Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2018 | Aug. 01, 2018 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | Travelzoo | |
Entity Central Index Key | 1,133,311 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2018 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2,018 | |
Document Fiscal Period Focus | Q2 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 12,284,165 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 19,409 | $ 22,553 |
Accounts receivable, less allowance for doubtful accounts of $362 and $315 as of June 30, 2018 and December 31, 2017, respectively | 12,509 | 11,769 |
Income tax receivable | 794 | 517 |
Deposits | 88 | 259 |
Prepaid expenses and other | 1,731 | 2,141 |
Total current assets | 34,531 | 37,239 |
Deposits and other | 692 | 548 |
Deferred tax assets | 1,476 | 1,516 |
Restricted cash | 1,458 | 1,448 |
Investment | 2,961 | 0 |
Property and equipment, net | 4,528 | 4,921 |
Total assets | 45,646 | 45,672 |
Current liabilities: | ||
Accounts payable | 14,251 | 19,105 |
Accrued expenses and other | 9,141 | 8,702 |
Deferred revenue | 966 | 825 |
Income tax payable | 1,086 | 961 |
Total current liabilities | 25,444 | 29,593 |
Long-term tax liabilities | 387 | 373 |
Long-term deferred rent and other | 2,440 | 2,628 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Common stock, $0.01 par value (40,000 shares authorized; 12,462 shares issued and outstanding as of June 30, 2018 and December 31, 2017) | 125 | 125 |
Additional paid in capital | 522 | 0 |
Retained earnings | 20,843 | 16,550 |
Accumulated other comprehensive loss | (4,115) | (3,597) |
Total stockholders’ equity | 17,375 | 13,078 |
Total liabilities and stockholders’ equity | $ 45,646 | $ 45,672 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 362 | $ 315 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 40,000,000 | 40,000,000 |
Common stock, shares issued (in shares) | 12,462,000 | 12,462,000 |
Common stock, shares outstanding (in shares) | 12,462,000 | 12,462,000 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement [Abstract] | ||||
Revenues | $ 28,075 | $ 26,411 | $ 58,959 | $ 54,840 |
Cost of revenues | 3,016 | 3,222 | 6,401 | 6,429 |
Gross profit | 25,059 | 23,189 | 52,558 | 48,411 |
Operating expenses: | ||||
Sales and marketing | 15,628 | 14,213 | 31,170 | 29,569 |
Product development | 2,386 | 2,344 | 4,897 | 4,701 |
General and administrative | 5,967 | 5,246 | 11,756 | 10,693 |
Total operating expenses | 23,981 | 21,803 | 47,823 | 44,963 |
Income from operations | 1,078 | 1,386 | 4,735 | 3,448 |
Other income, net | 30 | 18 | 191 | 25 |
Income from continuing operations before income taxes | 1,108 | 1,404 | 4,926 | 3,473 |
Income tax expense | 631 | 771 | 1,947 | 1,980 |
Income from continuing operations, net of income taxes | 477 | 633 | 2,979 | 1,493 |
Income from discontinued operations, net of income taxes | 0 | 54 | 0 | 1,938 |
Net income | $ 477 | $ 687 | $ 2,979 | $ 3,431 |
Income per share—basic: | ||||
Continuing operations (in dollars per share) | $ 0.04 | $ 0.05 | $ 0.24 | $ 0.11 |
Discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.15 |
Net income per share - basic (in dollars per share) | 0.04 | 0.05 | 0.24 | 0.26 |
Income per share—diluted: | ||||
Continuing operations (in dollars per share) | 0.04 | 0.05 | 0.24 | 0.11 |
Discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.15 |
Net income per share - diluted (in dollars per share) | $ 0.04 | $ 0.05 | $ 0.24 | $ 0.26 |
Shares used in computing basic net income per share (in shares) | 12,462 | 13,030 | 12,462 | 13,224 |
Shares used in computing diluted net income per share (in shares) | 12,780 | 13,058 | 12,622 | 13,229 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 477 | $ 687 | $ 2,979 | $ 3,431 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | (335) | 133 | (518) | 100 |
Total comprehensive income | $ 142 | $ 820 | $ 2,461 | $ 3,531 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Cash Flows (Unaudited) $ in Thousands, € in Millions | 6 Months Ended | |
Jun. 30, 2018USD ($) | Jun. 30, 2017USD ($) | |
Cash flows from operating activities: | ||
Net income | $ 2,979 | $ 3,431 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 827 | 1,101 |
Discontinued operations gain on sale of Fly.com domain name | 0 | (2,890) |
Stock-based compensation | 522 | 480 |
Deferred income tax | (149) | (69) |
Net foreign currency effect | (136) | (224) |
Other | (43) | (27) |
Changes in operating assets and liabilities: | ||
Accounts receivable | (897) | 2,087 |
Income tax receivable | (277) | 35 |
Prepaid expenses and other | 418 | (218) |
Accounts payable | (3,200) | (6,054) |
Accrued expenses and other | 725 | 441 |
Income tax payable | 169 | 179 |
Other non-current liabilities | (158) | (278) |
Net cash provided by (used in) operating activities | 780 | (2,006) |
Cash flows from investing activities: | ||
Proceeds from sale of Fly.com domain name | 0 | 2,890 |
Investment in WeekenGO | (3,083) | 0 |
Purchases of property and equipment | (507) | (306) |
Net cash provided by (used in) investing activities | (3,590) | 2,584 |
Cash flows from financing activities: | ||
Repurchase of common stock | 0 | (6,824) |
Net cash used in financing activities | 0 | (6,824) |
Effect of exchange rate changes on cash, cash equivalents and restricted cash | (324) | 754 |
Net decrease in cash, cash equivalents and restricted cash | (3,134) | (5,492) |
Cash, cash equivalents and restricted cash at beginning of period | 24,001 | 28,236 |
