense and other assets | 42 | 376 |
Capitalized contract costs | 859 | 708 |
Accounts payable and accrued expenses | (6,768) | (7,619) |
Income taxes receivable/payable | 154 | 1,496 |
Deferred revenue | 4,382 | 4,785 |
Other, net | (20) | 127 |
Net cash flows from operating activities | 2,933 | 3,238 |
Cash flows from (used in) investing activities: | ||
Purchases of fixed assets | (4,288) | (3,052) |
Net cash flows from (used in) investing activities | (4,288) | (3,052) |
Cash flows from financing activities: | ||
Payments on long-term debt | (2,000) | (15,000) |
Proceeds from long-term debt | 29,000 | 14,000 |
Payments under stock repurchase plan | (1,643) | (491) |
Purchase of treasury stock related to vested restricted stock | (1,348) | (532) |
Net cash flows used in financing activities | 24,009 | (2,023) |
Effect of exchange rate changes | (212) | 59 |
Net change in cash and cash equivalents for the period | 22,442 | (1,778) |
Cash and cash equivalents, beginning of period | 5,381 | 6,472 |
Cash and cash equivalents, end of period | $ 27,823 | $ 4,694 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) Statement - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ (6,550) | $ 1,588 |
Foreign currency translation adjustment | (3,865) | 1,416 |
Other Comprehensive Income (Loss), Net of Tax, Total | (3,865) | 1,416 |
Comprehensive income (loss) | $ (10,415) | $ 3,004 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS EQUITY Statement - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Treasury Stock [Member] | Accumulated Earnings (Loss) [Member] | Accumulated Other Comprehensive Loss [Member] |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Treasury Stock, Shares | 34,126,000 | |||||
Beginning balance (in shares) at Dec. 31, 2018 | 87,522,000 | |||||
Beginning balance at Dec. 31, 2018 | $ 145,355 | $ 876 | $ 383,123 | $ (278,843) | $ 71,435 | $ (31,236) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | 1,588 | 1,588 | ||||
Other comprehensive income (loss) | 1,416 | 1,416 | ||||
Stock based compensation | 1,458 | 1,458 | ||||
Restricted stock issued (in shares) | 1,456,000 | |||||
Restricted stock issued | 15 | $ 15 | ||||
Restricted stock forfeited or withheld to satisfy tax obligations (in shares) | (113,000) | 214,000 | ||||
Shares Granted, Value, Share-based Payment Arrangement, Forfeited | $ 0 | $ 0 | ||||
Treasury Stock, Shares, Retired | (20,000,000) | (20,000,000) | (20,000,000) | |||
Treasury Stock, Retired, Cost Method, Amount | $ 0 | $ (200) | (161,600) | $ (161,800) | ||
Stock Repurchased During Period, Shares | (250,145,000) | (250,000) | ||||
Restricted stock forfeited or withheld to satisfy tax obligations | $ (533) | $ (1) | $ (532) | |||
Performance-Based Restricted Stock Units eligible to vest (in shares) | (680,000) | |||||
Performance-Based Restricted Stock Units eligible to vest | $ 7 | $ 7 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 94,000 | (10,000) | ||||
Purchase of treasury stock under stock repurchase plan | $ (491) | (491) | ||||
Ending balance (in shares) at Mar. 31, 2019 | 69,535,000 | |||||
Ending balance at Mar. 31, 2019 | $ 148,815 | $ 697 | 222,981 | $ (118,066) | 73,023 | (29,820) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Treasury Stock, Shares | 14,590,000 | |||||
Treasury Stock, Shares | 15,591,000 | 15,591,000 | ||||
Beginning balance (in shares) at Dec. 31, 2019 | 53,918,000 | 69,509,000 | ||||
Beginning balance at Dec. 31, 2019 | $ 161,195 | $ 696 | 227,227 | $ (121,466) | 83,986 | (29,248) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Net income | (6,550) | (6,550) | ||||
Other comprehensive income (loss) | (3,865) | (3,865) | ||||
Stock based compensation | 1,796 | 1,796 | ||||
Restricted stock issued (in shares) | 1,468,000 | |||||
Restricted stock issued | $ 15 | $ 15 | ||||
Restricted stock forfeited or withheld to satisfy tax obligations (in shares) | 163,000 | 381,000 | ||||
Stock Repurchased During Period, Shares | (659,913,000) | (660,000) | ||||
Restricted stock forfeited or withheld to satisfy tax obligations | $ (1,049) | $ (1) | $ (1,048) | |||
Performance-Based Restricted Stock Units eligible to vest (in shares) | 5,000 | |||||
Performance-Based Restricted Stock Units eligible to vest | $ (300) | $ 0 | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 80,000 | |||||
Purchase of treasury stock under stock repurchase plan | $ (1,643) | (1,643) | ||||
Ending balance (in shares) at Mar. 31, 2020 | 54,077,000 | 70,809,000 | ||||
Ending balance at Mar. 31, 2020 | $ 149,599 | $ 710 | $ 229,023 | $ (124,457) | $ 77,436 | $ (33,113) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | 300,000 | 100,000 | ||||
Treasury Stock, Shares | 16,732,000 | 16,732,000 |
ORGANIZATION AND PRINCIPAL ACTI
ORGANIZATION AND PRINCIPAL ACTIVITIES (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements of DHI Group, Inc. (“DHI” or the “Company”) have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and disclosures normally included in annual audited consolidated financial statements prepared in accordance with generally accepted accounting principles in the United States of America (“U.S. GAAP”) have been omitted and condensed pursuant to such rules and regulations. In the opinion of the Company’s management, all adjustments (consisting of only normal and recurring accruals) have been made to present fairly the financial position, results of operations and cash flows of the Company for the periods presented. Although the Company believes that the disclosures are adequate to make the information presented not misleading, these financial statements should be read in conjunction with the Company’s audited consolidated financial statements as of and for the year ended December 31, 2019 included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 (the “Annual Report on Form 10-K”). Operating results for the three month period ended March 31, 2020 are not necessarily indicative of the results to be achieved for the full year. Preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenue and expenses during the period. Management believes the most complex and sensitive judgments, because of their significance to the condensed consolidated financial statements, result primarily from the need to make estimates about the effects of matters that are inherently uncertain. Actual results could differ materially from management’s estimates reported in the condensed consolidated financial statements and footnotes thereto. There have been no significant changes in the Company’s assumptions regarding critical accounting estimates during the three month period ended March 31, 2020, except as disclosed in Notes 6 and 8 relating to impairments to equity method investments and intangible assets. |
SIGNIFCANT ACCOUNTING POLICIES
SIGNIFCANT ACCOUNTING POLICIES (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies [Text Block] | 2. NEW ACCOUNTING STANDARDS In June 2016, the FASB issued ASU No. 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments . ASU 2016-13 changes how entities will account for credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The guidance replaces the current "incurred loss" model with an "expected loss" model that requires consideration of a broader range of information to estimate expected credit losses over the lifetime of a financial asset. ASU 2016-13 is effective for interim and annual reporting periods in fiscal years beginning after December 15, 2022 for Smaller Reporting Companies. The Company is evaluating the expected impact of this standard on its consolidated financial statements. In August 2018, the FASB issued ASU 2018-13, Fair Value Measurements (Topic 820), Disclosures Framework - Changes to the Disclosure Requirements for Fair Value Measurement. This standard removes, modifies, and adds certain disclosure requirements for fair value measurements. This pronouncement is effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2019, with early adoption permitted. The Company adopted the new standard on January 1, 2020. The adoption of ASU 2018-13 did not have a material impact on its consolidated financial statements. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software: Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract . The new standard requires entities that are customers in cloud computing arrangements to defer implementation costs if they would be capitalized by the entity in software licensing arrangements under the internal-use software guidance. ASU No. 2018-15 is effective for fiscal years beginning after December 15, 2019 and interim periods within those years and early adoption is permitted. The amendments allow either a retrospective or prospective approach to all implementation costs incurred after adoption. The Company adopted this standard, effective January 1, 2020, under the prospective approach. The adoption of this standard resulted in $0.3 million of capitalized costs, which are included in other assets on the Company's balance sheet as of March 31, 2020. In December 2019, the FASB issued ASU No. 2019-12, Simplifying the Accounting for Income Taxes, which eliminates certain exceptions related to the approach for intraperiod tax allocation, the methodology for calculating taxes during interim quarters and the recognition of deferred tax liabilities for outside basis differences. This guidance also simplifies aspects of accounting for franchise taxes, specifies the timing for recognizing certain income tax effects of changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill. The pronouncement is effective for fiscal |
Revenue Recognition (Notes)
