SYNACOR, INC., 10-Q filed on 8/14/2014
Quarterly Report
Document and Entity Information
6 Months Ended
Jun. 30, 2014
Aug. 8, 2014
Document and Entity Information [Abstract]
 
 
Entity Registrant Name
Synacor, Inc. 
 
Entity Central Index Key
0001408278 
 
Document Type
10-Q 
 
Document Period End Date
Jun. 30, 2014 
 
Amendment Flag
false 
 
Document Fiscal Year Focus
2014 
 
Document Fiscal Period Focus
Q2 
 
Current Fiscal Year End Date
--12-31 
 
Entity Filer Category
Non-accelerated Filer 
 
Entity Common Stock, Shares Outstanding
 
27,612,941 
Condensed Consolidated Balance Sheets—Unaudited (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2014
Dec. 31, 2013
CURRENT ASSETS:
 
 
Cash and cash equivalents
$ 25,664 
$ 36,397 
Accounts receivable—net of allowance
17,769 
14,569 
Prepaid expenses and other current assets
1,794 
1,691 
Deferred income taxes
1,151 
314 
Total current assets
46,378 
52,971 
PROPERTY AND EQUIPMENT—Net
15,100 
14,085 
DEFERRED INCOME TAXES, NON-CURRENT
4,969 
4,455 
OTHER LONG-TERM ASSETS
182 
348 
GOODWILL
1,565 
1,565 
CONVERTIBLE PROMISSORY NOTE
1,000 
1,000 
INVESTMENT IN EQUITY INTEREST
320 
365 
TOTAL ASSETS
69,514 
74,789 
CURRENT LIABILITIES:
 
 
Accounts payable
10,715 
13,573 
Accrued expenses and other current liabilities
6,375 
5,177 
Current portion of capital lease obligations
1,532 
1,946 
Total current liabilities
18,622 
20,696 
LONG-TERM PORTION OF CAPITAL LEASE OBLIGATIONS
1,256 
885 
OTHER LONG-TERM LIABILITIES
304 
977 
Total liabilities
20,182 
22,558 
COMMITMENTS AND CONTINGENCIES
STOCKHOLDERS’ EQUITY:
 
 
Common stock, $0.01 par value—100,000,000 shares authorized, 27,684,598 issued and 27,365,098 outstanding at December 31, 2013, and 100,000,000 authorized, 27,923,365 issued and 27,374,815 shares outstanding at June 30, 2014
279 
277 
Preferred stock, $0.01 par value—10,000,000 shares authorized, no shares issued and outstanding at June 30, 2014
Treasury stock—at cost, 319,500 shares at December 31, 2013 and 551,163 shares at June 30, 2014
(1,138)
(569)
Additional paid-in capital
103,809 
102,226 
Accumulated deficit
(53,629)
(49,705)
Accumulated other comprehensive income
11 
Total stockholders’ equity
49,332 
52,231 
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY
$ 69,514 
$ 74,789 
Condensed Consolidated Balance Sheets—Unaudited (Parenthetical) (USD $)
In Thousands, except Share data, unless otherwise specified
Jun. 30, 2014
Dec. 31, 2013
Statement of Financial Position [Abstract]
 
 
Allowance for doubtful accounts
$ 176 
$ 76 
Common stock, par value (in dollars per share)
$ 0.01 
$ 0.01 
Common stock, shares authorized
100,000,000 
100,000,000 
Common stock, shares issued
27,923,365 
27,684,598 
Common stock, shares outstanding
27,374,815 
27,365,098 
Preferred stock, par value (in dollars per share)
$ 0.01 
$ 0.01 
Preferred stock, shares authorized
10,000,000 
10,000,000 
Preferred stock, shares issued
 
Preferred stock, shares outstanding
 
Treasury stock, shares
551,163 
319,500 
Condensed Consolidated Statements of Operations—Unaudited (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2014
Jun. 30, 2013
Jun. 30, 2014
Jun. 30, 2013
Income Statement [Abstract]
 
 
 
 
REVENUE
$ 24,191 
$ 26,708 
$ 49,439 
$ 55,851 
COSTS AND OPERATING EXPENSES:
 
 
 
 
Cost of revenue (exclusive of depreciation shown separately below)
13,146 
14,017 
27,022 
29,781 
Research and development (exclusive of depreciation shown separately below)
7,120 
7,336 
14,612 
14,201 
Sales and marketing
2,457 
2,147 
4,594 
4,277 
General and administrative (exclusive of depreciation shown separately below)
3,499 
2,957 
6,598 
6,101 
Depreciation
1,117 
1,138 
2,175 
2,268 
Gain on sale of domain
(1,000)
(1,000)
Total costs and operating expenses
26,339 
27,595 
54,001 
56,628 
LOSS FROM OPERATIONS
(2,148)
(887)
(4,562)
(777)
OTHER (EXPENSE) INCOME
(8)
14 
(15)
INTEREST EXPENSE
(23)
(43)
(111)
(101)
LOSS BEFORE INCOME TAXES AND EQUITY INTEREST
(2,165)
(938)
(4,659)
(893)
BENEFIT FOR INCOME TAXES
(641)
(204)
(1,325)
(186)
LOSS IN EQUITY INTEREST
(344)
(590)
NET LOSS
(1,868)
(734)
(3,924)
(707)
Net loss attributable to noncontrolling interests
97 
97 
NET LOSS ATTRIBUTABLE TO SYNACOR, INC.
$ (1,868)
$ (637)
$ (3,924)
$ (610)
NET LOSS ATTRIBUTABLE TO SYNACOR, INC. PER SHARE:
 
 
 
 
Basic (in dollars per share)
$ (0.07)
$ (0.02)
$ (0.14)
$ (0.02)
Diluted (in dollars per share)
$ (0.07)
$ (0.02)
$ (0.14)
$ (0.02)
WEIGHTED AVERAGE SHARES USED TO COMPUTE NET LOSS PER SHARE:
 
 
 
 
Basic (in shares)
27,360,588 
27,311,892 
27,397,695 
27,273,671 
Diluted (in shares)
27,360,588 
27,311,892 
27,397,695 
27,273,671 
Condensed Consolidated Statements of Comprehensive Loss—Unaudited (USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2014
Jun. 30, 2013
Jun. 30, 2014
Jun. 30, 2013
Statement of Comprehensive Income [Abstract]
 
 
 
 
Net loss
$ (1,868)
$ (734)
$ (3,924)
$ (707)
Other comprehensive income (loss):
 
 
 
 
Change in foreign currency translation adjustment
(4)
Comprehensive loss
(1,872)
(733)
(3,915)
(700)
Comprehensive loss attributable to noncontrolling interests
97 
97 
Comprehensive loss attributable to Synacor, Inc.
$ (1,872)
$ (636)
$ (3,915)
$ (603)
Condensed Consolidated Statements of Cash Flows—Unaudited (USD $)
In Thousands, unless otherwise specified
6 Months Ended
Jun. 30, 2014
Jun. 30, 2013
CASH FLOWS FROM OPERATING ACTIVITIES:
 
 
Net loss
$ (3,924)
$ (707)
Adjustments to reconcile net loss to net cash used in operating activities:
 
 
Depreciation
2,175 
2,268 
Stock-based compensation expense
1,528 
1,179 
Gain on sale of domain
(1,000)
Provision for deferred income taxes
(1,351)
(198)
Loss in equity interest
590 
Change in assets and liabilities, net of effect of acquisition:
 
