Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2020 | Aug. 01, 2020 | |
Cover | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2020 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 | |
Entity Registrant Name | INNODATA INC | |
Entity Central Index Key | 0000903651 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Current Reporting Status | Yes | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Interactive Data Current | Yes | |
Entity Common Stock, Shares Outstanding | 24,459,359 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 13,485 | $ 10,874 |
Accounts receivable, net of allowance for doubtful accounts of $500 and $750, respectively | 8,621 | 9,723 |
Prepaid expenses and other current assets | 3,793 | 3,418 |
Total current assets | 25,899 | 24,015 |
Property and equipment, net | 7,057 | 7,125 |
Right-of-use-asset | 6,296 | 7,005 |
Other assets | 3,046 | 2,110 |
Deferred income taxes | 2,183 | 1,906 |
Intangibles, net | 4,821 | 5,477 |
Goodwill | 2,026 | 2,108 |
Total assets | 51,328 | 49,746 |
Current liabilities: | ||
Accounts payable | 2,020 | 1,419 |
Accrued expenses and others | 3,418 | 3,340 |
Accrued salaries, wages and related benefits | 4,889 | 4,265 |
Income and other taxes | 4,764 | 4,183 |
Long-term obligations - current portion | 1,801 | 912 |
Operating lease liability - current portion | 834 | 1,107 |
Total current liabilities | 17,726 | 15,226 |
Deferred income taxes | 329 | 363 |
Long-term obligations, net of current portion | 5,174 | 4,534 |
Operating lease liability, net of current portion | 6,199 | 6,731 |
Non-controlling interests | (3,399) | (3,417) |
Commitments and contingencies | ||
STOCKHOLDERS' EQUITY: | ||
Serial preferred stock; 4,998,000 shares authorized, none outstanding | 0 | 0 |
Common stock, $.01 par value; 75,000,000 shares authorized; 27,643,000 shares issued and 24,459,000 outstanding at June 30, 2020 and December 31, 2019; | 275 | 275 |
Additional paid-in capital | 28,894 | 28,426 |
Retained earnings | 4,071 | 4,993 |
Accumulated other comprehensive loss | (1,476) | (920) |
Stockholders' Equity before Treasury Stock, Total | 31,764 | 32,774 |
Less: treasury stock, 3,184,000 shares at June 30, 2020 and December 31, 2019 at cost | (6,465) | (6,465) |
Total stockholders' equity | 25,299 | 26,309 |
Total liabilities and stockholders' equity | $ 51,328 | $ 49,746 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
CONDENSED CONSOLIDATED BALANCE SHEETS | ||
Accounts receivable, net of allowance for doubtful accounts | $ 500 | $ 750 |
Series preferred stock, shares authorized | 4,998,000 | 4,998,000 |
Series preferred stock, outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 27,643,000 | 24,459,000 |
Common stock, shares outstanding | 27,643,000 | 24,459,000 |
Treasury stock, shares | 3,184,000 | 3,184,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS | ||||
Revenues | $ 13,863 | $ 13,639 | $ 28,393 | $ 27,333 |
Operating costs and expenses: | ||||
Direct operating costs | 9,682 | 9,575 | 19,425 | 19,135 |
Selling and administrative expenses | 4,564 | 4,613 | 9,287 | 9,215 |
Interest expense (income), net | (2) | 12 | 11 | 23 |
Totals | 14,244 | 14,200 | 28,723 | 28,373 |
Loss before provision for income taxes | (381) | (561) | (330) | (1,040) |
Provision for income taxes | 169 | 100 | 574 | 72 |
Consolidated net loss | (550) | (661) | (904) | (1,112) |
Income (loss) attributable to non-controlling interests | 7 | (8) | 18 | (7) |
Net loss attributable to Innodata Inc. and Subsidiaries | $ (557) | $ (653) | $ (922) | $ (1,105) |
Loss per share attributable to Innodata Inc. and Subsidiaries: | ||||
Basic and diluted | $ (0.02) | $ (0.03) | $ (0.04) | $ (0.04) |
Weighted average shares outstanding: | ||||
Basic and diluted | 24,409 | 25,877 | 24,405 | 25,877 |
Comprehensive loss: | ||||
Consolidated net loss | $ (550) | $ (661) | $ (904) | $ (1,112) |
Pension liability adjustment, net of taxes | 11 | (41) | 25 | (77) |
Change in fair value of derivatives, net of taxes | 87 | (84) | ||
Foreign currency translation adjustment, net of taxes | 221 | 23 | (497) | 287 |
Other comprehensive income (loss) | 319 | (18) | (556) | 210 |
Total comprehensive loss | (231) | (679) | (1,460) | (902) |
Comprehensive income (loss) attributed to non-controlling interests | 7 | (8) | 18 | (7) |
Comprehensive loss attributable to Innodata Inc. and Subsidiaries | $ (238) | $ (671) | $ (1,478) | $ (895) |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Cash flows from operating activities: | ||
Consolidated net loss | $ (904) | $ (1,112) |
Adjustments to reconcile consolidated net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 1,267 | 1,561 |
Stock-based compensation | 468 | 274 |
Deferred income taxes | (237) | (677) |
Pension cost | 396 | 240 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 1,003 | 2,392 |
Prepaid expenses and other current assets | (190) | 455 |
Other assets | (217) | 224 |
Accounts payable, accrued expenses and others | 380 | (160) |
Accrued salaries, wages and related benefits | 630 | (759) |
Income and other taxes | 588 | 677 |
Net cash provided by operating activities | 3,184 | 3,115 |
Cash flows from investing activities: | ||
Capital expenditures | (970) | (813) |
Net cash used in investing activities | (970) | (813) |
Cash flows from financing activities: | ||
Proceeds from bank loan | 580 | |
Payment of long-term obligations | (133) | (699) |
Net cash provided by (used in) financing activities | 447 | (699) |
Effect of exchange rate changes on cash and cash equivalents | (50) | (211) |
Net increase in cash and cash equivalents | 2,611 | 1,392 |
Cash and cash equivalents, beginning of period | 10,874 | 10,869 |
Cash and cash equivalents, end of period | 13,485 | 12,261 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes | 94 | 528 |
Cash paid for operating leases | 982 | $ 1,155 |
Vendor financed software licenses acquired | $ 1,079 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Additional Paid-in Capital | Retained earnings | Accumulated Other Comprehensive Loss | Treasury Stock | Total |
Balance at Dec. 31, 2018 | $ 275 | $ 27,579 | $ 7,349 | $ (15) | $ (4,622) | $ 30,566 |
Balance (in shares) at Dec. 31, 2018 | 25,877,000 | |||||
Balance (in shares) at Dec. 31, 2018 | 1,681,000 | |||||
Net loss attributable to Innodata Inc. and Subsidiaries | $ 0 | 0 | (452) | 0 | $ 0 | (452) |
Stock-based compensation | $ 0 | 129 | 0 | 0 | 0 | 129 |
Stock based compensation (in shares) | 75,000 | |||||
Pension liability adjustments, net of taxes | $ 0 | 0 | 0 | (36) | 0 | (36) |
Foreign currency translation adjustment | 0 | 0 | 0 | 264 | 0 | 264 |
Balance at Mar. 31, 2019 | $ 275 | 27,708 | 6,897 | 213 | $ (4,622) | 30,471 |
Balance (in shares) at Mar. 31, 2019 | 25,952,000 | |||||
Balance (in shares) at Mar. 31, 2019 | 1,681,000 | |||||
Balance at Dec. 31, 2018 | $ 275 | 27,579 | 7,349 | (15) | $ (4,622) | 30,566 |
Balance (in shares) at Dec. 31, 2018 | 25,877,000 | |||||
Balance (in shares) at Dec. 31, 2018 | 1,681,000 | |||||
Net loss attributable to Innodata Inc. and Subsidiaries | (1,105) | |||||
Pension liability adjustments, net of taxes | (77) | |||||
Foreign currency translation adjustment | 287 | |||||
Balance at Jun. 30, 2019 | $ 275 | 27,853 | 6,244 | 195 | $ (4,622) | 29,945 |
Balance (in shares) at Jun. 30, 2019 | 25,952,000 | |||||
Balance (in shares) at Jun. 30, 2019 | 1,681,000 | |||||
Balance at Mar. 31, 2019 | $ 275 | 27,708 | 6,897 | 213 | $ (4,622) | 30,471 |
Balance (in shares) at Mar. 31, 2019 | 25,952,000 | |||||
Balance (in shares) at Mar. 31, 2019 | 1,681,000 | |||||
Net loss attributable to Innodata Inc. and Subsidiaries | $ 0 | 0 | (653) | 0 | $ 0 | (653) |
Stock-based compensation | $ 0 | 145 | 0 | 0 | 0 | 145 |
Stock based compensation (in shares) | 0 | |||||
Pension liability adjustments, net of taxes | $ 0 | 0 | 0 | (41) | 0 | (41) |
Foreign currency translation adjustment | 0 | 0 | 0 | 23 | 0 | 23 |
Balance at Jun. 30, 2019 | $ 275 | 27,853 | 6,244 | 195 | $ (4,622) | 29,945 |
Balance (in shares) at Jun. 30, 2019 | 25,952,000 | |||||
Balance (in shares) at Jun. 30, 2019 | 1,681,000 | |||||
Balance at Dec. 31, 2019 | $ 275 | 28,426 | 4,993 | (920) | $ (6,465) | $ 26,309 |
Balance (in shares) at Dec. 31, 2019 | 27,643,000 | |||||
Balance (in shares) at Dec. 31, 2019 | 3,184,000 | 3,184,000 | ||||
Net loss attributable to Innodata Inc. and Subsidiaries | $ 0 | 0 | (365) | 0 | $ 0 | $ (365) |
Stock-based compensation | $ 0 | 170 | 0 | 0 | 0 | 170 |
Stock based compensation (in shares) | 0 | |||||
Pension liability adjustments, net of taxes | $ 0 | 0 | 0 | 14 | 0 | 14 |
Foreign currency translation adjustment | 0 | 0 | 0 | (718) | 0 | (718) |
Change in fair value of derivatives, net of taxes | 0 | 0 | 0 | (171) | 0 | (171) |
Balance at Mar. 31, 2020 | $ 275 | 28,596 | 4,628 | (1,795) | $ (6,465) | 25,239 |
Balance (in shares) at Mar. 31, 2020 | 27,643,000 | |||||
Balance (in shares) at Mar. 31, 2020 | 3,184,000 | |||||
Balance at Dec. 31, 2019 | $ 275 | 28,426 | 4,993 | (920) | $ (6,465) | $ 26,309 |
Balance (in shares) at Dec. 31, 2019 | 27,643,000 | |||||
Balance (in shares) at Dec. 31, 2019 | 3,184,000 | 3,184,000 | ||||
Net loss attributable to Innodata Inc. and Subsidiaries | $ (922) | |||||
Pension liability adjustments, net of taxes | 25 | |||||
Foreign currency translation adjustment | (497) | |||||
Change in fair value of derivatives, net of taxes | (84) | |||||
Balance at Jun. 30, 2020 | $ 275 | 28,894 | 4,071 | (1,476) | $ (6,465) | $ 25,299 |
Balance (in shares) at Jun. 30, 2020 | 27,643,000 | |||||
Balance (in shares) at Jun. 30, 2020 | 3,184,000 | 3,184,000 | ||||
Balance at Mar. 31, 2020 | $ 275 | 28,596 | 4,628 | (1,795) | $ (6,465) | $ 25,239 |
Balance (in shares) at Mar. 31, 2020 | 27,643,000 | |||||
Balance (in shares) at Mar. 31, 2020 | 3,184,000 | |||||
Net loss attributable to Innodata Inc. and Subsidiaries | $ 0 | 0 | (557) | 0 | $ 0 | (557) |
Stock-based compensation | $ 0 | 298 | 0 | 0 | 0 | 298 |
Stock based compensation (in shares) | 0 | |||||
Pension liability adjustments, net of taxes | $ 0 | 0 | 0 | 11 | 0 | 11 |
Foreign currency translation adjustment | 0 | 0 | 0 | 221 | 0 | 221 |
Change in fair value of derivatives, net of taxes | 0 | 0 | 0 | 87 | 0 | 87 |
Balance at Jun. 30, 2020 | $ 275 | $ 28,894 | $ 4,071 | $ (1,476) | $ (6,465) | $ 25,299 |
Balance (in shares) at Jun. 30, 2020 | 27,643,000 | |||||
Balance (in shares) at Jun. 30, 2020 | 3,184,000 | 3,184,000 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2020 | |
Summary of Significant Accounting Policies | |
Summary of Significant Accounting Policies | 1. Summary of Significant Accounting Policies Basis of Presentation - The condensed consolidated financial statements for the interim periods included herein are unaudited; however, they contain all adjustments (consisting of only normal recurring adjustments) that, in the opinion of management, are necessary to present fairly the consolidated financial position of the Company as of June 30, 2020, the results of its operations and comprehensive loss for the three and six months ended June 30, 2020 and 2019, cash flows for the six months ended June 30, 2020 and 2019, and stockholders’ equity for the three and six months ended June 30, 2020 and 2019. The results of operations for the interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. Certain information and note disclosures normally included in or with financial statements prepared in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) have been condensed or omitted from these condensed consolidated financial statements pursuant to the rules and regulations of the SEC and, accordingly, these condensed consolidated financial statements should be read in conjunction with the condensed consolidated financial statements and notes thereto for the year ended December 31, 2019, included in the Company’s Annual Report on Form 10‑K. Unless otherwise noted, the accounting policies used in preparing these condensed consolidated financial statements are the same as those described in the consolidated financial statements for the year ended December 31, 2019. Principles of Consolidation - The condensed consolidated financial statements include the accounts of Innodata Inc. and its wholly owned subsidiaries, and the Synodex and docGenix limited liability companies that are majority-owned by the Company. The non-controlling interests in the Synodex and docGenix limited liability companies are accounted for in accordance with Financial Accounting Standards Board (FASB) non-controlling interest guidance. All significant intercompany transactions and balances have been eliminated in consolidation. Use of Estimates - In preparing condensed consolidated financial statements in conformity with U.S. GAAP, management is required 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include those related to allowance for doubtful accounts and billing adjustments, long-lived assets, intangible assets, goodwill, valuation of deferred tax assets, valuation of stock-based compensation, litigation accruals and estimated accruals for various tax exposures. Revenue Recognition – The Company’s revenue is