Revenue Recognition (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | REVENUE RECOGNITION The Company recognizes revenue when control of the promised goods or services is transferred to our customers at an amount that reflects the consideration to which we expect to receive in exchange for those goods or services. Revenue is recognized net of customer discounts ratably over the service period. Customer billings delivered in advance of services being rendered are recorded as deferred revenue and recognized over the service period. The Company generates revenue from recruitment packages, advertising, classifieds, and virtual and live career fair and recruitment event booth rentals. Disaggregation of revenue Our brands serve various economic professions, such as technology and financial. The following table provides information about disaggregated revenue by brand and includes a reconciliation of the disaggregated revenue (in thousands): Three Months Ended March 31, 2020 2020 2019 Dice $ 22,485 $ 23,146 ClearanceJobs 6,900 5,782 eFinancial Careers 7,248 8,192 Total $ 36,633 $ 37,120 Contract Balances The following table provides information about opening and closing balances of receivables and contract liabilities from contracts with customers as required under Topic 606 (in thousands): As of March 31, 2020 As of December 31, 2019 Receivables $ 22,982 $ 21,158 Short-term contract liabilities (deferred revenue) 54,838 50,568 Long-term contract liabilities (deferred revenue) 691 1,058 We receive payments from customers based upon contractual billing schedules; accounts receivable is recorded when customers are invoiced per the contractual billings schedules. As the Company's standard payment terms are less than one year, the Company elected the practical expedient, where applicable. As a result, the Company does not consider the effects of a significant financing component. Contract liabilities include customer billings delivered in advance of performance under the contract, and associated revenue is realized when services are rendered under the contract. Receivables increase due to customer billings and decrease by cash collected from customers. Contract liabilities increase due to customer billings and are decreased as performance obligations are satisfied under the contracts. The Company recognized the following revenues as a result of changes in the contract liability balances in the respective periods (in thousands): Three Months Ended March 31, 2020 March 31, 2019 Revenue recognized in the period from: Amounts included in the contract liability at the beginning of the period $ 24,175 $ 24,933 The following table includes estimated deferred revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period (in thousands): Remainder of 2020 2021 2022 Total Tech-focused $ 51,737 $ 3,764 $ 28 $ 55,529 |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS The FASB ASC topic on Fair Value Measurements and Disclosures defines fair value, establishes a framework for measuring fair value and requires certain disclosures for each major asset and liability category measured at fair value on either a recurring or nonrecurring basis. As a basis for considering assumptions, a three-tier fair value hierarchy is used, which prioritizes the inputs used in measuring fair value as follows: • Level 1 – Quoted prices for identical instruments in active markets. • Level 2 – Quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active and model-derived valuations, in which all significant inputs are observable in active markets. • Level 3 – Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. The carrying amounts reported in the Condensed Consolidated Balance Sheets for cash and cash equivalents, accounts receivable, other assets, accounts payable and accrued expenses and long-term debt approximate their fair values. The fair value of the long-term debt was estimated using present value techniques and market based interest rates and credit spreads. The estimated fair value of long-term debt is based on Level 2 inputs. Certain assets and liabilities are measured at fair value on a non-recurring basis. These assets include investments (included in other assets), goodwill and intangible assets which result as acquisitions occur. Items valued using such internally generated valuation techniques are classified according to the lowest level input or value driver that is significant to the valuation. Thus, an item may be classified in Level 3 even though there may be some significant inputs that are readily observable. Such instruments are not measured at fair value on an ongoing basis but are subject to fair value adjustments in certain circumstances, for example, when there is evidence of impairment. |
ACQUIRED INTANGIBLE ASSETS, NET
ACQUIRED INTANGIBLE ASSETS, NET | 3 Months Ended |
Mar. 31, 2020 | |
Intangible Assets, Net (Excluding Goodwill) [Abstract] | |
Acquired Intangible Assets, Net | ACQUIRED INTANGIBLE ASSETS, NET As of March 31, 2020 and December 31, 2019, the Company had an indefinite-lived acquired intangible asset of $31.8 million and $39.0 million, respectively, related to the Dice trademark and brand name. The impairment test performed as of October 1, 2019 resulted in the fair value of the Dice trademarks and brand name exceeding the carrying value by 26%. During the first quarter of 2020, because of the impacts of the COVID-19 pandemic and its potential impact on future earnings and cash flows for the Dice trademarks and brand name, the Company performed an interim impairment analysis. As a result of the analysis, the Company recorded an impairment charge of $7.2 million. No impairment was recorded during the three month period ended March 31, 2019. Considering the recognition of the Dice brand, its long history, awareness in the talent acquisition and staffing services market, and the intended use, the remaining useful life of the Dice.com trademarks and brand name was determined to be indefinite. We determine whether the carrying value of recorded indefinite-lived acquired intangible assets is impaired on an annual basis or more frequently if indicators of potential impairment exist. The impairment review process compares the fair value of the indefinite-lived acquired intangible assets to its carrying value. If the carrying value exceeds the fair value, an impairment loss is recorded. Revenue attributable to the Dice trademarks and brand name declined 3% during the quarter ended March 31, 2020 compared to the quarter ended March 31, 2019 and due to the COVID-19 pandemic, expectations for Dice revenue growth have been delayed. Revenues related to the Dice trademarks and brand name are expected to decline for the year ending December 31, 2020 compared to the year ended December 31, 2019 and then increasing to rates approximating industry growth projections. The Company’s ability to achieve these revenue projections may be impacted by, among other things, uncertainty related to COVID-19, competition in the technology recruiting market, challenges in developing and introducing new products and product enhancements to the market and the Company’s ability to attribute value delivered to customers. Cash flows attributable to the Dice trademarks and brand name are projected to decline for the year ending December 31, 2020 compared to the year ended December 31, 2019 as a result of the lower revenue, but partially offset by reductions to operating expenses. Operating expenses are projected to decline for the year ending December 31, 2020 as compared to the year ended December 31, 2019, including a small operating margin reduction, and then increase at levels that allow for modest operating margin improvements. If future cash flows attributable to the Dice trademarks and brand name are not achieved, the Company could realize an impairment in a future period. The Company utilized a relief from royalty rate method to value the Dice trademarks and brand name using a royalty rate of 5.0% based on comparable industry studies and a discount rate of 17.5% compared to a royalty rate of 6.0% and a discount rate of 14.2% at October 1, 2019. |
INDEBTEDNESS
INDEBTEDNESS | 3 Months Ended |
Mar. 31, 2020 | |
Debt Disclosure [Abstract] | |
Indebtedness | INDEBTEDNESS Credit Agreement —In November 2018, the Company, together with Dice, Inc. (a wholly-owned subsidiary of the Company) and its wholly-owned subsidiary, Dice Career Solutions, Inc. (collectively, the “Borrowers”), entered into a Second Amended and Restated Credit Agreement (the “Credit Agreement”), which matures in November 2023, and replaced the previously existing credit agreement dated November 2015. The Credit Agreement provides for a revolving loan facility of $90 million, with an expansion option up to $140 million, as permitted under the terms of the Credit Agreement. Borrowings under the Credit Agreement bear interest, at the Company’s option, at a LIBOR rate or a base rate plus a margin. The margin ranges from 1.75% to 2.50% on LIBOR loans and 0.75% to 1.50% on base rate loans, determined by the Company’s most recent consolidated leverage ratio. The Company incurs a fee of 0.30% at March 31, 2020 and 2019 on any unused capacity under the revolving loan facility. The facility may be prepaid at any time without penalty. The Credit Agreement contains various customary affirmative and negative covenants and also contains certain financial covenants, including a consolidated leverage ratio and a consolidated interest coverage ratio. Borrowings are allowed under the Credit Agreement to the extent the consolidated leverage ratio, calculated on a pro forma basis, is equal to or less than 2.50 to 1.00. Negative covenants include restrictions on incurring certain liens; making certain payments, such as stock repurchases and dividend payments; making certain investments; making certain acquisitions; making certain dispositions; and incurring additional indebtedness. Restricted payments are allowed under the Credit Agreement to the extent the consolidated leverage ratio, calculated on a pro forma basis, is equal to or less than 2.00 to 1.00, plus an additional $5.0 million of restricted payments. The Credit Agreement also provides that the payment of obligations may be accelerated upon the occurrence of customary events of default, including, but not limited to, non-payment, change of control, or insolvency. As of March 31, 2020, the Company was in compliance with all of the financial covenants under the Credit Agreement. The obligations under the Credit Agreement are guaranteed by two of the Company’s U.S. based wholly-owned subsidiaries and secured by substantially all of the assets of the Borrowers and the guarantors and stock pledges from certain of the Company’s foreign subsidiaries. The amounts borrowed as of March 31, 2020 and December 31, 2019 are as follows (dollars in thousands): March 31, December 31, Amounts borrowed: Revolving credit facility $ 37,000 $ 10,000 Less: deferred financing costs, net of accumulated amortization of $209 and $172 (528) (565) Total borrowed $ 36,472 $ 9,435 Available to be borrowed under revolving facility, subject to certain limitations $ 53,000 $ 80,000 Interest rates: LIBOR rate loans: Interest margin 1.75 % 1.75 % Actual interest rates 2.75 % 3.56 % There are no scheduled principal payments until maturity of the Credit Agreement in November 2023. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | . COMMITMENTS AND CONTINGENCIES Litigation The Company is subject to various claims from taxing authorities, lawsuits and other complaints arising in the ordinary course of business. The Company records provisions for losses when claims become probable and the amounts are reasonably estimable. Although the outcome of these legal matters, except as described below and recorded in the condensed consolidated financial statements, cannot be determined, it is the opinion of management that the final resolution of these matters will not have a material effect on the Company’s financial condition, operations or liquidity. During the first quarter of 2018, the Company recorded a $1.0 million liability related to a class action lawsuit regarding the applicability of provisions of the Fair Credit Reporting Act (the "FCRA") to one of our products. The lawsuit was brought by Ian Douglas, individually, as a representative of the class and on behalf of the general public, against DHI Group, Inc. and Dice Inc. asserting six claims under the FCRA that the Company’s Open Web profiles are “consumer reports” and Dice is a “consumer reporting agency” under the FCRA, including claims pursuant to the private right of action in 15 U.S.C. Section 1681n for alleged willful violations of the FCRA. The action was originally filed in a federal district court on July 26, 2017, but as a part of the settlement process, the action was re-filed in the Superior Court of Santa Clara County, California (Case No. 18CV331732). The recorded liability reflected a settlement which became final and was paid in the third quarter of 2019. The settlement resolved all remaining claims subject to the lawsuit and included a compliance hearing, which was scheduled for April 3, 2020, but due to the COVID-19 pandemic, is expected to be rescheduled in the third quarter of 2020. Tax Contingencies The Company operates in a number of tax jurisdictions and is routinely subject to examinations by various tax authorities with respect to income taxes and indirect taxes. The determination of the Company’s worldwide provision for taxes requires judgment and estimation. The Company has reserved for potential examination adjustments to our provision for income taxes and accrual of indirect taxes in amounts which the Company believes are reasonable. |
EQUITY TRANSACTIONS (Notes)
EQUITY TRANSACTIONS (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Equity, Class of Treasury Stock [Line Items] | |
Stockholders' Equity Note Disclosure [Text Block] | EQUITY TRANSACTIONS Stock Repurchase Plans —The Company's Board of Directors ("Board") approved a stock repurchase program that permits the Company to repurchase its common stock. Management has discretion in determining the conditions under which shares may be purchased from time to time. The following table summarizes the Stock Repurchase Plans approved by the Board: May 2018 to May 2019 May 2019 to May 2020 Approval Date May 2018 April 2019 Authorized Repurchase Amount of Common Stock $7 million $7 million As of March 31, 2020 the value of shares that may yet be purchased under the current plan was $3.3 million. Purchases of the Company's common stock pursuant to the Stock Repurchase Plans were as follows: Three Months Ended March 31, 2020 2019 Shares repurchased [1] 659,913 250,145 Average purchase price per share [2] $ 2.49 $ 1.96 Dollar value of shares repurchased (in thousands) $ 1,643 $ 491 [1] No shares of our common stock were purchased other than through a publicly announced plan or program. [2] Average price paid per share includes costs associated with the repurchases. There were 51,500 unsettled share repurchases as of March 31, 2020 and no unsettled share repurchases as of March 31, 2019. In May 2020, the Board of Directors authorized the purchase of up to $5 million of the Company's common stock through May 2021. Under the plan, management has discretion in determining the conditions under which shares may be purchased from time to time. |
DISPOSITION RELATED AND OTHER C
DISPOSITION RELATED AND OTHER COSTS (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Activities Disclosure [Text Block] | DISPOSITION RELATED AND OTHER COSTS In May 2017, the Company announced plans to divest a number of its online professional communities to achieve greater focus and resource allocation toward its core tech-focused business. The planned divestitures included: BioSpace (transferred majority ownership to BioSpace management on January 31, 2018), Hcareers (sold May 22, 2018), Health eCareers (sold December 4, 2017), and Rigzone (sold the RigLogix portion of the Rigzone business on February 22, 2018 and transferred majority ownership of the remaining Rigzone business to Rigzone management on August 31, 2018). Additionally, the Company ceased the Dice Europe operations on August 31, 2018 and vacated certain offices during 2018. In connection with the planned divestitures and reorganization to the tech-focused strategy, the Company incurred certain costs, including severance and retention, lease exit, business closure, professional fees related to activist shareholders, search, financial advisory, and legal services, and other costs to further these strategic objectives. The activities associated with disposition related and other costs were substantially completed during the year ended December 31, 2019. The following table displays a roll forward of the disposition related and other costs and related liability balances (in thousands): Three Months Ended March 31, 2020 Accrual at December 31, 2019 Expense Cash Payments Accrual at March 31, 2020 Severance and retention $ 145 $ — $ (16) $ 129 Lease exit and related asset impairment costs 365 — (46) 319 Total disposition related and other costs $ 510 $ — $ (62) $ 448 Three Months Ended March 31, 2019 Accrual at December 31, 2018 Expense Cash Payments Accrual at March 31, 2019 Severance and retention $ 1,089 $ 763 $ (1,125) $ 727 Professional fees and other costs 1,271 112 (179) 1,204 Lease exit and related asset impairment costs 947 — (305) 642 Total disposition related and other costs $ 3,307 $ 875 $ (1,609) $ 2,573 |
STOCK BASED COMPENSATION
STOCK BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock Based Compensation | STOCK BASED COMPENSATION Under the 2012 Omnibus Equity Award Plan, the Company has granted stock options, restricted stock and Performance-Based Restricted Stock Units (“PSUs”) to certain employees and directors. The Company recorded total stock based compensation expense of $1.8 million and $1.5 million during the three month periods ended March 31, 2020 and 2019, respectively. At March 31, 2020, there was $12.8 million of unrecognized compensation expense related to unvested awards, which is expected to be recognized over a weighted-average period of approximately 1.6 years. Restricted Stock— Restricted stock is granted to employees of the Company and its subsidiaries, and to non-employee members of the Company’s Board. These shares are part of the compensation plan for services provided by the employees or Board members. The closing price of the Company’s stock on the date of grant is used to determine the fair value of the grants. The expense related to the restricted stock grants is recorded over the vesting period as described below. There was no cash flow impact resulting from the grants. The restricted stock vests in various increments either quarterly or on the anniversaries of each grant, subject to the recipient’s continued employment or service through each applicable vesting date. Vesting occurs over one year for Board members and over two to four years for employees. A summary of the status of restricted stock awards as of March 31, 2020 and 2019 and the changes during the periods then ended is presented below: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Shares Weighted- Average Fair Value at Grant Date Shares Weighted- Average Fair Value at Grant Date Non-vested at beginning of the period 3,994,787 $ 2.46 4,518,932 $ 2.32 Granted 1,467,500 $ 2.82 1,455,500 $ 2.39 Forfeited (162,796) $ 3.04 (113,250) $ 3.55 Vested (1,009,884) $ 2.65 (614,604) $ 3.88 Non-vested at end of period 4,289,607 $ 2.52 5,246,578 $ 2.13 PSUs —PSUs are granted to employees of the Company and its subsidiaries. These shares are granted