Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Feb. 29, 2020 | Jun. 30, 2019 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | CYREN Ltd. | ||
Entity Central Index Key | 0001084577 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Public Float | $ 45,600,000 | ||
Entity Common Stock, Shares Outstanding | 59,946,350 | ||
Entity File Number | 000-26495 | ||
Entity Interactive Data Current | Yes | ||
Entity Incorporation State Country Code | L3 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 11,551 | $ 17,571 |
Trade receivables (net of allowances for doubtful accounts of $129 and $20 as of December 31, 2019 and 2018, respectively) | 2,187 | 3,658 |
Deferred commissions | 948 | 887 |
Prepaid expenses and other receivables ($- and $6 attributable to related parties, respectively) | 819 | 778 |
Total current assets | 15,505 | 22,894 |
LONG-TERM ASSETS: | ||
Long-term deferred commissions | 1,580 | 1,880 |
Long-term lease deposits | 767 | 821 |
Operating lease right-of-use assets | 8,695 | |
Severance pay fund | 659 | 503 |
Property and equipment, net | 4,410 | 4,608 |
Intangible assets, net | 8,966 | 8,802 |
Goodwill | 20,246 | 20,519 |
Total long-term assets | 45,323 | 37,133 |
Total assets | 60,828 | 60,027 |
CURRENT LIABILITIES: | ||
Trade payables | 1,184 | 1,668 |
Employees and payroll accruals | 3,427 | 3,959 |
Accrued expenses and other liabilities ($32 and $40 attributable to related parties, respectively) | 1,145 | 910 |
Operating lease liabilities | 1,946 | |
Earn-out consideration and related costs | 2,926 | |
Deferred revenues | 7,208 | 5,773 |
Total current liabilities | 14,910 | 15,236 |
LONG-TERM LIABILITIES: | ||
Deferred revenues | 1,956 | 503 |
Convertible notes (related party) | 10,000 | 10,000 |
Long-term operating lease liabilities | 7,174 | |
Deferred tax liability, net | 796 | 1,130 |
Accrued severance pay | 811 | 598 |
Other liabilities | 470 | 700 |
Total long-term liabilities | 21,207 | 12,931 |
COMMITMENTS AND CONTINGENCIES (Note 7) | ||
SHAREHOLDERS' EQUITY: | ||
Ordinary shares nominal value ILS 0.15 par value - Authorized: 110,000,000 and 75,353,340 shares as of December 31, 2019 and 2018; Issued: 59,372,173 and 54,405,881 shares as of December 31, 2019 and 2018; Outstanding: 59,372,173 and 54,057,208 shares as of December 31, 2019 and 2018, respectively | 2,309 | 2,097 |
Additional paid-in capital | 255,741 | 245,570 |
Treasury shares at cost: 0 and 348,673 Ordinary shares as of December 31, 2019 and 2018, respectively | (998) | |
Accumulated other comprehensive loss | (2,010) | (1,666) |
Accumulated deficit | (231,329) | (213,143) |
Total shareholders' equity | 24,711 | 31,860 |
Total liabilities and shareholders' equity | $ 60,828 | $ 60,027 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) $ in Thousands | Dec. 31, 2019USD ($)shares | Dec. 31, 2019₪ / shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2018₪ / shares |
Statement of Financial Position [Abstract] | ||||
Allowances for doubtful accounts | $ | $ 129 | $ 20 | ||
Prepaid expenses attributable to related parties | $ | 0 | 6 | ||
Accrued expenses and other liabilities attributable to related parties | $ | $ 32 | $ 40 | ||
Ordinary shares, par value | ₪ / shares | ₪ 0.15 | ₪ 0.15 | ||
Ordinary shares, authorized | 110,000,000 | 75,353,340 | ||
Ordinary shares, issued | 59,372,173 | 54,405,881 | ||
Ordinary shares, outstanding | 59,372,173 | 54,057,208 | ||
Treasury shares | 0 | 998 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Revenues | $ 38,391 | $ 35,900 |
Cost of revenues | 15,557 | 14,540 |
Gross profit | 22,834 | 21,360 |
Operating expenses: | ||
Research and development, net ($- and $25 attributable to related parties, respectively) | 15,801 | 16,116 |
Sales and marketing | 13,825 | 16,202 |
General and administrative | 10,877 | 8,343 |
Total operating expenses | 40,503 | 40,661 |
Operating loss | (17,669) | (19,301) |
Other income (expense), net | 266 | (11) |
Financial expenses, net ($567 and $40 attributable to related parties, respectively) | (727) | (255) |
Loss before taxes on income | (18,130) | (19,567) |
Tax benefit | 112 | 153 |
Loss | $ (18,018) | $ (19,414) |
Basic and diluted loss per share | $ (0.33) | $ (0.36) |
Weighted average number of shares used in computing basic and diluted loss per share | 55,166,573 | 53,634,199 |
Consolidated Statements of Op_2
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Research and development, net attributable to related parties | $ 25 | |
Financial expenses, net attributable to related parties | $ 567 | $ 40 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | ||
Loss | $ (18,018) | $ (19,414) |
Other comprehensive loss: | ||
Foreign currency translation adjustments | (344) | (471) |
Comprehensive loss | $ (18,362) | $ (19,885) |
Statements of Changes in Shareh
Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Number of outstanding ordinary shares | Additional paid-in capital | Treasury shares | Accumulated other comprehensive loss | Accumulated deficit | Total | |
Balance beginning at Dec. 31, 2017 | $ 2,097 | $ 244,609 | $ (3,312) | $ (1,195) | [1] | $ (195,098) | $ 471,010 |
Balance beginning, shares at Dec. 31, 2017 | 52,375,854 | ||||||
Issuance of treasury shares upon exercise of options and vesting of restricted share units | (479) | 2,314 | [1] | (442) | 1,393 | ||
Issuance of treasury shares upon exercise of options and vesting of restricted share units, shares | 681,354 | ||||||
Stock-based compensation related to employees, directors and consultants | 1,440 | [1] | 1,440 | ||||
Stock-based compensation related to employees, directors and consultants | 2,060 | [1] | 2,060 | ||||
Other comprehensive loss | (471) | [1] | (471) | ||||
Cumulative effect of adopting ASC 606 | 1,811 | 1,811 | |||||
Loss | [1] | (19,414) | (19,414) | ||||
Balance ending at Dec. 31, 2018 | $ 2,097 | 245,570 | (998) | (1,666) | [1] | (213,143) | 31,860 |
Balance ending, shares at Dec. 31, 2018 | 54,057,208 | ||||||
Issuance of treasury shares upon exercise of options and vesting of restricted share units | (403) | 998 | [1] | (168) | 427 | ||
Issuance of treasury shares upon exercise of options and vesting of restricted share units, shares | 348,673 | ||||||
Issuance of ordinary shares upon exercise of option | $ 10 | 306 | [1] | 316 | |||
Issuance of ordinary shares upon exercise of option, shares | 248,226 | ||||||
Payment of interest in shares | $ 3 | $ 140 | [1] | $ 143 | |||
Payment of interest in shares, shares | 82,482 | ||||||
Issuance of ordinary shares upon rights offering | 199 | 7,768 | [1] | 7,967 | |||
Issuance of ordinary shares upon rights offering, shares | 4,635,584 | ||||||
Stock-based compensation related to employees, directors and consultants | $ 2,360 | [1] | $ 2,360 | ||||
Other comprehensive loss | (344) | [1] | (344) | ||||
Loss | [1] | (18,018) | (18,018) | ||||
Balance ending at Dec. 31, 2019 | $ 2,309 | $ 255,741 | $ (2,010) | [1] | $ (231,329) | $ 24,711 | |
Balance ending, shares at Dec. 31, 2019 | 59,372,173 | ||||||
[1] | Relates to foreign currency translation adjustments. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows from operating activities: | ||
Loss | $ (18,018) | $ (19,414) |
Adjustments to reconcile loss to net cash used in operating activities: | ||
Loss on disposal of property and equipment | 15 | |
Depreciation | 1,946 | 1,856 |
Stock-based compensation | 2,360 | 1,440 |
Amortization of intangible assets | 3,755 | 4,165 |
Amortization of deferred commissions | 1,199 | 1,351 |
Amortization of operating lease right-of-use assets | 1,331 | |
Interest and accretion of discount on convertible notes | 568 | 40 |
Other expenses related to the earn-out consideration | (257) | 97 |
Deferred taxes, net | (322) | (182) |
Changes in assets and liabilities: | ||
Trade receivables, net | 1,535 | (596) |
Prepaid expenses and other receivables | (171) | 530 |
Deferred commissions | (961) | (2,307) |
Change in long-term lease deposits | 45 | (105) |
Trade payables | (759) | 264 |
Employees and payroll accruals, accrued expenses and other liabilities | (1,028) | 516 |
Deferred revenues | 2,932 | 720 |
Accrued severance pay, net | 58 | (121) |
Operating lease liabilities | (1,246) | |
Other long-term liabilities | 151 | 274 |
Net cash used in operating activities | (6,882) | (11,457) |
Cash flows from investing activities: | ||
Capitalization of technology, net of grants received | (3,696) | (1,984) |
Proceeds from sale of property and equipment | 3 | 1 |
Purchase of property and equipment | (1,470) | (3,320) |
Net cash used in investing activities | (5,163) | (5,303) |
Cash flows from financing activities: | ||
Proceeds from a Rights offering, net | 7,967 | |
Proceeds from convertible notes | 10,000 | |
Payment of earn-out consideration | (2,680) | (604) |
Proceeds from options exercised | 743 | 1,393 |
Net cash provided by financing activities | 6,030 | 10,789 |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (14) | (101) |
(Decrease) in cash, cash equivalents and restricted cash | (6,029) | (6,072) |
Cash, cash equivalents and restricted cash at the beginning of the period | 18,156 | 24,228 |
Cash, cash equivalents and restricted cash at the end of the period | 12,127 | 18,156 |
Cash paid (received) during the year for: | ||
Taxes, net | (161) | |
Interest | 769 | 92 |
Non-cash transactions: | ||
Unpaid purchases of property and equipment | (273) | (383) |
Net change in accrued payroll expenses related to capitalization of technology | (288) | (110) |
Issuance of shares for payment of interest on convertible notes | $ 143 |
Consolidated Statements of Ca_2
Consolidated Statements of Cash Flows (Reconciliation of Cash, Cash Equivalents and Restricted Cash) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Reconciliation of cash, cash equivalents and restricted cash as shown in the consolidated statements of cash flow: | ||
Cash and cash equivalents | $ 11,551 | $ 17,571 |
Restricted cash included in long-term restricted lease deposits | 576 | 585 |
Total cash, cash equivalents and restricted cash | $ 12,127 | $ 18,156 |
General
General | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
GENERAL | NOTE 1: GENERAL a. Cyren Ltd. (henceforth "Cyren") was incorporated under the laws of the State of Israel on February 10, 1991 and its legal form is a company limited by shares. Cyren listed its shares to the public on July 15, 1999 under the name Commtouch Software Ltd. and changed its legal name to Cyren Ltd. in January 2014. Cyren and its subsidiaries, unless otherwise indicated will be referred to in these consolidated financial statements as the "Company". The Company is engaged in developing and marketing information security solutions for protecting web, email and mobile transactions. The Company sells its cloud-based solutions worldwide, in both embedded and Security-as-a-Service models, to Original Equipment Manufacturers ("OEMs"), service providers and enterprises. The Company operates in one reportable segment, which constitutes its reporting unit. b. Over the past several years, the Company has devoted substantially most of its effort to research and development, product development and increasing revenues through additional investments in sales & marketing. The Company generated a loss of $18,018 and negative cash flow of $6,882 from operating activities in the twelve-month period ended December 31, 2019 and has an accumulated deficit of $231,329 as of December 31, 2019. The Company is planning to finance its operations from its existing and future working capital resources and to continue to evaluate additional sources of capital and financing. However, there is no assurance that additional capital and/or financing will be available to the Company, and even if available, whether it will be on terms acceptable to the Company or in amounts required. Accordingly, the Company's Board approved a contingency plan, to be effected if needed, in whole or in part, at its discretion, to allow the Company to continue its operations and meet its cash obligations. The contingency plan consists of cost reduction, which include mainly the following steps: reduction in consultants' expenses, headcount, compensation paid to key management personnel and capital expenditures. The Company and the Board believe that its existing capital resources will be adequate to satisfy its expected liquidity requirements for at least twelve months from the filing date. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2: SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States ("U.S. GAAP"). a. Use of estimates: The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company's management believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. b. Financial statements in U.S. dollars: Cyren's revenues, and certain of its subsidiary's revenues, are generated mainly in U.S. dollars. In addition, most of their costs are incurred in U.S. dollars. The Company's management believes that the U.S. dollar is the primary currency of the economic environment in which Cyren and certain of its subsidiaries operate. Thus, the functional and reporting currency of Cyren and certain of its subsidiaries is the U.S. dollar. Cyren and certain subsidiaries' transactions and balances denominated in U.S. dollars are presented at their original amounts. Non-dollar transactions and balances have been re-measured to U.S. dollars in accordance with ASC 830, "Foreign Currency Matters". All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statements of operations as financial income or expenses, as appropriate. For those subsidiaries whose functional currency has been determined to be their local currency, assets and liabilities are translated at year-end exchange rates and statements of operations items are translated at average exchange rates prevailing during the year. Such translation adjustments are recorded as a separate component of accumulated other comprehensive income (loss) in shareholders' equity. c. Principles of consolidation: The consolidated financial statements include the accounts of Cyren and its subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. d. Cash equivalents: Cash equivalents are short-term highly liquid investments that are readily convertible to cash with original maturities of three months or less at acquisition. e. Restricted deposits: The Company maintains certain deposits amounts restricted as to withdrawal or use. On December 31, 2019, the Company maintained a balance of $576 which is restricted and is held as collateral for a bank guarantee and a letter of credit provided to the lessors of two of the Company's offices. The balance is presented on the balance sheets within the long-term restricted lease deposits balance. f. Property and equipment: Property and equipment are stated at cost, net of accumulated depreciation. Depreciation of leasehold improvements is computed using the straight-line method over the shorter of the lease term or the estimated useful life of the asset or improvement. Cost of maintenance and repairs are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets as outlined below: Useful Life (In Years) Cost: Computers and peripheral equipment 3-11 Office furniture and equipment 3-14 Leasehold improvements 3-10 g. Intangible assets: Intangible assets that are not considered to have an indefinite useful life are amortized over their estimated useful lives, which range from 1 to 20 years. Acquired customer contracts and relationships are amortized over their estimated useful lives in proportion to the economic benefits realized. This accounting policy results in accelerated amortization of such customer contracts and relationships arrangements as compared to the straight-line method. Technology, Intellectual Property and Trademark are amortized over their estimated useful lives on a straight-line basis. h . Impairment of long-lived assets: The Company's long-lived assets (assets group) to be held or used, including right-of-use assets and identifiable intangibles are reviewed for impairment in accordance with ASC 360 "Property, Plant and Equipment", whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset group to the future undiscounted cash flows the asset group is expected to generate. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. In the fourth quarter of 2019, we have recognized an impairment loss of $224 related to, an acquired intangible asset from a prior acquisition. We have determined that the benefit of the acquired R&D would not be realized. This amount has been recognized in cost of revenue. The Company did not record an impairment related to the year-ended December 31, 2018. i. Goodwill: Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. Goodwill is not amortized, but rather is subject to an impairment test. The Company performs an annual impairment test at December 31, of each fiscal year, or more frequently if impairment indicators are present. The Company operates in one operating segment, and this segment comprises its only reporting unit. ASC 350 prescribes a two-phase process for impairment testing of goodwill. The first phase screens for impairment, while the second phase (if necessary) measures impairment. Goodwill impairment is deemed to exist if the net book value of a reporting unit exceeds its estimated fair value determined using market capitalization. In such case, the second phase is then performed, and the Company measures impairment by comparing the carrying amount of the reporting unit's goodwill to the implied fair value of that goodwill. An impairment loss is recognized in an amount equal to the excess. ASC 350 allows an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. An entity is not required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. Alternatively, ASC 350 permits an entity to bypass the qualitative assessment for any reporting unit and proceed directly to performing the first step of the goodwill impairment test. Accordingly, the Company elected to proceed directly to the first step of the quantitative goodwill impairment test and compares the fair value of the reporting unit with its carrying value. For each of the two years in the period ended December 31, 2019, no impairment losses have been identified. j. Fair value measurements: The carrying amounts of cash and cash equivalents, trade receivables, prepaid expenses, other receivables, trade payables and other payables, approximate their fair values due to the short-term maturities of such financial instruments. Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tiered fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 - Unobservable inputs for the asset or liability. The availability of observable inputs can vary from instrument to instrument and is affected by a wide variety of factors, including, for example, the type of instrument, the liquidity of markets and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment and the instruments are categorized as Level 3. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. k. Derivative financial instruments: The Company accounts for derivatives based on ASC 815 ("Derivatives and Hedging"). ASC 815 requires the Company to recognize all derivatives on the balance sheet at fair value. Under these standards, the Company separately accounts for the liability and derivative component as an implicit or explicit term that affects some or all of the cash flows or the value of other exchanges required by a contract in a manner similar to a derivative instrument. The derivative component at issuance is recognized at fair value, based on the fair value of a similar instrument that does not have a conversion feature. The liability component is presented at its discounted value based on the excess of the principal amount of the debentures over the fair value of the derivative component, after adjusting for an allocation of debt issuance costs. The effective portion of the gain or loss on the derivative instrument is reported in the consolidated statements of operations under financial expenses, net. l . Revenue recognition: The Company derives its revenues in accordance with ASC 606 from the sale of real-time cloud-based services for each of Cyren's email security, web security, antimalware and advanced threat protection offerings. The Company sells all of its solutions as subscription services, either through OEMs, which are considered end-users, or as complete security services directly to enterprises. The Company recognizes revenue under the core principle that transfer of control to the Company's customers should be depicted in an amount reflecting the consideration the Company expects to receive in revenue. In order to achieve that core principle, the Company applies the following five-step approach: 1) Identification of the contract, or contracts, with the customer 2) Identification of the performance obligation in the contract 3) Determination of the transaction price - The transaction price is determined based on the consideration to which the Company expects to be entitled in exchange for transferring services and products to the customer. Variable consideration is included in the transaction price if, in the Company's judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Generally, the Company does not provide price protection, stock rotation, rebates, or right of return. In 2019, one contract contained a significant financing component. Variable Consideration - 4) Allocation of the transaction price to the performance obligations in the contract - 5) Recognition of revenue when, or as, the Company satisfies a performance obligation Subscription Service Revenue Deferred Revenue - In the event cash payments were not received in advance and the issuance of the invoice resulted only in entry to trade receivables and deferred revenue, these amounts would not be reflected on the balance sheet. Deferred commissions The Company capitalizes sales commissions paid to internal sales personnel that are generally incremental to the acquisition of customer contracts. These costs are recorded as deferred commissions on the consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans, if the commissions are incremental and would not have occurred absent the customer contract. Sales commissions for renewal of a subscription contract are not considered commensurate with the commissions paid for the acquisition of the initial subscription contract given the substantive difference in commission rate between new and renewal contracts. Commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit while commissions paid related to renewal contracts are amortized over a contractual renewal period. Amortization is recognized based on the expected future revenue streams under the customer contracts. Amortization of deferred sales commissions is included in sales and marketing expense in the accompanying consolidated statements of operations. The Company determines the period of benefit for commissions paid for the acquisition of the initial subscription contract by taking into consideration factors such as peer estimates of technology lives, and customer lives as well as the Company's own historical data. The Company classifies deferred commissions as current or long-term based on the timing of when the Company expects to recognize the expense. The Company periodically reviews these deferred commission costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred contract acquisition costs. There were no material impairment losses recorded during the periods presented. For the years ended December 31, 2019 and 2018, the Company capitalized $961 and $2,307 of commission costs, respectively, and amortized $1,199 and 1,351, respectively. m. Research and development costs, net: Research and development costs are charged to statements of operations as incurred, except for capitalized technology. n . Capitalized technology: The Company capitalizes development costs incurred during the application development stage which are related to internal-use technology that supports its security services. Costs related to preliminary project activities and post implementation activities are expensed as incurred as research and development costs on the statements of operations. Capitalized internal-use technology is included in intangible assets on the balance sheet and is amortized on a straight-line basis over its estimated useful life, which is generally one to three years. Amortization expenses are recognized under cost of goods sold. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. o. Government grants: The Company received Israeli government grants for funding certain approved research and development projects. These grants are recognized at the time the Company is entitled to such grants, on the basis of the related costs incurred and recorded as a deduction of research and development costs. The deduction in research and development costs due to government grants amounted to $0 and $69 in 2019 and 2018, respectively. p. Concentrations of credit risk: The Company has no significant off-balance-sheet concentration of credit risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. The majority of the Company's cash and cash equivalents are invested in dollars and are deposited in major banks in the United States, Germany, Iceland, UK and Israel. Such investments in the United States may be in excess of insured limits and are not insured in other jurisdictions. Management believes that the financial institutions that hold the Company's investments are institutions with high credit standing, and accordingly, minimal credit risk exists with respect to these investments. The trade receivables of the Company are derived from transactions with companies located primarily in North America, Europe, Israel and Asia. An allowance for doubtful accounts is determined with respect to those amounts that the Company has determined to be doubtful of collection. The provision for doubtful accounts amounted $129 and $20 at December 31, 2019 and 2018, respectively. Bad debt expense for December 31, 2019 was $138 and a benefit of $52 for December 31, 2018. q. Accounting for stock-based compensation: ASC 718 - "Compensation-stock Compensation"- ("ASC 718") requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company's consolidated statements of operations. The Company recognizes compensation expense for the value of its awards on a straight-line basis over the requisite service period of each of the awards, net of estimated forfeitures. Estimated forfeitures are based on actual historical pre-vesting forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Estimated forfeitures are based on actual historical pre-vesting forfeitures (pursuant to the adoption of ASU 2016-09, the Company made a policy election to estimate the number of awards that are expected to vest). The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing model. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon actual historical stock price movements over the most recent periods ending on the grant date, equal to the expected term of the options. The expected term of options granted represents the period of time that options granted are expected to be outstanding, based upon historical experience. The risk-free interest rate is based on the yield from U.S. treasury bonds with an equivalent term. The Company has historically not paid dividends and has no foreseeable plans to pay dividends. The fair value for options granted in 2019 and 2018 is estimated at the date of grant using a Black-Scholes options pricing model with the following assumptions: Year ended Stock options 2019 2018 Volatility 46%-50 % 49%-51 % Risk-free interest rate 1.5%-2.5 % 2.3%-3.1 % Dividend yield 0 % 0 % Expected term (years) 3.7-4.0 3.6-5.0 r. Basic and diluted loss per share: Basic loss per share has been computed using the weighted-average number of ordinary shares outstanding during the year. Diluted loss per share is computed based on the weighted average number of ordinary shares outstanding during each year, plus the weighted average number of dilutive potential ordinary shares considered outstanding during the year. In 2019 and 2018 there is no difference between the denominator of basic and diluted loss per share. s . Severance pay: The Company's liability for severance pay in Israel is calculated pursuant to Israel's Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date. Employees are entitled to one month's salary for each year of employment or a portion thereof. The Company's obligation for all of its Israeli employees is fully provided by monthly deposits with severance pay funds and insurance policies, and by an accrual. The value of those funds and policies is recorded as an asset in the Company's balance sheet. The deposited funds include profits and losses accumulated up to the balance sheet date. The deposited funds may be withdrawn only upon the fulfillment of the obligation pursuant to Israel's Severance Pay Law or labor agreements. The value of the deposited funds is based on the cash surrendered value of these policies. Effective October 2014, the Company's agreements with new employees in Israel, are under Section 14 of the Severance Pay Law, 1963. The Company's contributions for severance pay have replaced its severance obligation. Upon contribution of the full amount of the employee's monthly salary for each year of service, no additional calculations are conducted between the parties regarding the matter of severance pay and no additional payment is made by the Company to the employee. Further, the related obligation and amounts deposited on behalf of the employee for such obligation are not stated on the balance sheet, as the Company is legally released from the obligation to employees once the deposit amounts have been paid. Severance benefit for the years ended December 31, 2019 and 2018 was $47 and $108, respectively. t . Treasury shares: The Company repurchases its ordinary shares from time to time on the open market and holds such shares as treasury shares. The Company presents the cost to repurchase treasury shares as a reduction in shareholders' equity. The Company reissues treasury shares under the stock purchase plan, upon exercise of option and upon issuance of shares upon acquisitions. Reissuance of treasury shares is accounted for in accordance with ASC 505-30 whereby gains are credited to additional paid-in capital and losses are charged to additional paid-in capital to the extent that previous net gains are included therein; otherwise to accumulated deficit. The Company's treasury share balance was $0.0 and $998 as of December 31, 2019 and 2018, respectively. u . Income taxes: The Company accounts for income taxes in accordance with ASC 740, "Income Taxes" ("ASC 740"). ASC 740 prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance to reduce deferred tax assets to amounts more likely than not to be realized. ASC 740 contains a two-step approach to recognizing and measuring a liability for uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% (cumulative basis) likely to be realized upon ultimate settlement. v. Comprehensive loss: The Company accounts for comprehensive loss in accordance with ASC No. 220, "Comprehensive Income". Comprehensive loss generally represents all changes in shareholders' equity during the period except those resulting from investments by, or distributions