 
Accounts receivable, net
(2,200)
278 
Prepaid expenses and other current assets
(103)
(105)
Other long-term assets
166 
(17)
Accounts payable
(2,179)
(1,657)
Accrued expenses and other current liabilities
703 
(1,269)
Other long-term liabilities
(178)
29 
Net cash used in operating activities
(5,773)
(199)
CASH FLOWS FROM INVESTING ACTIVITIES:
 
 
Purchases of property and equipment
(2,796)
(2,502)
Investment in equity interest
(545)
Cash paid for business acquisition
(500)
Net cash used in investing activities
(3,341)
(3,002)
CASH FLOWS FROM FINANCING ACTIVITIES:
 
 
Repayments on capital lease obligations
(1,117)
(1,139)
Proceeds from exercise of common stock options
59 
131 
Purchase of treasury stock
(562)
Net cash used in financing activities
(1,620)
(1,008)
Effect of exchange rate changes on cash and cash equivalents
NET DECREASE IN CASH AND CASH EQUIVALENTS
(10,733)
(4,202)
CASH AND CASH EQUIVALENTS—Beginning of period
36,397 
41,944 
CASH AND CASH EQUIVALENTS—End of period
25,664 
37,742 
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION:
 
 
Cash paid for interest
111 
91 
Cash paid for income taxes
138 
SUPPLEMENTAL DISCLOSURES OF NON-CASH INVESTING AND FINANCING TRANSACTIONS:
 
 
Property and equipment acquired under capital lease obligations
1,074 
Accrued property and equipment expenditures
40 
822 
Treasury stock received to satisfy minimum tax withholding liabilities
$ 6 
$ 0 
The Company and Summary of Significant Accounting Policies
The Company and Summary of Significant Accounting Policies
The Company and Summary of Significant Accounting Policies
Synacor, Inc., together with its consolidated subsidiary, Synacor Canada, Inc. (collectively, the “Company”), is a leading provider of start experiences (startpages and homescreens), TV Everywhere, Identity Management (IDM) and various cloud-based services across multiple devices for cable, satellite, telecom and consumer electronics companies. The Company is also a leading provider of authentication and aggregation solutions enabling the delivery of personalized online content. The Company's technology allows its customers to package a wide array of personalized online content and cloud-based services with their high-speed Internet, communications, television and other digital offerings. The Company's customers offer the Company's services under their own brands on Internet-enabled devices such as PCs, tablets, smartphones and connected TVs.
Basis of Presentation — The interim unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and include the accounts of the Company and its wholly-owned subsidiary. Investments in entities in which the Company can exercise significant influence, but does not own a majority equity interest or otherwise have the power to control, are accounted for using the equity method and are included as investments in equity interest on the condensed consolidated balance sheets. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company’s management, the interim unaudited condensed consolidated financial statements include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position for the periods presented. These interim unaudited condensed consolidated financial statements are not necessarily indicative of the results expected for the full fiscal year or for any subsequent period and should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013 (as amended).
Accounting Estimates — The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported and disclosed in the consolidated financial statements and the accompanying notes. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Such estimates primarily relate to unsettled transactions and events as of the date of the consolidated financial statements. Accordingly, actual results may differ from estimated amounts.
Concentrations of Risk — As of December 31, 2013 and June 30, 2014, and for the three and six months ended June 30, 2013 and 2014, the Company had concentrations equal to or exceeding 10% of the Company’s accounts receivable and revenue as follows:
 
Accounts Receivable
 
December 31,
2013
 
June 30,
2014
Google
47
%
 
24
%
Display Advertising Partner
11
%
 
18
%

    
 
Revenue
 
Revenue
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Google
51
%
 
46
%
 
53
%
 
49
%



For the three and six months ended June 30, 2013 and 2014, the following customers received revenue-share payments equal to or exceeding 10% of the Company’s cost of revenue. The costs represent revenue share paid to customers for their supply of Internet traffic on the Company's start experiences:
 
 
Cost of Revenue
 
Cost of Revenue
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Customer A
20
%
 
23
%
 
20
%
 
23
%
Customer B (1)
13

 
N/A

 
14

 
12

Customer C
10

 
10

 
12

 
11

Customer D
11

 
10

 
12

 
10


Notes:
(1)
For the three months ended June 30, 2014, the cost of revenue-share payments received by Customer B were less than 10%.
Acquisitions — In January 2012, the Company acquired the assets of Carbyn, Inc., or Carbyn, an Ontario, Canada-based company. The assets acquired are principally comprised of mobile device software and technology and other intellectual property, which the Company expects to enhance its efforts in the development of next generation web applications for
mobile devices. The aggregate purchase price was $1,100 for the acquired assets, of which $600 was paid upon consummation of the acquisition and the remaining $500 was paid in April 2013. In addition, the Company hired seven employees from Carbyn who accepted employment with Synacor Canada, Inc. The acquisition and its impact on the consolidated financial statements are not material. The purchase price was allocated to the assets acquired based on their respective fair values as of the acquisition date, with the amount exceeding the fair value recorded as goodwill of $819, which is expected to be deductible for tax purposes.

In November 2013, the Company acquired the assets of Teknision, Inc., or Teknision, an Ontario, Canada-based company. Teknision has created a development framework that accelerates the production of home screen and other Android applications. The Company expects to leverage the framework to enable a range of customer applications for Android devices. The Company also expects to enhance its presence in mobile and provide a platform for custom Android launchers and intelligent home screens for wireless carriers and consumer electronics companies. The aggregate purchase price is up to $1,005 for the acquired assets, of which $510 was paid upon consummation of the acquisition and the remaining $495 is due in May 2015 unless such amount is offset in satisfaction of certain indemnification obligations of Teknision. In addition, the Company hired eleven employees from Teknision who accepted employment with Synacor Canada, Inc. The acquisition and its impact on the condensed consolidated financial statements are not material. The purchase price was allocated to the assets acquired based on their respective fair values as of the acquisition date, with the amount exceeding the fair value recorded as goodwill of $746, which is expected to be deductible for tax purposes.

Sale of Domain — In June 2014, the Company executed a transaction to sell a domain name of its legacy business. The sale amounted to $1,000 and the entire amount was recorded as a gain on the sale in the consolidated statement of operations. The Company collected the full amount of the sale in July 2014, and as a result, $1,000 has been included in accounts receivable, net on the consolidated balance sheet.

Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2014-09 (ASU 2014-09) "Revenue from Contracts with Customers." ASU 2014-09 supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605)” and requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. The Company is currently in the process of evaluating the impact the adoption of ASU 2014-09 will have on the consolidated financial statements.
Investments and Fair Value Measurements
Investments and Fair Value Measurements
Investments and Fair Value Measurements
In July 2013, the Company made a $1,000 investment (in the form of a convertible promissory note) in a privately held Delaware corporation called Blazer and Flip Flops, Inc., or B&FF (doing business as The Experience Engine). B&FF is a professional services company whose principals have experience integrating its customers' systems with their consumers' devices, including smartphones and tablets.
The investment in B&FF is considered an available-for-sale security and is reported on the Company’s condensed consolidated balance sheets as a convertible promissory note.
The provisions of the FASB Accounting Standard Codification (“ASC”) 820, Fair Value Measurements and Disclosures, establish a framework for measuring the fair value in accounting principles generally accepted in the U.S. and establish a hierarchy that categorizes and prioritizes the sources to be used to estimate fair value as follows:
Level 1 - Level 1 inputs are defined as observable inputs such as quoted prices in active markets.
Level 2 - Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical or similar assets or liabilities in markets that are not active, inputs other than quoted prices that are observable for the asset or liability (interest rates, yield curves, etc.), and inputs that are derived principally from or corroborated by observable market data by correlation or other means (market corroborated inputs).
Level 3 - Level 3 inputs are unobservable inputs that reflect the Company’s determination of assumptions that market participants would use in pricing the asset or liability. These inputs are developed based on the best information available, including the Company’s own data.
The Company classifies its investment in B&FF within Level 3 because it is valued using unobservable inputs. As of June 30, 2014, the estimated fair value is equal to the carrying amount, which was the purchase price of $1,000.
Property and Equipment - Net
Property and Equipment - Net
Property and Equipment—Net
Property and equipment, net consisted of the following (in thousands):
 
December 31,
2013
 
June 30,
2014
Computer equipment (1)
$
19,361

 
$
20,465

Computer software
4,625

 
5,235

Furniture and fixtures
1,634

 
1,694

Leasehold improvements
1,044

 
1,052

Work in process (primarily software development costs)
3,893

 
5,301

Other
173

 
173

 
30,730

 
33,920

Less accumulated depreciation (2)
(16,645
)
 
(18,820
)
Total property and equipment—net
$
14,085

 
$
15,100

Notes:
(1)
Includes equipment under capital lease obligations of approximately $5,289 and $6,363 as of December 31, 2013 and June 30, 2014, respectively.

(2)
Includes $2,053 and $2,672 of accumulated depreciation of equipment under capital leases as of December 31, 2013 and June 30, 2014, respectively.
Accrued Expenses and Other Current Liabilities
Accrued Expenses and Other Current Liabilities
Accrued Expenses and Other Current Liabilities
Accrued expenses and other current liabilities consisted of the following (in thousands):
 
December 31,
2013
 
June 30, 2014
Accrued compensation
$
2,787

 
$
2,729

Accrued content fees
580

 
1,923

Unearned revenue on contracts
247

 
504

Other
1,563

 
1,219

Total
$
5,177

 
$
6,375

Information About Segment and Geographic Areas
Information About Segment and Geographic Areas
Information About Segment and Geographic Areas
Operating segments are components of the Company in which separate financial information is available that is evaluated regularly by the Company’s chief operating decision maker in deciding how to allocate resources and in assessing performance. The chief operating decision maker for the Company is the Chief Executive Officer. The Chief Executive Officer reviews financial information presented on a total Company basis, accompanied by information about revenue by major service line for purposes of allocating resources and evaluating financial performance. Profitability measures by service line are not routinely prepared or used. The Company has one business activity and there are no segment managers who are held accountable for operations, operating results or plans for levels or components below the Company level. Accordingly, the Company has determined that it has a single reporting segment and operating unit structure.
The following table sets forth revenue and long-lived tangible assets by geographic area (in thousands):
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Revenue
 
 
 
 
 
 
 
United States
$
26,531

 
$
24,026

 
$
55,497

 
$
49,104

United Kingdom
177

 
165

 
354

 
335

Total revenue
$
26,708

 
$
24,191

 
$
55,851

 
$
49,439

 
December 31,
2013
 
June 30,
2014
Long-lived tangible assets
 
 
 
United States
$
13,825

 
$
14,971

Netherlands
260

 
129

Total long-lived tangible assets
$
14,085

 
$
15,100

Commitments and Contingencies
Commitments and Contingencies
Commitments and Contingencies
Contract Commitments —The Company is obligated to make payments under various contracts with vendors and other business partners, principally for revenue-share and content arrangements. Contract commitments as of June 30, 2014 are summarized as follows (in thousands):
Year ending December 31:
 
2014 (remaining six months)
$
2,408

2015
1,630

2016
1,080

2017
360

2018

Due after 5 years

Total contract commitments
$
5,478


Litigation — From time to time, the Company is a party to legal actions. In the opinion of management, the outcome of these matters is not expected to have a material impact on the consolidated financial statements of the Company.
Equity
Equity
Equity
Common Stock — Effective on February 15, 2012, the Company’s board of directors and stockholders approved the Fifth Amended and Restated Certificate of Incorporation. The total number of common shares that the Company is authorized to issue is 100,000,000 with a par value of $0.01 per share.
Preferred Stock — Effective on February 15, 2012, the Company’s board of directors and stockholders approved the Fifth Amended and Restated Certificate of Incorporation. The total number of preferred shares that the Company is authorized to issue is 10,000,000 with a par value of $0.01 per share. None have been issued to date.
Stock Repurchases Effective February 26, 2014 the Board of Directors approved a Stock Repurchase Program, which authorizes a repurchase of up to $5,000 worth of the Company's outstanding common stock. The Stock Repurchase Program has no expiration date, and may be suspended or discontinued at any time without notice. The Company repurchased all shares with cash resources.
The following table sets forth the shares of common stock repurchased through the program:
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Shares of common stock repurchased

 
207,050

 

 
229,050

Value of common stock repurchased (in thousands)
$

 
$
507

 
$

 
$
562


Withhold to Cover — During the six months ended June 30, 2014, certain employees, in lieu of paying withholding taxes on the vesting of certain shares of restricted stock awards, authorized the withholding of 2,613 shares of the Company's common stock to satisfy their minimum statutory tax withholding requirements related to such vesting. These shares were recorded as treasury stock using the cost method at the per share closing price on the date of vesting, for a total of $6. No shares of the Company's common stock were withheld to cover minimum statutory tax withholding requirements during the six months ended June 30, 2013.
Stock-based Compensation
Stock-based Compensation
Stock-based Compensation
The fair value of each stock option was determined on the date of grant using the Black-Scholes option pricing model, and stock-based compensation is recorded over the requisite service period. The Company recorded $617 and $847 of stock-based compensation expense for the three months ended June 30, 2013 and 2014, respectively. Stock based compensation for the six months ended June 30, 2013 and 2014 amounted to $1,179 and $1,528, respectively. No income tax deduction is allowed for incentive stock options, or ISOs. Accordingly, no deferred income tax asset is recorded for the potential tax deduction related to these options. Expense related to stock option grants of non-qualified stock option ("NSOs") result in a temporary difference, which gives rise to a deferred tax asset.
Total stock-based compensation expense included in the accompanying condensed consolidated statements of operations for the periods presented, is as follows (in thousands):
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013

2014
 
2013
 
2014
Research and development
$
281


$
375


$
542


$
702

Sales and marketing
76


125


152


233

General and administrative
260


347


485


593

Total stock-based compensation expense
$
617


$
847


$
1,179


$
1,528


Stock Option Activity — A summary of the stock option activity for the six months ended June 30, 2014 is presented below:
 
Number of
Stock
Options
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic Value
(in thousands)
 
Weighted Average Remaining Contractual Term (in years)
Outstanding—January 1, 2014
5,770,168

 
$
3.85

 
 
 
 
Granted
589,000

 
$
2.34

 
 
 
 
Exercised
(234,255
)
 
$
0.25

 
 
 
 
Forfeited
(487,746
)
 