under two compensation agreements that are for services provided by the employees. Under the first agreement, with a grant during the year ended December 2017, the fair value of PSUs are measured using the Monte Carlo pricing model. The expense related to these PSUs are recorded over the vesting period. These shares will vest on the dates the Compensation Committee certifies the Company’s achievement of stock price performance relative to the Russell 2000 Index, provided that the recipient remains employed through such date. Performance will be measured over three separate measurement periods: a one-year measurement period, a two-year measurement period and a three-year measurement period. For performance periods one and two, vesting is not to exceed the total grant divided by three. For performance period three, vesting is no less than zero and no greater than 150% of the initial grant less shares vested in performance periods one and two. As of March 31, 2020, there were no unvested shares related to the first agreement and the first agreement was terminated. Under the second agreement, the fair value of the PSUs are measured at the grant date fair value of the award, which was determined based on an analysis of the probable performance outcomes. The performance period is over one year and is based on the achievement of bookings targets during the years ended December 31, 2020 and 2019, as defined in the agreement. The earned shares will then vest over a three year period, one-third on each of the first, second, and third anniversaries of the grant date, or if later, the date the Compensation Committee certifies the performance results with respect to the performance period. As of March 31, 2020, there were 1,627,011 unvested shares related to the second agreement. There was no cash flow impact resulting from the grants. A summary of the status of PSUs as of March 31, 2020 and 2019 and the changes during the periods then ended is presented below: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Shares Weighted- Average Fair Value at Shares Weighted- Average Fair Value at Non-vested at beginning of the period 1,664,650 $ 2.53 1,255,000 $ 3.45 Granted 911,460 $ 2.82 680,000 $ 2.35 Forfeited (641,075) $ 3.30 (262,500) $ 6.91 Vested (308,024) $ 1.90 — $ — Non-vested at end of period 1,627,011 $ 2.51 1,672,500 $ 2.46 Stock Options— The fair value of each option grant is estimated using the Black-Scholes option-pricing model. This valuation model requires the Company to make assumptions and judgments about the variables used in the calculation, including the fair value of the Company’s common stock, the expected life (the period of time that the options granted are expected to be outstanding), the volatility of the Company’s common stock, a risk-free interest rate and expected dividends. The expected life of options granted is derived from historical exercise behavior. The risk-free rate for periods within the expected life of the option is based on the U.S. Treasury rates in effect at the time of grant. The stock options vest 25% after one year, beginning on the first anniversary date of the grant, and 6.25% each quarter following the first anniversary. There was no cash flow impact resulting from the grants. No stock options were granted during the three months ended March 31, 2020 and 2019. A summary of the status of options previously granted as of March 31, 2020 and 2019, and the changes during the periods then ended, is presented below: Three Months Ended March 31, 2020 Options Weighted-Average Exercise Price Aggregate Intrinsic Value Options outstanding at beginning of the period 190,000 $ 8.28 $ — Forfeited (80,000) $ 9.48 $ — Options outstanding at end of period 110,000 $ 7.40 $ — Exercisable at end of period 110,000 $ 7.40 $ — Three Months Ended March 31, 2019 Options Weighted-Average Exercise Price Aggregate Intrinsic Value Options outstanding at beginning of the period 327,000 $ 8.35 $ — Forfeited (94,000) $ 8.77 $ — Options outstanding at end of period 233,000 $ 8.19 $ — Exercisable at end of period 233,000 $ 8.19 $ — The weighted-average remaining contractual term of options exercisable at March 31, 2020 is 0.9 years. The following table summarizes information about options outstanding as of March 31, 2020: Exercise Price Options Outstanding and Exercisable Weighted- (in years) $ 7.00 - $ 7.99 100,000 0.9 $ 8.00 - $ 8.99 10,000 1.5 110,000 |
SEGMENT INFORMATION
SEGMENT INFORMATION | 3 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | SEGMENT INFORMATION The Company modified its Tech-focused reportable segment in the first quarter of 2019 to reflect a single Tech-focused operating structure. The change comes as a result of the non-tech businesses being fully divested during 2018 and, as a result, the Company has one reportable segment for the periods presented. This single segment, Tech-focused, includes the Dice, ClearanceJobs, and eFinancialCareers services, as well as corporate related costs. The Company allocates resources and assesses financial performance on a consolidated basis, as all services pertain to the Company's Tech-focused strategy. The Company’s foreign operations are comprised of a portion of the eFinancialCareers services, which operate in the United Kingdom, Europe and the Asia Pacific regions. Revenue and long-lived assets by geography as presented in the tables below are based on the location of each of the Company's subsidiaries. Three Months Ended March 31, 2020 2019 Revenues: United States $ 29,996 $ 29,619 United Kingdom 3,674 4,709 EMEA and APAC (1) 2,963 2,792 Non-United States 6,637 7,501 Total revenues $ 36,633 $ 37,120 As of March 31, December 31, 2020 2019 Long-lived assets 2: United States $ 30,907 $ 30,260 United Kingdom 7,292 8,307 EMEA and APAC (1) 1,310 1,497 Non-United States 8,602 9,804 Total long-lived assets $ 39,509 $ 40,064 (1) Europe (excluding United Kingdom), the Middle East and Africa (“EMEA”) and Asia-Pacific (“APAC”). (2) Long-lived assets include fixed assets and lease right of use assets. |
EARNINGS PER SHARE
EARNINGS PER SHARE | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHAREBasic earnings (loss) per share (“EPS”) is computed based on the weighted-average number of shares of common stock outstanding. Diluted EPS is computed based on the weighted-average number of shares of common stock outstanding plus common stock equivalents, where dilutive. For the three months ended March 31, 2020, 1.6 million dilutive shares were excluded from the computation of shares contingently issuable upon exercise as we recognized a net loss. Outstanding stock-based awards that were anti-dilutive and excluded from the calculation of diluted EPS were approximately 1.8 million and 1.3 million shares for the three month periods ended March 31, 2020 and 2019, respectively. The following is a calculation of basic and diluted earnings per share and weighted-average shares outstanding (in thousands, except per share amounts): Three Months Ended March 31, 2020 2019 Net income (loss) $ (6,550) $ 1,588 Weighted-average shares outstanding—basic 49,134 48,103 Add shares issuable from stock-based awards — 2,227 Weighted-average shares outstanding—diluted 49,134 50,330 Basic earnings (loss) per share $ (0.13) $ 0.03 Diluted earnings (loss) per share $ (0.13) $ 0.03 |
INVESTMENTS (Notes)
INVESTMENTS (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Investments [Abstract] | |
Investments and Other Noncurrent Assets [Text Block] | INVESTMENTS At January 1, 2018, the Company held preferred stock representing a 10.0% interest in the fully diluted shares of a leading tech skills assessment company. During 2018, the skills assessment company completed an additional equity offering, lowering DHI's total interest to 7.6%. The Company did not adjust the recorded value of the investment because the shares issued under the new share offering were not similar to the Company's share rights. As of December 31, 2019 it was not practicable to estimate the fair value of the preferred stock as the shares are not traded. The investment was carried at its original cost of $2.0 million and was included in the other assets section of the Condensed Consolidated Balance Sheets. During the three months ended March 31, 2020, based on the investment's historical cash burn rate, uncertainty of its ability to meet revenue and cash flow projections, current liquidity position, lack of access to additional capital, and impacts from the COVID-19 pandemic, the Company determined the value to be zero. Accordingly, the Company recorded an impairment charge of $2.0 million during the first quarter of 2020. On January 31, 2018, the Company transferred a majority ownership of the BioSpace business to BioSpace management with zero proceeds received from the transfer. The Company retained a 20% preferred share interest in the BioSpace business. The fair value of the investment was estimated to be zero at the time of the transfer. As of March 31, 2020, it was not practicable to estimate the fair value of the preferred stock investment as the shares are not traded. The investment is recorded at cost, which is zero. Upon a liquidation, sale or change in control of BioSpace within five years of January 31, 2018, the Company has the right to the first $1.0 million of proceeds or the option to convert its 20% preferred stock interest to a 20% common stock interest. On January 31, 2023, the 20% preferred share interest will convert to a 20% common share interest. Rigzone is a website dedicated to delivering online content, data, and career services in the oil and gas industry in North America, Europe, the Middle East, and Asia Pacific. Oil and gas companies, as well as companies that serve the energy industry, use Rigzone to find talent for roles such as petroleum engineers, sales professionals with energy industry expertise and skilled tradesmen. On August 31, 2018, the Company transferred a majority ownership of the Rigzone business to Rigzone management, while retaining a 40% common share interest, with zero proceeds received from the transfer. The Company has evaluated the 40% common share interest in the Rigzone business and has determined the investment meets the definition and criteria of a variable interest entity ("VIE"). The Company evaluated the VIE and determined that the Company does not have a controlling financial interest in the VIE, as the Company does not have the power to direct the activities of the VIE that most significantly impact the VIE's economic performance. The common share interest is being accounted for under the equity method of accounting as the Company has the ability to exercise significant influence over Rigzone. As accumulated earnings of the VIE have been approximately zero since the date of transfer, the investment is recorded at zero at March 31, 2020. |