to, shareholders. The Company determined that its items of other comprehensive income (loss) relate to gains and losses from functional currency translation adjustments on behalf of subsidiaries whose functional currency has been determined to be their local currency. w . Recently issued and adopted pronouncements: In February 2016, the FASB issued ASU 2016-02, "Leases", on the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard supersedes the lease requirements in Accounting Standards Codification (ASC) Topic 840, "Leases" and requires lessees, to classify leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in a manner similar to the accounting under existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The Company adopted ASU 2016-02 as of January 1, 2019, using the modified retrospective approach. For additional information regarding the Company's accounting for leases, please refer to Note 8. In June 2018, the FASB issued ASU No. 2018-07, "Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting." These amendments expand the scope of Topic 718, Compensation - Stock Compensation (which currently only includes stock-based payments to employees) to include stock-based payments issued to nonemployees for goods or services. Consequently, the accounting for stock-based payments to nonemployees and employees will be substantially aligned. This ASU supersedes Subtopic 505-50, Equity - Equity-Based Payments to Non-Employees. Adoption of this standard had an immaterial impact on the Company's consolidated financial statement. x . New accounting pronouncements not yet adopted: In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. ASU 2017-04 eliminates step two of the goodwill impairment test and specifies that goodwill impairment should be measured by comparing the fair value of a reporting unit with its carrying amount. Additionally, the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets should be disclosed. ASU 2017-04 is effective for annual or interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019, and early adoption is permitted. The Company is currently assessing the impact of the adoption of this standard on its consolidated financial statements and footnote disclosures. The Company does not expect that adoption of this standard will have a material impact on its consolidated financial statements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in the more timely recognition of losses. The new accounting standard will be effective for the fiscal year beginning on January 1, 2020, including interim periods within that year. The Company does not expect that adoption of this standard will have a material impact on its consolidated financial statements |
Property and Equipment, Net
Property and Equipment, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT, NET | NOTE 3: PROPERTY AND EQUIPMENT, NET December 31 2019 2018 Cost: Computers and peripheral equipment $ 12,965 $ 10,801 Office furniture and equipment 977 978 Leasehold improvements 812 825 14,754 12,604 Less accumulated depreciation (10,344 ) (7,996 ) Property and equipment, net $ 4,410 $ 4,608 Depreciation expense amounted to $1,946 and $1,856 in 2019 and 2018, respectively. |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS, NET | NOTE 4: INTANGIBLE ASSETS, NET a. Definite-lived intangible assets: December 31, 2019 2018 Original amounts: Customer contracts and relationships $ 5,144 $ 5,200 Technology 21,965 (*) 18,768 (*) Trademarks 1,574 1,586 Total original amounts 28,683 25,554 Accumulated amortization: Customer contracts and relationships (4,400 ) (4,107 ) Technology (14,183 ) (11,661 ) Trademarks (1,134 ) (984 ) Accumulated amortization (19,717 ) (16,752 ) Intangible assets, net $ 8,966 $ 8,802 (*) Includes $14,852 and $10,971 capitalized technology as of December 31, 2019 and 2018, respectively. Capitalized technology includes $5,303 and $1,423 for which amortization has not yet begun as of December 31, 2019 and 2018, respectively. In the fourth quarter of 2019, we have recognized an impairment loss of $224 related to R&D, an acquired intangible asset from a prior acquisition. We have determined that the benefit of the acquired R&D would not be realized. This amount has been recognized in cost of revenue. b. The intangible assets that are subject to amortization are amortized over their estimated useful lives using the straight-line method, except for customer relations which are amortized on an accelerated basis. The following table sets forth the weighted average remaining amortization period for the major classes of intangible assets: (In Years) Customer contracts and relationships 10.6 Technology 3.6 Trademarks 2.8 c. Amortization expense for 2019 amounted to $3,755, which includes $224 of an impairment loss. Amortization expense for 2018 was $4,165. d. The estimated aggregate amortization expenses for the succeeding fiscal years are as follows: 2020 $ 2,335 2021 2,601 2022 2,435 2023 1,033 2024 138 Thereafter 424 Total $ 8,966 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | NOTE 5: GOODWILL The changes in the carrying amount of goodwill for the year ended December 31, 2019 and 2018 are as follows: Year ended 2019 2018 Balance at the beginning of the year $ 20,519 $ 21,128 Foreign currency translation adjustments (273 ) (609 ) Balance at the year end $ 20,246 $ 20,519 |
Earn-out Consideration
Earn-out Consideration | 12 Months Ended |
Dec. 31, 2019 | |
Earn-out Consideration [Abstract] | |
EARN-OUT CONSIDERATION | NOTE 6: EARN-OUT CONSIDERATION In conjunction with the 2012 acquisition of eleven, we entered into an earn-out agreement with the former shareholders that would pay additional consideration based on the revenue performance for the years ending 2012-2015. Subsequently in 2014, we had a legal dispute regarding the amount and timing of the earn-out payments and had entered into arbitral proceedings with the former shareholders of eleven. On March 9, 2017, we received the arbitral judgement. Pursuant to the judgement, the earn-out consideration balance was increased to reflect additional legal expenses and interest expenses covering the period up to December 31, 2016. During 2017 and 2018, we continued to accrue interest on the unpaid earn-out consideration balance. Such interest is reflected in the consolidated statements of operations under financial expenses, net. In May 2018, we made a partial payment of the earn-out consideration to five of the six former shareholders, in an amount of $0.6 million. The earn-out consideration balance presented on our balance sheet as of December 31, 2018 reflected the complete remaining liability relating to the earn-out, including accrued interest. In February 2019, the parties agreed to resolve all pending claims, and on February 28, 2019, we paid approximately $2.7 million to settle the earn-out consideration in full. As of December 31, 2019, the balance of the earn-out liability is zero. For additional information, please refer to Note 7b. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 7: COMMITMENTS AND CONTINGENCIES a. Cyren Ltd., which was incorporated in Israel, partially financed its research and development expenditures under programs sponsored by the Israel Innovation Authority ("IIA") for the support of certain research and development activities conducted in Israel. In connection with specific research and development, the Company received $3,699 of participation payments from the IIA through December 31, 2019. During 2019 and 2018, the Company received $0 and $228 grants from the IIA, respectively. In return for the IIA's participation in this program, the Company is committed to pay royalties at a rate of 3% - 3.5% of the program's developed product sales, up to 100% of the amount of grants received plus interest at annual LIBOR rate. The Company's total commitment for royalties payable with respect to future sales, based on IIA participations received, net of royalties paid or accrued, totaled $2,765 and $2,921 as of December 31, 2019 and 2018, respectively. For the years ended December 31, 2019 and 2018, $186 and $156, respectively, were recorded as cost of revenues with respect to royalties due to the IIA. b. Litigations: i. Between 2014 and 2015 the Company entered into arbitral proceedings with the former shareholders of eleven regarding an escrow account and the earn-out consideration related to the purchase agreement of former eleven. With respect to these claims, on March 9, 2017, the arbitrational panel provided their ruling in which it accepted the claims submitted by the former eleven shareholders with respect to the escrow amount and the 2013 earn-out liability. The arbitrational panel also ruled that Cyren pay legal expenses and interest on the claimed amounts, which were reflected in the year ending December 31, 2016 on the Company's balance sheet and in the consolidated statements of operations under adjustment to earn-out consideration. The escrow account has been released to the former shareholders. The arbitrational award related to the 2013 earn-out consideration was declared enforceable by the applicable courts in Germany. Accordingly, on May 30, 2018, the Company paid the portion of the earn-out consideration in the amount of $604 that was declared enforceable by the German district court. The Company did not pay the remainder of the earn-out consideration, including accrued legal and interest, which appear on the Company's consolidated balance sheets as of December 31, 2018, and has filed an appeal to the German Federal Supreme Court challenging the enforceability of the remaining amounts. In February 2019, the parties signed a settlement agreement to resolve all pending claims, and on February 28, 2019 the Company paid $2,680 to settle the earn-out consideration in full. The total amount paid to resolve all claims was $256 less than the accrued liability, which generated "other income" as previously reflected in the consolidated statement of operations for the period ending December 31, 2019. ii. On June 28, 2017 a vendor filed a Statement of Claim in the Tel Aviv District Court (the "SOC"). According to the vendor's SOC, the Company entered into an agreement with the vendor for receipt of services, based on a database developed by the vendor. In September 2015, the Company terminated the agreement with the vendor, effective as of December 31, 2015. The vendor claims that the Company continues to make use of the vendor's database post termination thus breaching the agreement, infringing on the vendor's rights and commercial secrets, and being unjustly enriched. The vendor claimed license fees of approximately $3,150 and an injunction relief ordering the Company and/or its customers to delete any remaining data and to cease from utilizing such data. The Company denied all claims and filed a Statement of Defense on November 15, 2017. Pretrial was scheduled for May 15, 2018. In accordance with the court's recommendation from November 28, 2017, the parties agreed to examine a non-binding mediation process and have appointed a mediator. The parties agreed to conduct a third-party audit of the Company's databases in the scope of the mediation and the audit is currently being conducted. In September 2018 and January 2019, the same vendor filed a lawsuit against two of the Company's customers in the United States. The vendor alleged that the clients misappropriated the vendor's trade secrets and sought injunctive relief and monetary damages in an amount to be determined. Both customers contended that the allegations relate to the services they receive from the Company, and the Company agreed to indemnify both clients against these claims. On September 30, 2019, the court dismissed one of the lawsuits in its entirety for lack of personal jurisdiction and, in the second lawsuit, dismissed part of the claims with prejudice but granted the vendor the right to amend its other claims. On October 31, 2019, the vendor filed an amended complaint. In December 2019, the Company reached a settlement with the vendor. As a part of the settlement, the Company agreed to pay $750; $375 in December 2019 and the remaining portion in January 2020. As of December 31, 2019, the $375 due in Jan 2020 was in accrued expenses and other liabilities on the consolidated balance sheet. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
LEASES | NOTE 8: LEASES The Company leases offices, plants and vehicles under operating leases. For leases with terms greater than 12 months, the Company records the related asset and liability at the present value of lease payments according to their term. Several of the Company's leases include renewal options and some have termination options that are factored into the Company's determination of the lease payments when appropriate. The Company estimates the incremental borrowing rate in order to discount the lease payments based on the information available at the lease commencement date. The Company has various operating leases for office space and vehicles that expire through 2030. Below is a summary of our operating right-of-use assets and operating lease liabilities as of December 31, 2019: Operating lease right-of-use assets $ 8,695 Operating lease liabilities, current $ 1,946 Operating lease liabilities long-term 7,174 Total operating lease liabilities $ 9,120 Minimum lease payments for our right of use assets over the remaining lease periods as of December 31, 2019, are as follows: Year ended December 31, 2020 $ 1,947 2021 1,851 2022 1,253 2023 1,055 2024 1,076 Thereafter 3,222 Total undiscounted lease payments $ 10,404 Less: Interest 1,284 Present value of lease liabilities 9,120 Premises rent expense was $2,094 and $1,749 for the year ended December 31, 2019 and 2018, respectively. As of December 2019, the Company had an additional operating lease that had not yet commenced in the amount of $4,591. This operating lease commenced in February 2020 with a lease term through January 2030. The Company has elected the practical expedient to not separate lease components from non-lease components. The weighted average remaining lease terms and discount rates for all of operating leases were as follows as of December 31, 2019: Remaining lease term and discount rate: Weighted average remaining lease term (years) 6.8 Weighted average discount rate 4.13 % |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