$
4.01

 
 
 
 
Outstanding—June 30, 2014
5,637,167

 
$
3.83

 
$
672

 
7.38
Vested and expected to vest—June 30, 2014
5,231,560

 
$
3.78

 
$
647

 
7.28
Vested and exercisable—June 30, 2014
2,933,122

 
$
3.69

 
$
505

 
6.15

Aggregate intrinsic value represents the difference between the Company’s closing stock price of its common stock and the exercise price of outstanding, in-the-money options. The Company’s closing stock price as reported on the NASDAQ as of June 30, 2014 was $2.56. The total intrinsic value of options exercised for the three and six months ended June 30, 2014 amounted to approximately $275 and $517, respectively. The weighted average fair value of options issued during the six months ended June 30, 2014 amounted to $1.31.
As of June 30, 2014, the unrecognized compensation cost related to non-vested options granted, for which vesting is probable, under the plan was approximately $5,552. This cost is expected to be recognized over a weighted-average period of 2.5 years. The total fair value of shares vested was $1,444 for the six months ended June 30, 2014.
Option Modifications — Pursuant to the transition agreement the Company entered into in March 2014 with the former President and CEO, Mr. Frankel's options to purchase common stock of the Company were modified to accelerate vesting for options that would have otherwise been forfeited during the transition period to the beginning of the transition period ("Transition Date"), and the period options are exercisable is now the earlier of the third anniversary of the Transition Date or the original 10 year contractual term of each option. The total incremental expense resulting from Mr. Frankel's modification is $190.
In August 2014, the compensation committee of the Company's board of directors agreed to modify all outstanding employee options with an exercise price of $3.00 or greater, other than options held by directors and executive officers, by resetting the exercise price per share to the closing price of the Company's common stock on August 4, 2014. As a result of the modification, 203 employees had options reset to an exercise price of $2.38. The total incremental compensation expense expected to be recognized is estimated to be from $600 to $700.

RSU Activity — A summary of RSU activity for the three months ended June 30, 2014, is as follows:
 
Number of
Shares
 
Weighted-Average
Grant Date Fair
Value
Unvested—January 1, 2014
45,000

 
$
5.46

Granted
1,000

 
$
2.49

Released
(7,125
)
 
$
5.56

Forfeited
(4,000
)
 
$
3.68

Unvested—June 30, 2014
34,875

 
$
5.56

Expected to vest—June 30, 2014
29,644

 
$
4.73


As of June 30, 2014, total unrecognized compensation cost, adjusted for estimated forfeitures, related to RSUs was approximately $188, which is expected to be recognized over the next 2.5 years.
Investment in Equity Interest
Investment in Equity Interest
Investment in Equity Interest
In March 2013, the Company entered into a Joint Venture Agreement, pursuant to which it owns 50% of the outstanding common stock and 100% of the preferred shares of Synacor China, Ltd., or the JV Company. The Company has agreed to provide up to $2 million in funding to the JV Company over the two year period following the initial funding. The Company provided $926 of funding to the JV Company during the year ended December 31, 2013, and $545 of funding during the six months ended June 30, 2014. The JV Company will, through its wholly foreign-owned subsidiary in the People's Republic of China (the “PRC”), supply start experiences, authentication and aggregation solutions for the delivery of online content and services to customers in the PRC.
    
The investment in the JV Company is being accounted for using the equity method and is classified as an investment in equity interest on the Company’s condensed consolidated balance sheets. The Company records its share of the results of the JV Company within earnings in equity interest. Because the Company provided nearly all of the capital to form the JV Company, the Company has recorded 100% of the losses incurred by the JV Company within earnings in equity interest in the condensed consolidated statements of operations. Since acquiring its interest in the JV Company in 2013, the Company has recorded, in retained earnings, cumulative losses in equity interest of $1,151.
    
The following tables represents summarized financial information of the JV Company for the three and six months ended June 30, 2013 and 2014, and as of December 31, 2013 and June 30, 2014 (in thousands):
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2013
 
2014
 
2013
 
2014
Revenue
$

 
$

 
$

 
$

Loss from operations
(194
)
 
(344
)
 
(194
)
 
(590
)
Net loss
$
(194
)
 
$
(344
)
 
$
(194
)
 
$
(590
)

 
December 31,
2013
 
June 30,
2014
Total assets
$
442

 
$
453

Total liabilities
$
77

 
$
133

Net Income (Loss) Per Common Share Data
Net Income (Loss) Per Common Share Data
Net Income (Loss) Per Common Share Data
Basic net income (loss) per share is computed using the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per share is computed using the weighted-average number of common shares and, if dilutive, potential common shares outstanding during the period. The Company’s potential common shares consist of the incremental common shares issuable upon the exercise of stock options, and to a lesser extent, shares issuable upon the release of RSUs. The dilutive effect of these potential common shares is reflected in diluted earnings per share by application of the treasury stock method.
The following table presents the calculation of basic and diluted net loss per share for the three and six month periods ended June 30, 2013 and 2014 (in thousands, except share and per share amounts):

 
Three Months Ended,
June 30,
 
Six Months Ended,
June 30,
 
2013
 
2014
 
2013
 
2014
Basic net loss per share:


 


 


 


  Numerator:


 


 


 


        Net loss attributable to Synacor, Inc.
$
(637
)
 
$
(1,868
)
 
$
(610
)
 
$
(3,924
)
  Denominator:
 
 
 
 


 


        Weighted-average common shares outstanding
27,311,892

 
27,360,588

 
27,273,671

 
27,397,695

 
 
 
 
 
 
 
 
Basic net loss per share attributable to Synacor, Inc.
$
(0.02
)
 
$
(0.07
)
 
$
(0.02
)
 
$
(0.14
)
 
 
 
 
 
 
 
 
Diluted net loss per share:
 
 
 
 


 


  Numerator:
 
 
 
 


 


        Net loss attributable to Synacor, Inc.
$
(637
)
 
$
(1,868
)
 
$
(610
)
 
$
(3,924
)
  Denominator:
 
 
 
 


 


        Number of shares used in basic calculation
27,311,892

 
27,360,588

 
27,273,671

 
27,397,695

        Add weighted-average effect of dilutive securities:
 
 
 
 
 
 
 
              None

 

 

 

  Number of shares used in diluted calculation
27,311,892

 
27,360,588

 
27,273,671

 
27,397,695

 
 
 
 
 
 
 
 
Diluted net loss per share attributable to Synacor, Inc.
$
(0.02
)
 
$
(0.07
)
 
$
(0.02
)
 
$
(0.14
)

The following equivalent shares were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:
 
Three Months Ended,
June 30,
 
Six Months Ended
June 30,
  
2013
 
2014
 
2013
 
2014
Antidilutive equity awards:
 
 
 
 
 
 
 