recognized when services are rendered or goods are delivered to a customer, in an amount that reflects the consideration that we expect to receive in exchange for those services or goods as per the agreement with the customer. In cases where there are agreements with multiple performance obligations, we identify each performance obligation and evaluate whether the performance obligations is distinct within the context of the agreement at the agreement’s inception. Performance obligations that are not distinct at agreement inception are combined. For agreements with distinct performance obligation, the Company allocates the transaction price to each distinct performance obligation proportionately based on the estimated standalone selling price for each performance obligation, if any, and then evaluates how the services are performed for the customer to determine the timing of revenue recognition. For the Digital Data Solutions (DDS) segment, revenue is recognized primarily based on the quantity delivered or resources utilized in the period in which services are performed and performance conditions are satisfied as per the agreement. Revenues for agreements billed on a time-and-materials basis are recognized as services are performed. Revenues under fixed-fee agreements, which are not significant to the overall revenues, are recognized based on the proportional performance method of accounting, as services are performed, or milestones are achieved. For the Synodex segment, revenue is recognized primarily based on the quantity delivered in the period in which services are performed and performance conditions are satisfied as per the agreement. A portion of our Synodex segment revenue is derived from licensing our functional software and providing access to our hosted software platform. Revenue from such services is recognized monthly when all parties to the agreement have agreed to the agreement; each party’s rights are identifiable; the payment terms are identifiable; the agreement has commercial substance; access to the service is provided to the end user; and collection is probable. The Agility segment derives its revenue primarily from subscription arrangements and provision of enriched media analysis services. It also derives revenue as a reseller of corporate communication solutions. Revenue from subscriptions is recognized monthly when access to the service is provided to the end user; all parties to the agreement have agreed to the agreement; each party’s rights are identifiable; the payment terms are identifiable; the agreement has commercial substance; and collection is probable. Revenue from enriched media analysis services is recognized when the services are performed, and performance conditions are satisfied. Revenues from the reseller agreements are recognized at the gross amount received for the goods in accordance with our functioning as a principal due to our meeting the following criteria. We act as the primary obligor in the sales transaction; assume the credit risk; set the price; can select suppliers; and are involved in the execution of the services, including after sales service. Revenues include reimbursement of out-of-pocket expenses, with the corresponding out-of-pocket expenses included in direct operating costs. The Company considers U.S. GAAP criteria for determining whether to report gross revenue as a principal versus net revenue as an agent. Factors considered include whether we are the primary obligor, have risks and rewards of ownership, and bear the risk that a customer may not pay for the services performed. If there are circumstances where the above criteria are not met and therefore, we are not the principal in providing services, amounts received from customers are presented net of payments in the condensed consolidated statements of operations and comprehensive loss. Contract acquisition cost, which is included in prepaid expenses and other current assets, for our Agility segment is amortized over the term of a subscription agreement that normally has a duration of 12 months or less. The Company reviews these costs on a periodic basis to determine the need to adjust the carrying values for pre-terminated contracts. Foreign Currency - The functional currency of the Company’s production operations located in the Philippines, India, Sri Lanka and Israel is the U.S. dollar. Transactions denominated in Philippine pesos, Indian and Sri Lankan rupees and Israeli shekels are translated to U.S. dollars at rates using the average rates in effect on the transaction dates. The functional currency for the Company’s subsidiaries in Germany, the United Kingdom and Canada are the Euro, the Pound Sterling and the Canadian dollar, respectively. The financial statements of these subsidiaries are prepared in these respective currencies. Financial information is translated from the applicable functional currency to the U.S. dollar (the reporting currency) for inclusion in the condensed consolidated financial statements. Income, expenses and cash flows are translated at weighted average exchange rates prevailing during the fiscal period, and assets and liabilities are translated at fiscal period-end exchange rates. Resulting translation adjustments are included as a component of Accumulated other comprehensive loss in the accompanying condensed consolidated statements of stockholders’ equity. Foreign exchange transaction gains or losses are included in Direct operating costs in the accompanying condensed consolidated statements of operations and comprehensive loss. To the extent that the currencies of the Company’s production facilities located in the Philippines, India, Sri Lanka and Israel fluctuate, the Company is subject to risks of changing costs of production after pricing is established for certain client projects. In addition, the Company is exposed to the risk of foreign currency fluctuation on the non-U.S. dollar denominated revenues, and on the monetary assets and liabilities held by its foreign subsidiaries that are denominated in local currencies. Income Taxes - Deferred taxes are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates, as well as any net operating loss or tax credit carryforwards expected to reduce taxes payable in future years. A valuation allowance is provided when it is more likely than not that all or some portion of the deferred tax assets will not be realized. While the Company considers future taxable income in assessing the need for the valuation allowance, in the event that the Company determines that it would be able to realize the deferred tax assets in the future in excess of its net recorded amount, an adjustment to the deferred tax assets would increase income in the period such determination was made. Similarly, in the event that the Company determines that it would not be able to realize the deferred tax assets in the future considering future taxable income, an adjustment to the deferred tax assets would decrease income in the period such determination was made. Changes in the valuation allowance from period to period are included in the Company’s tax provision in the period of change. The Company indefinitely reinvests the foreign earnings in its foreign subsidiaries. Unremitted earnings of foreign subsidiaries have been included in the condensed consolidated financial statements without giving effect to the United States taxes that may be payable on distribution to the United States, because such earnings are not anticipated to be remitted to the United States. In assessing the realizability of deferred tax assets, management considered whether it is more likely than not that all or some portion of the U.S. and Canadian deferred tax assets will not be realizable. As the expectation of future taxable income resulting from the U.S. and Canadian operations cannot be predicted with certainty, the Company maintains a valuation allowance against all the U.S. and Canadian deferred tax assets. The Company accounts for income taxes regarding uncertain tax positions, and recognizes interest and penalties related to uncertain tax positions in Income tax expense in the condensed consolidated statements of operations and comprehensive loss. Deferred Revenue - Deferred revenue represents payments received from clients in advance of providing services and amounts deferred if conditions for revenue recognition have not been met. Accrued expenses and others on the condensed consolidated balance sheets includes $1.1 million of deferred revenue as of June 30, 2020 and December 31, 2019. Recent Accounting Pronouncements In August 2018, the FASB issued Accounting Standards Update (ASU) No. 2018-14, “Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework-Changes to the Disclosure Requirements for Defined Benefit Plans” (ASU 2018-14), which makes changes to the disclosure requirements for employers that sponsor defined benefit pension and/or other postretirement benefit plans. The guidance eliminates requirements for certain disclosures that are no longer considered cost beneficial and adds new disclosure requirements that the FASB considers pertinent. ASU 2018-14 is effective for fiscal years ending after December 15, 2020 for public entities; early adoption is permitted. The Company is currently evaluating ASU 2018-14 but does not expect it to have a material impact on the Company’s condensed consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Statements” (ASU 2016-13). ASU 2016-13 requires a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. In November 2018, the FASB issued ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments-Credit Losses,” which clarifies codification and corrects unintended application of the guidance, and in November 2019, the FASB issued ASU No. 2019-11, “Codification Improvements to Topic 326, Financial Instruments-Credit Losses,” which clarifies or addresses specific issues about certain aspects of ASU 2016-13. In March 2020, the FASB issued ASU No. 2020-03, “Codification Improvements to Financial Instruments,” which modifies the measurement of expected credit losses of certain financial instruments. ASU 2016-13 is effective for certain Smaller Reporting Companies for financial statements issued for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years, which will be fiscal 2024 for us if we continue to be classified as a Smaller Reporting Company, with early adoption permitted. We do not expect adoption of the new guidance to have a significant impact on our financial statements. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets | |
Goodwill and Intangible Assets | 2. Goodwill and Intangible Assets The Company has determined that adverse changes in macroeconomic trends as a consequence of the continuing COVID-19 pandemic constitute a triggering event under U.S. GAAP (Accounting Standards Codification (ASC) No. 350, “Intangibles - Goodwill and Other” and ASC No. 360, “Impairment or Disposal of Long-Lived Assets”). The Company has completed its impairment analysis procedures in March 31, 2020 and updated its impairment analysis on its reporting units as of June 30, 2020. The Company has determined that there was no impairment of long-lived assets, tangible nor intangible, in any reporting units. The changes in the carrying amount of goodwill for the six months ended June 30, 2020 and 2019 were as follows (in thousands): Balance as of January 1, 2019 $ 2,050 Foreign currency translation adjustment 45 Balance as of June 30, 2019 $ 2,095 Balance as of January 1, 2020 $ 2,108 Foreign currency translation adjustment (82) Balance as of June 30, 2020 $ 2,026 The fair value measurement of goodwill was classified within Level 3 of the fair value hierarchy because the Company used the income approach, which utilizes significant inputs that are unobservable in the market. The Company believes it made reasonable estimates and assumptions to calculate the fair value of the reporting unit as of the impairment test measurement date. Information regarding the Company’s acquisition-related intangible assets was as follows (in thousands): Trademarks Media Developed Customer and Contact technology relationships tradenames Patents Database Total Gross carrying amounts: Balance as of January 1, 2020 $ 3,108 $ 2,177 $ 871 $ 44 $ 3,605 $ 9,805 Foreign currency translation (139) (111) (22) (2) (114) (388) Balance as of June 30, 2020 $ 2,969 $ 2,066 $ 849 $ 42 $ 3,491 $ 9,417 Trademarks Media Developed Customer and Contact technology relationships tradenames Patents Database Total Gross carrying amounts: Balance as of January 1, 2019 $ 2,999 $ 2,081 $ 855 $ 42 $ 3,546 $ 9,523 Foreign currency translation 99 96 13 1 19 228 Balance as of June 30, 2019 $ 3,098 $ 2,177 $ 868 $ 43 $ 3,565 $ 9,751 Trademarks Media Developed Customer and Contact technology relationships tradenames Patents Database Total Accumulated amortization: Balance as of January 1, 2020 $ 1,493 $ 983 $ 567 $ 24 $ 1,262 $ 4,329 Amortization expense 153 88 27 2 180 450 Foreign currency translation (74) (52) (11) (1) (45) (183) Balance as of June 30, 2020 $ 1,572 $ 1,019 $ 583 $ 25 $ 1,397 $ 4,596 Trademarks Media Developed Customer and Contact technology relationships tradenames Patents Database Total Accumulated amortization: Balance as of January 1, 2019 $ 1,137 $ 766 $ 440 $ 19 $ 886 $ 3,248 Amortization expense 154 90 60 1 179 484 Foreign currency translation 44 36 6 1 4 91 Balance as of June 30, 2019 $ 1,335 $ 892 $ 506 $ 21 $ 1,069 $ 3,823 Amortization expense relating to acquisition-related intangible assets was $0.2 million for each of the three months ended June 30, 2020 and 2019. Amortization expense relating to acquisition-related intangible assets was $0.5 million for each of the six months ended June 30, 2020 and 2019. As of the date hereof, estimated amortization expense for intangible assets after June 30, 2020 is as follows (in thousands): Year Amortization 2020 $ 438 2021 876 2022 876 2023 876 2024 781 Thereafter 974 $ 4,821 |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2020 | |