SHAREHOLDERS' EQUITY | NOTE 9: SHAREHOLDERS' EQUITY a. General: Ordinary shares confer upon their holders the right to receive notice to participate and vote in general shareholder meetings of the Company and to receive dividends, if declared. b. Issuance of convertible notes: On December 5, 2018 the Company issued $10,000 aggregate principal amount of convertible notes in a private offering. The notes are unsecured, unsubordinated obligations of Cyren and carry a 5.75% interest rate, payable semi-annually in (i) 50% cash and (ii) 50% cash or ordinary shares at Cyren's election. The notes have a 3-year term and are expected to mature in December 2021, unless converted in accordance with their terms prior to maturity. The notes were issued with a conversion price of $3.90 per share which was subject to adjustment using a weighted average ratchet mechanism based on the size and price of future equity offerings and the total shares outstanding. On November 7, 2019 Cyren announced the closing of a rights offering that raised gross proceeds of $8,019. As a result of this offering, the conversion price of the convertible notes was adjusted to $3.73. In addition, the notes would be subject to immediate conversion upon any change in control in the Company (or subject to repayment if the price in the change in control transaction is less than the conversion price). The Company incurred interest expense $568 and $40 for the years ended December 31, 2019, and 2018, respectively. In June 2019, the Company paid the first of the semi-annual interest payments totaling, $287, of which $215 was paid in cash and the remaining portion through the issuance of 35,950 shares. In December 2019, the Company paid the second of the semi-annual interest payments totaling, $288, of which $216 was paid in cash and the remaining portion through the issuance of 46,532 shares. The Company has accrued interest of $32 and $40 as of December 31, 2019, and 2018 respectively. c. Equity Incentive Plan: In 1996, the Company adopted the 1996 CSI Stock Option Plan for granting options to its U.S. employees and consultants to purchase ordinary shares of the Company, which was replaced in 2006 by the 2006 U.S. Stock Option Plan. Until 1999, the Company issued options to purchase ordinary shares to its Israeli employees pursuant to individual agreements. In 1999, the Company approved the 1999 Section 3(i) share option plan for its Israeli employees and consultants, (which was amended in 2003 and renamed the "Amended and Restated Israeli Share Option Plan"). On December 22, 2016, the Company's shareholders approved a new stock option plan - the 2016 Equity Incentive Plan (the "Equity Incentive Plan"). This plan, along with its respective Israeli appendix, has replaced all existing employee and consultants stock option plans which have terminated. The Equity Incentive Plan allows for the issuance of Restricted Stock Units ("RSUs"), as well as options. The options and RSUs generally vest over a period of four years. Options granted under the Equity Incentive Plan generally expire after six years from the date of grant. Options and RSUs cease vesting upon termination of the optionee's employment or other relationship with the Company. The per share exercise price for options shall be no less than 100% of the fair market value per ordinary share on the date of grant. Any options and RSUs that are canceled or not exercised within the option term become available for future grant. On July 30, 2019, the shareholders of the Company approved an increase in the number of Ordinary Shares reserved for issuance under the 2016 Equity Incentive Plan and its respective Israeli Appendix to a total of 11,200,000. As of December 31, 2019, an aggregate of 8,515,306 ordinary shares of the Company are still available for future grant under the Equity Incentive Plan. d. Non-Employee Directors stock option plan: In 1999, the Company adopted the 1999 Directors Stock Option Plan, and in 2008 shareholders approved an extension of the term of this plan through July 13, 2019. On December 15, 2006, the plan was extended through 2016. On December 22, 2016, the Company's shareholders approved a new stock option plan - the 2016 Non-Employee Director Equity Incentive Plan (the "Non-Employee Director Plan"). This plan, along with its respective Israeli appendix, has replaced all existing Directors stock option plans which have terminated. The Non-Employee Director Plan allows for the issuance of Restricted Stock Units ("RSUs"), as well as options. Each option and RSU granted under the Non-Employee Plan generally vests over a period of four years. Each option has an exercise price equal to the fair market value of the ordinary shares on the grant date of such option. Options granted under the Non-Employee Director Plan generally expire after six years from the date of grant. Options and RSUs cease vesting upon termination of the relationship with the Company. On July 30, 2019 the shareholders of the Company approved an increase in the number of Ordinary Shares reserved for issuance under the Non-Employee Director Plan and its respective Israeli Appendix to a total of 1,150,000 Ordinary Shares. As of December 31, 2019, an aggregate of 1,396,882 ordinary shares of the Company are still available for future grant to non-employee directors. e. A summary of the Company's employees and directors' stock option activity under the plans is as follows: Number of options Weighted average exercise price Weighted average remaining contractual term (years) Aggregate intrinsic value Outstanding at January 1, 2019 6,474,982 $ 2.28 3.39 $ 4,475 Granted 2,760,500 1.90 Exercised (470,899 ) 1.58 Expired and forfeited (1,464,916 ) 2.59 Outstanding at December 31, 2019 7,299,667 $ 2.12 3.81 $ - Options vested and expected to vest at December 31, 2019 6,989,631 $ 2.17 3.74 $ - Exercisable options at December 31, 2019 3,797,668 $ 2.27 2.48 $ - Weighted average fair value of options granted during the year $ 0.72 As of December 31, 2019, the Company had $2,595 of unrecognized compensation expense related to non-vested stock options, expected to be recognized over a remaining weighted average period of 3.0 years. f. The employee and directors' options outstanding as of December 31, 2019, have been separated into ranges of exercise prices, as follows: Outstanding Exercisable Exercise Weighted average remaining Weighted average exercise Weighted average exercise price per Options contractual price per Options price per share outstanding life in years share exercisable share $1.44 - $1.93 2,376,531 4.38 $ 1.62 951,031 $ 1.57 $2.00 - $2.13 2,349,571 4.07 $ 2.06 1,269,571 $ 2.59 $2.14 - $2.75 1,106,701 4.25 $ 2.37 426,543 $ 2.34 $2.90 - $3.07 1,146,364 2.56 $ 2.97 838,703 $ 2.99 $3.20 - $3.32 320,500 .54 $ 3.32 311,820 $ 3.32 7,299,667 3.81 $ 2.16 3,797,668 $ 2.45 g. Options to non-employees and non-directors: Issuance date Options outstanding Exercise price per share Options exercisable Exercisable through May 14, 2014 3,000 $ 3.32 3,000 May-20 February 18, 2015 3,000 $ 3.00 3,000 Feb-21 February 10, 2016 40,000 $ 1.44 40,000 Feb-22 January 24, 2017 25,000 $ 2.00 25,000 Jan-23 71,000 71,000 The options vest and become exercisable at a rate of 1/16 of the options every three months. As of December 31, 2019, the Company did not have any unrecognized compensation expense related to non-employee non-vested stock options. h. A summary of the Company's RSUs activity for employees, directors and non-employees under the plans is as follows: Number of RSUs Weighted Average Awarded and unvested at December 31, 2018 479,000 2.47 Granted 1,421,382 2.00 Vested (126,000 ) 2.42 Forfeited (41,250 ) 2.30 Awarded and unvested at December 31, 2019 1,733,132 2.09 As of December 31, 2019, the Company had approximately $2,150 of unrecognized compensation expense related to RSUs, expected to be recognized over a weighted average period of 3.12 years. i. The total stock-based compensation expense related to all of the Company's equity-based awards, recognized for the years ended December 31, 2019 and 2018, was as follows: Year ended 2019 2018 Cost of revenues $ 241 $ 174 Research and development 467 407 Sales and marketing 356 387 General and administrative 1,296 472 $ 2,360 $ 1,440 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 10: INCOME TAXES a. Corporate tax structure: i. Corporate tax rates and real capital gains tax in Israel were 23% in 2019 and 2018. ii. The Company's German subsidiary is subject to German tax at a consolidated rate of approximately 30%. iii. Other Non-Israeli subsidiaries are taxed according to the tax laws in their respective countries of residence. The Company does not provide deferred tax liabilities when it intends to reinvest earnings of foreign subsidiaries indefinitely. As of December 31, 2019, and 2018, there are no undistributed earnings of foreign subsidiaries. b. Tax benefits under Israel's Law for the Encouragement of Industry (Taxation), 1969: The Company may currently qualify as an "industrial company" within the definition of the Law for the Encouragement of Industry (Taxation), as such, it may be eligible for certain tax benefits, including, inter alia, special depreciation rates for machinery, equipment and buildings, amortization of patents, certain other intangible property rights and deduction of share issuance expenses. c. Net operating loss carry-forwards: As of December 31, 2019, Cyren's net operating loss carryforwards for tax purposes amounted to $91,682 and capital loss carryforwards of $17,846 which may be carried forward and offset against taxable income in the future, for an indefinite period. As of December 31, 2019, the U.S. subsidiary had net operating loss carryforwards of $39,720 for federal tax purposes and $11,090 for state tax purposes. These losses may offset any future U.S. taxable income of the U.S. subsidiary and will expire in the years 2020 through 2039. Management currently believes that based upon its estimations for future taxable income, it is more likely than not that the deferred tax assets regarding the loss carryforwards will not be utilized in the foreseeable future. Thus, a valuation allowance was provided to reduce deferred tax assets to their realizable value. d. Deferred income taxes: Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. As of December 31, 2019, and 2018, the Company's deferred taxes were in respect of the following: December 31, 2019 2018 Deferred tax assets: Net operating loss carryforwards $ 29,532 $ 27,325 Capital loss carryforwards 4,105 4,099 Other 4,357 3,290 Deferred tax assets before valuation allowance 37,994 34,714 Valuation allowance (37,044 ) (33,634 ) Deferred tax asset, net of valuation allowance 950 1,080 Deferred tax liabilities: Intangibles (1,497 ) (1,973 ) Temporary Differences (249 ) (237 ) Deferred tax liability (1,746 ) (2,210 ) Deferred tax liability, net (*) $ (796 ) $ (1,130 ) (*) The entire amount is due to foreign deferred taxes e. Reconciliation of the theoretical tax benefit (expense): For the year ended December 31, 2019, the main reconciling item between the Company's statutory tax rate and the effective tax rate relates to the increase in the valuation allowance in the amount of $1,096 due to the increase in carryforward losses. For the year ended December 31, 2018, the main reconciling item between the Company's statutory tax rate and the effective tax rate relates to the increase in the valuation allowance in the amount of $3,754 due to the increase in carryforward losses. The statutory tax rate used in the reconciliation is the Israeli corporate tax rate. f. Loss before tax benefit (expense) consists of the following: Year ended 2019 2018 Domestic $ (11,503 ) $ (13,570 ) Foreign (6,627 ) (5,997 ) Loss before tax benefit (expense) $ (18,130 ) $ (19,567 ) g. Tax benefit (expense) is comprised of the following: Year ended 2019 2018 Current taxes: Foreign $ (204 ) $ (28 ) Domestic - - $ (204 ) $ (28 ) Deferred taxes: Foreign $ 316 $ 181 Domestic - - $ 316 $ 181 Tax benefit (expense), net $ 112 $ 153 h. A reconciliation of the beginning and ending amount of unrecognized tax benefits related to uncertain tax positions is as follows: December 31, 2019 2018 Beginning balance $ 354 $ 272 Increases (decrease) related to tax positions taken during prior years 123 94 Effect of exchange rate (7 ) (12 ) Ending balance $ 470 $ 354 The entire amount of unrecognized tax benefits, if recognized, would reduce the Company's annual effective tax rate. Unrecognized tax benefits are presented on the consolidated balance sheets under other long-term liabilities. i. Tax assessments: As of December 31, 2019, the Company and certain of its subsidiaries filed Israeli and foreign income tax returns. The statute of limitations relating to the consolidated Israeli income tax return is closed for all tax years up to and including 2015. The statute of limitations related to tax returns of the Company's U.S subsidiary is closed for all tax years up to and including 2015. The statute of limitations related to tax returns of the Company's German subsidiary is closed for all tax years up to and including 2014. The Company believes that it has adequately provided for reasonably foreseeable outcomes related to tax audits and settlements. The final tax outcome of any Company tax audits could be different from that which is reflected in the Company's income tax provisions and accruals. Such differences could have a material effect on the Company's income tax provision and net income (loss) in the period in which such determination is made. |
Segment and Geographic Informat
Segment and Geographic Information | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
SEGMENT AND GEOGRAPHIC INFORMATION | NOTE 11: SEGMENT AND GEOGRAPHIC INFORMATION Operating segments are reported in a manner consistent with the internal reporting supported and defined by the components of an enterprise about which separate financial information is available, provided and is evaluated regularly by the chief operating decision maker in deciding how to allocate resources and in assessing performance. The Company's chief operating decision maker is its Chief Executive Officer. The Company's Chief Executive Officer reviews financial information presented on a consolidated basis. The company has one business activity, and there are no segment managers who are held accountable for operations, operating results and plans for levels or components below the consolidated unit level. Accordingly, the Company determined that it has one operating and reportable segment. a. The following sets forth total revenue by solutions offered by geographic area based on billing address of the customer: Year ended 2019 2018 United States $ 17,971 $ 16,391 Europe 12,379 14,318 Asia Pacific 2,530 2,625 Israel 5,188 2,261 Other 323 305 $ 38,391 $ 35,900 b. Major customers: During the year ended December 31, 2019, 20% of the Company's revenues were derived from customer A. During the year ended December 31, 2018, 17% of the Company's revenues were derived from customer A. c. Remaining performance obligations: As of December 31, 2019, approximately $38,253 of revenue is expected to be recognized from remaining performance obligations that are unsatisfied (or partially unsatisfied) for non-cancelable contracts. The Company expects to recognize revenue on approximately 70% of these remaining performance obligations in 2020, and approximately 25% in 2021, with the remainder recognized thereafter. d. The following sets forth the Company's property and equipment, net by geographic area: December 31 2019 2018 Israel $ 1,291 $ 1,217 United States 1,527 1,623 Germany 1,345 1,453 Other 247 315 $ 4,410 $ 4,608 |
Financial Expense, Net
Financial Expense, Net | 12 Months Ended |
Dec. 31, 2019 | |
Other Income and Expenses [Abstract] | |
FINANCIAL EXPENSE, NET | NOTE 12: FINANCIAL EXPENSE, NET Year ended December 31, 2019 2018 Income: Interest on cash and cash equivalents $ 32 $ 58 Expenses: Interest and accretion of discount (565 ) (135 ) Foreign currency exchange differences, net (130 ) (131 ) Other (64 ) (47 ) (759 ) (313 ) $ (727 ) $ (255 ) |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