Cash, cash equivalents and restricted cash at end of period | 20,867 | 22,744 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes, net | $ 2,196 | $ 3,230 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies (a) The Company and Basis of Presentation Travelzoo® provides our members insider deals and one-of-a-kind experiences personally reviewed by one of our deal experts around the globe. With more than 25 offices worldwide, we have our finger on the pulse of outstanding travel, entertainment, and lifestyle experiences. For over 15 years we have worked in partnership with top travel suppliers—our long-standing relationships give Travelzoo members access to the very best deals. Travelzoo's revenues are generated primarily from advertising fees. Our publications and products include the Travelzoo website, the Travelzoo iPhone and Android apps, the Travelzoo Top 20 e-mail newsletter, the Newsflash e-mail alert service, and the Travelzoo Network , a network of third-party websites that list travel deals published by Travelzoo. Our Travelzoo website includes Local Deals and Getaway listings that allow our members to purchase vouchers for deals from local businesses such as spas, hotels and restaurants. We receive a percentage of the face value of the voucher from the local businesses. Ralph Bartel, who founded Travelzoo (the "Company") and who is a Director of the Company is the sole beneficiary of the Ralph Bartel 2005 Trust, which is the controlling shareholder of Azzurro Capital Inc. ("Azzurro"). As of June 30, 2018 , Azzurro is the Company's largest stockholder, holding approximately 53.8% of the Company's outstanding shares. During the first quarter of 2017, the Company discontinued operations of its SuperSearch and Fly.com products to focus on its global Travelzoo® brand and reflected the revenues and expenses for these products as discontinued operations, net of taxes, for the current and prior periods presented. See "Note 9: Discontinued Operations" for further information. The accompanying unaudited condensed consolidated financial statements have been prepared by the Company in accordance with the rules and regulations of the U.S. Securities and Exchange Commission (SEC). Certain information and footnote disclosures normally included in consolidated financial statements prepared in accordance with generally accepted accounting principles in the United States of America have been condensed or omitted in accordance with such rules and regulations. In the opinion of management, the accompanying unaudited condensed consolidated financial statements reflect all adjustments, consisting only of normal recurring adjustments, necessary to state fairly the financial position of the Company and its results of operations and cash flows. These unaudited condensed consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and related notes as of and for the year ended December 31, 2017, included in the Company’s Form 10-K filed with the SEC on March 16, 2018. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany accounts and transactions have been eliminated in consolidation. Investments in entities where the Company does not have control, but does have significant influence, are accounted for as equity method investments. In April 2018, Travelzoo entered into an agreement with WeekenGO, a start-up company in Germany. WeekenGO uses new technology to promote vacation packages. Travelzoo invested EUR 2.5 million in WeekenGO for a 25% ownership interest. WeekenGO signed a EUR 1.5 million insertion order for advertising with Travelzoo. The Company's advertising service provided to WeekenGO in the three months ended June 30, 2018 were not material. The Company will account for this private company investment using the equity method of accounting, which measures an investment without readily determinable fair value at cost, minus impairment, if any, plus or minus the Company's share of equity method investee income or loss. Travelzoo is in the process of evaluating the fair value its equity investment's identifiable tangible and intangible assets and liabilities based upon various estimates and assumptions. This equity investment is reported as a long-term investment on the Company's condensed consolidated balance sheet. The proportionate share of the income or loss from the investee and amortization of identifiable intangible assets, if any, will be recorded on a one-quarter lag basis and classified in the Other income (loss), net line item in Travelzoo's condensed consolidated statement of operations. The results of operations for the three and six months ended June 30, 2018 are not necessarily indicative of the results that may be expected for the year ending December 31, 2018 or any other future period, and the Company makes no representations related thereto. (b) Recent Accounting Pronouncements Not Yet Adopted In February 2016, the Financial Accounting Standards Board ("FASB") issued an accounting standard update ASU 2016-02, "Leases," which requires that lease arrangements longer than 12 months result in an entity recognizing an asset and liability on its balance sheet. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and early adoption is permitted. This accounting standard update will be effective for the Company on January 1, 2019. For operating leases with terms longer than 12 months, the Company will recognize a lease liability for the obligation to make lease payments and a right-of-use asset for the right to use the underlying asset for the lease term. The Company is currently in the process of evaluating the impact of the adoption on its financial position, results of operations and cash flows. In February 2018, the FASB issued Accounting Standards Update No. 2018-02, "Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income," which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act, eliminating the stranded tax effects resulting from the Tax Cuts and Jobs Act. However, the new guidance only applies to the tax effects resulting from the Tax Cuts and Jobs Act and does not change the underlying guidance to recognize the effect of a change in tax laws or rates in income from continuing operations. The amendments are effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial position, results of operations and cash flows. In June 2018, the FASB issued ASU 2018-07, "Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting," which simplifies the accounting for share-based payment to nonemployees for goods and services. Under the new standard, most of the guidance on stock compensation payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. This standard is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within those annual reporting periods, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial position, results of operations and cash flows. (c) Recently Adopted Accounting Pronouncements In August 2016, the FASB issued ASU No. 2016-15, "Classification of Certain Cash Receipts and Cash Payments," which addresses eight classification issues related to the statement of cash flows. In November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows: Restricted Cash," which addresses classification and presentation of changes in restricted cash on the statement of cash flows. The standard requires that restricted cash and restricted cash equivalents be included as components of total cash and cash equivalents as presented on the statement of cash flows. The Company adopted ASU 2016-15 and ASU 2016-18 using a retrospective transition method effective January 1, 2018 and applied to the periods presented on the condensed consolidated statements of cash flows. Restricted cash includes cash and cash equivalents that is restricted through legal contracts, regulations or our intention to use the cash for a specific purpose. Our restricted cash primarily relates to refundable deposits and funds held in escrow. The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the unaudited condensed consolidated balance sheets to the total amounts shown in the unaudited statements of cash flows: June 30, December 31, 2018 2017 Cash and cash equivalents $ 19,409 $ 22,553 Restricted cash 1,458 1,448 Total cash, cash equivalents and restricted cash in the consolidated statements of cash flow $ 20,867 $ 24,001 The Company’s restricted cash was included in noncurrent assets as of June 30, 2018 and December 31, 2017. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers," which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most of the existing revenue recognition guidance in U.S. GAAP when it becomes effective. This new accounting standard is effective for the Company for annual periods in fiscal years beginning after December 15, 2017 (as amended in August 2015 by ASU 2015-14, "Deferral of the Effective Date"). In December 27, 2016, FASB issued ASU 2016-20, "Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers," which addresses loan guarantee fees, impairment testing of contract costs, provisions for losses on construction-type and production-type contracts, and various disclosures. ASU 2016-20 will go into effect once ASU 2014-09 takes effect. The Company adopted this standard effective January 1, 2018 using the modified retrospective method, which was only applied to contracts that were not completed as of the adoption date, with a cumulative adjustment to retained earnings. The cumulative effect of the revenue accounting changes made to the Company's consolidated balance sheet as of January 1, 2018 primarily consists of a decrease in accounts payable related to the merchant payable of $1.6 million and a decrease of $270,000 of net deferred tax assets for a net cumulative effect increase of retained earnings of $1.3 million . These changes were due primarily to the new revenue guidance requirement to recognize revenue related to unredeemed Local Deals and Getaway vouchers for selected deals, included in our Europe segment, based upon estimates at the time of sale of the vouchers rather than the Company's past practice of waiting to recognize this revenue until expiration of the legal obligation. The changes in revenue recognition policies under the new revenue guidance were primarily the change described above for unredeemed vouchers as well as recognizing cancelable hotel platform commissions over the period of the hotel stay versus previously upon checkout; the impact of these changes to the Company's consolidated financial statements was not material as of and for the three months ended June 30, 2018 . Deferred revenue primarily consists of customer prepayments and undelivered performance obligations related to the Company’s contracts with multiple performance obligations. At January 1, 2018, $825,000 was recorded as deferred revenue. During the three and six months ended June 30, 2018 , the Company recognized revenue of $138,000 and $585,000 , respectively, of the January 1, 2018 deferred revenue balance. At June 30, 2018 , the deferred revenue balance was $966,000 . (d) Significant Accounting Policies Below are the significant accounting policies updated during 2018 as a result of the recently adopted accounting pronouncements. For a comprehensive description of our accounting policies, refer to our Annual Report on Form 10-K for the year ended December 31, 2017. Revenue Recognition The Company recognizes revenues when control of the promised goods or services is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company generates revenues primarily by delivering advertising on the Travelzoo website, in the Top 20 email newsletter, in Newsflash and from the Travelzoo Network. The Company also generates transaction-based revenues from the sales of vouchers through our Local Deals and Getaway e-mail alert services and providing hotel bookings. The Company's disaggregated revenues are included in "Note 8: Segment Reporting and Significant Customer Information". For fixed-fee website advertising, the Company recognizes revenues ratably over the contracted placement period. For Top 20 email newsletter and other email products, the Company recognizes revenues when the emails