Stock options and RSUs
5,462,134

 
5,672,042

 
5,462,134

 
5,672,042

Subsequent Events
Subsequent Events
Subsequent Events
    
Rights Plan — On July 14, 2014 the Board of Directors declared a dividend of one preferred share purchase right (a “Right”) for each outstanding share of the Company’s common stock and adopted a stockholder rights plan (the “Rights Plan”). The dividend was paid on July 14, 2014 to the stockholders of record at the close of business on that date. Each Right allows its holder to purchase from the Company one one-hundredth of a share of Series A Junior Participating Preferred Stock (a “Preferred Share”) for $10.00 (the “Exercise Price”), if the Rights become exercisable. This portion of a Preferred Share will give the stockholder approximately the same dividend, voting, and liquidation rights as would one share of common stock. Prior to exercise, the Right does not give its holder any dividend, voting, or liquidation rights. On July 14, 2014, in conjunction with the adoption of the Rights Plan, the Company designated 2,000,000 shares of its Preferred Stock as Series A Junior Participating Preferred Stock.
The Rights will not be exercisable until 10 days after the public announcement that a person or group has become an “Acquiring Person” by obtaining beneficial ownership of 10% or more of the Company’s outstanding common stock (the “Distribution Date”). If a person or group becomes an Acquiring Person, each Right will entitle its holder (other than such Acquiring Person) to purchase for $10.00, a number of shares of the Company’s common stock having a market value of twice such price based on the market price of the common stock prior to such acquisition. Additionally, if the Company is acquired in a merger or similar transaction after the Distribution Date, each Right will entitle its holder (other than such Acquiring Person) to purchase for $10.00, a number of shares of the acquiring corporation with a market value of $20.00 based on the market price of the acquiring corporation’s stock, prior to such merger. In addition, at any time after a person or group becomes an Acquiring Person, but before such Acquiring Person or group owns 50% or more of the Company’s common stock, the Board of Directors may exchange one share of the Company’s common stock for each outstanding Right (other than Rights owned by such Acquiring Person, which would have become void). An Acquiring Person will not be entitled to exercise the Rights.
The Rights will expire on July 14, 2017, provided that if the Company’s stockholders have not ratified the Rights Plan by July 14, 2015, the Rights will expire on such date.
Non-plan Option Grant — On August 4, 2014, the Company appointed Himesh Bhise as President and CEO of the Company. In conjunction with the effective date of Mr. Bhise's first day of employment, and as part of Mr. Bhise's compensation, the Company awarded Mr. Bhise options to purchase 2,001,338 shares of the Company's common stock with an exercise price of $2.38 per share.
The Company and Summary of Significant Accounting Policies (Policies)
Basis of Presentation — The interim unaudited condensed consolidated financial statements and accompanying notes have been prepared in accordance with United States generally accepted accounting principles (“U.S. GAAP”) and include the accounts of the Company and its wholly-owned subsidiary. Investments in entities in which the Company can exercise significant influence, but does not own a majority equity interest or otherwise have the power to control, are accounted for using the equity method and are included as investments in equity interest on the condensed consolidated balance sheets. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company’s management, the interim unaudited condensed consolidated financial statements include all adjustments, which include only normal recurring adjustments, necessary for the fair presentation of the Company’s financial position for the periods presented. These interim unaudited condensed consolidated financial statements are not necessarily indicative of the results expected for the full fiscal year or for any subsequent period and should be read in conjunction with the audited consolidated financial statements and related notes included in the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2013 (as amended).
Accounting Estimates — The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions that affect the amounts reported and disclosed in the consolidated financial statements and the accompanying notes. The Company bases its estimates on historical experience and on various other assumptions that are believed to be reasonable, the results of which form the basis for making judgments about the carrying values of assets and liabilities. Such estimates primarily relate to unsettled transactions and events as of the date of the consolidated financial statements. Accordingly, actual results may differ from estimated amounts.
Concentrations of Risk — As of December 31, 2013 and June 30, 2014, and for the three and six months ended June 30, 2013 and 2014, the Company had concentrations equal to or exceeding 10% of the Company’s accounts receivable and revenue as follows:
 
Accounts Receivable
 
December 31,
2013
 
June 30,
2014
Google
47
%
 
24
%
Display Advertising Partner
11
%
 
18
%

    
 
Revenue
 
Revenue
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Google
51
%
 
46
%
 
53
%
 
49
%



For the three and six months ended June 30, 2013 and 2014, the following customers received revenue-share payments equal to or exceeding 10% of the Company’s cost of revenue. The costs represent revenue share paid to customers for their supply of Internet traffic on the Company's start experiences:
 
 
Cost of Revenue
 
Cost of Revenue
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Customer A
20
%
 
23
%
 
20
%
 
23
%
Customer B (1)
13

 
N/A

 
14

 
12

Customer C
10

 
10

 
12

 
11

Customer D
11

 
10

 
12

 
10


Recent Accounting Pronouncements In May 2014, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update No. 2014-09 (ASU 2014-09) "Revenue from Contracts with Customers." ASU 2014-09 supersedes the revenue recognition requirements in “Revenue Recognition (Topic 605)” and requires entities to recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. ASU 2014-09 is effective for annual reporting periods beginning after December 15, 2016, including interim periods within that reporting period. Early adoption is not permitted. The Company is currently in the process of evaluating the impact the adoption of ASU 2014-09 will have on the consolidated financial statements.
The Company and Summary of Significant Accounting Policies (Tables)
Schedule of concentrations equal to or exceeding 10% of the Company's accounts receivable, revenue, and cost of revenue
As of December 31, 2013 and June 30, 2014, and for the three and six months ended June 30, 2013 and 2014, the Company had concentrations equal to or exceeding 10% of the Company’s accounts receivable and revenue as follows:
 
Accounts Receivable
 
December 31,
2013
 
June 30,
2014
Google
47
%
 
24
%
Display Advertising Partner
11
%
 
18
%

    
 
Revenue
 
Revenue
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Google
51
%
 
46
%
 
53
%
 
49
%

For the three and six months ended June 30, 2013 and 2014, the following customers received revenue-share payments equal to or exceeding 10% of the Company’s cost of revenue. The costs represent revenue share paid to customers for their supply of Internet traffic on the Company's start experiences:
 
 
Cost of Revenue
 
Cost of Revenue
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Customer A
20
%
 
23
%
 
20
%
 
23
%
Customer B (1)
13

 
N/A

 
14

 
12

Customer C
10

 
10

 
12

 
11

Customer D
11

 
10

 
12

 
10


Property and Equipment - Net (Tables)
Schedule of property and equipment
Property and equipment, net consisted of the following (in thousands):
 
December 31,
2013
 
June 30,
2014
Computer equipment (1)
$
19,361

 
$
20,465

Computer software
4,625

 
5,235

Furniture and fixtures
1,634

 
1,694

Leasehold improvements
1,044

 
1,052

Work in process (primarily software development costs)
3,893

 
5,301

Other
173

 
173

 
30,730

 
33,920

Less accumulated depreciation (2)
(16,645
)
 
(18,820
)
Total property and equipment—net
$
14,085

 
$
15,100

Notes:
(1)
Includes equipment under capital lease obligations of approximately $5,289 and $6,363 as of December 31, 2013 and June 30, 2014, respectively.