RELATED PARTIES | NOTE 13: RELATED PARTIES a. Balances with related parties: December 31 2019 2018 Prepaid expenses (*) $ - $ 6 Interest expense accrual (**) 32 40 Long term Convertible Note (***) 10,000 10,000 (*) Related to a software license agreement with a related party. See note 13b. for further details. (**) Related to the semi-annual interest payable due in June and December related to the Convertible Note entered into December 5, 2018. See note 9b. for further details. ( ***) Related to the Convertible Note entered into December 5, 2018. See note 9b. for further details. b. Transactions with related parties: Year ended December 31, 2019 2018 Interest expense $ 567 $ 40 Software licensing expenses (**) $ - $ 25 (*) Related to the semi-annual interest payable due in June and December related to the Convertible Note entered into December 5, 2018. See note 9b. for further details. (**) Expenses arising from a software licensing agreement which was executed in March 2017. At the time of execution, the vendor was not a related party. On December 24, 2017, upon completion of the tender offer by WP, the vendor became a related party. The expenses were recorded under research and development expenses net, on the consolidated statements of operations. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 14: SUBSEQUENT EVENTS The Company has evaluated all subsequent events through the filing date of this Form 10-K with the SEC, to ensure that this filing includes appropriate disclosure of events both recognized in the financial statements as of December 31, 2019, and events which occurred subsequently but were not recognized in the financial statements. Except as note below, there were no other subsequent events which required recognition, adjustment to or disclosure in the financial statements. Issuance of new convertible debentures In March 2020, the Company entered into purchase agreements with a select group of accredited and institutional investors for the purchase of $10.25 million aggregate principal amount of convertible debentures in a private placement. Upon the closing, we received net proceeds of approximately $9.6 million after deducting placement agent and escrow agent fees and expenses. The debentures are unsecured, subordinated obligations of Cyren and carry a 5.75% interest rate per annum, payable semi-annually in cash or ordinary shares at Cyren's election. The debentures have a four-year term and mature in March 2024, unless converted in accordance with their terms prior to maturity. The debentures have a conversion price of $0.75 per share and are convertible into 1,333 ordinary shares per $1,000 principal amount of debentures. The conversion price is subject to adjustment based on the price and timing of future equity offerings and other customary adjustments. Upon the satisfaction of price and other conditions, Cyren has the right to force the conversion of the debentures. |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Use of estimates: | a. Use of estimates: The preparation of consolidated financial statements in conformity with U.S. GAAP requires management to make estimates, judgments and assumptions. The Company's management believes that the estimates, judgments and assumptions used are reasonable based upon information available at the time they are made. These estimates, judgments and assumptions can affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from those estimates. |
Financial statements in U.S. dollars: | b. Financial statements in U.S. dollars: Cyren's revenues, and certain of its subsidiary's revenues, are generated mainly in U.S. dollars. In addition, most of their costs are incurred in U.S. dollars. The Company's management believes that the U.S. dollar is the primary currency of the economic environment in which Cyren and certain of its subsidiaries operate. Thus, the functional and reporting currency of Cyren and certain of its subsidiaries is the U.S. dollar. Cyren and certain subsidiaries' transactions and balances denominated in U.S. dollars are presented at their original amounts. Non-dollar transactions and balances have been re-measured to U.S. dollars in accordance with ASC 830, "Foreign Currency Matters". All transaction gains and losses from re-measurement of monetary balance sheet items denominated in non-dollar currencies are reflected in the statements of operations as financial income or expenses, as appropriate. For those subsidiaries whose functional currency has been determined to be their local currency, assets and liabilities are translated at year-end exchange rates and statements of operations items are translated at average exchange rates prevailing during the year. Such translation adjustments are recorded as a separate component of accumulated other comprehensive income (loss) in shareholders' equity. |
Principles of consolidation: | c. Principles of consolidation: The consolidated financial statements include the accounts of Cyren and its subsidiaries. All intercompany balances and transactions have been eliminated upon consolidation. |
Cash equivalents: | d. Cash equivalents: Cash equivalents are short-term highly liquid investments that are readily convertible to cash with original maturities of three months or less at acquisition. |
Restricted deposits: | e. Restricted deposits: The Company maintains certain deposits amounts restricted as to withdrawal or use. On December 31, 2019, the Company maintained a balance of $576 which is restricted and is held as collateral for a bank guarantee and a letter of credit provided to the lessors of two of the Company's offices. The balance is presented on the balance sheets within the long-term restricted lease deposits balance. |
Property and equipment: | f. Property and equipment: Property and equipment are stated at cost, net of accumulated depreciation. Depreciation of leasehold improvements is computed using the straight-line method over the shorter of the lease term or the estimated useful life of the asset or improvement. Cost of maintenance and repairs are expensed as incurred. Depreciation is calculated using the straight-line method over the estimated useful lives of the assets as outlined below: Useful Life (In Years) Cost: Computers and peripheral equipment 3-11 Office furniture and equipment 3-14 Leasehold improvements 3-10 |
Intangible assets: | g. Intangible assets: Intangible assets that are not considered to have an indefinite useful life are amortized over their estimated useful lives, which range from 1 to 20 years. Acquired customer contracts and relationships are amortized over their estimated useful lives in proportion to the economic benefits realized. This accounting policy results in accelerated amortization of such customer contracts and relationships arrangements as compared to the straight-line method. Technology, Intellectual Property and Trademark are amortized over their estimated useful lives on a straight-line basis. |
Impairment of long-lived assets: | h . Impairment of long-lived assets: The Company's long-lived assets (assets group) to be held or used, including right-of-use assets and identifiable intangibles are reviewed for impairment in accordance with ASC 360 "Property, Plant and Equipment", whenever events or changes in circumstances indicate that the carrying amount of an asset may not be recoverable. Recoverability of these assets is measured by comparison of the carrying amount of each asset group to the future undiscounted cash flows the asset group is expected to generate. If the asset is considered to be impaired, the amount of any impairment is measured as the difference between the carrying value and the fair value of the impaired asset. In the fourth quarter of 2019, we have recognized an impairment loss of $224 related to, an acquired intangible asset from a prior acquisition. We have determined that the benefit of the acquired R&D would not be realized. This amount has been recognized in cost of revenue. The Company did not record an impairment related to the year-ended December 31, 2018. |
Goodwill: | i. Goodwill: Goodwill represents the excess of the purchase price in a business combination over the fair value of net tangible and intangible assets acquired. Goodwill is not amortized, but rather is subject to an impairment test. The Company performs an annual impairment test at December 31, of each fiscal year, or more frequently if impairment indicators are present. The Company operates in one operating segment, and this segment comprises its only reporting unit. ASC 350 prescribes a two-phase process for impairment testing of goodwill. The first phase screens for impairment, while the second phase (if necessary) measures impairment. Goodwill impairment is deemed to exist if the net book value of a reporting unit exceeds its estimated fair value determined using market capitalization. In such case, the second phase is then performed, and the Company measures impairment by comparing the carrying amount of the reporting unit's goodwill to the implied fair value of that goodwill. An impairment loss is recognized in an amount equal to the excess. ASC 350 allows an entity to first assess qualitative factors to determine whether it is necessary to perform the two-step quantitative goodwill impairment test. An entity is not required to calculate the fair value of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair value is less than its carrying amount. Alternatively, ASC 350 permits an entity to bypass the qualitative assessment for any reporting unit and proceed directly to performing the first step of the goodwill impairment test. Accordingly, the Company elected to proceed directly to the first step of the quantitative goodwill impairment test and compares the fair value of the reporting unit with its carrying value. For each of the two years in the period ended December 31, 2019, no impairment losses have been identified. |
Fair value measurements: | j. Fair value measurements: The carrying amounts of cash and cash equivalents, trade receivables, prepaid expenses, other receivables, trade payables and other payables, approximate their fair values due to the short-term maturities of such financial instruments. Fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or a liability. A three-tiered fair value hierarchy is established as a basis for considering such assumptions and for inputs used in the valuation methodologies in measuring fair value: Level 1 - Quoted prices (unadjusted) in active markets for identical assets or liabilities that the Company can access at the measurement date. Level 2 - Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. Level 3 - Unobservable inputs for the asset or liability. The availability of observable inputs can vary from instrument to instrument and is affected by a wide variety of factors, including, for example, the type of instrument, the liquidity of markets and other characteristics particular to the transaction. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires more judgment and the instruments are categorized as Level 3. The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. |
Derivative financial instruments: | k. Derivative financial instruments: The Company accounts for derivatives based on ASC 815 ("Derivatives and Hedging"). ASC 815 requires the Company to recognize all derivatives on the balance sheet at fair value. Under these standards, the Company separately accounts for the liability and derivative component as an implicit or explicit term that affects some or all of the cash flows or the value of other exchanges required by a contract in a manner similar to a derivative instrument. The derivative component at issuance is recognized at fair value, based on the fair value of a similar instrument that does not have a conversion feature. The liability component is presented at its discounted value based on the excess of the principal amount of the debentures over the fair value of the derivative component, after adjusting for an allocation of debt issuance costs. The effective portion of the gain or loss on the derivative instrument is reported in the consolidated statements of operations under financial expenses, net. |
Revenue recognition: | l . Revenue recognition: The Company derives its revenues in accordance with ASC 606 from the sale of real-time cloud-based services for each of Cyren's email security, web security, antimalware and advanced threat protection offerings. The Company sells all of its solutions as subscription services, either through OEMs, which are considered end-users, or as complete security services directly to enterprises. The Company recognizes revenue under the core principle that transfer of control to the Company's customers should be depicted in an amount reflecting the consideration the Company expects to receive in revenue. In order to achieve that core principle, the Company applies the following five-step approach: 1) Identification of the contract, or contracts, with the customer 2) Identification of the performance obligation in the contract 3) Determination of the transaction price - The transaction price is determined based on the consideration to which the Company expects to be entitled in exchange for transferring services and products to the customer. Variable consideration is included in the transaction price if, in the Company's judgment, it is probable that a significant future reversal of cumulative revenue under the contract will not occur. Generally, the Company does not provide price protection, stock rotation, rebates, or right of return. In 2019, one contract contained a significant financing component. Variable Consideration - 4) Allocation of the transaction price to the performance obligations in the contract - 5) Recognition of revenue when, or as, the Company satisfies a performance obligation Subscription Service Revenue Deferred Revenue - In the event cash payments were not received in advance and the issuance of the invoice resulted only in entry to trade receivables and deferred revenue, these amounts would not be reflected on the balance sheet. Deferred commissions The Company capitalizes sales commissions paid to internal sales personnel that are generally incremental to the acquisition of customer contracts. These costs are recorded as deferred commissions on the consolidated balance sheets. The Company determines whether costs should be deferred based on its sales compensation plans, if the commissions are incremental and would not have occurred absent the customer contract. Sales commissions for renewal of a subscription contract are not considered commensurate with the commissions paid for the acquisition of the initial subscription contract given the substantive difference in commission rate between new and renewal contracts. Commissions paid upon the initial acquisition of a contract are amortized over an estimated period of benefit while commissions paid related to renewal contracts are amortized over a contractual renewal period. Amortization is recognized based on the expected future revenue streams under the customer contracts. Amortization of deferred sales commissions is included in sales and marketing expense in the accompanying consolidated statements of operations. The Company determines the period of benefit for commissions paid for the acquisition of the initial subscription contract by taking into consideration factors such as peer estimates of technology lives, and customer lives as well as the Company's own historical data. The Company classifies deferred commissions as current or long-term based on the timing of when the Company expects to recognize the expense. The Company periodically reviews these deferred commission costs to determine whether events or changes in circumstances have occurred that could impact the period of benefit of these deferred contract acquisition costs. There were no material impairment losses recorded during the periods presented. For the years ended December 31, 2019 and 2018, the Company capitalized $961 and $2,307 of commission costs, respectively, and amortized $1,199 and 1,351, respectively. |
Research and development costs, net: | m. Research and development costs, net: Research and development costs are charged to statements of operations as incurred, except for capitalized technology. |