SALE OF BUSINESS (Notes)
SALE OF BUSINESS (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
SALE OF BUSINESS [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | 4. SALE OF BUSINESSES The Company sold the Hcareers business on May 22, 2018 for $16.5 million and incurred approximately $1.5 million in selling costs, with $1.7 million of the purchase price placed in escrow (recorded in prepaid and other current assets), to be released twelve months after the closing date, subject to the terms and conditions of the transaction agreement , including certain contingencies. Additionally, the Company recorded a receivable of $0.2 million related to working capital, subject to the terms and conditions of the transaction agreement. Net cash proceeds of $14.0 million were received on the date of sale of Hcareers. As a result of the sale, a $0.8 million loss was recognized in the second quarter of 2018. During the second quarter of 2019, the escrow of $1.7 million and working capital terms and related contingencies were finalized resulting in the Company recording an additional loss on sale of $0.5 million and receiving cash of $0.7 million from the escrow and $0.2 million from working capital. The Company sold the RigLogix portion of the Rigzone business on February 20, 2018 for $4.2 million and incurred approximately $0.6 million in selling costs. $0.4 million of the purchase price was placed in escrow, which was released to the Company in the first quarter of 2019. As a result of the sale, a $4.6 million gain was recognized in the first quarter of 2018. The gain on sale exceeded net proceeds as liabilities transferred in the transaction exceeded assets, primarily due to deferred revenues of $1.2 million. |
INCOME TAXES (Notes)
INCOME TAXES (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Income Tax Contingency [Line Items] | |
Income Tax Disclosure [Text Block] | 17. INCOME TAXES The Company’s effective tax rate was 11.9% and 54.5% for the three months ended March 31, 2020 and 2019, respectively. The following items caused the effective tax rate to differ from the U.S. statutory rate: • Tax deficiencies of $0.4 million and $0.7 million during the three months ended March 31, 2020 and 2019, respectively, related to the vesting or settlement of share-based compensation awards. • Tax expense of $0.6 million during the three months ended March 31, 2020 related to the nondeductible impairment of an equity investment. • Tax benefit of $0.2 million during the three months ended March 31, 2020 related to the expiration of the statute of limitations in certain foreign jurisdictions. • Tax expense of $0.4 million during the three months ended March 31, 2019 related to the transition tax on the deemed repatriation of foreign earnings. |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
LEASES | LEASES On January 1, 2019, the Company adopted ASU No. 2016-02, Leases (Topic 842) , applying the modified retrospective transition. We have operating leases for corporate office space and certain equipment. Our leases have original terms from one year to eight years, some of which include options to renew the lease, and are included in the lease term when it is reasonably certain that the Company will exercise the option. No leases include options to purchase the leased property. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. We do not have any lease agreements with related parties. Operating lease ROU assets and liabilities are recognized at the commencement date of the lease based on the present value of lease payments over the lease term. Based on the present value of the lease payments for the remaining lease term of the Company's existing leases, the Company recorded operating ROU assets of approximately $17.2 million and operating lease liabilities of $18.0 million as of January 1, 2019. Operating ROU assets and liabilities commencing after January 1, 2019 are recognized at commencement date based on the present value of lease payments over the lease term. When readily available, the Company uses the implicit rate in determining the present value of the lease payments. When leases do not provide an implicit rate, the Company uses its incremental borrowing rate based on information available at the commencement of the lease, including the lease term. Because the implicit rate in each lease is not available, the Company used its incremental borrowing rate to determine the present value of lease payments. Leases with an initial term of 12 months or less are not recorded on the balance sheet. All operating lease expense is recognized on a straight-line basis over the lease term. The components of lease cost were as follows (in thousands): For the Three Months Ended March 31, 2020 2019 Operating lease cost * $ 1,104 $ 1,123 Sublease income (336) (327) Total lease cost $ 768 $ 796 * Includes short-term lease costs and variable lease costs, which are immaterial. Supplemental cash flow information related to leases was as follows (in thousands): For the Three Months Ended March 31, 2020 2019 Cash paid for amounts included in measurement of lease liabilities: Operating cash flows from operating leases $ 1,178 $ 1,106 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ — $ 953 Supplemental balance sheet information related to leases was as follows (in thousands, except lease term and discount): March 31, 2020 December 31, 2019 Operating lease right-of-use-assets $ 18,383 $ 19,712 Operating lease liabilities - current 3,417 3,643 Operating lease liabilities - non-current 15,546 16,664 Total operating lease liabilities $ 18,963 $ 20,307 Weighted Average Remaining Lease Term (in years) Operating leases 5.5 5.9 Weighted Average Discount Rate Operating leases 4.02 % 4.00 % As of March 31, 2020, future operating lease payments were as follows (in thousands): Operating Leases April 1, 2020 through December 31, 2020 $ 3,149 2021 3,860 2022 3,619 2023 3,389 2024 2,908 2025 and Thereafter 4,360 Total lease payments $ 21,285 Less imputed interest 2,322 Total $ 18,963 |
GOODWILL (Notes)
GOODWILL (Notes) | 3 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill Disclosure [Text Block] | 9. GOODWILL The following table shows the carrying amount of goodwill as of December 31, 2019 and March 31, 2020 and the changes in goodwill for the three month period ended March 31, 2020 (in thousands): Goodwill at December 31, 2019 $ 156,059 Foreign currency translation adjustment (3,754) Goodwill at March 31, 2020 $ 152,305 The amount of goodwill as of March 31, 2020 allocated to the Tech-focused reporting unit was $152.3 million. The annual impairment test for the Tech-focused reporting unit, which was performed as of October 1, 2019, resulted in the fair value of the reporting unit exceeding the carrying value by 37%. During the first quarter of 2020, because of the impacts of the COVID-19 pandemic and its potential impact on future earnings and cash flows for the reporting unit, the Company performed an interim impairment analysis of goodwill. The result of the analysis indicated that the fair value of the Tech-focused reporting unit was not substantially in excess of the carrying value as of March 31, 2020. The percentage by which the estimated fair value exceeded carrying value for the Tech-focused reporting unit was less than 1%. Revenue projections for the Tech-focused reporting unit declined compared to the projections used in the October 1, 2019 analysis due to the COVID-19 pandemic. Revenue is projected to decline for the year ending December 31, 2020 compared to the year ended December 31, 2019 and then increase at rates approaching industry projections. The Company’s ability to achieve these revenue projections may be impacted by, among other things, the length and impacts of the COVID-19 pandemic, competition in the technology recruiting market, challenges in developing and introducing new products and product enhancements to the market and the Company’s ability to attribute value delivered to customers. Future cash flows are projected to decline for the year ending December 31, 2020 compared to the year ended December 31, 2019 as a result of the lower revenue, but the decline will be partially offset by reductions to operating expenses. Operating expenses are projected to decline for the year ending December 31, 2020 as compared to the year ended December 31, 2019, resulting in a small operating margin reduction, and then increase at levels that allow for modest operating margin improvements. Determining the fair value of a reporting unit is judgmental in nature and requires the use of estimates and key assumptions, particularly assumed discount rates and projections of future operating results. The discount rate applied for the Tech-focused reporting unit was 16.5%, compared to 13.2% at October 1, 2019. An increase to the discount rate applied or reductions to future projected operating results could result in future impairment of the Tech-focused reporting unit’s goodwill. It is reasonably possible that changes in judgments, assumptions and estimates the Company made in assessing the fair value of goodwill could cause the Company to consider some portion or all of the goodwill of the Tech-focused reporting unit to become impaired. In addition, a future decline in the overall market conditions, uncertainty related to COVID-19, political instability, and/or changes in the Company’s market share could negatively impact the estimated future cash flows and discount rates used to determine the fair value of the reporting unit and could result in an impairment charge in the foreseeable future. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Disaggregation of Revenue | The following table provides information about disaggregated revenue by brand and includes a reconciliation of the disaggregated revenue (in thousands): Three Months Ended March 31, 2020 2020 2019 Dice $ 22,485 $ 23,146 ClearanceJobs 6,900 5,782 eFinancial Careers 7,248 8,192 Total $ 36,633 $ 37,120 |