are delivered to its members. The Company offers advertising on a cost-per-click basis, which means that an advertiser pays the Company only when a user clicks on an ad on Travelzoo properties or Travelzoo Network members’ properties. For these customers, the Company recognizes revenues each time a user clicks on the ad. The Company also offers advertising on other bases, such as cost-per-impression, which means that an advertiser pays the Company based on the number of times their advertisement is displayed on Travelzoo properties, email advertisements, Travelzoo Network properties, or social media properties. For these customers, the Company recognizes revenues each time an ad is displayed or email delivered. For transaction based revenues, including products such as Local Deals, Getaway and hotel platform, the Company evaluates whether it is the principal (i.e., report revenue on a gross basis) versus an agent (i.e., report revenue on a net basis). The Company reports transaction revenue on a net basis because the supplier is primarily responsible for providing the underlying service and we do not control the service provided by the supplier prior to its transfer to the customer. For Local Deals and Getaway products, the company earns a fee for acting as an agent for the sale of vouchers that can be redeemed for services with third-party merchants. Revenues are presented net of the amounts due to the third-party merchants for fulfilling the underlying services. Certain merchant contracts allow the Company to retain the proceeds from unredeemed vouchers. With these contracts, the Company estimates the value of vouchers that will ultimately not be redeemed and records the estimate in the same period as the voucher sale. Commission revenue related to our hotel platform is recognized ratably over the period of guest stay, net of an allowance for cancellations based upon historical patterns. For arrangements for booking non-cancelable reservations where the Company’s performance obligation is deemed to be the successful booking of a hotel reservation, we record revenue for the commissions upon completion of the hotel booking. The Company’s contracts with customers may include multiple performance obligations in which the Company allocates revenues to each performance obligation based on its standalone selling price. The Company determines standalone selling price based on its overall pricing objectives, taking into consideration the type of services, geographical region of the customers, normal rate card pricing and customary discounts. Standalone selling price is generally determined based on the prices charged to customers when the product is sold separately. The Company relies upon the following practical expedients and exemptions allowed for in the revenue recognition accounting standard. The Company expenses sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded in sales and marketing expenses. In addition, the Company does not disclose the value of unsatisfied performance obligations for (a) contracts with an original expected length of one year or less and (b) contracts for which it recognizes revenues at the amount to which it has the right to invoice for services performed. |
Net Income Per Share
Net Income Per Share | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Net Income Per Share | Net Income Per Share Basic net income per share is computed using the weighted-average number of common shares outstanding for the period. Diluted net income per share is computed by adjusting the weighted-average number of common shares outstanding for the effect of dilutive potential common shares outstanding during the period. Potential common shares included in the diluted calculation consist of incremental shares issuable upon the exercise of outstanding stock options calculated using the treasury stock method. The following table sets forth the calculation of basic and diluted net income (loss) per share (in thousands, except per share amounts): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Numerator: Income from continuing operations $ 477 $ 633 $ 2,979 $ 1,493 Income from discontinued operations, net of income taxes — 54 — 1,938 Net income $ 477 $ 687 $ 2,979 $ 3,431 Denominator: Weighted average common shares—basic 12,462 13,030 12,462 13,224 Effect of dilutive securities: stock options 318 28 160 5 Weighted average common shares—diluted 12,780 13,058 12,622 13,229 Income per share—basic: Continuing operations $ 0.04 $ 0.05 $ 0.24 $ 0.11 Discontinued operations — — — 0.15 Net income per share—basic $ 0.04 $ 0.05 $ 0.24 $ 0.26 Income per share—diluted: Continuing operations $ 0.04 $ 0.05 $ 0.24 $ 0.11 Discontinued operations — — — 0.14 0.15 Net income per share—diluted $ 0.04 $ 0.05 $ 0.24 $ 0.26 For the three and six months ended June 30, 2018 , options to purchase 300,000 shares of common stock were not included in the computation of diluted net income per share because the effect would have been anti-dilutive. For the three and six months ended June 30, 2017 , options to purchase 200,000 shares of common stock were not included in the computation of diluted net income per share because the effect would have been anti-dilutive. |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company was formed as a result of a combination and merger of entities founded by the Company’s principal stockholder, Ralph Bartel. In 2002, Travelzoo.com Corporation was merged into Travelzoo. Under and subject to the terms of the merger agreement, holders of promotional shares of Travelzoo.com Corporation (“Netsurfers”) who established that they had satisfied certain prerequisite qualifications were allowed a period of 2 years following the effective date of the merger to receive one share of Travelzoo in exchange for each share of common stock of Travelzoo.com Corporation. In 2004, two years following the effective