Income Taxes | |
Income Taxes | 3. Income Taxes The Company recorded a provision for income taxes of $0.2 million and $0.1 million for the three months ended June 30, 2020 and 2019, respectively; and $0.6 million and $0.1 million for the six months ended June 30, 2020 and 2019, respectively. Taxes primarily consist of a provision for foreign taxes recorded by the Company’s foreign subsidiaries in accordance with local tax regulations. Effective income tax rates are disproportionate due to the losses incurred by the Company’s U.S. entities and Canadian subsidiaries and a valuation allowance recorded on deferred taxes of these entities and tax effects of foreign operations, including foreign exchange gains and losses. The reconciliations of the U.S. statutory rate with the Company’s effective tax rate for the six-month periods ended June 30, 2020 and 2019 are summarized in the table below: For the six months ended June 30, 2020 2019 Federal income tax benefit at statutory rate 21.0 % 21.0 % Effect of: Change in valuation allowance 25.2 10.9 Foreign rate differential 20.4 (0.1) Return to provision true up 1.8 0.4 Withholding tax (3.9) — State income tax net of federal benefit (5.9) — Foreign operations permanent difference - foreign exchange gains and losses (44.4) 53.4 Increase in unrecognized tax benefits (ASC 740) (58.0) (27.7) Tax effects of foreign operations (131.8) (61.3) Other 1.9 (3.5) Effective tax rate (173.7) % (6.9) % As of June 30, 2020, the Company performed a calculation of the Global Intangible Low-Taxed Income (GILTI) provisions and concluded that it continues to have no impact on account of the net losses of certain foreign subsidiaries. The following table presents a roll-forward of the Company’s unrecognized tax benefits and associated interest for the six months ended June 30, 2020 (in thousands): Unrecognized tax benefits Balance - January 1, 2020 $ 2,957 Increase in tax position 134 Interest accrual 96 Foreign currency remeasurement (163) Balance - June 30, 2020 $ 3,024 The Company had unrecognized tax benefits of approximately $3.0 million as of June 30, 2020 and December 31, 2019. The portion of unrecognized tax benefits relating to an increase in tax positions was approximately $0.1 million while the portion of unrecognized tax benefits relating to interest and penalties was approximately $0.1million for the six months ended June 30, 2020. The Company expects that unrecognized tax benefits as of June 30, 2020 and December 31, 2019, if recognized, would have a material impact on the Company’s effective tax rate. The Company is subject to Federal income tax, as well as income tax in various states and foreign jurisdictions. The Company has open periods for U.S. Federal and state taxes from 2016 through 2019. Various foreign subsidiaries currently have open tax years from 2003 through 2019. Tax Assessments In September 2015, the Company’s Indian subsidiary was subject to an inquiry by the Service Tax Department in India regarding the classification of services provided by this subsidiary, asserting that the services provided by this subsidiary fall under the category of online information and database access or retrieval services (OID Services), and not under the category of business support services (BS Services) that are exempt from service tax as historically indicated in the subsidiary’s service tax filings. The Company disagrees with the Service Tax Department’s position. In November 2019, the Commissioner of Central Tax, GST & Central Excise issued an order confirming the Service Tax Department's position. The Company is contesting this order in an appeal to the Customs, Excise and Service Tax Appellate Tribunal. In the event the Service Tax Department is ultimately successful in proving that the services fall under the category of OID Services, the revenues earned by the Company’s Indian subsidiary for the period July 2012 through November 2016 would be subject to a service tax of between 12.36% and 15%, and this subsidiary may also be liable for interest and penalties. The revenue of our Indian subsidiary during this period was approximately $66.0 million. In accordance with new rules promulgated by the Service Tax Department, as of December 1, 2016 service tax is no longer applicable to OID or BS Services. Based on the assessment of the Company’s counsel, the Company has not recorded any tax liability for this case. In a separate action relating to service tax refunds, in October 2016, the Company’s Indian subsidiary received notices from the Indian Service Tax Department in India seeking to reverse service tax refunds of approximately $160,000 previously granted to our Indian subsidiary for three quarters in 2014, asserting that the services provided by this subsidiary fall under the category of OID Services and not BS Services. The appeal was determined in favor of the Service Tax Department. The Company disagrees with the basis of this decision and is contesting it. The Company expects delays in its Indian subsidiary receiving further service tax refunds until this matter is adjudicated with finality, and currently has service tax credits of approximately $1.0 million recorded as a receivable. Based on the assessment of the Company’s counsel, the Company has not recorded any tax liability for this case. Substantial recovery against the Company in the above referenced 2015 Service Tax Department case could have a material adverse impact on the Company, and unfavorable rulings or recoveries in other tax proceedings could have a material adverse impact on the consolidated operating results of the period (and subsequent periods) in which the rulings or recovery occurs. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | 4. Commitments and Contingencies COVID-19 Pandemic - The novel coronavirus disease 2019 (“COVID-19”), which the World Health Organization declared as a pandemic on March 11, 2020, continues to spread throughout the world. COVID-19 has created significant global economic downturn, disrupted global trade and supply chains, adversely impacted many industries, caused federal and regional governments to impose substantial restrictions on the operations of non-essential businesses and contributed to significant declines and volatility in financial markets. The rapid development and fluidity of this situation precludes any prediction as to the ultimate impact of COVID-19 on the Company’s performance and financial results. The situation surrounding the COVID-19 crisis remains fluid and the extent and duration of its impact on the economy remains unclear. For this reason, the Company cannot reasonably estimate with any degree of certainty the future impact on its results of operations and financial condition. In late March, as a result of the COVID-19 crisis, the Company began to experience reduced demand for its services from existing and prospective customers. The potential for a material impact on the Company’s results of operations and financial position increases the longer the virus affects the level of economic activity in the United States and globally. The Company believes it has existing cash and cash equivalents that provide sufficient sources of liquidity to satisfy the Company’s financial needs for the next 12 months from the filing date of this Quarterly Report on Form 10-Q while sustaining the current level of reduced demand for our services for a period of time. In the event the Company experiences a significant or prolonged reduction in revenues, the likelihood of which is uncertain, it would seek to manage its liquidity by reducing capital expenditures, deferring investing activities, and reducing costs as it would likely have no other source of liquidity to support ongoing operations in a manner that is not significantly detrimental to the business. Litigation – In 2008, a judgment was rendered in the Philippines against a Philippine subsidiary of the Company that is no longer active and purportedly also against Innodata Inc., in favor of certain former employees of the Philippine subsidiary. The potential payment amount aggregates to approximately $6.4 million, plus legal interest that accrued at 12% per annum from August 13, 2008 to June 30, 2013, and thereafter accrued and continues to accrue at 6% per annum. The potential payment amount as expressed in U.S. dollars varies with the Philippine peso to U.S. dollar exchange rate. In December 2017, a group of 97 of the former employees of the Philippine subsidiary indicated that they proposed to record the judgment as to themselves in New Jersey. In January 2018, in response to an action initiated by Innodata Inc., the United States District Court for the District of New Jersey (USDC) entered a preliminary injunction that enjoins these former employees from pursuing or seeking recognition or enforcement of the judgment against Innodata Inc. in the United States during the pendency of the action and until further order of the USDC. In June 2018, the USDC entered a consent order administratively closing the action subject to return of the action to the active docket upon the written request of Innodata Inc. or the former employees, with the USDC retaining jurisdiction over the matter and the preliminary injunction remaining in full force and effect. The Company is also subject to various other legal proceedings and claims that have arisen in the ordinary course of business. While management currently believes that the ultimate outcome of these proceedings will not have a material adverse effect on the Company’s financial position and results of operations, litigation is subject to inherent uncertainties. Substantial recovery against the Company in the above-referenced Philippine action could have a material adverse impact on the Company, and unfavorable rulings or recoveries in the other proceedings could have a material adverse impact on the financial position and operating results of the Company. In addition, the Company’s estimate of the potential impact on the Company’s financial position and results of operations for the above referenced legal proceedings could change in the future. The Company’s legal accruals related to legal proceedings and claims are based on the Company’s determination of whether or not a loss is probable. The Company reviews outstanding proceedings and claims with external counsel to assess probability and estimates of loss. The accruals are adjusted if necessary. While the Company intends to vigorously defend against these matters, adverse outcomes that it estimates could reach approximately $300,000 in the aggregate beyond recorded amounts are reasonably possible. If circumstances change, the Company may be required to record adjustments that could be material to its reported consolidated financial condition and results of operations. |
Stock Options
Stock Options | 6 Months Ended |
Jun. 30, 2020 | |
Stock Options | |
Stock Options | 5. Stock Options A summary of stock option activity under the Plan as of June 30, 2020, and changes during the six months then ended, are presented below: Weighted- Weighted - Average Average Remaining Aggregate Number of Exercise Contractual Term Intrinsic Options Price (years) Value Outstanding at January 1, 2020 6,833,303 $ 1.86 Granted 1,050,000 1.37 Exercised — — Forfeited/Expired (634,303) 3.08 Outstanding at June 30, 2020 7,249,000 $ 1.68 $ 693,862 Exercisable at June 30, 2020 4,576,417 $ 1.93 $ 392,225 Vested and Expected to Vest at June 30, 2020 7,249,000 $ 1.68 $ 693,862 The fair value of stock options is estimated on the date of grant using the Black-Scholes option pricing model. The weighted-average fair value of the options granted, and weighted-average assumptions were as follows: For the six months ended June 30, 2020 2019 Weighted average fair value of options granted $ 0.61 $ 0.64 Risk-free interest rate 0.47%-0.56% 2.55 % Expected term (years) 5-6 Expected volatility factor 46.75%-50.01% 45 % Expected dividends None None A summary of restricted shares under the Company’s Plan as of June 30, 2020 are presented below: Weighted-Average Grant Date Fair Number of Shares Value Granted 75,000 $ 1.38 Vested (25,000) — Forfeited/Expired — — Unvested at June 30, 2020 50,000 $ 1.38 The compensation cost related to non-vested stock options and restricted stock awards not yet recognized as of June 30, 2020 totaled approximately $1.5 million. The weighted-average period over which these costs may be recognized is twenty-five months. The stock-based compensation expense related to the Company’s various stock awards was allocated as follows (in thousands): For the three months ended For the six months ended June 30, June 30, 2020 2019 2020 2019 Direct operating costs $ 39 $ 20 $ 79 $ 38 Selling and administrative expenses 259 125 389 236 Total stock-based compensation $ 298 $ 145 $ 468 $ 274 |