Schedule of Contract Balances | The following table provides information about opening and closing balances of receivables and contract liabilities from contracts with customers as required under Topic 606 (in thousands): As of March 31, 2020 As of December 31, 2019 Receivables $ 22,982 $ 21,158 Short-term contract liabilities (deferred revenue) 54,838 50,568 Long-term contract liabilities (deferred revenue) 691 1,058 Three Months Ended March 31, 2020 March 31, 2019 Revenue recognized in the period from: Amounts included in the contract liability at the beginning of the period $ 24,175 $ 24,933 |
Schedule of Expected Timing of Satisfaction for Performance Obligations | The following table includes estimated deferred revenue expected to be recognized in the future related to performance obligations that are unsatisfied or partially unsatisfied at the end of the reporting period (in thousands): Remainder of 2020 2021 2022 Total Tech-focused $ 51,737 $ 3,764 $ 28 $ 55,529 |
INDEBTEDNESS (Tables)
INDEBTEDNESS (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Debt Instrument [Line Items] | |
Schedule of Long-term Debt | The amounts borrowed as of March 31, 2020 and December 31, 2019 are as follows (dollars in thousands): March 31, December 31, Amounts borrowed: Revolving credit facility $ 37,000 $ 10,000 Less: deferred financing costs, net of accumulated amortization of $209 and $172 (528) (565) Total borrowed $ 36,472 $ 9,435 Available to be borrowed under revolving facility, subject to certain limitations $ 53,000 $ 80,000 Interest rates: LIBOR rate loans: Interest margin 1.75 % 1.75 % Actual interest rates 2.75 % 3.56 % |
EQUITY TRANSACTIONS (Tables)
EQUITY TRANSACTIONS (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Equity, Class of Treasury Stock [Line Items] | |
Class of Treasury Stock [Table Text Block] | Stock Repurchase Plans —The Company's Board of Directors ("Board") approved a stock repurchase program that permits the Company to repurchase its common stock. Management has discretion in determining the conditions under which shares may be purchased from time to time. The following table summarizes the Stock Repurchase Plans approved by the Board: May 2018 to May 2019 May 2019 to May 2020 Approval Date May 2018 April 2019 Authorized Repurchase Amount of Common Stock $7 million $7 million |
Schedule of Repurchase Agreements [Table Text Block] | Purchases of the Company's common stock pursuant to the Stock Repurchase Plans were as follows: Three Months Ended March 31, 2020 2019 Shares repurchased [1] 659,913 250,145 Average purchase price per share [2] $ 2.49 $ 1.96 Dollar value of shares repurchased (in thousands) $ 1,643 $ 491 [1] No shares of our common stock were purchased other than through a publicly announced plan or program. [2] Average price paid per share includes costs associated with the repurchases. |
DISPOSITION RELATED AND OTHER_2
DISPOSITION RELATED AND OTHER COSTS (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Costs [Table Text Block] | The following table displays a roll forward of the disposition related and other costs and related liability balances (in thousands): Three Months Ended March 31, 2020 Accrual at December 31, 2019 Expense Cash Payments Accrual at March 31, 2020 Severance and retention $ 145 $ — $ (16) $ 129 Lease exit and related asset impairment costs 365 — (46) 319 Total disposition related and other costs $ 510 $ — $ (62) $ 448 Three Months Ended March 31, 2019 Accrual at December 31, 2018 Expense Cash Payments Accrual at March 31, 2019 Severance and retention $ 1,089 $ 763 $ (1,125) $ 727 Professional fees and other costs 1,271 112 (179) 1,204 Lease exit and related asset impairment costs 947 — (305) 642 Total disposition related and other costs $ 3,307 $ 875 $ (1,609) $ 2,573 |
STOCK BASED COMPENSATION (Table
STOCK BASED COMPENSATION (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Weighted Average Remaining Contractual Life | A summary of the status of options previously granted as of March 31, 2020 and 2019, and the changes during the periods then ended, is presented below: Three Months Ended March 31, 2020 Options Weighted-Average Exercise Price Aggregate Intrinsic Value Options outstanding at beginning of the period 190,000 $ 8.28 $ — Forfeited (80,000) $ 9.48 $ — Options outstanding at end of period 110,000 $ 7.40 $ — Exercisable at end of period 110,000 $ 7.40 $ — Three Months Ended March 31, 2019 Options Weighted-Average Exercise Price Aggregate Intrinsic Value Options outstanding at beginning of the period 327,000 $ 8.35 $ — Forfeited (94,000) $ 8.77 $ — Options outstanding at end of period 233,000 $ 8.19 $ — Exercisable at end of period 233,000 $ 8.19 $ — |
Schedule of Exercise Price Range | he following table summarizes information about options outstanding as of March 31, 2020: Exercise Price Options Outstanding and Exercisable Weighted- (in years) $ 7.00 - $ 7.99 100,000 0.9 $ 8.00 - $ 8.99 10,000 1.5 110,000 |
Performance Stock Units [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Nonvested Share Activity | A summary of the status of PSUs as of March 31, 2020 and 2019 and the changes during the periods then ended is presented below: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Shares Weighted- Average Fair Value at Shares Weighted- Average Fair Value at Non-vested at beginning of the period 1,664,650 $ 2.53 1,255,000 $ 3.45 Granted 911,460 $ 2.82 680,000 $ 2.35 Forfeited (641,075) $ 3.30 (262,500) $ 6.91 Vested (308,024) $ 1.90 — $ — Non-vested at end of period 1,627,011 $ 2.51 1,672,500 $ 2.46 |
Restricted Stock Units (RSUs) [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of Nonvested Share Activity | A summary of the status of restricted stock awards as of March 31, 2020 and 2019 and the changes during the periods then ended is presented below: Three Months Ended March 31, 2020 Three Months Ended March 31, 2019 Shares Weighted- Average Fair Value at Grant Date Shares Weighted- Average Fair Value at Grant Date Non-vested at beginning of the period 3,994,787 $ 2.46 4,518,932 $ 2.32 Granted 1,467,500 $ 2.82 1,455,500 $ 2.39 Forfeited (162,796) $ 3.04 (113,250) $ 3.55 Vested (1,009,884) $ 2.65 (614,604) $ 3.88 Non-vested at end of period 4,289,607 $ 2.52 5,246,578 $ 2.13 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Segment Reporting Information [Line Items] | |||
Long-Lived Assets | $ 39,509 | $ 40,064 | |
Revenues | 36,633 | $ 37,120 | |
United States [Member] | |||
Segment Reporting Information [Line Items] | |||
Long-Lived Assets | 30,907 | 30,260 | |
Revenues | 29,996 | 29,619 | |
UNITED KINGDOM | |||
Segment Reporting Information [Line Items] | |||
Long-Lived Assets | 7,292 | 8,307 | |
Revenues | 3,674 | 4,709 | |
Non-US [Member] | |||
Segment Reporting Information [Line Items] | |||
Long-Lived Assets | 8,602 | 9,804 | |
Revenues | 6,637 | 7,501 | |
EMEA and APAC [Domain] | |||
Segment Reporting Information [Line Items] | |||
Long-Lived Assets | 1,310 | $ 1,497 | |
Revenues | $ 2,963 | $ 2,792 |
EARNINGS PER SHARE (Tables)
EARNINGS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following is a calculation of basic and diluted earnings per share and weighted-average shares outstanding (in thousands, except per share amounts): Three Months Ended March 31, 2020 2019 Net income (loss) $ (6,550) $ 1,588 Weighted-average shares outstanding—basic 49,134 48,103 Add shares issuable from stock-based awards — 2,227 Weighted-average shares outstanding—diluted 49,134 50,330 Basic earnings (loss) per share $ (0.13) $ 0.03 Diluted earnings (loss) per share $ (0.13) $ 0.03 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Lease, Cost | The components of lease cost were as follows (in thousands): For the Three Months Ended March 31, 2020 2019 Operating lease cost * $ 1,104 $ 1,123 Sublease income (336) (327) Total lease cost $ 768 $ 796 * Includes short-term lease costs and variable lease costs, which are immaterial. Supplemental cash flow information related to leases was as follows (in thousands): For the Three Months Ended March 31, 2020 2019 Cash paid for amounts included in measurement of lease liabilities: Operating cash flows from operating leases $ 1,178 $ 1,106 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ — $ 953 |
Supplemental Balance Sheet Information | Supplemental balance sheet information related to leases was as follows (in thousands, except lease term and discount): March 31, 2020 December 31, 2019 Operating lease right-of-use-assets $ 18,383 $ 19,712 Operating lease liabilities - current 3,417 3,643 Operating lease liabilities - non-current 15,546 16,664 Total operating lease liabilities $ 18,963 $ 20,307 Weighted Average Remaining Lease Term (in years) Operating leases 5.5 5.9 Weighted Average Discount Rate Operating leases 4.02 % 4.00 % |