date of the merger, certain promotional shares remained unexchanged. As the right to exchange these promotional shares expired, no additional shares were reserved for issuance. Thereafter, the Company began to offer a voluntary cash program for those who established that they had satisfied certain prerequisite qualifications for Netsurfer promotional shares as further described below. During 2010 through 2014, the Company became subject to unclaimed property audits of various states in the United States related to the above unexchanged promotional shares and completed settlements with all states. Although the Company has settled the unclaimed property claims with all states, the Company may still receive inquiries from certain potential Netsurfer promotional stockholders that had not provided their state of residence to the Company by April 25, 2004. Therefore, the Company is continuing its voluntary program under which it makes cash payments to individuals related to the promotional shares for individuals whose residence was unknown by the Company and who establish that they satisfy the original conditions required for them to receive shares of Travelzoo.com Corporation, and who failed to submit requests to convert their shares into shares of Travelzoo within the required time period. This voluntary program is not available for individuals whose promotional shares have been escheated to a state by the Company, except those individuals for which their residence was unknown to the Company. The Company did not make any payments for the three and six months ended June 30, 2018 and 2017 . The total cost of this program cannot be reliably estimated because it is based on the ultimate number of valid requests received and future levels of the Company’s common stock price. The Company’s common stock price affects the liability because the amount of cash payments under the program is based in part on the recent level of the stock price at the date valid requests are received. The Company does not know how many of the requests for shares originally received by Travelzoo.com Corporation in 1998 were valid, but the Company believes that only a portion of such requests were valid. In order to receive payment under this voluntary program, a person is required to establish that such person validly held shares in Travelzoo.com Corporation. The Company leases office space in Australia, Canada, China, France, Germany, Hong Kong, Japan, Singapore, Spain, Taiwan, the U.K., and the U.S. under operating leases which expire between March 2017 and November 2024. The Company has purchase commitments which represent the minimum obligations the Company has under agreements with certain suppliers. These minimum obligations are less than our projected use for those periods. Payments may be more than the minimum obligations based on actual use. The following table summarizes principal contractual commitments as of June 30, 2018 (in thousands): 2018 Remaining 2019 2020 2021 2022 Thereafter Total Operating leases $ 3,171 $ 5,613 $ 4,021 $ 3,194 $ 2,364 $ 3,250 $ 21,613 Purchase obligations 849 95 12 — — — 956 Total commitments $ 4,020 $ 5,708 $ 4,033 $ 3,194 $ 2,364 $ 3,250 $ 22,569 Subsequent to the quarter ended June 30, 2018, an office lease which expires in February 2020 was terminated. This resulted in a decrease of contractual commitments of $130,000 in 2018, $548,000 in 2019 and $91,000 in 2020. Local Deals and Getaway merchant payables included in accounts payable were $8.8 million and $14.6 million , as of June 30, 2018 and December 31, 2017 , respectively. |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes In determining the quarterly provisions for income taxes, the Company uses an estimated annual effective tax rate, which is generally based on our expected annual income and statutory tax rates in the U.S., Canada, Japan, Hong Kong, and the U.K. For the three months ended June 30, 2018 and 2017 , the Company's effective tax rate was 57% and 55% , respectively. For the six months ended June 30, 2018 and 2017 , the Company's effective tax rate was 40% and 57% , respectively. The Company's effective tax rate increased for the three months ended June 30, 2018 from the corresponding three months ended June 30, 2017 , due primarily to the change of the geographic mix of income from continuing operations including a relative increase in foreign losses not benefited partially offset by the reduction in the U.S. statutory tax rate for the three months ended June 30, 2018 . The Company's effective tax rate decreased for the six months ended June 30, 2018 from the corresponding six months ended June 30, 2017 , due primarily to the reduction in the U.S. statutory tax rate partially offset by the change of the geographic mix of income from continuing operations including a relative increase in foreign losses not benefited for the six months ended June 30, 2018 . On December 22, 2017, the U.S. government enacted Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act includes significant changes to the U.S. corporate income tax system including: a federal corporate rate reduction from 35% to 21%; limitations on the deductibility of interest expense and executive compensation; creation of the base erosion anti-abuse tax (“BEAT”), a new minimum tax, a deduction for foreign-derived intangible income (“FDII”) and the transition of U.S. international taxation from a worldwide tax system to a modified territorial tax system. The change to a modified territorial tax system resulted in a one-time U.S. tax liability on those earnings which have not previously been repatriated to the U.S. (the “Transition Tax”), with future distributions not subject to U.S. federal income tax when repatriated. A majority of the provisions in the Tax Act are effective January 1, 2018. In response to the Tax Act, the SEC staff issued guidance on accounting