Capitalized technology: | n . Capitalized technology: The Company capitalizes development costs incurred during the application development stage which are related to internal-use technology that supports its security services. Costs related to preliminary project activities and post implementation activities are expensed as incurred as research and development costs on the statements of operations. Capitalized internal-use technology is included in intangible assets on the balance sheet and is amortized on a straight-line basis over its estimated useful life, which is generally one to three years. Amortization expenses are recognized under cost of goods sold. Management evaluates the useful lives of these assets on an annual basis and tests for impairment whenever events or changes in circumstances occur that could impact the recoverability of these assets. |
Government grants: | o. Government grants: The Company received Israeli government grants for funding certain approved research and development projects. These grants are recognized at the time the Company is entitled to such grants, on the basis of the related costs incurred and recorded as a deduction of research and development costs. The deduction in research and development costs due to government grants amounted to $0 and $69 in 2019 and 2018, respectively. |
Concentrations of credit risk: | p. Concentrations of credit risk: The Company has no significant off-balance-sheet concentration of credit risk. Financial instruments that potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents and trade receivables. The majority of the Company's cash and cash equivalents are invested in dollars and are deposited in major banks in the United States, Germany, Iceland, UK and Israel. Such investments in the United States may be in excess of insured limits and are not insured in other jurisdictions. Management believes that the financial institutions that hold the Company's investments are institutions with high credit standing, and accordingly, minimal credit risk exists with respect to these investments. The trade receivables of the Company are derived from transactions with companies located primarily in North America, Europe, Israel and Asia. An allowance for doubtful accounts is determined with respect to those amounts that the Company has determined to be doubtful of collection. The provision for doubtful accounts amounted $129 and $20 at December 31, 2019 and 2018, respectively. Bad debt expense for December 31, 2019 was $138 and a benefit of $52 for December 31, 2018. |
Accounting for stock-based compensation: | q. Accounting for stock-based compensation: ASC 718 - "Compensation-stock Compensation"- ("ASC 718") requires companies to estimate the fair value of equity-based payment awards on the date of grant using an option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as an expense over the requisite service periods in the Company's consolidated statements of operations. The Company recognizes compensation expense for the value of its awards on a straight-line basis over the requisite service period of each of the awards, net of estimated forfeitures. Estimated forfeitures are based on actual historical pre-vesting forfeitures. ASC 718 requires forfeitures to be estimated at the time of grant and revised, if necessary, in subsequent periods if actual forfeitures differ from those estimates. Estimated forfeitures are based on actual historical pre-vesting forfeitures (pursuant to the adoption of ASU 2016-09, the Company made a policy election to estimate the number of awards that are expected to vest). The Company estimates the fair value of stock options granted using the Black-Scholes option-pricing model. The option-pricing model requires a number of assumptions, of which the most significant are the expected stock price volatility and the expected option term. Expected volatility was calculated based upon actual historical stock price movements over the most recent periods ending on the grant date, equal to the expected term of the options. The expected term of options granted represents the period of time that options granted are expected to be outstanding, based upon historical experience. The risk-free interest rate is based on the yield from U.S. treasury bonds with an equivalent term. The Company has historically not paid dividends and has no foreseeable plans to pay dividends. The fair value for options granted in 2019 and 2018 is estimated at the date of grant using a Black-Scholes options pricing model with the following assumptions: Year ended Stock options 2019 2018 Volatility 46%-50 % 49%-51 % Risk-free interest rate 1.5%-2.5 % 2.3%-3.1 % Dividend yield 0 % 0 % Expected term (years) 3.7-4.0 3.6-5.0 |
Basic and diluted loss per share: | r. Basic and diluted loss per share: Basic loss per share has been computed using the weighted-average number of ordinary shares outstanding during the year. Diluted loss per share is computed based on the weighted average number of ordinary shares outstanding during each year, plus the weighted average number of dilutive potential ordinary shares considered outstanding during the year. In 2019 and 2018 there is no difference between the denominator of basic and diluted loss per share. |
Severance pay: | s . Severance pay: The Company's liability for severance pay in Israel is calculated pursuant to Israel's Severance Pay Law based on the most recent salary of the employees multiplied by the number of years of employment as of the balance sheet date. Employees are entitled to one month's salary for each year of employment or a portion thereof. The Company's obligation for all of its Israeli employees is fully provided by monthly deposits with severance pay funds and insurance policies, and by an accrual. The value of those funds and policies is recorded as an asset in the Company's balance sheet. The deposited funds include profits and losses accumulated up to the balance sheet date. The deposited funds may be withdrawn only upon the fulfillment of the obligation pursuant to Israel's Severance Pay Law or labor agreements. The value of the deposited funds is based on the cash surrendered value of these policies. Effective October 2014, the Company's agreements with new employees in Israel, are under Section 14 of the Severance Pay Law, 1963. The Company's contributions for severance pay have replaced its severance obligation. Upon contribution of the full amount of the employee's monthly salary for each year of service, no additional calculations are conducted between the parties regarding the matter of severance pay and no additional payment is made by the Company to the employee. Further, the related obligation and amounts deposited on behalf of the employee for such obligation are not stated on the balance sheet, as the Company is legally released from the obligation to employees once the deposit amounts have been paid. Severance benefit for the years ended December 31, 2019 and 2018 was $47 and $108, respectively. |
Treasury shares: | t . Treasury shares: The Company repurchases its ordinary shares from time to time on the open market and holds such shares as treasury shares. The Company presents the cost to repurchase treasury shares as a reduction in shareholders' equity. The Company reissues treasury shares under the stock purchase plan, upon exercise of option and upon issuance of shares upon acquisitions. Reissuance of treasury shares is accounted for in accordance with ASC 505-30 whereby gains are credited to additional paid-in capital and losses are charged to additional paid-in capital to the extent that previous net gains are included therein; otherwise to accumulated deficit. The Company's treasury share balance was $0.0 and $998 as of December 31, 2019 and 2018, respectively. |
Income taxes: | u . Income taxes: The Company accounts for income taxes in accordance with ASC 740, "Income Taxes" ("ASC 740"). ASC 740 prescribes the use of the liability method whereby deferred tax asset and liability account balances are determined based on differences between financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates and laws that will be in effect when the differences are expected to reverse. The Company provides a valuation allowance to reduce deferred tax assets to amounts more likely than not to be realized. ASC 740 contains a two-step approach to recognizing and measuring a liability for uncertain tax positions. The first step is to evaluate the tax position taken or expected to be taken in a tax return by determining if the weight of available evidence indicates that it is more likely than not that, on an evaluation of the technical merits, the tax position will be sustained on audit, including resolution of any related appeals or litigation processes. The second step is to measure the tax benefit as the largest amount that is more than 50% (cumulative basis) likely to be realized upon ultimate settlement. |
Comprehensive loss: | v. Comprehensive loss: The Company accounts for comprehensive loss in accordance with ASC No. 220, "Comprehensive Income". Comprehensive loss generally represents all changes in shareholders' equity during the period except those resulting from investments by, or distributions to, shareholders. The Company determined that its items of other comprehensive income (loss) relate to gains and losses from functional currency translation adjustments on behalf of subsidiaries whose functional currency has been determined to be their local currency. |
Recently issued and adopted pronouncements: | w . Recently issued and adopted pronouncements: In February 2016, the FASB issued ASU 2016-02, "Leases", on the recognition, measurement, presentation and disclosure of leases for both parties to a contract (i.e., lessees and lessors). The new standard supersedes the lease requirements in Accounting Standards Codification (ASC) Topic 840, "Leases" and requires lessees, to classify leases as either finance or operating leases based on the principle of whether or not the lease is effectively a financed purchase by the lessee. This classification will determine whether lease expense is recognized based on an effective interest method or on a straight-line basis over the term of the lease, respectively. A lessee is also required to record a right-of-use asset and a lease liability for all leases with a term greater than 12 months regardless of their classification. Leases with a term of 12 months or less will be accounted for in a manner similar to the accounting under existing guidance for operating leases today. The new standard requires lessors to account for leases using an approach that is substantially equivalent to existing guidance for sales-type leases, direct financing leases and operating leases. The Company adopted ASU 2016-02 as of January 1, 2019, using the modified retrospective approach. For additional information regarding the Company's accounting for leases, please refer to Note 8. In June 2018, the FASB issued ASU No. 2018-07, "Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting." These amendments expand the scope of Topic 718, Compensation - Stock Compensation (which currently only includes stock-based payments to employees) to include stock-based payments issued to nonemployees for goods or services. Consequently, the accounting for stock-based payments to nonemployees and employees will be substantially aligned. This ASU supersedes Subtopic 505-50, Equity - Equity-Based Payments to Non-Employees. Adoption of this standard had an immaterial impact on the Company's consolidated financial statement. |
New accounting pronouncements not yet adopted: | x . New accounting pronouncements not yet adopted: In August 2018, the FASB issued ASU No. 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract In January 2017, the FASB issued ASU 2017-04, Intangibles-Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment. ASU 2017-04 eliminates step two of the goodwill impairment test and specifies that goodwill impairment should be measured by comparing the fair value of a reporting unit with its carrying amount. Additionally, the amount of goodwill allocated to each reporting unit with a zero or negative carrying amount of net assets should be disclosed. ASU 2017-04 is effective for annual or interim goodwill impairment tests performed in fiscal years beginning after December 15, 2019, and early adoption is permitted. The Company is currently assessing the impact of the adoption of this standard on its consolidated financial statements and footnote disclosures. The Company does not expect that adoption of this standard will have a material impact on its consolidated financial statements In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. ASU 2016-13 amends the impairment model to utilize an expected loss methodology in place of the currently used incurred loss methodology, which will result in the more timely recognition of losses. The new accounting standard will be effective for the fiscal year beginning on January 1, 2020, including interim periods within that year. The Company does not expect that adoption of this standard will have a material impact on its consolidated financial statements |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of depreciation is calculated using the straight-line method over estimated useful lives of assets | Useful Life (In Years) Cost: Computers and peripheral equipment 3-11 Office furniture and equipment 3-14 Leasehold improvements 3-10 |
Schedule of share-based payment award, stock options, valuation assumptions | Year ended Stock options 2019 2018 Volatility 46%-50 % 49%-51 % Risk-free interest rate 1.5%-2.5 % 2.3%-3.1 % Dividend yield 0 % 0 % Expected term (years) 3.7-4.0 3.6-5.0 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of property and equipment, net | December 31 2019 2018 Cost: Computers and peripheral equipment $ 12,965 $ 10,801 Office furniture and equipment 977 978 Leasehold improvements 812 825 14,754 12,604 Less accumulated depreciation (10,344 ) (7,996 ) Property and equipment, net $ 4,410 $ 4,608 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of definite-lived intangible assets | December 31, 2019 2018 Original amounts: Customer contracts and relationships $ 5,144 $ 5,200 Technology 21,965 (*) 18,768 (*) Trademarks 1,574 1,586 Total original amounts 28,683 25,554 Accumulated amortization: Customer contracts and relationships (4,400 ) (4,107 ) Technology (14,183 ) (11,661 ) Trademarks (1,134 ) (984 ) Accumulated amortization (19,717 ) (16,752 ) Intangible assets, net $ 8,966 $ 8,802 (*) Includes $14,852 and $10,971 capitalized technology as of December 31, 2019 and 2018, respectively. Capitalized technology includes $5,303 and $1,423 for which amortization has not yet begun as of December 31, 2019 and 2018, respectively. |
Schedule of weighted average annual rates of amortization for intangible assets | (In Years) Customer contracts and relationships 10.6 Technology 3.6 Trademarks 2.8 |
Schedule of estimated aggregate amortization expenses for five succeeding fiscal years | 2020 $ 2,335 2021 2,601 2022 2,435 2023 1,033 2024 138 Thereafter 424 Total $ 8,966 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of changes in carrying amount of goodwill | Year ended 2019 2018 Balance at the beginning of the year $ 20,519 $ 21,128 Foreign currency translation adjustments (273 ) (609 ) Balance at the year end $ 20,246 $ 20,519 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases | |
Schedule of operating right-of-use assets and operating lease liabilities | Operating lease right-of-use assets $ 8,695 Operating lease liabilities, current $ 1,946 Operating lease liabilities long-term 7,174 Total operating lease liabilities $ 9,120 |
Schedule of future minimum lease payments | Year ended December 31, 2020 $ 1,947 2021 1,851 2022 1,253 2023 1,055 2024 1,076 Thereafter 3,222 Total undiscounted lease payments $ 10,404 Less: Interest 1,284 Present value of lease liabilities 9,120 |