Schedule of Maturities of Lease Liabilities | were as follows (in thousands): Operating Leases April 1, 2020 through December 31, 2020 $ 3,149 2021 3,860 2022 3,619 2023 3,389 2024 2,908 2025 and Thereafter 4,360 Total lease payments $ 21,285 Less imputed interest 2,322 Total $ 18,963 |
SIGNIFCANT ACCOUNTING POLICIE_2
SIGNIFCANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Accounting Policies [Abstract] | |||
Operating lease right-of-use-assets | $ 18,383 | $ 19,712 | $ 17,200 |
Operating lease liability | 18,963 | $ 20,307 | $ 18,000 |
Capitalized Computer Software, Net | $ 300 |
Revenue Recognition - Disaggreg
Revenue Recognition - Disaggregated Revenue (Details) - Tech-Focused [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Disaggregation of Revenue [Line Items] | ||
Disaggregated revenue | $ 36,633 | $ 37,120 |
Dice [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Disaggregated revenue | 22,485 | 23,146 |
ClearanceJobs [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Disaggregated revenue | 6,900 | 5,782 |
eFinancial Careers [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Disaggregated revenue | $ 7,248 | $ 8,192 |
REVENUE RECOGNITION Revenue Rec
REVENUE RECOGNITION Revenue Recognition - Contract Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Revenue from Contract with Customer [Abstract] | |||
Accounts receivable, net of allowance for doubtful accounts of $758 and $647 | $ 22,982 | $ 21,158 | |
Deferred revenue | 54,838 | 50,568 | |
Deferred Revenue, Noncurrent | 691 | $ 1,058 | |
Amounts included in the contract liability at the beginning of the period | $ 24,175 | $ 24,933 |
REVENUE RECOGNITION Revenue R_2
REVENUE RECOGNITION Revenue Recognition - Performance Obligations (Details) - Tech [Member] $ in Thousands | Mar. 31, 2020USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Tech-focused revenue, remaining performance obligation | $ 55,529 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Tech-focused revenue, remaining performance obligation | $ 51,737 |
Tech-focused revenue, expected timing of satisfaction | 9 months |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Tech-focused revenue, remaining performance obligation | $ 3,764 |
Tech-focused revenue, expected timing of satisfaction | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Tech-focused revenue, remaining performance obligation | $ 28 |
Tech-focused revenue, expected timing of satisfaction | 1 year |
ACQUIRED INTANGIBLE ASSETS, N_2
ACQUIRED INTANGIBLE ASSETS, NET (Summary of Acquired Intangible Assets) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Oct. 01, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||||
Impairment of intangible assets | $ (7,200) | $ 0 | ||
Acquired intangible assets, net | 31,800 | $ 39,000 | ||
Indefinite-lived Intangible Assets Acquired | $ 31,800 | $ 39,000 | ||
Intangible asset, fair value exceeding carrying value | 26.00% | |||
Intangible Asset, decline form attributable revenue | 3.00% | |||
Intangible Asset, royalty rate | 5.00% | 6.00% | ||
Intangible Asset, discount rate | 17.50% | 1420.00% |
INDEBTEDNESS (Details)
INDEBTEDNESS (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2020USD ($) | Dec. 31, 2019USD ($) | Nov. 30, 2018USD ($) | |
Debt Instrument [Line Items] | |||
Line of Credit Facility, Unused Capacity, Commitment Fee Percentage | 0.30% | ||
restricted payments under the Credit Agreement | $ 5,000 | ||
Maximum available to be borrowed under revolving facility | $ 140,000 | ||
Total borrowed | $ 36,472 | $ 9,435 | |
Line of Credit Facility, Current Borrowing Capacity | $ 90,000 | ||
London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Interest margin | 1.75% | 1.75% | |
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Ratio of Indebtedness to Net Capital, Pro forma basis | 1 | ||
Minimum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Interest margin | 1.75% | ||
Minimum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest margin | 0.75% | ||
Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Ratio of Indebtedness to Net Capital, Pro forma basis | 2 | ||
Maximum [Member] | London Interbank Offered Rate (LIBOR) [Member] | |||
Debt Instrument [Line Items] | |||
Interest margin | 2.50% | ||
Maximum [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Interest margin | 1.50% | ||
Borrowings [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Ratio of Indebtedness to Net Capital, Pro forma basis | 1 | ||
Borrowings [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Ratio of Indebtedness to Net Capital, Pro forma basis | 2.50 |
INDEBTEDNESS (Schedule of Credi
INDEBTEDNESS (Schedule of Credit Agreement) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Dec. 31, 2019 | |
Debt Instrument [Line Items] | ||
Revolving credit facility | $ 37,000 | $ 10,000 |
Less: deferred financing costs, net of accumulated amortization of $209 and $172 | (528) | (565) |
Total borrowed | 36,472 | 9,435 |
Line of Credit Facility, Remaining Borrowing Capacity | 53,000 | 80,000 |
Accumulated Amortization, Deferred Finance Costs | $ 209 | $ 172 |
London Interbank Offered Rate (LIBOR) [Member] | ||
Debt Instrument [Line Items] | ||
Interest margin | 1.75% | 1.75% |
Actual interest rates | 2.75% | 3.56% |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details) $ in Millions | 3 Months Ended |
Sep. 30, 2018USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Loss Contingency Accrual, Period Increase (Decrease) | $ 1 |
EQUITY TRANSACTIONS (Details)
EQUITY TRANSACTIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Equity, Class of Treasury Stock [Line Items] | ||
Stock Repurchased During Period, Shares | 659,913,000 | 250,145,000 |
Stock Repurchase Program, Not Settled | 51,500 | |
Treasury Stock, Shares, Retired | 20,000,000 | |
Adjustments to Additional Paid in Capital, Other | $ 161,600 | |
Fresh-Start Adjustment, Increase (Decrease), Common Stock | $ 200 | |
Treasury Stock Acquired, Average Cost Per Share | $ 2.49 | $ 1.96 |
Treasury Stock Acquired, Average Cost Per Share | $ 9.48 | $ 8.77 |
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 3,300 | |
Treasury Stock, Value | $ 1,643 | $ 491 |
Treasury Stock [Member] | ||
Equity, Class of Treasury Stock [Line Items] | ||
Treasury Stock Acquired, Average Cost Per Share | $ 8.09 |
DISPOSITION RELATED AND OTHER_3
DISPOSITION RELATED AND OTHER COSTS Schedule of Restructuring Costs- Disposition (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | $ 448 | $ 2,573 | $ 510 | $ 3,307 |
Restructuring and Related Cost, Incurred Cost | 0 | 875 | ||
Payments for Restructuring | 62 | 1,609 | ||
Employee Severance [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 129 | 727 | 145 | 1,089 |
Restructuring and Related Cost, Incurred Cost | 0 | 763 | ||
Payments for Restructuring | 16 | 1,125 | ||
Professional Fees [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 1,204 | 1,271 | ||
Restructuring and Related Cost, Incurred Cost | 112 | |||
Payments for Restructuring | 179 | |||
Environmental Exit Costs, Name of Property [Domain] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve | 319 | 642 | $ 365 | $ 947 |
Restructuring and Related Cost, Incurred Cost | 0 | 0 | ||
Payments for Restructuring | $ 46 | $ 305 |
DISPOSITION RELATED AND OTHER_4
DISPOSITION RELATED AND OTHER COSTS SALE OF SLASHDOT MEDIA NARRATIVE (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring and Related Activities [Abstract] | ||
Restructuring and Related Cost, Incurred Cost | $ 0 | $ 875 |
DISPOSITION RELATED AND OTHER_5
DISPOSITION RELATED AND OTHER COSTS SALE OF SLASHDOT MEDIA - DISPOSITION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | $ 510 | $ 3,307 |
Restructuring and Related Cost, Incurred Cost | 0 | 875 |
Payments for Restructuring | (62) | (1,609) |
Restructuring Reserve | 448 | 2,573 |
Employee Severance [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve | 145 | 1,089 |
Restructuring and Related Cost, Incurred Cost | 0 | 763 |
Payments for Restructuring | (16) | (1,125) |
Restructuring Reserve | $ 129 | $ 727 |
STOCK BASED COMPENSATION (Detai
STOCK BASED COMPENSATION (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term | 10 months 24 days | |
Stock based compensation expense | $ 1,800 | $ 1,500 |
Unrecognized compensation expense | $ 12,800 | |
Share-based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition | 1 year 7 months 6 days | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 1 year 8 months 12 days |
STOCK BASED COMPENSATION (Statu
STOCK BASED COMPENSATION (Status of Restricted Stock) (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Nonvested, Number of Shares [Roll Forward] | ||
Vested (in shares) | (300,000) | |
Restricted Stock [Member] | ||
Nonvested, Number of Shares [Roll Forward] | ||
Non-vested at beginning of period (in shares) | 3,994,787 | 4,518,932 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 1,467,500 | 1,455,500 |
Forfeited (in shares) | (162,796) | (113,250) |
Vested (in shares) | (1,009,884) | (614,604) |
Non-vested at end of period (in shares) | 4,289,607 | 5,246,578 |
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Non-vested at beginning of the period (in usd per share) | $ 2.46 | $ 2.32 |
Granted (in usd per share) | 2.82 | 2.39 |
Forfeited (in usd per share) | 3.04 | 3.55 |
Vested (in usd per share) | 2.65 | 3.88 |
Non-vested at end of period (in usd per share) | $ 2.52 | $ 2.13 |
STOCK BASED COMPENSATION Status