Operating Leases
Operating Leases | 6 Months Ended |
Jun. 30, 2020 | |
Operating Leases | |
Operating Leases | 6. Operating Leases The Company has various operating lease agreements for its offices and service delivery centers. The Company has determined that the risks and benefits related to the leased properties are retained by the lessors. Accordingly, these are accounted for as operating leases. These lease agreements are for terms ranging from two to eleven years and, in most cases, provide for rental escalations ranging from 1.75% to 10%. Most of these agreements are renewable at the mutual consent of the parties in the contract. The Company adopted ASU No. 2016-02, “Leases (Topic 842) ”, beginning January 1, 2019 and applied the practical expedients consistently for all of its leases. The table below summarizes the amounts recognized in the financial statements related to operating leases for the periods presented (in thousands): For the three months ended June 30, For the six months ended June 30, 2020 2019 2020 2019 Rent expense for long-term operating leases $ 421 $ 453 $ 864 $ 907 Rent expense for short-term leases 57 85 118 172 Total rent expense $ 478 $ 538 $ 982 $ 1,079 The following table presents the maturity profile of the Company’s operating lease liabilities based on the contractual undiscounted payments with a reconciliation of these amounts to the remaining net present value of the operating lease liability reported in the condensed consolidated balance sheets as of June 30, 2020 (in thousands): Year Amount 2020 $ 774 2021 1,244 2022 1,192 2023 1,039 2024 1,055 2025 and thereafter 4,603 Total lease payments 9,907 Less: Interest (2,874) Net present value of lease liabilities $ 7,033 Current portion $ 834 Long-term portion 6,199 Total $ 7,033 The weighted-average remaining lease terms and discount rates for all of our operating leases as of June 30, 2020 were as follows: Weighted-average lease term remaining 66 months Weighted-average discount rate 8.92 % |
Long-term Obligations
Long-term Obligations | 6 Months Ended |
Jun. 30, 2020 | |
Long-term Obligations | |
Long-term Obligations | 7. Long-term Obligations Total long-term obligations of the Company as of June 30, 2020 and December 31, 2019 consisted of the following (in thousands): June 30, December 31, 2020 2019 Pension obligations - accrued pension liability $ 4,935 $ 4,611 Settlement agreement (1) 611 708 Capital lease obligations 80 127 Microsoft licenses (2) 769 — Bank loans payable (3) 580 — 6,975 5,446 Less: Current portion of long-term obligations 1,801 912 Totals $ 5,174 $ 4,534 (1) Represents payment to be made pursuant to a settlement agreement entered into in December 2018 between a subsidiary of the Company and 19 former employees of such subsidiary. The balance is payable in monthly installments through March 2023. (2) In April 2020, the Company renewed a vendor agreement to acquire certain additional software licenses and to receive support and subsequent software upgrades on these and other currently owned software licenses through February 2023. Pursuant to this agreement, the Company is obligated to pay approximately $0.4 million annually over the term of the agreement. (3) On May 4, 2020, we received loan proceeds of $579,700 under the Paycheck Protection Program (“PPP”) which was established as part of the Coronavirus Aid, Relief and Economic Security Act (“CARES Act”). The loans and accrued interest are forgivable, as long as the borrower uses the loan proceeds for eligible purposes, including payroll, benefits, rent and utilities, and maintains its payroll levels. The unforgiven portion of the loan, if any, is payable over two years at an interest rate of 1% per year, with a deferral of payments for the first six months. |
Comprehensive Loss
Comprehensive Loss | 6 Months Ended |
Jun. 30, 2020 | |
Comprehensive Loss | |
Comprehensive Loss | 8. Comprehensive Loss Accumulated other comprehensive loss, as reflected in the condensed consolidated balance sheets, consists of pension liability adjustments, net of taxes, foreign currency translation adjustments, net of taxes and changes in fair value of derivatives, net of taxes. The components of Accumulated other comprehensive loss as of June 30, 2020, and reclassifications out of Accumulated other comprehensive loss for the six months ended June 30, 2020 and 2019, were as follows (net of tax) (in thousands): Foreign Accumulated Pension Fair Value Currency Other Liability of Translation Comprehensive Adjustment Derivatives Adjustment Loss Balance at April 1, 2020 $ (39) $ (138) $ (1,618) $ (1,795) Other comprehensive loss before reclassifications, net of taxes — — 221 221 Total other comprehensive loss before reclassifications, net of taxes (39) (138) (1,397) (1,574) Net amount reclassified to earnings 11 87 — 98 Balance at June 30, 2020 $ (28) $ (51) $ (1,397) $ (1,476) Foreign Accumulated Pension Fair Value Currency Other Liability of Translation Comprehensive Adjustment Derivatives Adjustment Income Balance at April 1, 2019 $ 1,415 $ — $ (1,202) $ 213 Other comprehensive income before reclassifications, net of taxes — — 23 23 Total other comprehensive income (loss) before reclassifications, net of taxes 1,415 — (1,179) 236 Net amount reclassified to earnings (41) — — (41) Balance at June 30, 2019 $ 1,374 $ — $ (1,179) $ 195 Foreign Accumulated Pension Fair Value Currency Other Liability of Translation Comprehensive Adjustment Derivatives Adjustment Loss Balance at January 1, 2020 $ (53) $ 33 $ (900) $ (920) Other comprehensive loss before reclassifications, net of taxes — (166) (497) (663) Total other comprehensive loss before reclassifications, net of taxes (53) (133) (1,397) (1,583) Net amount reclassified to earnings 25 82 — 107 Balance at June 30, 2020 $ (28) $ (51) $ (1,397) $ (1,476) Foreign Accumulated Pension Fair Value Currency Other Liability of Translation Comprehensive Adjustment Derivatives Adjustment Income (Loss) Balance at January 1, 2019 $ 1,451 $ — $ (1,466) $ (15) Other comprehensive income before reclassifications, net of taxes — — 287 287 Total other comprehensive income (loss) before reclassifications, net of taxes 1,451 — (1,179) 272 Net amount reclassified to earnings (77) — — (77) Balance at June 30, 2019 $ 1,374 $ — $ (1,179) $ 195 All reclassifications out of Accumulated other comprehensive loss had an impact on Direct operating costs in the condensed consolidated statements of operations and comprehensive loss. |
Segment Reporting and Concentra
Segment Reporting and Concentrations | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting and Concentrations | |
Segment Reporting and Concentrations | 9. Segment Reporting and Concentrations The Company’s operations are classified in three reporting segments: Digital Data Solutions (DDS), Synodex and Agility. The DDS segment provides a range of solutions and platforms for solving complex data challenges that companies face when they seek to obtain the benefits of artificial intelligence (AI) systems and analytics platforms. These include data annotation, data transformation, data curation and intelligent automation. The DDS segment also provides a variety of services for clients in the information industry that relate to content operations and product development. The Synodex segment provides an intelligent data platform that transforms medical records into useable digital data organized in accordance with our proprietary data models or client data models. The Agility segment provides an intelligent data platform that provides marketing communications and public relations professionals with the ability to target and distribute content to journalists and social media influencers world-wide and to monitor and analyze global news channels (print, web, radio and TV) and social media channels. A significant portion of the Company’s revenues are generated from its facilities in the Philippines, India, Sri Lanka, Canada, Germany, the United Kingdom and Israel. Revenues from external clients and segment operating profit (loss), and other reportable segment information were as follows (in thousands): For the three months ended June 30, For the six months ended June 30, 2020 2019 2020 2019 Revenues: DDS $ 9,858 $ 10,052 $ 20,267 $ 20,229 Synodex 1,201 915 2,483 1,939 Agility 2,804 2,672 5,643 5,165 Total Consolidated $ 13,863 $ 13,639 $ 28,393 $ 27,333 Income (loss) before provision for income taxes (1) : DDS $ (56) $ 153 $ 73 $ 227 Synodex 81 (130) 277 (11) Agility (406) (584) (680) (1,256) Total Consolidated $ (381) $ (561) $ (330) $ (1,040) Income (loss) before provision for income taxes (2) : DDS $ (126) $ 94 $ (67) $ 106 Synodex 125 (91) 366 68 Agility (380) (564) (629) (1,214) Total Consolidated $ (381) $ (561) $ (330) $ (1,040) June 30, 2020 December 31, 2019 Total assets: DDS $ 25,085 $ 23,196 Synodex 500 675 Agility 25,743 25,875 Total Consolidated $ 51,328 $ 49,746 June 30, 2020 December 31, 2019 Goodwill: Agility $ 2,026 $ 2,108 Total Consolidated $ 2,026 $ 2,108 (1) Before elimination of any inter-segment profits (2) After elimination of any inter-segment profits The following table summarizes revenues by geographic region (determined and based upon customer’s domicile) (in thousands): For the three months ended For the six months ended June 30, June 30, 2020 2019 2020 2019 United States $ 6,258 $ 6,223 $ 12,948 $ 12,754 United Kingdom 2,681 2,408 5,452 4,726 The Netherlands 1,659 1,694 3,299 3,416 Canada 1,325 1,476 2,870 2,960 Others - principally Europe 1,940 1,838 3,824 3,477 Totals $ 13,863 $ 13,639 $ 28,393 $ 27,333 Long-lived assets of the Company as of June 30, 2020 and December 31, 2019, respectively, by geographic region, were comprised of the following (in thousands): June 30, December 31, 2020 2019 United States $ 4,338 $ 4,591 Foreign countries: Canada 8,500 8,876 United Kingdom 1,666 1,907 Philippines 4,817 5,135 India 297 508 Sri Lanka 580 678 Israel 1 19 Germany 1 1 Total foreign 15,862 17,124 Totals $ 20,200 $ 21,715 Long-lived assets include the unamortized balance of right-of-use assets amounting to $6.3 million and $7.0 million as of June 30, 2020 and December 31, 2019, respectively. One client in the DDS segment generated approximately 16% of the Company's total revenues for each of the three-month periods ended June 30, 2020 and 2019. Another client in the DDS segment generated less than 10% of the Company's total revenues for the three months ended June 30, 2020 and 10% of the Company's total revenues for the three months ended June 30, 2019. No other client accounted for 10% or more of total revenues during these periods. Further, revenues from non-U.S. clients accounted for 55% and 54% of the Company's total revenues for the three months ended June 30, 2020 and 2019, respectively. One client in the DDS segment generated approximately 15% of the Company’s total revenues for the six months ended June 30, 2020 and 16% of the Company’s total revenues for the six months ended June 30, 2019. Another client in the DDS segment generated less than 10% of the Company’s total revenues for the six months ended June 30, 2020 and 10% of the Company’s total revenues for the six months ended June 30, 2019. No other client accounted for 10% or more of total revenues during these periods. Further, revenues from non-U.S. clients accounted for 54% and 53% of the Company’s total revenues for the six months ended June 30, 2020 and 2019, respectively. As of June 30, 2020, approximately 59% of the Company's accounts receivable was from foreign (principally European) clients and 40% of the Company’s accounts receivable was due from three clients. As of December 31, 2019, approximately 60% of the Company's accounts receivable was from foreign (principally European) clients and 44% of the Company’s accounts receivable was due from three clients. |
Loss per Share
Loss per Share | 6 Months Ended |
Jun. 30, 2020 | |
Loss per Share | |
Loss per Share | 10. Loss Per Share (In thousands) For the three months ended For the six months ended June 30, June 30, 2020 2019 2020 2019 Net loss attributable to Innodata Inc. and Subsidiaries $ (557) $ (653) $ (922) $ (1,105) Weighted average common shares outstanding 24,409 25,877 24,405 25,877 Dilutive effect of outstanding options — — — — Adjusted for dilutive computation 24,409 25,877 24,405 25,877 Basic loss per share is computed using the weighted-average number of common shares outstanding during the year. Diluted loss per share is computed by considering the impact of the potential issuance of common shares, using the treasury stock method, on the weighted average number of shares outstanding. For those securities that are not convertible into a class of common stock, the two-class method of computing loss per share is used. Options to purchase 7.2 million shares and 5.0 million shares of common stock for the three and six months ended June 30, 2020 and 2019, respectively, were outstanding but not included in the computation of diluted loss per share because the exercise price of the options was greater than the average market price of the common shares and therefore the effect would have been anti-dilutive. |