Schedule of weighted average remaining lease terms and discount rates for all of operating leases | Remaining lease term and discount rate: Weighted average remaining lease term (years) 6.8 Weighted average discount rate 4.13 % |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Equity [Abstract] | |
Schedule of employees and directors stock option activity | Number of options Weighted average exercise price Weighted average remaining contractual term (years) Aggregate intrinsic value Outstanding at January 1, 2019 6,474,982 $ 2.28 3.39 $ 4,475 Granted 2,760,500 1.90 Exercised (470,899 ) 1.58 Expired and forfeited (1,464,916 ) 2.59 Outstanding at December 31, 2019 7,299,667 $ 2.12 3.81 $ - Options vested and expected to vest at December 31, 2019 6,989,631 $ 2.17 3.74 $ - Exercisable options at December 31, 2019 3,797,668 $ 2.27 2.48 $ - Weighted average fair value of options granted during the year $ 0.72 |
Schedule of employee and directors options outstanding | Outstanding Exercisable Exercise Weighted average remaining Weighted average exercise Weighted average exercise price per Options contractual price per Options price per share outstanding life in years share exercisable share $1.44 - $1.93 2,376,531 4.38 $ 1.62 951,031 $ 1.57 $2.00 - $2.13 2,349,571 4.07 $ 2.06 1,269,571 $ 2.59 $2.14 - $2.75 1,106,701 4.25 $ 2.37 426,543 $ 2.34 $2.90 - $3.07 1,146,364 2.56 $ 2.97 838,703 $ 2.99 $3.20 - $3.32 320,500 .54 $ 3.32 311,820 $ 3.32 7,299,667 3.81 $ 2.16 3,797,668 $ 2.45 |
Schedule of options to non-employees | Issuance date Options outstanding Exercise price per share Options exercisable Exercisable through May 14, 2014 3,000 $ 3.32 3,000 May-20 February 18, 2015 3,000 $ 3.00 3,000 Feb-21 February 10, 2016 40,000 $ 1.44 40,000 Feb-22 January 24, 2017 25,000 $ 2.00 25,000 Jan-23 71,000 71,000 |
Schedule of RSUs activity | Number of RSUs Weighted Average Awarded and unvested at December 31, 2018 479,000 2.47 Granted 1,421,382 2.00 Vested (126,000 ) 2.42 Forfeited (41,250 ) 2.30 Awarded and unvested at December 31, 2019 1,733,132 2.09 |
Schedule of stock-based compensation expense | Year ended 2019 2018 Cost of revenues $ 241 $ 174 Research and development 467 407 Sales and marketing 356 387 General and administrative 1,296 472 $ 2,360 $ 1,440 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of deferred taxes | December 31, 2019 2018 Deferred tax assets: Net operating loss carryforwards $ 29,532 $ 27,325 Capital loss carryforwards 4,105 4,099 Other 4,357 3,290 Deferred tax assets before valuation allowance 37,994 34,714 Valuation allowance (37,044 ) (33,634 ) Deferred tax asset, net of valuation allowance 950 1,080 Deferred tax liabilities: Intangibles (1,497 ) (1,973 ) Temporary Differences (249 ) (237 ) Deferred tax liability (1,746 ) (2,210 ) Deferred tax liability, net (*) $ (796 ) $ (1,130 ) (*) The entire amount is due to foreign deferred taxes |
Schedule of loss before tax benefit (expense) | Year ended 2019 2018 Domestic $ (11,503 ) $ (13,570 ) Foreign (6,627 ) (5,997 ) Loss before tax benefit (expense) $ (18,130 ) $ (19,567 ) |
Schedule of tax benefit (expense) | Year ended 2019 2018 Current taxes: Foreign $ (204 ) $ (28 ) Domestic - - $ (204 ) $ (28 ) Deferred taxes: Foreign $ 316 $ 181 Domestic - - $ 316 $ 181 Tax benefit (expense), net $ 112 $ 153 i. A reconciliation of the beginning and ending amount of unrecognized tax benefits related to uncertain tax positions is as follows: |
Scheldule of unrecognized tax benefits related to uncertain tax positions | December 31, 2019 2018 Beginning balance $ 354 $ 272 Increases (decrease) related to tax positions taken during prior years 123 94 Effect of exchange rate (7 ) (12 ) Ending balance $ 470 $ 354 |
Segment and Geographic Inform_2
Segment and Geographic Information (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Segment Reporting [Abstract] | |
Schedule of total revenue by solutions offered by geographic area | Year ended 2019 2018 United States $ 17,971 $ 16,391 Europe 12,379 14,318 Asia Pacific 2,530 2,625 Israel 5,188 2,261 Other 323 305 $ 38,391 $ 35,900 |
Schedule of net amount of property and equipment | December 31 2019 2018 Israel $ 1,291 $ 1,217 United States 1,527 1,623 Germany 1,345 1,453 Other 247 315 $ 4,410 $ 4,608 |
Financial Expense, Net (Tables)
Financial Expense, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Other Income and Expenses [Abstract] | |
Schedule of financial expense, net | Year ended December 31, 2019 2018 Income: Interest on cash and cash equivalents $ 32 $ 58 Expenses: Interest and accretion of discount (565 ) (135 ) Foreign currency exchange differences, net (130 ) (131 ) Other (64 ) (47 ) (759 ) (313 ) $ (727 ) $ (255 ) |
Related Parties (Tables)
Related Parties (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Related Party Transactions [Abstract] | |
Schedule of related party balances | December 31 2019 2018 Prepaid expenses (*) $ - $ 6 Interest expense accrual (**) 32 40 Long term Convertible Note (***) 10,000 10,000 (*) Related to a software license agreement with a related party. See note 13b. for further details. (**) Related to the semi-annual interest payable due in June and December related to the Convertible Note entered into December 5, 2018. See note 9b. for further details. ( ***) Related to the Convertible Note entered into December 5, 2018. See note 9b. for further details. |
Schedule of related party transactions | Year ended December 31, 2019 2018 Interest expense $ 567 $ 40 Software licensing expenses (**) $ - $ 25 (*) Related to the semi-annual interest payable due in June and December related to the Convertible Note entered into December 5, 2018. See note 9b. for further details. (**) Expenses arising from a software licensing agreement which was executed in March 2017. At the time of execution, the vendor was not a related party. On December 24, 2017, upon completion of the tender offer by WP, the vendor became a related party. The expenses were recorded under research and development expenses net, on the consolidated statements of operations. |
General (Details)
General (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
General (Textual) | ||
Loss | $ (18,018) | $ (19,414) |
Negative cash flow of from operating activities | (6,882) | (11,457) |
Accumulated deficit | $ (231,329) | $ (213,143) |
Significant Accounting Polici_4
Significant Accounting Policies (Details) | 12 Months Ended |
Dec. 31, 2019 | |
Office furniture and equipment | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment | 3 years |
Office furniture and equipment | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment | 11 years |
Leasehold improvements [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment | 3 years |
Leasehold improvements [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment | 14 years |
Computers and peripheral equipment [Member] | Minimum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment | 3 years |
Computers and peripheral equipment [Member] | Maximum [Member] | |
Property, Plant and Equipment [Line Items] | |
Property and equipment | 10 years |
Significant Accounting Polici_5
Significant Accounting Policies (Details 1) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Volatility, minimum | 46.00% | 49.00% |
Volatility, maximum | 50.00% | 51.00% |
Risk-free interest rate, minimum | 1.50% | 2.30% |
Risk-free interest rate, maximum | 2.50% | 3.10% |
Dividend yield | 0.00% | 0.00% |
Minimum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (years) | 3 years 8 months 12 days | 3 years 7 months 6 days |
Maximum [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected term (years) | 4 years | 5 years |
Significant Accounting Polici_6
Significant Accounting Policies (Details Textual) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019USD ($)Segmentshares | Dec. 31, 2018USD ($)shares | |
Significant Accounting Policies (Textual) | ||
Restricted deposits | $ 576 | |
Number of operating segment | Segment | 1 | |
Research and development costs due to government grants | $ 0 | $ 69 |
Provision for doubtful accounts | 129 | 20 |
Bad debt expense | 138 | 52 |
Severance benefit | 47 | 108 |
Impairment loss | 224 | |
Deferred commissions | (961) | (2,307) |
Amortization of deferred commissions | $ 1,199 | $ 1,351 |
Treasury shares | shares | 0 | 998 |
Minimum [Member] | ||
Significant Accounting Policies (Textual) | ||
Intangible assets, useful life | 1 year | |
Minimum [Member] | Capitalized Technology [Member] | ||
Significant Accounting Policies (Textual) | ||
Intangible assets, useful life | 1 year | |
Maximum [Member] | ||
Significant Accounting Policies (Textual) | ||
Intangible assets, useful life | 20 years | |
Maximum [Member] | Capitalized Technology [Member] | ||
Significant Accounting Policies (Textual) | ||
Intangible assets, useful life | 3 years |
Property and Equipment, Net (De
Property and Equipment, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 14,754 | $ 12,604 |
Less accumulated depreciation | (10,344) | (7,996) |
Property and equipment, net | 4,410 | 4,608 |
Computers and peripheral equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 12,965 | 10,801 |
Office furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | 977 | 978 |
Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, gross | $ 812 | $ 825 |
Property and Equipment, Net (_2
Property and Equipment, Net (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Property and Equipment, Net (Textual) | ||
Depreciation expense | $ 1,946 | $ 1,856 |
Intangible Assets, Net (Details
Intangible Assets, Net (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | |
Finite-Lived Intangible Assets [Line Items] | |||
Original amounts | $ 28,683 | $ 25,554 | |
Accumulated amortization | (19,717) | (16,752) | |
Intangible assets, net | 8,966 | 8,802 | |
Customer contracts and relationships [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Original amounts | 5,144 | 5,200 | |
Accumulated amortization | (4,400) | (4,107) | |
Technology [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Original amounts | [1] | 21,965 | 18,768 |
Accumulated amortization | (14,183) | (11,661) | |
Trademarks [Member] | |||
Finite-Lived Intangible Assets [Line Items] | |||
Original amounts | 1,574 | 1,586 | |
Accumulated amortization | $ (1,134) | $ (984) | |
[1] | Includes $14,852 and $10,971 capitalized technology as of December 31, 2019 and 2018, respectively. Capitalized technology includes $5,303 and $1,423 for which amortization has not yet begun as of December 31, 2019 and 2018, respectively. |
Intangible Assets, Net (Detai_2
Intangible Assets, Net (Details 1) | 12 Months Ended |
Dec. 31, 2019 | |
Customer contracts and relationships [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Total intangible assets (In Years) | 10 years 7 months 6 days |
Technology [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Total intangible assets (In Years) | 3 years 7 months 6 days |
Trademarks [Member] | |
Finite-Lived Intangible Assets [Line Items] | |
Total intangible assets (In Years) | 2 years 9 months 18 days |
Intangible Assets, Net (Detai_3
Intangible Assets, Net (Details 2) $ in Thousands | Dec. 31, 2019USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2020 | $ 2,335 |
2021 | 2,601 |
2022 | 2,435 |
2023 | 1,033 |
2024 | 138 |
Thereafter | 424 |
Total | $ 8,966 |
Intangible Assets, Net (Detai_4
Intangible Assets, Net (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Intangible Assets, Net (Textual) | ||
Amortization expense | $ 3,755 | $ 4,165 |
R & D [Member] | ||
Intangible Assets, Net (Textual) | ||
Impairment loss on intangible assets | 224 | |
Capitalized Technology [Member] | ||
Intangible Assets, Net (Textual) | ||
Includes capitalized technology amount | 14,852 | 10,971 |
Capitalized technology includes which amortization has not yet begun | $ 5,303 | $ 1,423 |
Goodwill (Details)
Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Balance at the beginning of the year | $ 20,519 | $ 21,128 |
Foreign currency translation adjustments | (273) | (609) |
Balance at the year end | $ 20,246 | $ 20,519 |
Earn-out Consideration (Details
Earn-out Consideration (Details) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | ||
Feb. 28, 2019 | May 31, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Earn-out Consideration (Textual) | ||||
Payment of earn-out consideration | $ 2,683 | $ (2,680) | $ (604) | |
Earn out liabilities | $ 0 | |||
Majority Shareholder [Member] | ||||
Earn-out Consideration (Textual) | ||||
Payment of earn-out consideration | $ 600 |
Commitments and Contingencies (
Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Feb. 28, 2019 | Dec. 31, 2019 | Dec. 31, 2018 | |
Commitments and Contingencies (Textual) | |||
Research and development | $ 3,699 | ||
Payment of earn-out consideration | $ 2,683 | $ (2,680) | $ (604) |
Royalty rate, description | The Company is committed to pay royalties at a rate of 3% - 3.5% of the program's developed product sales, up to 100% of the amount of grants received plus interest at annual LIBOR rate. | ||
Net of royalties paid or accrued | $ 2,765 | 2,921 | |
Cost of revenues with respect to royalties | 186 | 156 | |
Premises rent expenses | 2,094 | 1,749 | |
Legal claim settlements amount | 256 | ||
License fees | 3,150 | ||
Company received grants from the IIA | $ 0 | $ 228 | |
Settlement agreement, description | The Company reached a settlement with the vendor. As a part of the settlement, the Company agreed to pay $750; $375 in December 2019 and the remaining portion in January 2020. As of December 31, 2019, the $375 due in Jan 2020 was in accrued expenses and other liabilities on the consolidated balance sheet. | ||
Other income | $ 256 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Leases [Abstract] | ||
Operating lease right-of-use assets | $ 8,695 | |
Operating lease liabilities, current | 1,946 | |
Operating lease liabilities long-term | 7,174 | |
Total operating lease liabilities | $ 9,120 |
Leases (Details 1)
Leases (Details 1) $ in Thousands | Dec. 31, 2019USD ($) |
Leases [Abstract] | |
2020 | $ 1,947 |
2021 | 1,851 |
2022 | 1,253 |
2023 | 1,055 |
2024 | 1,076 |
Thereafter | 3,222 |
Total undiscounted lease payments | 10,404 |
Less: Interest | 1,284 |
Present value of lease liabilities | $ 9,120 |
Leases (Details 2)
Leases (Details 2) | Dec. 31, 2019 |
Remaining lease term and discount rate: | |
Weighted average remaining lease term (years) | 6 years 9 months 18 days |
Weighted average discount rate | 4.13% |
Leases (Details Textual)
Leases (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Leases (Textual) | ||
Leases, description | The Company has various operating leases for office space and vehicles that expire through 2030. | |
Operating lease term, description | The Company had an additional operating lease that had not yet commenced in the amount of $4,591. This operating lease commenced in February 2020 with a lease term through January 2030. | |
Premises rent expense | $ 2,094 | $ 1,749 |
Shareholders' Equity (Details)
Shareholders' Equity (Details) - Employee Stock Option [Member] $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($)$ / sharesshares | |
Summary of employees and directors share option activity | |
Number of RSUs, Outstanding, Beginning balance | shares | 6,474,982 |
Number of options, Granted | shares | 2,760,500 |
Number of options, Exercised | shares | (470,899) |
Number of options, Expired and forfeited | shares | (1,464,916) |
Number of RSUs, Outstanding, Ending balance | shares | 7,299,667 |
Number of options, Options vested and expected to vest | shares | 6,989,631 |
Number of options, Exercisable | shares | 3,797,668 |