STOCK BASED COMPENSATION Status of PSUs (Details) - $ / shares | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Nonvested, Number of Shares [Roll Forward] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (300,000) | |
Performance Stock Units [Member] | ||
Nonvested, Number of Shares [Roll Forward] | ||
Non-vested at beginning of period (in shares) | 1,664,650 | 1,255,000 |
Forfeited (in shares) | (641,075) | (262,500) |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Grants in Period | 911,460 | 680,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period | (308,024) | 0 |
Non-vested at end of period (in shares) | 1,627,011 | 1,672,500 |
Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Non-vested at beginning of the period (in usd per share) | $ 2.53 | $ 3.45 |
Forfeited (in usd per share) | 3.30 | 6.91 |
Granted (in usd per share) | 2.82 | 2.35 |
Non-vested at end of period (in usd per share) | 2.51 | 2.46 |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Vested in Period, Weighted Average Grant Date Fair Value | $ 1.90 | $ 0 |
PSU - 2018 [Member] | ||
Nonvested, Number of Shares [Roll Forward] | ||
Non-vested at end of period (in shares) | 1,627,011 |
STOCK BASED COMPENSATION (Summa
STOCK BASED COMPENSATION (Summary of Status of Options) (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Options, Outstanding [Roll Forward] | |||
Options outstanding at beginning of period (in shares) | 190,000 | 327,000 | |
Forfeited (in shares) | (80,000) | (94,000) | |
Options outstanding at end of period (in shares) | 110,000 | 233,000 | |
Exercisable at end of period (in shares) | 110,000 | 233,000 | |
Weighted Average Exercise Price [Roll Forward] | |||
Options outstanding at beginning of period (in usd per share) | $ 8.28 | $ 8.35 | |
Forfeited (in usd per share) | 9.48 | 8.77 | |
Options outstanding at end of period (in usd per share) | 7.40 | 8.19 | |
Exercisable at end of period (in usd per share) | $ 7.40 | $ 8.19 | |
Aggregate Instrinsic Value [Abstract] | |||
Options outstanding at beginning of the period | $ 0 | $ 0 | |
Options outstanding at end of period | 0 | ||
Exercisable at end of period | $ 0 | $ 0 |
STOCK BASED COMPENSATION (Sum_2
STOCK BASED COMPENSATION (Summary of Options Outstanding) (Details) shares in Thousands | 3 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 1 year 8 months 12 days |
Number of options outstanding (in shares) | shares | 110 |
$ 7.00 - $ 7.99 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 10 months 24 days |
Exercise price, lower limit | $ 7 |
Exercise price, upper limit | $ 7.99 |
Number of options outstanding (in shares) | shares | 100 |
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term | 10 months 24 days |
$ 8.00 - $ 8.99 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 1 year 6 months |
Exercise price, lower limit | $ 8 |
Exercise price, upper limit | $ 8.99 |
Number of options outstanding (in shares) | shares | 10 |
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term | 1 year 6 months |
$ 9.00 - $ 9.99 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Outstanding, Weighted Average Remaining Contractual Term | 0 years |
Exercise price, lower limit | $ 9 |
Exercise price, upper limit | $ 9.99 |
Share-based Payment Arrangement, Option, Exercise Price Range, Outstanding, Weighted Average Remaining Contractual Term | 0 years |
EARNINGS PER SHARE (Details)
EARNINGS PER SHARE (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Earnings Per Share [Abstract] | ||
Weighted Average Number of Shares, excluded from computation | 1,800 | 1,300 |
Income from continuing operations- basic and diluted | $ (6,550) | $ 1,588 |
Weighted average shares outstanding-basic | 49,134 | 48,103 |
Weighted Average Number of Shares, Contingently Issuable | 0 | 2,227 |
Weighted average diluted shares outstanding | 49,134 | 50,330 |
Basic earnings (loss) per share (in dollars per share) | $ (0.13) | $ 0.03 |
Diluted earnings (loss) per share (in dollars per share) | $ (0.13) | $ 0.03 |
Weighted Average Number Diluted Shares Outstanding Adjustment | 1,600 |
INVESTMENTS (Details)
INVESTMENTS (Details) - USD ($) $ in Thousands | 3 Months Ended | |||||||
Mar. 31, 2020 | Mar. 31, 2019 | Sep. 30, 2018 | Jan. 31, 2023 | Dec. 31, 2019 | Dec. 31, 2018 | Aug. 31, 2018 | Jan. 31, 2018 | |
Segment Reporting Information [Line Items] | ||||||||
Interest in Diluted Shares of Cost Method Investment | 7.60% | 10.00% | ||||||
Cost Method Investments, Original Cost | $ 2,000 | |||||||
Impairment of Equity Investment | $ 2,000 | |||||||
Equity Securities without Readily Determinable Fair Value, Impairment Loss, Annual Amount | $ 2,002 | $ 0 | ||||||
Biospace [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Discontinued Operation, Equity Method Investment Retained after Disposal, Ownership Interest after Disposal | 20.00% | |||||||
Temporary Equity, Liquidation Preference | $ 1,000 | |||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners, Preferred Share Interest | 20.00% | |||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners, Common Stock Interest | 20.00% | |||||||
Biospace [Member] | Subsequent Event [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners, Preferred Share Interest | 20.00% | |||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners, Common Stock Interest | 20.00% | |||||||
Rigzone [Member] | ||||||||
Segment Reporting Information [Line Items] | ||||||||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners, Common Stock Interest | 40.00% |
SALE OF BUSINESS (Details)
SALE OF BUSINESS (Details) - USD ($) $ in Thousands | 3 Months Ended | |||
Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | |
Hospitality [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Proceeds from Divestiture of Businesses | $ 16,500 | |||
Divestiture of business selling costs | 1,500 | |||
Escrow Deposits Related to Property Sales | $ 1,700 | 1,700 | ||
Proceeds from Divesture of Business, Receivable, Working Capital | 200 | 200 | ||
Net Cash Provided by (Used in) Discontinued Operations | 14,000 | |||
Proceeds from Divesture of Business, Receivable, Working Capital | $ (800) | |||
Gain (Loss) on Disposition of Business | 500 | |||
Escrow Deposit Disbursements Related to Property Acquisition | 700 | |||
Rigzone [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Proceeds from Divestiture of Businesses | $ 4,200 | |||
Divestiture of business selling costs | 600 | |||
Escrow Deposits Related to Property Sales | 400 | |||
Proceeds from Divesture of Business, Receivable, Working Capital | 4,600 | |||
Disposal Group, Including Discontinued Operation, Deferred Revenue | $ 1,200 | |||
Health eCareers [Member] | ||||
Segment Reporting Information [Line Items] | ||||
Proceeds from Divestiture of Businesses | $ 15,000 | |||
Divestiture of business selling costs | $ 600 | |||
Escrow Deposits Related to Property Sales | $ 1,500 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
INCOME TAXES [Abstract] | ||
Effective Income Tax Rate Reconciliation, Percent | 11.90% | 54.50% |
Adjustments to Additional Paid in Capital, Income Tax Deficiency from Share-based Compensation | $ 400 | $ 700 |
Effective Income Tax Rate Reconciliation, Repatriation of Foreign Earnings, Amount | $ 400 | |
Effective Income Tax Rate Reconciliation, Nondeductible Expense, Impairment Losses, Amount | 600 | |
Unrecognized Tax Benefits, Reduction Resulting from Lapse of Applicable Statute of Limitations | $ 200 |
LEASES (Details)
LEASES (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Lessee, Lease, Description [Line Items] | |||
Operating lease right-of-use-assets | $ 18,383 | $ 19,712 | $ 17,200 |
Operating lease liability | $ 18,963 | $ 20,307 | $ 18,000 |
Minimum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Lease term of contract (in years) | 1 year | ||
Maximum [Member] | |||
Lessee, Lease, Description [Line Items] | |||
Lease term of contract (in years) | 8 years |
LEASES (Lease Cost) (Details)
LEASES (Lease Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Leases [Abstract] | ||
Operating lease cost* | $ 1,104 | $ 1,123 |
Sublease income | (336) | (327) |
Total lease cost | 768 | 796 |
Cash paid for amounts included in measurement of lease liabilities: | ||
Operating cash flows from operating leases | 1,178 | 1,106 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | $ 0 | $ 953 |
LEASES (Supplemental Balance Sh
LEASES (Supplemental Balance Sheet Information) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Leases [Abstract] | |||
Operating lease right-of-use-assets | $ 18,383 | $ 19,712 | $ 17,200 |
Operating lease liabilities - current | 3,417 | 3,643 | |
Operating lease liabilities - non-current | 15,546 | 16,664 | |
Total operating lease liabilities | $ 18,963 | $ 20,307 | $ 18,000 |
Weighted Average Remaining Lease Term (in years) | |||
Operating leases | 5 years 6 months | 5 years 10 months 24 days | |
Weighted Average Discount Rate | |||
Operating leases | 4.02% | 4.00% |
LEASES (Maturities of Lease Lia
LEASES (Maturities of Lease Liabilities) (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Operating Lease, After Adoption of 842 | |||
April 1, 2020 through December 31, 2020 | $ 3,149 | ||
2020 | 3,860 | ||
2021 | 3,619 | ||
2022 | 3,389 | ||
2023 | 2,908 | ||
2025 and Thereafter | 4,360 | ||
Lessee, Operating Lease, Liability, Payments, Due | 21,285 | ||
Less imputed interest | 2,322 | ||
Total | $ 18,963 | $ 20,307 | $ 18,000 |
GOODWILL (Details)
GOODWILL (Details) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2020 | Dec. 31, 2019 | Oct. 01, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill, fair value exceeding carrying value | 37.00% | ||
Goodwill, discount rate | 16.50% | 13.20% | |
Goodwill [Line Items] | |||
Foreign currency translation adjustment | $ (3,754) | ||
Goodwill | 152,305 | $ 156,059 | |
Tech-Focused [Member] | |||
Goodwill [Line Items] | |||
Goodwill | $ 152,300 |