(2)
Includes $2,053 and $2,672 of accumulated depreciation of equipment under capital leases as of December 31, 2013 and June 30, 2014, respectively.
Accrued Expenses and Other Current Liabilities (Tables)
Schedule of accrued expenses and other current liabilities
Accrued expenses and other current liabilities consisted of the following (in thousands):
 
December 31,
2013
 
June 30, 2014
Accrued compensation
$
2,787

 
$
2,729

Accrued content fees
580

 
1,923

Unearned revenue on contracts
247

 
504

Other
1,563

 
1,219

Total
$
5,177

 
$
6,375

Information About Segment and Geographic Areas (Tables)
Schedule of revenue and long-lived tangible assets by geographic area
The following table sets forth revenue and long-lived tangible assets by geographic area (in thousands):
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Revenue
 
 
 
 
 
 
 
United States
$
26,531

 
$
24,026

 
$
55,497

 
$
49,104

United Kingdom
177

 
165

 
354

 
335

Total revenue
$
26,708

 
$
24,191

 
$
55,851

 
$
49,439

 
December 31,
2013
 
June 30,
2014
Long-lived tangible assets
 
 
 
United States
$
13,825

 
$
14,971

Netherlands
260

 
129

Total long-lived tangible assets
$
14,085

 
$
15,100

Commitments and Contingencies (Tables)
Schedule of contract commitments
Contract commitments as of June 30, 2014 are summarized as follows (in thousands):
Year ending December 31:
 
2014 (remaining six months)
$
2,408

2015
1,630

2016
1,080

2017
360

2018

Due after 5 years

Total contract commitments
$
5,478

Equity (Tables)
Schedule of stock repurchased
The following table sets forth the shares of common stock repurchased through the program:
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013
 
2014
 
2013
 
2014
Shares of common stock repurchased

 
207,050

 

 
229,050

Value of common stock repurchased (in thousands)
$

 
$
507

 
$

 
$
562

Stock-based Compensation (Tables)
Total stock-based compensation expense included in the accompanying condensed consolidated statements of operations for the periods presented, is as follows (in thousands):
 
Three Months Ended
June 30,
 
Six Months Ended
June 30,
 
2013

2014
 
2013
 
2014
Research and development
$
281


$
375


$
542


$
702

Sales and marketing
76


125


152


233

General and administrative
260


347


485


593

Total stock-based compensation expense
$
617


$
847


$
1,179


$
1,528

A summary of the stock option activity for the six months ended June 30, 2014 is presented below:
 
Number of
Stock
Options
 
Weighted
Average
Exercise
Price
 
Aggregate
Intrinsic Value
(in thousands)
 
Weighted Average Remaining Contractual Term (in years)
Outstanding—January 1, 2014
5,770,168

 
$
3.85

 
 
 
 
Granted
589,000

 
$
2.34

 
 
 
 
Exercised
(234,255
)
 
$
0.25

 
 
 
 
Forfeited
(487,746
)
 
$
4.01

 
 
 
 
Outstanding—June 30, 2014
5,637,167

 
$
3.83

 
$
672

 
7.38
Vested and expected to vest—June 30, 2014
5,231,560

 
$
3.78

 
$
647

 
7.28
Vested and exercisable—June 30, 2014
2,933,122

 
$
3.69

 
$
505

 
6.15
A summary of RSU activity for the three months ended June 30, 2014, is as follows:
 
Number of
Shares
 
Weighted-Average
Grant Date Fair
Value
Unvested—January 1, 2014
45,000

 
$
5.46

Granted
1,000

 
$
2.49

Released
(7,125
)
 
$
5.56

Forfeited
(4,000
)
 
$
3.68

Unvested—June 30, 2014
34,875

 
$
5.56

Expected to vest—June 30, 2014
29,644

 
$
4.73

Investment in Equity Interest (Tables)
Summarized financial information
The following tables represents summarized financial information of the JV Company for the three and six months ended June 30, 2013 and 2014, and as of December 31, 2013 and June 30, 2014 (in thousands):
 
Three Months Ended June 30,
 
Six Months Ended June 30,
 
2013
 
2014
 
2013
 
2014
Revenue
$

 
$

 
$

 
$

Loss from operations
(194
)
 
(344
)
 
(194
)
 
(590
)
Net loss
$
(194
)
 
$
(344
)
 
$
(194
)
 
$
(590
)

 
December 31,
2013
 
June 30,
2014
Total assets
$
442

 
$
453

Total liabilities
$
77

 
$
133

Net Income (Loss) Per Common Share Data (Tables)
The following table presents the calculation of basic and diluted net loss per share for the three and six month periods ended June 30, 2013 and 2014 (in thousands, except share and per share amounts):

 
Three Months Ended,
June 30,
 
Six Months Ended,
June 30,
 
2013
 
2014
 
2013
 
2014
Basic net loss per share:


 


 


 


  Numerator:


 


 


 


        Net loss attributable to Synacor, Inc.
$
(637
)
 
$
(1,868
)
 
$
(610
)
 
$
(3,924
)
  Denominator:
 
 
 
 


 


        Weighted-average common shares outstanding
27,311,892

 
27,360,588

 
27,273,671

 
27,397,695

 
 
 
 
 
 
 
 
Basic net loss per share attributable to Synacor, Inc.
$
(0.02
)
 
$
(0.07
)
 
$
(0.02
)
 
$
(0.14
)
 
 
 
 
 
 
 
 
Diluted net loss per share:
 
 
 
 


 


  Numerator:
 
 
 
 


 


        Net loss attributable to Synacor, Inc.
$
(637
)
 
$
(1,868
)
 
$
(610
)
 
$
(3,924
)
  Denominator:
 
 
 
 


 


        Number of shares used in basic calculation
27,311,892

 
27,360,588

 
27,273,671

 
27,397,695

        Add weighted-average effect of dilutive securities:
 
 
 
 
 
 
 
              None

 

 

 

  Number of shares used in diluted calculation
27,311,892

 
27,360,588

 
27,273,671

 
27,397,695

 
 
 
 
 
 
 
 
Diluted net loss per share attributable to Synacor, Inc.
$
(0.02
)
 
$
(0.07
)
 
$
(0.02
)
 
$
(0.14
)
The following equivalent shares were excluded from the calculation of diluted net loss per share because their effect would have been anti-dilutive for the periods presented:
 
Three Months Ended,
June 30,
 
Six Months Ended
June 30,
  
2013
 
2014
 
2013
 
2014
Antidilutive equity awards:
 
 
 
 
 
 
 