Derivatives
Derivatives | 6 Months Ended |
Jun. 30, 2020 | |
Derivatives | |
Derivatives | 11. Derivatives The Company conducts a large portion of its operations in international markets that subject it to foreign currency fluctuations. The most significant foreign currency exposures occur when revenue and associated accounts receivable are collected in one currency and expenses to generate that revenue are incurred in another currency. The Company’s primary exchange rate exposure relates to payroll, other payroll costs and operating expenses in the Philippines, India, Sri Lanka and Israel. In addition, although most of the Company’s revenues are denominated in U.S. dollars, a significant portion of the total revenues is denominated in Canadian dollars, Pound Sterling and Euros. To manage its exposure to fluctuations in foreign currency exchange rates, the Company enters into foreign currency forward contracts, authorized under Company policies. The Company utilizes non-deliverable forward contracts expiring within six months to reduce its foreign currency risk. The Company formally documents all relationships between hedging instruments and hedged items, as well as its risk management objectives and strategy for undertaking hedging transactions. The Company does not hold or issue derivatives for trading purposes. All derivatives are recognized at their fair value and classified based on the instrument’s maturity date. The total notional amount for outstanding derivatives as of June 30, 2020 and December 31, 2019 was $1.2 million and $4.3 million, respectively, which was comprised of cash flow hedges denominated in U.S. dollars. The following table presents the fair value of derivative instruments included within the condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019 (in thousands): Balance Sheet Location Fair Value 2020 2019 Derivatives designated as hedging instruments: Foreign currency forward contracts Accrued expenses $ 51 $ — Foreign currency forward contracts Prepaid expenses and other current assets $ — $ 33 The effects of foreign currency forward contracts designated as cash flow hedges on the Company’s condensed consolidated statements of operations and comprehensive loss for the six months ended June 30, 2020 and 2019, respectively, were as follows (in thousands): For the three months ended For the six months ended June 30, June 30, 2020 2019 2020 2019 Net gain (loss) recognized in OCI (1) $ — $ — $ (166) $ — Net (gain) loss reclassified from accumulated OCI into income (2) $ 87 $ — $ 82 $ — Net gain recognized in income (3) $ — $ — $ — $ — (1) Net change in fair value of the effective portion classified into other comprehensive income ("OCI") (2) Effective portion classified within direct operating costs (3) There were no ineffective portions for the periods presented. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2020 | |
Summary of Significant Accounting Policies | |
Basis of Presentation | Basis of Presentation - The condensed consolidated financial statements for the interim periods included herein are unaudited; however, they contain all adjustments (consisting of only normal recurring adjustments) that, in the opinion of management, are necessary to present fairly the consolidated financial position of the Company as of June 30, 2020, the results of its operations and comprehensive loss for the three and six months ended June 30, 2020 and 2019, cash flows for the six months ended June 30, 2020 and 2019, and stockholders’ equity for the three and six months ended June 30, 2020 and 2019. The results of operations for the interim periods are not necessarily indicative of results that may be expected for any other interim period or for the full year. Certain information and note disclosures normally included in or with financial statements prepared in accordance with generally accepted accounting principles in the United States of America (U.S. GAAP) have been condensed or omitted from these condensed consolidated financial statements pursuant to the rules and regulations of the SEC and, accordingly, these condensed consolidated financial statements should be read in conjunction with the condensed consolidated financial statements and notes thereto for the year ended December 31, 2019, included in the Company’s Annual Report on Form 10‑K. Unless otherwise noted, the accounting policies used in preparing these condensed consolidated financial statements are the same as those described in the consolidated financial statements for the year ended December 31, 2019. |
Principles of Consolidation | Principles of Consolidation - The condensed consolidated financial statements include the accounts of Innodata Inc. and its wholly owned subsidiaries, and the Synodex and docGenix limited liability companies that are majority-owned by the Company. The non-controlling interests in the Synodex and docGenix limited liability companies are accounted for in accordance with Financial Accounting Standards Board (FASB) non-controlling interest guidance. All significant intercompany transactions and balances have been eliminated in consolidation. |
Use of Estimates | Use of Estimates - In preparing condensed consolidated financial statements in conformity with U.S. GAAP, management is required 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 revenues and expenses during the reporting period. Actual results could differ from those estimates. Significant estimates include those related to allowance for doubtful accounts and billing adjustments, long-lived assets, intangible assets, goodwill, valuation of deferred tax assets, valuation of stock-based compensation, litigation accruals and estimated accruals for various tax exposures. |
Revenue Recognition | Revenue Recognition – The Company’s revenue is recognized when services are rendered or goods are delivered to a customer, in an amount that reflects the consideration that we expect to receive in exchange for those services or goods as per the agreement with the customer. In cases where there are agreements with multiple performance obligations, we identify each performance obligation and evaluate whether the performance obligations is distinct within the context of the agreement at the agreement’s inception. Performance obligations that are not distinct at agreement inception are combined. For agreements with distinct performance obligation, the Company allocates the transaction price to each distinct performance obligation proportionately based on the estimated standalone selling price for each performance obligation, if any, and then evaluates how the services are performed for the customer to determine the timing of revenue recognition. For the Digital Data Solutions (DDS) segment, revenue is recognized primarily based on the quantity delivered or resources utilized in the period in which services are performed and performance conditions are satisfied as per the agreement. Revenues for agreements billed on a time-and-materials basis are recognized as services are performed. Revenues under fixed-fee agreements, which are not significant to the overall revenues, are recognized based on the proportional performance method of accounting, as services are performed, or milestones are achieved. For the Synodex segment, revenue is recognized primarily based on the quantity delivered in the period in which services are performed and performance conditions are satisfied as per the agreement. A portion of our Synodex segment revenue is derived from licensing our functional software and providing access to our hosted software platform. Revenue from such services is recognized monthly when all parties to the agreement have agreed to the agreement; each party’s rights are identifiable; the payment terms are identifiable; the agreement has commercial substance; access to the service is provided to the end user; and collection is probable. The Agility segment derives its revenue primarily from subscription arrangements and provision of enriched media analysis services. It also derives revenue as a reseller of corporate communication solutions. Revenue from subscriptions is recognized monthly when access to the service is provided to the end user; all parties to the agreement have agreed to the agreement; each party’s rights are identifiable; the payment terms are identifiable; the agreement has commercial substance; and collection is probable. Revenue from enriched media analysis services is recognized when the services are performed, and performance conditions are satisfied. Revenues from the reseller agreements are recognized at the gross amount received for the goods in accordance with our functioning as a principal due to our meeting the following criteria. We act as the primary obligor in the sales transaction; assume the credit risk; set the price; can select suppliers; and are involved in the execution of the services, including after sales service. Revenues include reimbursement of out-of-pocket expenses, with the corresponding out-of-pocket expenses included in direct operating costs. The Company considers U.S. GAAP criteria for determining whether to report gross revenue as a principal versus net revenue as an agent. Factors considered include whether we are the primary obligor, have risks and rewards of ownership, and bear the risk that a customer may not pay for the services performed. If there are circumstances where the above criteria are not met and therefore, we are not the principal in providing services, amounts received from customers are presented net of payments in the condensed consolidated statements of operations and comprehensive loss. Contract acquisition cost, which is included in prepaid expenses and other current assets, for our Agility segment is amortized over the term of a subscription agreement that normally has a duration of 12 months or less. The Company reviews these costs on a periodic basis to determine the need to adjust the carrying values for pre-terminated contracts. |
Foreign Currency | Foreign Currency - The functional currency of the Company’s production operations located in the Philippines, India, Sri Lanka and Israel is the U.S. dollar. Transactions denominated in Philippine pesos, Indian and Sri Lankan rupees and Israeli shekels are translated to U.S. dollars at rates using the average rates in effect on the transaction dates. The functional currency for the Company’s subsidiaries in Germany, the United Kingdom and Canada are the Euro, the Pound Sterling and the Canadian dollar, respectively. The financial statements of these subsidiaries are prepared in these respective currencies. Financial information is translated from the applicable functional currency to the U.S. dollar (the reporting currency) for inclusion in the condensed consolidated financial statements. Income, expenses and cash flows are translated at weighted average exchange rates prevailing during the fiscal period, and assets and liabilities are translated at fiscal period-end exchange rates. Resulting translation adjustments are included as a component of Accumulated other comprehensive loss in the accompanying condensed consolidated statements of stockholders’ equity. Foreign exchange transaction gains or losses are included in Direct operating costs in the accompanying condensed consolidated statements of operations and comprehensive loss. To the extent that the currencies of the Company’s production facilities located in the Philippines, India, Sri Lanka and Israel fluctuate, the Company is subject to risks of changing costs of production after pricing is established for certain client projects. In addition, the Company is exposed to the risk of foreign currency fluctuation on the non-U.S. dollar denominated revenues, and on the monetary assets and liabilities held by its foreign subsidiaries that are denominated in local currencies. |