for the tax effects of the Tax Act. The guidance provides a one-year measurement period for companies to complete the accounting. The Company reflected the income tax effects of those aspects of the Tax Act for which the accounting is complete. To the extent a company's accounting for certain income tax effects of the Tax Act is incomplete but it is able to determine a reasonable estimate, a company should record a provisional estimate in the financial statements. If a company cannot determine a provisional estimate to be included in the financial statements, it should continue to apply the provisions of the tax laws that were in effect immediately before the enactment of the Tax Act. After the passage of the U.S. government enacted Tax Cuts and Jobs Act (the “Tax Act”) on December 22, 2017, all undistributed foreign earnings before the passage became subject to U.S. federal tax at reduced rates; however, as of December 31, 2017, the Company's provisional estimate is that there will be no net expense for the Transition Tax related to these undistributed earnings. The Company has not made any additional measurement-period adjustments related to these items during the three and six months ended June 30, 2018 . This is a provisional estimate pending further legislative action from the states regarding conformity with the Tax Act. The Company continues to gather additional information to complete the accounting for these items and will complete our accounting within the prescribed measurement period. In addition, the Tax Act creates a new requirement that certain income such as Global Intangible Low-Taxed Income (“GILTI”) earned by a controlled foreign corporation (“CFC”) must be included in the gross income of the CFC U.S. shareholder. During the three and six months ended June 30, 2018 , the Company's estimate is that there is no significant impact of the GILTI provisions. However, due to the complexity of the new GILTI, the Company is continuing to evaluate these provisions of the Tax Act and whether taxes due on future U.S. inclusions related to GILTI should be recorded as a current-period expense when incurred, or factored into a company’s measurement of its deferred taxes. The Company will continue to refine the calculations as additional analysis is completed. The Company's provisional estimates may be affected as the Company gains a more thorough understanding of the Tax Act and any such changes to those estimates could be material to income tax expense. At June 30, 2018 , the estimated amount of the unrecognized deferred tax liability attributed to future withholding taxes on dividend distributions of undistributed earnings for certain non-U.S. subsidiaries, which the Company intends to reinvest the related earnings indefinitely in its operations outside the U.S., is approximately $463,000 . The Company maintains liabilities for uncertain tax positions. The Company's unrecognized tax benefits decreased $390,000 for the six months ended June 30, 2018 primarily due to the payments of settlements with tax authorities. At June 30, 2018 , the Company had approximately $198,000 in total unrecognized tax benefits, which if recognized, would favorably affect the Company’s effective income tax rate. The Company’s policy is to include interest and penalties related to unrecognized tax positions in income tax expense. To the extent accrued interest and penalties do not ultimately become payable, amounts accrued will be reduced and reflected as a reduction in the overall income tax provision in the period that such determination is made. At June 30, 2018 and December 31, 2017 , the Company had approximately $510,000 and $651,000 and in accrued interest, respectively. The Company files income tax returns in the U.S. federal jurisdiction and various states and foreign jurisdictions. The Company is subject to U.S. federal and certain state tax examinations for certain years after 2010 and is subject to California tax examinations for years after 2005. The material foreign jurisdictions where the Company is subject to potential examinations by tax authorities are the France, Germany, Spain and United Kingdom for tax years after 2009. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss The following table summarizes the changes in accumulated balances of other comprehensive loss (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Beginning balance $ (3,780 ) $ (3,820 ) $ (3,597 ) $ (3,787 ) Other comprehensive income (loss) due to foreign currency translation, net of tax (335 ) 133 (518 ) 100 Ending balance $ (4,115 ) $ (3,687 ) $ (4,115 ) $ (3,687 ) There were no amounts reclassified from accumulated other comprehensive loss for the three and six months ended June 30, 2018 and 2017 . |
Stock-Based Compensation and St
Stock-Based Compensation and Stock Options | 6 Months Ended |
Jun. 30, 2018 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation and Stock Options | Stock-Based Compensation and Stock Options The Company accounts for its employee stock options under the fair value method, which requires stock-based compensation to be estimated using the fair value on the date of grant using an option-pricing model. The value of the portion of the award that is expected to vest is recognized on a straight-line basis as expense over the related employees’ requisite service periods in the Company’s condensed consolidated statements of operations. In January 2012, the Company granted certain executives stock options to purchase 100,000 shares of common stock with an exercise price of $28.98 , of which 25,000 options became exercisable annually starting January 23, 2013. The options expire in January 2022. During 2014, 25,000 options were canceled and 25,000 options were forfeited upon the departure of an executive. As of June 30, 2018 , 50,000 options were outstanding and vested. As of June 30, 2018 , there was no