Stock options and RSUs
5,462,134

 
5,672,042

 
5,462,134

 
5,672,042

The Company and Summary of Significant Accounting Policies - Concentrations of Risk (Details) (Customer Concentration Risk [Member])
6 Months Ended 12 Months Ended 6 Months Ended 12 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended 3 Months Ended 6 Months Ended
Jun. 30, 2014
Accounts Receivable [Member]
Google [Member]
Dec. 31, 2013
Accounts Receivable [Member]
Google [Member]
Jun. 30, 2014
Accounts Receivable [Member]
Display Advertising Partner [Member]
Dec. 31, 2013
Accounts Receivable [Member]
Display Advertising Partner [Member]
Jun. 30, 2014
Revenue [Member]
Google [Member]
Jun. 30, 2013
Revenue [Member]
Google [Member]
Jun. 30, 2014
Revenue [Member]
Google [Member]
Jun. 30, 2013
Revenue [Member]
Google [Member]
Jun. 30, 2014
Cost of Revenue [Member]
Customer A [Member]
Jun. 30, 2013
Cost of Revenue [Member]
Customer A [Member]
Jun. 30, 2014
Cost of Revenue [Member]
Customer A [Member]
Jun. 30, 2013
Cost of Revenue [Member]
Customer A [Member]
Jun. 30, 2013
Cost of Revenue [Member]
Customer B [Member]
Jun. 30, 2014
Cost of Revenue [Member]
Customer B [Member]
Jun. 30, 2013
Cost of Revenue [Member]
Customer B [Member]
Jun. 30, 2014
Cost of Revenue [Member]
Customer C [Member]
Jun. 30, 2013
Cost of Revenue [Member]
Customer C [Member]
Jun. 30, 2014
Cost of Revenue [Member]
Customer C [Member]
Jun. 30, 2013
Cost of Revenue [Member]
Customer C [Member]
Jun. 30, 2014
Cost of Revenue [Member]
Customer D [Member]
Jun. 30, 2013
Cost of Revenue [Member]
Customer D [Member]
Jun. 30, 2014
Cost of Revenue [Member]
Customer D [Member]
Jun. 30, 2013
Cost of Revenue [Member]
Customer D [Member]
Schedule of concentrations equal to or exceeding 10% of the Company's accounts receivable and revenue
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Concentration risk, percentage
24.00% 
47.00% 
18.00% 
11.00% 
46.00% 
51.00% 
49.00% 
53.00% 
23.00% 
20.00% 
23.00% 
20.00% 
13.00% 1
12.00% 1
14.00% 1
10.00% 
10.00% 
11.00% 
12.00% 
10.00% 
11.00% 
10.00% 
12.00% 
The Company and Summary of Significant Accounting Policies - Acquisition (Details) (USD $)
In Thousands, unless otherwise specified
6 Months Ended 1 Months Ended
Jun. 30, 2014
Jun. 30, 2013
Dec. 31, 2013
Apr. 30, 2013
Carbyn Inc [Member]
Jan. 31, 2012
Carbyn Inc [Member]
person
Nov. 30, 2013
Teknision, Inc [Member]
person
Business Acquisition [Line Items]
 
 
 
 
 
 
Aggregate purchase price
 
 
 
 
$ 1,100 
$ 1,005 
Cash paid for business acquisition
500 
 
500 
600 
510 
Payment remaining
 
 
 
 
 
495 
Employees hired from acquiree
 
 
 
 
11 
Goodwill
$ 1,565 
 
$ 1,565 
 
$ 819 
$ 746 
The Company and Summary of Significant Accounting Policies - Additional Disclosures (Details) (USD $)
In Thousands, unless otherwise specified
1 Months Ended 3 Months Ended 6 Months Ended
Jun. 30, 2014
Jun. 30, 2014
Jun. 30, 2013
Jun. 30, 2014
Jun. 30, 2013
Organization, Consolidation and Presentation of Financial Statements [Abstract]
 
 
 
 
 
Gain on sale of domain
$ 1,000 
$ 1,000 
$ 0 
$ 1,000 
$ 0 
Investments and Fair Value Measurements (Details) (USD $)
In Thousands, unless otherwise specified
1 Months Ended
Jul. 31, 2013
Jun. 30, 2014
Level 3 [Member]
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items]
 
 
Payments to acquire investment
$ 1,000 
 
Estimated fair value of convertible promissory note
 
$ 1,000 
Property and Equipment - Net (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2014
Dec. 31, 2013
Schedule of property and equipment
 
 
Property and equipment-gross
$ 33,920 
$ 30,730 
Less accumulated depreciation
(18,820)1
(16,645)1
Total property and equipment-net
15,100 
14,085 
Computer equipment [Member]
 
 
Schedule of property and equipment
 
 
Property and equipment-gross
20,465 2
19,361 2
Computer software [Member]
 
 
Schedule of property and equipment
 
 
Property and equipment-gross
5,235 
4,625 
Furniture and fixtures [Member]
 
 
Schedule of property and equipment
 
 
Property and equipment-gross
1,694 
1,634 
Leasehold improvements [Member]
 
 
Schedule of property and equipment
 
 
Property and equipment-gross
1,052 
1,044 
Work in process [Member]
 
 
Schedule of property and equipment
 
 
Property and equipment-gross
5,301 
3,893 
Other [Member]
 
 
Schedule of property and equipment
 
 
Property and equipment-gross
$ 173 
$ 173 
Property and Equipment - Net - Additional Disclosures (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2014
Dec. 31, 2013
Property and Equipment - Net (Textual) [Abstract]
 
 
Property and equipment-gross
$ 33,920 
$ 30,730 
Accumulated depreciation of equipment under capital leases
18,820 1
16,645 1
Capital lease obligations [Member]
 
 
Property and Equipment - Net (Textual) [Abstract]
 
 
Accumulated depreciation of equipment under capital leases
2,672 
2,053 
Computer equipment [Member]
 
 
Property and Equipment - Net (Textual) [Abstract]
 
 
Property and equipment-gross
20,465 2
19,361 2
Computer equipment [Member] |
Capital lease obligations [Member]
 
 
Property and Equipment - Net (Textual) [Abstract]
 
 
Property and equipment-gross
$ 6,363 
$ 5,289 
Accrued Expenses and Other Current Liabilities (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2014
Dec. 31, 2013
Schedule of accrued expenses and other current liabilities
 
 
Accrued compensation
$ 2,729 
$ 2,787 
Accrued content fees
1,923 
580 
Unearned revenue on contracts
504 
247 
Other
1,219 
1,563 
Total
$ 6,375 
$ 5,177 
Information About Segment and Geographic Areas (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2014
Jun. 30, 2013
Jun. 30, 2014
segment
Jun. 30, 2013
Dec. 31, 2013
Revenues from External Customers and Long-Lived Assets [Line Items]
 
 
 
 
 
Number of reportable segments
 
 
 
 
Number of operating units
 
 
 
 
Schedule of revenue and long-lived tangible assets by geographic area
 
 
 
 
 
Revenue
$ 24,191 
$ 26,708 
$ 49,439 
$ 55,851 
 
Long-lived tangible assets
15,100 
 
15,100 
 
14,085 
United States
 
 
 
 
 
Schedule of revenue and long-lived tangible assets by geographic area
 
 
 
 
 
Revenue
24,026 
26,531 
49,104 
55,497 
 
Long-lived tangible assets
14,971 
 
14,971 
 
13,825 
United Kingdom
 
 
 
 
 
Schedule of revenue and long-lived tangible assets by geographic area
 
 
 
 
 
Revenue
165 
177 
335 
354 
 
Netherlands [Member]
 
 
 
 
 
Schedule of revenue and long-lived tangible assets by geographic area
 
 
 
 
 
Long-lived tangible assets
$ 129 
 
$ 129 
 
$ 260 
Commitments and Contingencies (Details) (USD $)
In Thousands, unless otherwise specified
Jun. 30, 2014
Schedule of contract commitments
 
2014 (remaining six months)
$ 2,408 
2015
1,630 
2016
1,080 
2017
360 
2018
Due after 5 years
Total contract commitments
$ 5,478 
Equity (Details) (USD $)
0 Months Ended
Feb. 26, 2014
Jun. 30, 2014
Dec. 31, 2013
Feb. 15, 2012
Equity [Abstract]
 
 
 
 
Common stock, shares authorized
 
100,000,000 
100,000,000 
100,000,000 
Common stock, par value (in dollars per share)
 
$ 0.01 
$ 0.01 
$ 0.01 
Preferred stock, shares authorized
 
10,000,000 
10,000,000 
10,000,000 
Preferred stock, par value (in dollars per share)
 
$ 0.01 
$ 0.01 
$ 0.01 
Preferred stock, shares issued
 
 
 
Shares authorized to be repurchased, amount
$ 5,000,000 
 
 
 