Income Taxes | Income Taxes - Deferred taxes are determined based on the difference between the financial statement and tax bases of assets and liabilities using enacted tax rates, as well as any net operating loss or tax credit carryforwards expected to reduce taxes payable in future years. A valuation allowance is provided when it is more likely than not that all or some portion of the deferred tax assets will not be realized. While the Company considers future taxable income in assessing the need for the valuation allowance, in the event that the Company determines that it would be able to realize the deferred tax assets in the future in excess of its net recorded amount, an adjustment to the deferred tax assets would increase income in the period such determination was made. Similarly, in the event that the Company determines that it would not be able to realize the deferred tax assets in the future considering future taxable income, an adjustment to the deferred tax assets would decrease income in the period such determination was made. Changes in the valuation allowance from period to period are included in the Company’s tax provision in the period of change. The Company indefinitely reinvests the foreign earnings in its foreign subsidiaries. Unremitted earnings of foreign subsidiaries have been included in the condensed consolidated financial statements without giving effect to the United States taxes that may be payable on distribution to the United States, because such earnings are not anticipated to be remitted to the United States. In assessing the realizability of deferred tax assets, management considered whether it is more likely than not that all or some portion of the U.S. and Canadian deferred tax assets will not be realizable. As the expectation of future taxable income resulting from the U.S. and Canadian operations cannot be predicted with certainty, the Company maintains a valuation allowance against all the U.S. and Canadian deferred tax assets. The Company accounts for income taxes regarding uncertain tax positions, and recognizes interest and penalties related to uncertain tax positions in Income tax expense in the condensed consolidated statements of operations and comprehensive loss. |
Deferred Revenue | Deferred Revenue - Deferred revenue represents payments received from clients in advance of providing services and amounts deferred if conditions for revenue recognition have not been met. Accrued expenses and others on the condensed consolidated balance sheets includes $1.1 million of deferred revenue as of June 30, 2020 and December 31, 2019. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2018, the FASB issued Accounting Standards Update (ASU) No. 2018-14, “Compensation-Retirement Benefits-Defined Benefit Plans-General (Subtopic 715-20): Disclosure Framework-Changes to the Disclosure Requirements for Defined Benefit Plans” (ASU 2018-14), which makes changes to the disclosure requirements for employers that sponsor defined benefit pension and/or other postretirement benefit plans. The guidance eliminates requirements for certain disclosures that are no longer considered cost beneficial and adds new disclosure requirements that the FASB considers pertinent. ASU 2018-14 is effective for fiscal years ending after December 15, 2020 for public entities; early adoption is permitted. The Company is currently evaluating ASU 2018-14 but does not expect it to have a material impact on the Company’s condensed consolidated financial statements. In June 2016, the FASB issued ASU No. 2016-13, “Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Statements” (ASU 2016-13). ASU 2016-13 requires a financial asset (or a group of financial assets) measured at amortized cost basis to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost basis of the financial asset(s) to present the net carrying value at the amount expected to be collected on the financial asset. In November 2018, the FASB issued ASU No. 2018-19, “Codification Improvements to Topic 326, Financial Instruments-Credit Losses,” which clarifies codification and corrects unintended application of the guidance, and in November 2019, the FASB issued ASU No. 2019-11, “Codification Improvements to Topic 326, Financial Instruments-Credit Losses,” which clarifies or addresses specific issues about certain aspects of ASU 2016-13. In March 2020, the FASB issued ASU No. 2020-03, “Codification Improvements to Financial Instruments,” which modifies the measurement of expected credit losses of certain financial instruments. ASU 2016-13 is effective for certain Smaller Reporting Companies for financial statements issued for fiscal years beginning after December 15, 2022 and interim periods within those fiscal years, which will be fiscal 2024 for us if we continue to be classified as a Smaller Reporting Company, with early adoption permitted. We do not expect adoption of the new guidance to have a significant impact on our financial statements. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Goodwill and Intangible Assets | |
Schedule of Carrying Amount of Goodwill | The changes in the carrying amount of goodwill for the six months ended June 30, 2020 and 2019 were as follows (in thousands): Balance as of January 1, 2019 $ 2,050 Foreign currency translation adjustment 45 Balance as of June 30, 2019 $ 2,095 Balance as of January 1, 2020 $ 2,108 Foreign currency translation adjustment (82) Balance as of June 30, 2020 $ 2,026 |
Schedule of company's acquisition-related intangible assets | Information regarding the Company’s acquisition-related intangible assets was as follows (in thousands): Trademarks Media Developed Customer and Contact technology relationships tradenames Patents Database Total Gross carrying amounts: Balance as of January 1, 2020 $ 3,108 $ 2,177 $ 871 $ 44 $ 3,605 $ 9,805 Foreign currency translation (139) (111) (22) (2) (114) (388) Balance as of June 30, 2020 $ 2,969 $ 2,066 $ 849 $ 42 $ 3,491 $ 9,417 Trademarks Media Developed Customer and Contact technology relationships tradenames Patents Database Total Gross carrying amounts: Balance as of January 1, 2019 $ 2,999 $ 2,081 $ 855 $ 42 $ 3,546 $ 9,523 Foreign currency translation 99 96 13 1 19 228 Balance as of June 30, 2019 $ 3,098 $ 2,177 $ 868 $ 43 $ 3,565 $ 9,751 Trademarks Media Developed Customer and Contact technology relationships tradenames Patents Database Total Accumulated amortization: Balance as of January 1, 2020 $ 1,493 $ 983 $ 567 $ 24 $ 1,262 $ 4,329 Amortization expense 153 88 27 2 180 450 Foreign currency translation (74) (52) (11) (1) (45) (183) Balance as of June 30, 2020 $ 1,572 $ 1,019 $ 583 $ 25 $ 1,397 $ 4,596 Trademarks Media Developed Customer and Contact technology relationships tradenames Patents Database Total Accumulated amortization: Balance as of January 1, 2019 $ 1,137 $ 766 $ 440 $ 19 $ 886 $ 3,248 Amortization expense 154 90 60 1 179 484 Foreign currency translation 44 36 6 1 4 91 Balance as of June 30, 2019 $ 1,335 $ 892 $ 506 $ 21 $ 1,069 $ 3,823 |
Schedule of estimated amortization expense for intangible assets | As of the date hereof, estimated amortization expense for intangible assets after June 30, 2020 is as follows (in thousands): Year Amortization 2020 $ 438 2021 876 2022 876 2023 876 2024 781 Thereafter 974 $ 4,821 |
Income Taxes (Tables)
Income Taxes (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Income Taxes | |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliations of the U.S. statutory rate with the Company’s effective tax rate for the six-month periods ended June 30, 2020 and 2019 are summarized in the table below: For the six months ended June 30, 2020 2019 Federal income tax benefit at statutory rate 21.0 % 21.0 % Effect of: Change in valuation allowance 25.2 10.9 Foreign rate differential 20.4 (0.1) Return to provision true up 1.8 0.4 Withholding tax (3.9) — State income tax net of federal benefit (5.9) — Foreign operations permanent difference - foreign exchange gains and losses (44.4) 53.4 Increase in unrecognized tax benefits (ASC 740) (58.0) (27.7) Tax effects of foreign operations (131.8) (61.3) Other 1.9 (3.5) Effective tax rate (173.7) % (6.9) % |
Schedule Of unrecognized Tax Benefits | The following table presents a roll-forward of the Company’s unrecognized tax benefits and associated interest for the six months ended June 30, 2020 (in thousands): Unrecognized tax benefits Balance - January 1, 2020 $ 2,957 Increase in tax position 134 Interest accrual 96 Foreign currency remeasurement (163) Balance - June 30, 2020 $ 3,024 |
Stock Options (Tables)
Stock Options (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Stock Options | |
Schedule of Stock Option Activity | A summary of stock option activity under the Plan as of June 30, 2020, and changes during the six months then ended, are presented below: Weighted- Weighted - Average Average Remaining Aggregate Number of Exercise Contractual Term Intrinsic Options Price (years) Value Outstanding at January 1, 2020 6,833,303 $ 1.86 Granted 1,050,000 1.37 Exercised — — Forfeited/Expired (634,303) 3.08 Outstanding at June 30, 2020 7,249,000 $ 1.68 $ 693,862 Exercisable at June 30, 2020 4,576,417 $ 1.93 $ 392,225 Vested and Expected to Vest at June 30, 2020 7,249,000 $ 1.68 $ 693,862 |
Schedule of weighted average assumptions | The fair value of stock options is estimated on the date of grant using the Black-Scholes option pricing model. The weighted-average fair value of the options granted, and weighted-average assumptions were as follows: For the six months ended June 30, 2020 2019 Weighted average fair value of options granted $ 0.61 $ 0.64 Risk-free interest rate 0.47%-0.56% 2.55 % Expected term (years) 5-6 Expected volatility factor 46.75%-50.01% 45 % Expected dividends None None |
Summary of restricted shares under the Company's Plan | A summary of restricted shares under the Company’s Plan as of June 30, 2020 are presented below: Weighted-Average Grant Date Fair Number of Shares Value Granted 75,000 $ 1.38 Vested (25,000) — Forfeited/Expired — — Unvested at June 30, 2020 50,000 $ 1.38 |
Schedule of Stock-Based Compensation Expense | The stock-based compensation expense related to the Company’s various stock awards was allocated as follows (in thousands): For the three months ended For the six months ended June 30, June 30, 2020 2019 2020 2019 Direct operating costs $ 39 $ 20 $ 79 $ 38 Selling and administrative expenses 259 125 389 236 Total stock-based compensation $ 298 $ 145 $ 468 $ 274 |
Operating Leases (Tables)
Operating Leases (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Operating Leases | |
Schedule of Operating Lease Expense Recognized in Financial Statements | The table below summarizes the amounts recognized in the financial statements related to operating leases for the periods presented (in thousands): For the three months ended June 30, For the six months ended June 30, 2020 2019 2020 2019 Rent expense for long-term operating leases $ 421 $ 453 $ 864 $ 907 Rent expense for short-term leases 57 85 118 172 Total rent expense $ 478 $ 538 $ 982 $ 1,079 |
Schedule of Net Present Value of Operating Lease Liability | The following table presents the maturity profile of the Company’s operating lease liabilities based on the contractual undiscounted payments with a reconciliation of these amounts to the remaining net present value of the operating lease liability reported in the condensed consolidated balance sheets as of June 30, 2020 (in thousands): Year Amount 2020 $ 774 2021 1,244 2022 1,192 2023 1,039 2024 1,055 2025 and thereafter 4,603 Total lease payments 9,907 Less: Interest (2,874) Net present value of lease liabilities $ 7,033 Current portion $ 834 Long-term portion 6,199 Total $ 7,033 |
Schedule of Weighted Average Remaining Lease Terms and Discount Rates | The weighted-average remaining lease terms and discount rates for all of our operating leases as of June 30, 2020 were as follows: Weighted-average lease term remaining 66 months Weighted-average discount rate 8.92 % |
Comprehensive Loss (Tables)
Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Comprehensive Loss | |
Schedule of Accumulated Other Comprehensive Loss | The components of Accumulated other comprehensive loss as of June 30, 2020, and reclassifications out of Accumulated other comprehensive loss for the six months ended June 30, 2020 and 2019, were as follows (net of tax) (in thousands): Foreign Accumulated Pension Fair Value Currency Other Liability of Translation Comprehensive Adjustment Derivatives Adjustment Loss Balance at April 1, 2020 $ (39) $ (138) $ (1,618) $ (1,795) Other comprehensive loss before reclassifications, net of taxes — — 221 221 Total other comprehensive loss before reclassifications, net of taxes (39) (138) (1,397) (1,574) Net amount reclassified to earnings 11 87 — 98 Balance at June 30, 2020 $ (28) $ (51) $ (1,397) $ (1,476) Foreign Accumulated Pension Fair Value Currency Other Liability of Translation Comprehensive Adjustment Derivatives Adjustment Income Balance at April 1, 2019 $ 1,415 $ — $ (1,202) $ 213 Other comprehensive income before reclassifications, net of taxes — — 23 23 Total other comprehensive income (loss) before reclassifications, net of taxes 1,415 — (1,179) 236 Net amount reclassified to earnings (41) — — (41) Balance at June 30, 2019 $ 1,374 $ — $ (1,179) $ 195 Foreign Accumulated Pension Fair Value Currency Other Liability of Translation Comprehensive Adjustment Derivatives Adjustment Loss Balance at January 1, 2020 $ (53) $ 33 $ (900) $ (920) Other comprehensive loss before reclassifications, net of taxes — (166) (497) (663) Total other comprehensive loss before reclassifications, net of taxes (53) (133) (1,397) (1,583) Net amount reclassified to earnings 25 82 — 107 Balance at June 30, 2020 $ (28) $ (51) $ (1,397) $ (1,476) Foreign Accumulated Pension Fair Value Currency Other Liability of Translation Comprehensive Adjustment Derivatives Adjustment Income (Loss) Balance at January 1, 2019 $ 1,451 $ — $ (1,466) $ (15) Other comprehensive income before reclassifications, net of taxes — — 287 287 Total other comprehensive income (loss) before reclassifications, net of taxes 1,451 — (1,179) 272 Net amount reclassified to earnings (77) — — (77) Balance at June 30, 2019 $ 1,374 $ — $ (1,179) $ 195 |