unrecognized stock-based compensation expense relating to these options. In September 2015, the Company granted an executive stock options to purchase 400,000 shares of common stock with an exercise price of $8.07 , of which 50,000 options became exercisable quarterly starting March 31, 2016. The options expire in September 2025. As of June 30, 2018 , 400,000 options were vested and outstanding. As of June 30, 2018 , there was no unrecognized stock-based compensation expense relating to these options. In March 2016, the Company granted certain executives stock options to purchase 150,000 shares of common stock with an exercise price of $8.55 , of which 37,500 options vest and become exercisable annually starting on March 7, 2017. The options expire in March 2026. In 2017, 37,500 options were forfeited and 12,500 options were canceled upon the departure of an executive and the compensation expense of $19,000 was reversed. As of June 30, 2018 , 100,000 options were outstanding and 50,000 of these options were vested. Total stock-based compensation for the three months ended June 30, 2018 , related to these option grants was $30,000 . As of June 30, 2018 , there was approximately $199,000 of unrecognized stock-based compensation expense relating to these options. This amount is expected to be recognized over 1.7 years . In October 2017, the Company granted an executive stock options to purchase 400,000 shares of common stock with an exercise price of $6.95 , of which 50,000 shares are exercisable quarterly starting March 31, 2018 and ending on December 31, 2019. The options expire in 2027. As of June 30, 2018 , 400,000 options were outstanding and 100,000 of these options were vested. Total stock-based compensation for the three and six months ended June 30, 2018 , related to these option grants was $143,000 and $287,000 , respectively. As of June 30, 2018 , there was approximately $860,000 of unrecognized stock-based compensation expense relating to these options. This amount is expected to be recognized over 1.5 years . In April 2018, the Company granted an employee stock options to purchase 50,000 shares of common stock with an exercise price of $10.50 . The options vest in twelve equal installments. The first installment vested on April 26, 2018 , and the remaining eleven installments vest from June 30, 2018 to December 31, 2020 . As of June 30, 2018 , $50,000 options were outstanding and 8,333 of these options were vested. Total stock-based compensation for the three and six months ended June 30, 2018 , related to these option grants was $40,000 . As of June 30, 2018, there was approximately $201,000 of unrecognized stock-based compensation expense relating to these options. This amount is expected to be recognized over 2.5 years . In May 2018, the Company granted an employee options to purchase 50,000 shares of common stock with an exercise price of $14.70 , of which 12,500 options will vest and become exercisable annually starting on May 2019. As of June 30, 2018 , 50,000 options were outstanding and none of these options was vested. Total stock-based compensation for the three and six months ended June 30, 2018 , related to these option grants was $11,000 . As of June 30, 2018 , there was approximately $347,000 of unrecognized stock-based compensation expense relating to these options. This amount is expected to be recognized over 3.9 years . In June 2018, the Company granted a nonemployee consultant options to purchase 100,000 shares of common stock with an exercise price of $17.75 , of which 20,000 options vested and became exercisable on June 8, 2018 , 30,000 shares will vest no later than July 31, 2018 if certain performance targets are met, and 50,000 shares will vest no later than June 30, 2019 if certain performance targets are met. The Company used the contractual life when determining the value of this option. Based upon the performance conditions, the remaining unvested options will be measured and expensed when and if performance targets are met and vesting occurs. As of June 30, 2018 , 100,000 options were outstanding and 20,000 of these options were vested. Total stock-based compensation for the three and six months ended June 30, 2018 , related to these option grants was $122,000 . In June 2018, the Company granted an employee options to purchase 50,000 shares of common stock with an exercise price of $16.65 , of which 12,500 options will vest and become exercisable annually starting on June 2019 . As of June 30, 2018 , 50,000 options were outstanding and none of these options was vested. Total stock-based compensation for the three and six months ended June 30, 2018 , related to these option grants was $2,000 . As of June 30, 2018 , there was approximately $403,000 of unrecognized stock-based compensation expense relating to these options. This amount is expected to be recognized over 4.0 years . |
Stock Repurchase Program
Stock Repurchase Program | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Stock Repurchase Program | Stock Repurchase Program The Company's stock repurchase programs assist in offsetting the impact of dilution from employee equity compensation and assist with capital allocation. Management is allowed discretion in the execution of the repurchase program based upon market conditions and consideration of capital allocation. In February 2016 , the Company announced a stock repurchase program authorizing the repurchase of up to 1,000,000 shares of the Company’s outstanding common stock. During the year ended December 31, 2016, the Company repurchased 1,056,000 shares of common stock, including the 56,000 shares from its 2014 stock repurchase program, for an aggregate purchase price of $9.5 million and therefore there were no shares remaining to be repurchased under the repurchase programs authorized in January 2014 and January 2016 as of December 31, 2016. The shares