Equity - Shares Repurchased (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2014
Jun. 30, 2013
Jun. 30, 2014
Jun. 30, 2013
Equity [Abstract]
 
 
 
 
Shares of common stock repurchased
207,050 
229,050,000 
Value of common stock repurchased
$ 507 
$ 0 
$ 562 
$ 0 
Equity - Withhold to Cover (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
6 Months Ended
Jun. 30, 2014
Jun. 30, 2013
Class of Stock [Line Items]
 
 
Shares withheld to satisfy minimum statutory tax withholding requirements
2,613 
 
Treasury stock received to satisfy minimum tax withholding liabilities
$ 6 
$ 0 
Stock-based Compensation - Allocation of Stock-based Compensation Expense (Details) (USD $)
In Thousands, unless otherwise specified
3 Months Ended 6 Months Ended
Jun. 30, 2014
Jun. 30, 2013
Jun. 30, 2014
Jun. 30, 2013
Schedule of total stock-based compensation expense
 
 
 
 
Total stock-based compensation expense
$ 847 
$ 617 
$ 1,528 
$ 1,179 
Research and development [Member]
 
 
 
 
Schedule of total stock-based compensation expense
 
 
 
 
Total stock-based compensation expense
375 
281 
702 
542 
Sales and marketing [Member]
 
 
 
 
Schedule of total stock-based compensation expense
 
 
 
 
Total stock-based compensation expense
125 
76 
233 
152 
General and administrative [Member]
 
 
 
 
Schedule of total stock-based compensation expense
 
 
 
 
Total stock-based compensation expense
$ 347 
$ 260 
$ 593 
$ 485 
Stock-based Compensation - Stock Option Activity (Details) (USD $)
In Thousands, except Share data, unless otherwise specified
6 Months Ended
Jun. 30, 2014
Number of Stock Options (shares)
 
Outstanding number of stock options beginning balance
5,770,168 
Number of stock options granted
589,000 
Number of stock options exercised
(234,255)
Number of stock options forfeited
(487,746)
Outstanding number of stock options ending balance
5,637,167 
Outstanding number of stock options vested and expected to vest
5,231,560 
Outstanding number of stock options vested and exercisable
2,933,122 
Weighted Average Exercise Price (in dollars per share)
 
Outstanding, Weighted Average Exercise Price, Beginning
$ 3.85 
Weighted Average Exercise Price Granted
$ 2.34 
Weighted Average Exercise Price Exercised
$ 0.25 
Weighted Average Exercise Price Forfeited
$ 4.01 
Outstanding, Weighted Average Exercise Price, Ending Balance
$ 3.83 
Vested and expected to vest, Weighted Average Exercise Price Ending Balance
$ 3.78 
Vested and exercisable, Weighted Average Exercise Price Ending Balance
$ 3.69 
Aggregate intrinsic value, outstanding
$ 672 
Aggregate intrinsic value, vested and expected to vest
647 
Aggregate intrinsic value, vested and exercisable
$ 505 
Weighted Average Remaining Contractual Term (in years), outstanding
7 years 4 months 17 days 
Weighted Average Remaining Contractual Term (in years), vested and expected to vest
7 years 3 months 11 days 
Weighted Average Remaining Contractual Term (in years), vested and exercisable
6 years 1 month 25 days 
Stock-based Compensation - RSU Activity (Details) (Restricted Stock Units (RSUs) [Member], USD $)
6 Months Ended
Jun. 30, 2014
Restricted Stock Units (RSUs) [Member]
 
Number of Shares
 
Unvested—January 1, 2014
45,000 
Granted
1,000 
Released
(7,125)
Forfeited
(4,000)
Unvested—June 30, 2014
34,875 
Expected to vest—June 30, 2014
29,644 
Weighted-Average Grant Date Fair Value (in dollars per share)
 
Unvested—January 1, 2014
$ 5.46 
Granted
$ 2.49 
Released
$ 5.56 
Forfeited
$ 3.68 
Unvested—June 30, 2014
$ 5.56 
Expected to vest—June 30, 2014
$ 4.73 
Stock-based Compensation - Additional Disclosures (Details) (USD $)
3 Months Ended 6 Months Ended 0 Months Ended 1 Months Ended
Jun. 30, 2014
Jun. 30, 2013
Jun. 30, 2014
Jun. 30, 2013
Jun. 30, 2014
Stock Options [Member]
Jun. 30, 2014
Restricted Stock Units (RSUs) [Member]
Jun. 30, 2014
Former Chief Executive Officer [Member]
Jun. 30, 2014
Former Chief Executive Officer [Member]
Stock Options [Member]
Aug. 14, 2014
Subsequent Event [Member]
Employees, Excluding Directors and Officers [Member]
employee
Aug. 14, 2014
Minimum [Member]
Subsequent Event [Member]
Employees, Excluding Directors and Officers [Member]
Aug. 31, 2014
Forecast [Member]
Minimum [Member]
Employees, Excluding Directors and Officers [Member]
Aug. 31, 2014
Forecast [Member]
Maximum [Member]
Subsequent Event [Member]
Employees, Excluding Directors and Officers [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
 
 
 
 
 
 
 
 
 
 
 
 
Stock-based compensation expense
$ 847,000 
$ 617,000 
$ 1,528,000 
$ 1,179,000 
 
 
 
 
 
 
 
 
Tax deduction allowed for incentive stock options
 
 
 
 
 
 
 
 
 
 
 
Deferred income tax asset for the expense related to options
 
 
 
 
 
 
 
 
 
 
Closing stock price as reported on the NASDAQ
$ 2.56 
 
$ 2.56 
 
 
 
 
 
 
 
 
 
Total intrinsic value of options exercised
275,000 
 
517,000 
 
 
 
 
 
 
 
 
 
Weighted average fair value of options issued (in dollars per share)
 
 
$ 1.31 
 
 
 
 
 
 
 
 
 
Unrecognized compensation cost related to non-vested options granted
5,552,000 
 
5,552,000 
 
 
 
 
 
 
 
 
 
Unrecognized compensation cost related to RSUs
 
 
 
 
 
188,000 
 
 
 
 
 
 
Expected weighted-average period to recognize unrecognized compensation cost
 
 
 
 
2 years 6 months 13 days 
2 years 6 months 
 
 
 
 
 
 
Total fair value of shares vested
 
 
1,444,000 
 
 
 
 
 
 
 
 
 
Contractual term
 
 
 
 
 
 
 
10 years 
 
 
 
 
Incremental compensation expense from plan modification
 
 
 
 
 
 
$ 190,000 
 
 
 
$ 600,000 
$ 700,000 
Option modification, minimum exercise price required for modification (in dollars per share)
 
 
 
 
 
 
 
 
 
$ 3.00 
 
 
Number of employees affected by plan modification
 
 
 
 
 
 
 
 
203 
 
 
 
Reset exercise price (in dollars per share)
 
 
 
 
 
 
 
 
$ 2.38 
 
 
 
Investment in Equity Interest (Details) (USD $)
6 Months Ended 1 Months Ended 6 Months Ended 12 Months Ended
Jun. 30, 2014
Jun. 30, 2013
Mar. 31, 2013
Synacor China, Ltd [Member]
Jun. 30, 2014
Synacor China, Ltd [Member]
Dec. 31, 2013
Synacor China, Ltd [Member]