Segment Reporting and Concent_2
Segment Reporting and Concentrations (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Segment Reporting and Concentrations | |
Schedule of Segment Reporting Information, by Segment | Revenues from external clients and segment operating profit (loss), and other reportable segment information were as follows (in thousands): For the three months ended June 30, For the six months ended June 30, 2020 2019 2020 2019 Revenues: DDS $ 9,858 $ 10,052 $ 20,267 $ 20,229 Synodex 1,201 915 2,483 1,939 Agility 2,804 2,672 5,643 5,165 Total Consolidated $ 13,863 $ 13,639 $ 28,393 $ 27,333 Income (loss) before provision for income taxes (1) : DDS $ (56) $ 153 $ 73 $ 227 Synodex 81 (130) 277 (11) Agility (406) (584) (680) (1,256) Total Consolidated $ (381) $ (561) $ (330) $ (1,040) Income (loss) before provision for income taxes (2) : DDS $ (126) $ 94 $ (67) $ 106 Synodex 125 (91) 366 68 Agility (380) (564) (629) (1,214) Total Consolidated $ (381) $ (561) $ (330) $ (1,040) June 30, 2020 December 31, 2019 Total assets: DDS $ 25,085 $ 23,196 Synodex 500 675 Agility 25,743 25,875 Total Consolidated $ 51,328 $ 49,746 June 30, 2020 December 31, 2019 Goodwill: Agility $ 2,026 $ 2,108 Total Consolidated $ 2,026 $ 2,108 (1) Before elimination of any inter-segment profits (2) After elimination of any inter-segment profits |
Schedule of Revenue from External Customers and Long-Lived Assets | The following table summarizes revenues by geographic region (determined and based upon customer’s domicile) (in thousands): For the three months ended For the six months ended June 30, June 30, 2020 2019 2020 2019 United States $ 6,258 $ 6,223 $ 12,948 $ 12,754 United Kingdom 2,681 2,408 5,452 4,726 The Netherlands 1,659 1,694 3,299 3,416 Canada 1,325 1,476 2,870 2,960 Others - principally Europe 1,940 1,838 3,824 3,477 Totals $ 13,863 $ 13,639 $ 28,393 $ 27,333 |
Schedule of Revenue from External Customers based on Client domicile | Long-lived assets of the Company as of June 30, 2020 and December 31, 2019, respectively, by geographic region, were comprised of the following (in thousands): June 30, December 31, 2020 2019 United States $ 4,338 $ 4,591 Foreign countries: Canada 8,500 8,876 United Kingdom 1,666 1,907 Philippines 4,817 5,135 India 297 508 Sri Lanka 580 678 Israel 1 19 Germany 1 1 Total foreign 15,862 17,124 Totals $ 20,200 $ 21,715 |
Loss per Share (Tables)
Loss per Share (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Loss per Share | |
Schedule of Earnings Per Share, Basic and Diluted | (In thousands) For the three months ended For the six months ended June 30, June 30, 2020 2019 2020 2019 Net loss attributable to Innodata Inc. and Subsidiaries $ (557) $ (653) $ (922) $ (1,105) Weighted average common shares outstanding 24,409 25,877 24,405 25,877 Dilutive effect of outstanding options — — — — Adjusted for dilutive computation 24,409 25,877 24,405 25,877 |
Derivatives (Tables)
Derivatives (Tables) | 6 Months Ended |
Jun. 30, 2020 | |
Derivatives | |
Schedule of fair value of derivative instruments | The following table presents the fair value of derivative instruments included within the condensed consolidated balance sheets as of June 30, 2020 and December 31, 2019 (in thousands): Balance Sheet Location Fair Value 2020 2019 Derivatives designated as hedging instruments: Foreign currency forward contracts Accrued expenses $ 51 $ — Foreign currency forward contracts Prepaid expenses and other current assets $ — $ 33 |
Schedule | The effects of foreign currency forward contracts designated as cash flow hedges on the Company’s condensed consolidated statements of operations and comprehensive loss for the six months ended June 30, 2020 and 2019, respectively, were as follows (in thousands): For the three months ended For the six months ended June 30, June 30, 2020 2019 2020 2019 Net gain (loss) recognized in OCI (1) $ — $ — $ (166) $ — Net (gain) loss reclassified from accumulated OCI into income (2) $ 87 $ — $ 82 $ — Net gain recognized in income (3) $ — $ — $ — $ — (1) Net change in fair value of the effective portion classified into other comprehensive income ("OCI") (2) Effective portion classified within direct operating costs (3) There were no ineffective portions for the periods presented. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Additional Information (Details) $ in Millions | Jun. 30, 2020USD ($) |
Summary of Significant Accounting Policies | |
Deferred Revenue | $ 1.1 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Carrying Amount of Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Goodwill and Intangible Assets | ||
Balance | $ 2,108 | $ 2,050 |
Foreign currency translation adjustment | (82) | 45 |
Balance | $ 2,026 | $ 2,095 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Acquisition-Related Intangible Assets (Details) - USD ($) $ in Thousands | 6 Months Ended | 18 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | |
Gross carrying amounts: | |||
Balance | $ 9,805 | $ 9,523 | $ 9,523 |
Foreign currency translation | (388) | 228 | |
Balance | 9,417 | 9,751 | 9,417 |
Accumulated amortization: | |||
Balance | 4,329 | 3,248 | 3,248 |
Amortization expense | 450 | 484 | |
Foreign currency translation | (183) | 91 | |
Balance | 4,596 | 3,823 | 4,596 |
Developed technology [Member] | |||
Gross carrying amounts: | |||
Balance | 3,108 | 2,999 | 2,999 |
Foreign currency translation | (139) | 99 | |
Balance | 2,969 | 3,098 | 2,969 |
Accumulated amortization: | |||
Balance | 1,493 | 1,137 | 1,137 |
Amortization expense | 153 | 154 | |
Foreign currency translation | (74) | 44 | |
Balance | 1,572 | 1,335 | 1,572 |
Customer relationships [Member] | |||
Gross carrying amounts: | |||
Balance | 2,177 | 2,081 | 2,081 |
Foreign currency translation | (111) | 96 | |
Balance | 2,066 | 2,177 | 2,066 |
Accumulated amortization: | |||
Balance | 983 | 766 | 766 |
Amortization expense | 88 | 90 | |
Foreign currency translation | (52) | 36 | |
Balance | 1,019 | 892 | 1,019 |
Trademarks and trade names [Member] | |||
Gross carrying amounts: | |||
Balance | 871 | 855 | 855 |
Foreign currency translation | (22) | 13 | |
Balance | 849 | 868 | 849 |
Accumulated amortization: | |||
Balance | 567 | 440 | 440 |
Amortization expense | 27 | 60 | |
Foreign currency translation | (11) | 6 | |
Balance | 583 | 506 | 583 |
Patents [Member] | |||
Gross carrying amounts: | |||
Balance | 44 | 42 | 42 |
Foreign currency translation | (2) | 1 | |
Balance | 42 | 43 | 42 |
Accumulated amortization: | |||
Balance | 24 | 19 | 19 |
Amortization expense | 2 | 1 | |
Foreign currency translation | (1) | 1 | |
Balance | 25 | 21 | 25 |
Media Contact Database [Member] | |||
Gross carrying amounts: | |||
Balance | 3,605 | 3,546 | 3,546 |
Foreign currency translation | (114) | 19 | |
Balance | 3,491 | 3,565 | 3,491 |
Accumulated amortization: | |||
Balance | 1,262 | 886 | 886 |
Amortization expense | 180 | 179 | |
Foreign currency translation | (45) | 4 | |
Balance | $ 1,397 | $ 1,069 | $ 1,397 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Estimated Amortization Expense (Details) $ in Thousands | Jun. 30, 2020USD ($) |
Goodwill and Intangible Assets | |
2020 | $ 438 |
2021 | 876 |
2022 | 876 |
2023 | 876 |
2024 | 781 |
Thereafter | 974 |
Finite-Lived Intangible Assets, Net | $ 4,821 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Additional Information (Details) - USD ($) $ in Thousands | 6 Months Ended | 15 Months Ended | 18 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2020 | |
Goodwill and Intangible Assets | ||||
Amortization expense | $ 450 | $ 484 | ||
Intangible Assets, Amortization Period [Member] | ||||
Goodwill and Intangible Assets | ||||
Amortization expense | $ 200 | $ 500 |
Income Taxes - Tax Rate Reconci
Income Taxes - Tax Rate Reconciliation (Details) | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Income Taxes | ||
Federal income tax expense at statutory rate | 21.00% | 21.00% |
Effect of: | ||
Change in valuation allowance | 25.20% | 10.90% |
Foreign rate differential | 20.40% | (0.10%) |
Return to provision true up | 1.80% | 0.40% |
Withholding tax | (3.90%) | |
State income tax net of federal benefit | (5.90%) | |
Foreign operations permanent difference - foreign exchange gains and losses | (44.40%) | 53.40% |
Increase in unrecognized tax benefits (ASC 740) | (58.00%) | (27.70%) |
Tax effects of foreign operations | (131.80%) | (61.30%) |
Other | 1.90% | (3.50%) |
Effective tax rate | (173.70%) | (6.90%) |
Income Taxes - Unrecognized Tax
Income Taxes - Unrecognized Tax Benefits (Details) $ in Thousands | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Income Taxes | |
Balance - January 1, 2020 | $ 2,957 |
Increase in tax position | 134 |
Interest accrual | 96 |
Foreign currency remeasurement | (163) |
Balance - June 30, 2020 | $ 3,024 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||
Oct. 31, 2016 | Sep. 30, 2015 | Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | |
Income Taxes [Line Items] | |||||||
Income Tax Expense (Benefit) | $ 169,000 | $ 100,000 | $ 574,000 | $ 72,000 | |||
Income Tax Examination, Increase (Decrease) in Liability from Prior Year | 100,000 | 100,000 | |||||
Income Tax Examination, Penalties and Interest Accrued | 100,000 | 100,000 | |||||
Unrecognized Tax Benefits | $ 3,024,000 | $ 3,024,000 | $ 2,957,000 | ||||
Subsidiary Revenue | $ 66,000,000 | ||||||
Reversal of Service Tax Refund | $ 160,000 | ||||||
Service Tax Credit Receivable | $ 1,000,000 | ||||||
Maximum [Member] | |||||||
Income Taxes [Line Items] | |||||||
Percentage for Subsidiary Service Tax | 15.00% | ||||||
Minimum [Member] | |||||||
Income Taxes [Line Items] | |||||||
Percentage for Subsidiary Service Tax | 12.36% |
Commitments and Contingencies (
Commitments and Contingencies (Details) | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Commitments and Contingencies | |
Estimated Litigation Liability | $ 6,400,000 |
Interest Rate Description Litigation | plus legal interest that accrued at 12% per annum from August 13, 2008 to June 30, 2013, and thereafter accrued and continues to accrue at 6% per annum |
Litigation Settlement, Expense | $ 300,000,000 |
Stock Options - Summary of Stoc
Stock Options - Summary of Stock Option Activity (Details) - Employee Stock Option [Member] | 6 Months Ended |
Jun. 30, 2020USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of Options, Outstanding at January 1, 2020 (in shares) | shares | 6,833,303 |
Number of Options, Granted (in shares) | shares | 1,050,000 |
Number of Options, Forfeited/Expired (in shares) | shares | (634,303) |
Number of Options, Outstanding at March 31, 2020 (in shares) | shares | 7,249,000 |
Number of Options Exercisable at March 31, 2020 (in shares) | shares | 4,576,417 |
Number of Options, Vested and Expected to Vest at March 31, 2020 (in shares) | shares | 7,249,000 |
Weighted Average Exercise Price Outstanding at January 1, 2020 (in dollars per shares) | $ / shares | $ 1.86 |
Weighted Average Exercise Price Granted (in dollars per shares) | $ / shares | 1.37 |
Weighted Average Exercise Price Forfeited/Expired (in dollars per shares) | $ / shares | 3.08 |
Weighted Average Exercise Price Outstanding at March 31, 2020 (in dollars per shares) | $ / shares | 1.68 |
Weighted Average Exercise Price Exercisable at March 31, 2020 (in dollars per shares) | $ / shares | 1.93 |
Weighted Average Exercise Price Vested and Expected to Vest at March 31, 2020 (in dollars per shares) | $ / shares | $ 1.68 |
Weighted Average Remaining Contractual Term Outstanding at March 31, 2020 (in years) | 7 years 4 months 6 days |
Weighted Average Remaining Contractual Term Exercisable at March 31, 2020 (in years) | 6 years 3 months 29 days |
Weighted Average Remaining Contractual Term Vested and Expected to Vest at March 31, 2020 (in years) | 7 years 4 months 6 days |
Aggregate Intrinsic Value, Outstanding at March 31, 2020 | $ | $ 693,862 |
Aggregate Intrinsic Value, Exercisable at March 31, 2020 | $ | 392,225 |
Aggregate Intrinsic Value, Vested and Expected to Vest at March 31, 2020 | $ | $ 693,862 |
Stock Options - Weighted Averag
Stock Options - Weighted Average Fair Values and Assumptions (Details) - $ / shares | 6 Months Ended | |
Jun. 30, 2020 | Jun. 30, 2019 | |
Employee Stock Option [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average fair value of options granted (in dollars per share) | $ 0.61 | $ 0.64 |
Risk-free interest rate | 2.55% | |
Expected term (years) | 6 years | |
Expected volatility factor | 45.00% | |
Expected dividends | 0.00% | 0.00% |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 0.47% | |
Expected term (years) | 5 years | |
Expected volatility factor | 46.75% | |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 0.56% | |
Expected term (years) | 6 years | |
Expected volatility factor | 50.01% |
Stock Options - Summary of Rest