Weighted average exercise price, Beginning balance | $ 2.28 |
Weighted average exercise price, Granted | 1.90 |
Weighted average exercise price, Exercised | 1.58 |
Weighted average exercise price, Expired and forfeited | 2.59 |
Weighted average exercise price, Ending balance | 2.12 |
Weighted average exercise price, Options vested and expected to vest | 2.17 |
Weighted average exercise price, Exercisable options | 2.27 |
Weighted average fair value of options, Granted | $ 0.72 |
Weighted average remaining contractual term (years), Outstanding, Beginning balance | 3 years 4 months 20 days |
Weighted average remaining contractual term (years), Outstanding, Ending balance | 3 years 9 months 22 days |
Weighted average remaining contractual term (years), Options vested and expected to vest | 3 years 8 months 26 days |
Weighted average remaining contractual term (years), Exercisable options | 2 years 5 months 23 days |
Aggregate intrinsic value, Outstanding , Beginning balance | $ | $ 4,475 |
Aggregate intrinsic value, Outstanding, Ending balance | $ |
Shareholders' Equity (Details 1
Shareholders' Equity (Details 1) | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Options outstanding | shares | 7,299,667 |
Weighted average remaining contractual life in years | 3 years 9 months 22 days |
Outstanding weighted average exercise price per share | $ 2.16 |
Options exercisable | shares | 3,797,668 |
Exercisable weighted average exercise price per share | $ 2.45 |
Range One [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 1.44 |
Exercise price per share, upper limit | $ 1.93 |
Options outstanding | shares | 2,376,531 |
Weighted average remaining contractual life in years | 4 years 4 months 17 days |
Outstanding weighted average exercise price per share | $ 1.62 |
Options exercisable | shares | 951,031 |
Exercisable weighted average exercise price per share | $ 1.57 |
Range Two [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 2 |
Exercise price per share, upper limit | $ 2.13 |
Options outstanding | shares | 2,349,571 |
Weighted average remaining contractual life in years | 4 years 26 days |
Outstanding weighted average exercise price per share | $ 2.06 |
Options exercisable | shares | 1,269,571 |
Exercisable weighted average exercise price per share | $ 2.59 |
Range Three [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 2.14 |
Exercise price per share, upper limit | $ 2.75 |
Options outstanding | shares | 1,106,701 |
Weighted average remaining contractual life in years | 4 years 2 months 30 days |
Outstanding weighted average exercise price per share | $ 2.37 |
Options exercisable | shares | 426,543 |
Exercisable weighted average exercise price per share | $ 2.34 |
Range Four [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 2.90 |
Exercise price per share, upper limit | $ 3.07 |
Options outstanding | shares | 1,146,364 |
Weighted average remaining contractual life in years | 2 years 6 months 21 days |
Outstanding weighted average exercise price per share | $ 2.97 |
Options exercisable | shares | 838,703 |
Exercisable weighted average exercise price per share | $ 2.99 |
Range Five [Member] | |
Schedule of employee and director options outstanding separated into ranges of exercise prices | |
Exercise price per share, lower limit | 3.20 |
Exercise price per share, upper limit | $ 3.32 |
Options outstanding | shares | 320,500 |
Weighted average remaining contractual life in years | 6 months 14 days |
Outstanding weighted average exercise price per share | $ 3.32 |
Options exercisable | shares | 311,820 |
Exercisable weighted average exercise price per share | $ 3.32 |
Shareholders' Equity (Details 2
Shareholders' Equity (Details 2) | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Non Employee [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options outstanding | 71,000 |
Options exercisable | 71,000 |
Issuance Date Three [Member] | Non Employee [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | May 14, 2014 |
Options outstanding | 3,000 |
Exercise price per share | $ / shares | $ 3.32 |
Options exercisable | 3,000 |
Exercisable through | May-20 |
Issuance Date Four [Member] | Non Employee [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | Feb. 18, 2015 |
Options outstanding | 3,000 |
Exercise price per share | $ / shares | $ 3 |
Options exercisable | 3,000 |
Exercisable through | Feb - 21 |
Issuance Date Five [Member] | Non Employee [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | Feb. 10, 2016 |
Options outstanding | 40,000 |
Exercise price per share | $ / shares | $ 1.44 |
Options exercisable | 40,000 |
Exercisable through | Feb-22 |
Issuance Date Six [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Issuance date | Jan. 24, 2017 |
Options outstanding | 25,000 |
Exercise price per share | $ / shares | $ 2 |
Options exercisable | 25,000 |
Exercisable through | Jan-23 |
Shareholders' Equity (Details 3
Shareholders' Equity (Details 3) - Restricted Stock Units (RSUs) [Member] | 12 Months Ended |
Dec. 31, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Number of RSUs, Outstanding, Beginning balance | shares | 479,000 |
Number of RSUs, Granted | shares | 1,421,382 |
Number of RSUs, Vested | shares | (126,000) |
Number of RSUs, Forfeited | shares | (41,250) |
Number of RSUs, Outstanding, Ending balance | shares | 1,733,132 |
Weighted Average Grant Date Fair Value, Outstanding, Beginning balance | $ / shares | $ 2.47 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 2 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 2.42 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 2.30 |
Weighted Average Grant Date Fair Value,Outstanding, Ending balance | $ / shares | $ 2.09 |
Shareholders' Equity (Details 4
Shareholders' Equity (Details 4) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Compensation expense | $ 2,360 | $ 1,440 |
Cost of Sales [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Compensation expense | 241 | 174 |
Research and Development Expense [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Compensation expense | 467 | 407 |
Selling and Marketing Expense [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Compensation expense | 356 | 387 |
General and Administrative Expense [Member] | ||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||
Compensation expense | $ 1,296 | $ 472 |
Shareholders' Equity (Details T
Shareholders' Equity (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Aug. 07, 2019 | Dec. 05, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Jun. 30, 2019 |
Shareholders' Equity (Textual) | |||||
Options grant/vest, description | The options vest and become exercisable at a rate of 1/16 of the options every three months. | ||||
Interest and accretion of discount on convertible notes | $ 568 | $ 40 | |||
Accrued Interest | $ 32 | $ 40 | |||
2016 Equity Incentive Plan [Member] | |||||
Shareholders' Equity (Textual) | |||||
Proceeds received from issuance of ordinary shares | $ 8,019 | ||||
Aggregate principal amount | $ 10,000 | ||||
Debt instrument, description | (i) 50% cash and (ii) 50% cash or ordinary shares at Cyren's election. | ||||
Notes, term | 3 years | ||||
Conversion price, per share | $ 3.73 | $ 3.90 | |||
Maturity date | Dec. 31, 2021 | ||||
Semi-annual interest payments, description | In June 2019, the Company paid the first of the semi-annual interest payments totaling, $287, of which $215 was paid in cash and the remaining portion through the issuance of 35,950 shares. In December 2019, the Company paid the second of the semi-annual interest payments totaling, $288, of which $216 was paid in cash and the remaining portion through the issuance of 46,532 shares. | ||||
Non-Employee Plan [Member] | |||||
Shareholders' Equity (Textual) | |||||
Ordinary shares available for future grant issuance | 1,150,000 | ||||
Options vesting period | 4 years | ||||
Options expiration, term | Options granted under the Non-Employee Director Plan generally expire after six years from the date of grant. | ||||
Stock Compensation Plan [Member] | |||||
Shareholders' Equity (Textual) | |||||
Options grant/vest, description | The per share exercise price for options shall be no less than 100% of the fair market value per ordinary share on the date of grant. | ||||
Ordinary shares available for future grant issuance | 8,515,306 | ||||
Options vesting period | 4 years | ||||
Options expiration, term | Options granted under the Equity Incentive Plan generally expire after six years from the date of grant. | ||||
Non Vested Stock Options [Member] | |||||
Shareholders' Equity (Textual) | |||||
Unrecognized compensation expense | $ 2,595 | ||||
Recognized over remaining weighted average period | 3 years | ||||
Non Vested Stock Options [Member] | Non-Employee Plan [Member] | |||||
Shareholders' Equity (Textual) | |||||
Ordinary shares available for future grant issuance | 1,396,882 | ||||
Unrecognized compensation expense | $ 2,150 | ||||
Recognized over remaining weighted average period | 3 years 1 month 13 days | ||||
Equity Incentive Plans [Member] | |||||
Shareholders' Equity (Textual) | |||||
Ordinary shares available for future grant issuance | 11,200,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | |
Deferred tax assets: | |||
Net operating loss carryforwards | $ 29,532 | $ 27,325 | |
Capital loss carryforwards | 4,105 | 4,099 | |
Other | 4,357 | 3,290 | |
Deferred tax assets before valuation allowance | 37,994 | 34,714 | |
Valuation allowance | (37,044) | (33,634) | |
Deferred tax asset, net of valuation allowance | 950 | 1,080 | |
Deferred tax liabilities: | |||
Intangibles | (1,497) | (1,973) | |
Deferred revenue | (249) | (237) | |
Deferred tax liability | (1,746) | (2,210) | |
Deferred tax liability, net | [1] | $ (796) | $ (1,130) |
[1] | The entire amount is due to foreign deferred taxes |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Domestic | $ (11,503) | $ (13,570) |
Foreign | (6,627) | (5,997) |
Loss before tax benefit (expense) | $ (18,130) | $ (19,567) |
Income Taxes (Details 2)
Income Taxes (Details 2) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Current taxes: | ||
Foreign | $ (204) | $ (28) |
Domestic | ||
Total Current taxes | (204) | (28) |
Deferred taxes: | ||
Foreign | 316 | 181 |
Domestic | ||
Total Deferred taxes | 316 | 181 |
Tax benefit (expense), net | $ 112 | $ 153 |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Beginning balance | $ 354 | $ 272 |
Increases (decrease) related to tax positions taken during prior years | 123 | 94 |
Effect of exchange rate | (7) | (12) |
Ending balance | $ 470 | $ 354 |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Taxes (Textual) | ||
Cyren Ltd. Corporate tax rate | 23.00% | 23.00% |
Cyren Ltd. Net operating loss carrforwards | $ 91,682 | |
Cyren Ltd. Capital loss carryforwards | 17,846 | |
Increases Valuation Allowance [Member] | ||
Income Taxes (Textual) | ||
Increase in valuation allowance amount | 1,096 | $ 3,754 |
Internal Revenue Service I R S [Member] | ||
Income Taxes (Textual) | ||
Cyren Inc. Federal tax purposes | 39,720 | |
Cyren Inc. State tax purposes | $ 11,090 | |
Cyren Inc. carryforward losses description | Expire in the years 2020 through 2039. | |
Foreign Tax Authority [Member] | ||
Income Taxes (Textual) | ||
Cyren GmbH Corporate tax rate | 30.00% |
Segment and Geographic Inform_3
Segment and Geographic Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from external customers | $ 38,391 | $ 35,900 |
United States [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from external customers | 17,971 | 16,391 |
Europe [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from external customers | 12,379 | 14,318 |
Asia Pacific [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from external customers | 2,530 | 2,625 |
Israel [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from external customers | 5,188 | 2,261 |
Other [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Revenues from external customers | $ 323 | $ 305 |
Segment and Geographic Inform_4
Segment and Geographic Information (Details 1) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | $ 4,410 | $ 4,608 |
Israel [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | 1,291 | 1,217 |
United States [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | 1,527 | 1,623 |
Germany [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | 1,345 | 1,453 |
Other [Member] | ||
Revenues from External Customers and Long-Lived Assets [Line Items] | ||
Net amount of property and equipment | $ 247 | $ 315 |
Segment and Geographic Inform_5
Segment and Geographic Information (Details Textual) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019USD ($)Segment | Dec. 31, 2018 | |
Segment and Geographic Information (Textual) | ||
Number of reportable segments | Segment | 1 | |
Segment reporting, major customer's description | During the year ended December 31, 2019, 20% of the Company's revenues were derived from customer A. | During the year ended December 31, 2018, 17% of the Company's revenues were derived from customer A. |
Revenue remaining performance obligation | $ | $ 38,253 | |
Description of revenue remaining performance obligation | The Company expects to recognize revenue on approximately 70% of these remaining performance obligations in 2020, and approximately 25% in 2021, with the remainder recognized thereafter. |
Financial Expense, Net (Details
Financial Expense, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income: | ||
Interest on cash and cash equivalents | $ 32 | $ 58 |
Expenses: | ||
Interest and accretion of discount | (565) | (135) |
Foreign currency exchange differences, net | (130) | (131) |
Other | (64) | (47) |
Total financial expenses | (759) | (313) |
Financial income (expenses), net | $ (727) | $ (255) |
Related Parties (Details)
Related Parties (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |||
Prepaid expenses | [1] | $ 31 | |
Interest expense accrual | [2] | 32 | 40 |
Long term Convertible Note | [3] | $ 10,000 | $ 10,000 |
[1] | Related to a software license agreement with a related party. See note 13b. for further details. | ||
[2] | Related to the semi-annual interest payable due in June and December related to the Convertible Note entered into December 5, 2018. See note 9b. for further details. | ||
[3] | Related to the Convertible Note entered into December 5, 2018. See note 9b. for further details. |
Related Parties (Details 1)
Related Parties (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | ||
Related Party Transactions [Abstract] | |||
Interest expense | [1] | $ 567 | $ 40 |
Software licensing expenses | [2] | $ 21 | |
[1] | Related to the semi-annual interest payable due in June and December related to the Convertible Note entered into December 5, 2018. See note 9b. for further details. | ||
[2] | Expenses arising from a software licensing agreement which was executed in March 2017. At the time of execution, the vendor was not a related party. On December 24, 2017, upon completion of the tender offer by WP, the vendor became a related party. The expenses were recorded under research and development expenses net, on the consolidated statements of operations. |
Subsequent Events (Details)
Subsequent Events (Details) - Subsequent Event [Member] - Securities Purchase Agreements [Member] $ / shares in Units, $ in Thousands | 1 Months Ended |
Mar. 31, 2020USD ($)$ / sharesshares | |
Subsequent Events (Textual) | |
Aggregate principal amount | $ 10,250 |
Interest rate | 5.75% |
Term of debentures | P4Y0M0D |
Maturity date | Mar. 31, 2024 |
Conversion price | $ / shares | $ 0.75 |
Conversion amount of debentures | $ 1,000 |
Conversion of shares | shares | 1,333 |
Escrow agent fees and expenses | $ 9,600 |