Stock Options - Summary of Restricted Shares (Details) | 6 Months Ended |
Jun. 30, 2020$ / sharesshares | |
Stock Options | |
Number of Shares, Granted | 75,000 |
Number of Shares, Vested | (25,000) |
Number of Shares, Unvested at March 31, 2020 | 50,000 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | $ 1.38 |
Weighted-Average Grant Date Fair Value, Unvested at March 31, 2020 | $ / shares | $ 1.38 |
Stock Options - Stock-Based Com
Stock Options - Stock-Based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Stock Options | ||||
Direct operating costs | $ 39 | $ 20 | $ 79 | $ 38 |
Selling and administrative expenses | 259 | 125 | 389 | 236 |
Total stock-based compensation | $ 298 | $ 145 | $ 468 | $ 274 |
Stock Options - Additional Info
Stock Options - Additional Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2020USD ($) | |
Stock Options | |
Employee Service Share-Based Compensation, Nonvested Awards, Total Compensation Cost Not Yet Recognized | $ 1.5 |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | 25 months |
Operating Leases - Operating Le
Operating Leases - Operating Leases Amount Recognized (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Operating Leases, Rent Expense | $ 478 | $ 538 | $ 982 | $ 1,079 |
Long Term Operating Lease [Member] | ||||
Operating Leases, Rent Expense | 421 | 453 | 864 | 907 |
Short Term Operating Lease [Member] | ||||
Operating Leases, Rent Expense | $ 57 | $ 85 | $ 118 | $ 172 |
Operating Leases - Net Present
Operating Leases - Net Present Value of Operating Lease Liability (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Operating Leases | ||
2020 | $ 774 | |
2021 | 1,244 | |
2022 | 1,192 | |
2023 | 1,039 | |
2024 | 1,055 | |
2025 and thereafter | 4,603 | |
Total lease payments | 9,907 | |
Less: Interest | (2,874) | |
Net present value of lease liabilities | 7,033 | |
Current portion | 834 | $ 1,107 |
Long- term portion | 6,199 | $ 6,731 |
Total | $ 7,033 |
Operating Leases - Weighted Ave
Operating Leases - Weighted Average Remaining Lease Terms (Details) | Jun. 30, 2020 |
Operating Leases | |
Weighted-average lease term remaining | 66 months |
Weighted-average discount rate | 8.92% |
Operating Leases - Additional I
Operating Leases - Additional Information (Details) | 6 Months Ended |
Jun. 30, 2020 | |
Minimum [Member] | |
Lessee, Operating Lease, Term of Contract | 2 years |
Percentage of Rental Escalations | 1.75% |
Maximum [Member] | |
Lessee, Operating Lease, Term of Contract | 11 years |
Percentage of Rental Escalations | 10.00% |
Long-term Obligations (Details)
Long-term Obligations (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Pension obligations | ||
Pension obligations - accrued pension liability | $ 4,935 | $ 4,611 |
Settlement agreement | 611 | 708 |
Capital lease obligations | 80 | 127 |
Vendor obligations | ||
Microsoft licenses | 769 | |
Bank loans payable | 580 | |
Long-term Debt | 6,975 | 5,446 |
Less: Current portion of long-term obligations | 1,801 | 912 |
Totals | $ 5,174 | $ 4,534 |
Long-term Obligations - Additio
Long-term Obligations - Additional Information (Details) - USD ($) | May 04, 2020 | Jun. 30, 2020 |
Vendor Agreement [Member] | ||
Debt Instrument [Line Items] | ||
Cost of Goods and Services Sold | $ 400,000 | |
Paycheck Protection Program Loan [Member] | ||
Debt Instrument [Line Items] | ||
Proceeds from Issuance of Debt | $ 579,700 | |
Unforgiven portion of loan payable term | 2 years | |
Debt Instrument, Interest Rate, Stated Percentage | 1.00% |
Comprehensive Loss - Reclassifi
Comprehensive Loss - Reclassifications out of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance | $ 25,239 | $ 30,471 | $ 26,309 | $ 30,566 |
Balance | 25,299 | 29,945 | 25,299 | 29,945 |
Accumulated Other Comprehensive Loss | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance | (1,795) | 213 | (920) | (15) |
Other comprehensive income (loss) before reclassifications, net of taxes | 221 | 23 | (663) | 287 |
Total other comprehensive income (loss) before reclassifications, net of taxes | (1,574) | 236 | (1,583) | 272 |
Net amount reclassified to earnings | 98 | (41) | 107 | (77) |
Balance | (1,476) | 195 | (1,476) | 195 |
Accumulated Defined Benefit Plans Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance | (39) | 1,415 | (53) | 1,451 |
Total other comprehensive income (loss) before reclassifications, net of taxes | (39) | 1,415 | (53) | 1,451 |
Net amount reclassified to earnings | 11 | (41) | 25 | (77) |
Balance | (28) | 1,374 | (28) | 1,374 |
Accumulated Gain (Loss), Net, Cash Flow Hedge, Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance | (138) | 33 | ||
Other comprehensive income (loss) before reclassifications, net of taxes | (166) | |||
Total other comprehensive income (loss) before reclassifications, net of taxes | (138) | (133) | ||
Net amount reclassified to earnings | 87 | 82 | ||
Balance | (51) | (51) | ||
Accumulated Foreign Currency Adjustment Attributable to Parent [Member] | ||||
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||||
Balance | (1,618) | (1,202) | (900) | (1,466) |
Other comprehensive income (loss) before reclassifications, net of taxes | 221 | 23 | (497) | 287 |
Total other comprehensive income (loss) before reclassifications, net of taxes | (1,397) | (1,179) | (1,397) | (1,179) |
Balance | $ (1,397) | $ (1,179) | $ (1,397) | $ (1,179) |
Segment Reporting and Concent_3
Segment Reporting and Concentrations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment reporting information | ||||||
Revenues | $ 13,863 | $ 13,639 | $ 28,393 | $ 27,333 | ||
Income (loss) before provision for income taxes | (381) | (561) | (330) | (1,040) | ||
Total assets | 51,328 | 51,328 | $ 49,746 | |||
Goodwill | 2,026 | 2,095 | 2,026 | 2,095 | 2,108 | $ 2,050 |
Before Intersegment Eliminations [Member] | ||||||
Segment reporting information | ||||||
Income (loss) before provision for income taxes | (381) | (561) | (330) | (1,040) | ||
After Intersegment Eliminations [Member] | ||||||
Segment reporting information | ||||||
Income (loss) before provision for income taxes | (381) | (561) | (330) | (1,040) | ||
DDS [Member] | ||||||
Segment reporting information | ||||||
Revenues | 9,858 | 10,052 | 20,267 | 20,229 | ||
Total assets | 25,085 | 25,085 | 23,196 | |||
DDS [Member] | Before Intersegment Eliminations [Member] | ||||||
Segment reporting information | ||||||
Income (loss) before provision for income taxes | (56) | 153 | 73 | 227 | ||
DDS [Member] | After Intersegment Eliminations [Member] | ||||||
Segment reporting information | ||||||
Income (loss) before provision for income taxes | (126) | 94 | (67) | 106 | ||
Synodex [Member] | ||||||
Segment reporting information | ||||||
Revenues | 1,201 | 915 | 2,483 | 1,939 | ||
Total assets | 500 | 500 | 675 | |||
Synodex [Member] | Before Intersegment Eliminations [Member] | ||||||
Segment reporting information | ||||||
Income (loss) before provision for income taxes | 81 | (130) | 277 | (11) | ||
Synodex [Member] | After Intersegment Eliminations [Member] | ||||||
Segment reporting information | ||||||
Income (loss) before provision for income taxes | 125 | (91) | 366 | 68 | ||
Agility [Member] | ||||||
Segment reporting information | ||||||
Revenues | 2,804 | 2,672 | 5,643 | 5,165 | ||
Total assets | 25,743 | 25,743 | 25,875 | |||
Goodwill | 2,026 | 2,026 | $ 2,108 | |||
Agility [Member] | Before Intersegment Eliminations [Member] | ||||||
Segment reporting information | ||||||
Income (loss) before provision for income taxes | (406) | (584) | (680) | (1,256) | ||
Agility [Member] | After Intersegment Eliminations [Member] | ||||||
Segment reporting information | ||||||
Income (loss) before provision for income taxes | $ (380) | $ (564) | $ (629) | $ (1,214) |
Segment Reporting and Concent_4
Segment Reporting and Concentrations - Long-lived assets (Details) - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | $ 20,200 | $ 21,715 |
United States | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | 4,338 | 4,591 |
Canada | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | 8,500 | 8,876 |
United Kingdom | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | 1,666 | 1,907 |
Philippines [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | 4,817 | 5,135 |
India [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | 297 | 508 |
Sri Lanka [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | 580 | 678 |
Israel [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | 1 | 19 |
Germany [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | 1 | 1 |
Foreign Countries [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Long - lived assets | $ 15,862 | $ 17,124 |
Segment Reporting and Concent_5
Segment Reporting and Concentrations - Revenues by geographic region (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Segment Reporting Information [Line Items] | ||||
Revenues | $ 13,863 | $ 13,639 | $ 28,393 | $ 27,333 |
Other - principally Europe | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 1,940 | 1,838 | 3,824 | 3,477 |
United States | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 6,258 | 6,223 | 12,948 | 12,754 |
United Kingdom | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 2,681 | 2,408 | 5,452 | 4,726 |
The Netherlands | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | 1,659 | 1,694 | 3,299 | 3,416 |
Canada | ||||
Segment Reporting Information [Line Items] | ||||
Revenues | $ 1,325 | $ 1,476 | $ 2,870 | $ 2,960 |
Segment Reporting and Concent_6
Segment Reporting and Concentrations - Additional information (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Jun. 30, 2020USD ($)client | Jun. 30, 2019USD ($)client | Jun. 30, 2020USD ($)segmentclient | Jun. 30, 2019USD ($)client | Dec. 31, 2019USD ($)client | |
Segment Reporting Information [Line Items] | |||||
Number of Reportable Segments | segment | 3 | ||||
Operating Lease, Right-of-Use Asset | $ | $ 6,296 | $ 6,296 | $ 7,005 | ||
Revenues | $ | $ 13,863 | $ 13,639 | $ 28,393 | $ 27,333 | |
Sales Revenue, Net [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Concentration Risk, Percentage | 10.00% | 10.00% | 10.00% | 10.00% | |
Foreign Customer [Member] | Sales Revenue, Net [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Concentration Risk, Percentage | 55.00% | 54.00% | 54.00% | 53.00% | |
Foreign Customer [Member] | Accounts Receivable [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Concentration Risk, Percentage | 59.00% | 60.00% | |||
One Client [Member] | Sales Revenue, Net [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of clients | 1 | 1 | 1 | ||
Concentration Risk, Percentage | 16.00% | 16.00% | 15.00% | 16.00% | |
Two clients [Member] | Accounts Receivable [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of clients | 3 | ||||
Concentration Risk, Percentage | 40.00% | ||||
Three Clients [Member] | Accounts Receivable [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of clients | 3 | ||||
Concentration Risk, Percentage | 44.00% | ||||
Client [Member] | Sales Revenue, Net [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Number of clients | 0 | 0 | 0 | 0 | |
Concentration Risk, Percentage | 10.00% | 10.00% | 10.00% | 10.00% |
Loss per Share (Details)
Loss per Share (Details) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Loss per Share | ||||||
Net loss attributable to Innodata Inc. and Subsidiaries | $ (557) | $ (365) | $ (653) | $ (452) | $ (922) | $ (1,105) |
Weighted average common shares outstanding | 24,409 | 25,877 | 24,405 | 25,877 | ||
Dilutive effect of outstanding options | 0 | 0 | 0 | 0 | ||
Adjusted for dilutive computation | 24,409 | 25,877 | 24,405 | 25,877 |
Loss Per Share - Additional inf
Loss Per Share - Additional information (Details) - shares shares in Millions | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Jun. 30, 2019 | Jun. 30, 2020 | Jun. 30, 2019 | |
Employee Stock Option [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Antidilutive Securities Excluded From Computation Of Earnings Per Share, Amount | 7.2 | 5 | 7.2 | 5 |
Derivatives - (Details)
Derivatives - (Details) - Foreign Exchange Forward [Member] - USD ($) $ in Thousands | Jun. 30, 2020 | Dec. 31, 2019 |
Accrued expenses [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives designated as hedging instruments | $ 51 | |
Prepaid expenses and other current assets [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivatives designated as hedging instruments | $ 33 |
Derivatives - Contracts designa
Derivatives - Contracts designated as cash flow hedges (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Jun. 30, 2020 | Jun. 30, 2020 | |
Derivatives | ||
Net gain (loss) recognized in OCI(1) | $ (166) | |
Net (gain) loss reclassified from accumulated OCI into income(2) | $ 87 | $ 82 |
Derivatives - Additional Inform
Derivatives - Additional Information (Details) - USD ($) $ in Millions | Jun. 30, 2020 | Dec. 31, 2019 |
Derivatives | ||
Derivative, Notional Amount | $ 1.2 | $ 4.3 |
Subsequent Event (Details)
Subsequent Event (Details) - Paycheck Protection Program Loan [Member] | May 04, 2020USD ($) |
Proceeds from Issuance of Debt | $ 579,700 |
Unforgiven portion of loan payable term | 2 years |
Interest rate | 1.00% |