repurchased were retired and recorded as a reduction of additional paid-in capital until extinguished with the remaining amount reflected as a reduction of retained earnings. In February 2017, the Company announced a stock repurchase program authorizing the repurchase of up to 1,000,000 shares of the Company’s outstanding common stock. During the year ended December 31, 2017, the Company repurchased 1,000,000 shares of common stock for an aggregate purchase price of $9.7 million , which were retired and recorded as a reduction of additional paid-in capital until extinguished with the remaining amount reflected as a reduction of retained earnings. In March 2018, the Company announced a stock repurchase program authorizing the repurchase of up to 500,000 shares of the Company’s outstanding common stock. During the three and six months ended June 30, 2018 , the Company did not repurchase any shares. Subsequent to the quarter ended June 30, 2018 , the Company repurchased 177,388 shares of common stock for an aggregate purchase price of $2.4 million as of August 1, 2018. |
Segment Reporting and Significa
Segment Reporting and Significant Customer Information | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Segments Reporting and Significant Customer Information | Segment Reporting and Significant Customer Information The Company manages its business geographically and has three reportable operating segments: Asia Pacific, Europe and North America. Asia Pacific consists of the Company's operations in Australia, China, Hong Kong, Japan, Taiwan, and Southeast Asia. Europe consists of the Company’s operations in France, Germany, Spain, and the U.K. North America consists of the Company’s operations in Canada and the U.S. Management relies on an internal management reporting process that provides revenue and segment operating profit (loss) for making financial decisions and allocating resources. Management believes that segment revenues and operating profit (loss) are appropriate measures of evaluating the operational performance of the Company’s segments. These segment disclosures have been adjusted to remove the revenue and operating profit (loss) related to discontinued operations in the current and prior periods. See "Note 9: Discontinued Operations" for further information. The following is a summary of operating results and assets (in thousands) by business segment: Three Months Ended June 30, 2018 Asia Pacific Europe North America Consolidated Revenues from unaffiliated customers $ 2,073 $ 8,527 $ 17,475 $ 28,075 Intersegment revenues (9 ) (27 ) 36 — Total net revenues 2,064 8,500 17,511 28,075 Operating profit (loss) $ (1,472 ) $ 441 $ 2,109 $ 1,078 Three Months Ended June 30, 2017 Asia Pacific Europe North America Consolidated Revenues from unaffiliated customers $ 1,963 $ 8,005 $ 16,443 $ 26,411 Intersegment revenues (13 ) (108 ) 121 — Total net revenues 1,950 7,897 16,564 26,411 Operating profit (loss) $ (1,165 ) $ 268 $ 2,283 $ 1,386 Six Months Ended June 30, 2018 Asia Pacific Europe North Consolidated Revenues from unaffiliated customers $ 4,115 $ 18,859 $ 35,985 $ 58,959 Intersegment revenues (29 ) (79 ) 108 — Total net revenues 4,086 18,780 36,093 58,959 Operating profit (loss) $ (3,212 ) $ 2,407 $ 5,540 $ 4,735 Six Months Ended June 30, 2017 Asia Pacific Europe North Consolidated Revenues from unaffiliated customers $ 3,807 $ 17,223 $ 33,810 $ 54,840 Intersegment revenues (44 ) (255 ) 299 — Total net revenues 3,763 16,968 34,109 54,840 Operating profit (loss) $ (2,706 ) $ 1,217 $ 4,937 $ 3,448 As of June 30, 2018 Asia Pacific Europe North America Elimination Consolidated Long-lived assets $ 163 $ 376 $ 3,989 $ — $ 4,528 Total assets $ 4,771 $ 55,426 $ 65,654 $ (80,205 ) $ 45,646 As of December 31, 2017 Asia Pacific Europe North America Elimination Consolidated Long-lived assets $ 140 $ 496 $ 4,285 $ — $ 4,921 Total assets $ 3,697 $ 54,593 $ 60,246 $ (72,864 ) $ 45,672 Revenue for each segment is recognized based on the customer location within a designated geographic region. Property and equipment are attributed to the geographic region in which the assets are located. Revenues from unaffiliated customers excludes intersegment revenues and represents revenue with parties unaffiliated with Travelzoo and its wholly owned subsidiaries. For the three months ended June 30, 2018 and 2017 , the Company did not have any customers that accounted for 10% or more of revenue. As of June 30, 2018 and December 31, 2017 , the Company did not have any customers that accounted for 10% or more of accounts receivable. The following table sets forth the breakdown of revenues (in thousands) by category and segment. Travel revenue includes travel publications ( Top 20 , Website , Newsflash , Travelzoo Network ), Getaway vouchers and hotel platform. Local revenue includes Local Deals vouchers and entertainment offers (vouchers and direct bookings). Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Asia Pacific Travel $ 1,930 $ 1,858 $ 3,831 $ 3,525 Local 134 92 255 238 Total Asia Pacific revenues $ 2,064 $ 1,950 $ 4,086 $ 3,763 Europe Travel $ 7,409 $ 6,795 $ 16,462 $ 14,801 Local 1,091 1,102 2,318 2,167 Total Europe revenues $ 8,500 $ 7,897 $ 18,780 $ 16,968 North America Travel $ 14,596 $ 13,911 $ 30,632 $ 28,769 Local 2,915 2,653 5,461 5,340 Total North America revenues $ 17,511 $ 16,564 $ 36,093 $ 34,109 Consolidated Travel $ 23,935 $ 22,564 $ 50,925 $ 47,095 Local 4,140 3,847 8,034 7,745 Total revenues $ 28,075 $ 26,411 $ 58,959 $ 54,840 Revenue by geography is based on the billing address of the advertiser. Long-lived assets attributed to the U.S. and international geographies are based upon the country in which the asset is located or owned. The following table sets forth revenue for countries that exceed 10% of total revenue (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Revenue United States $ 15,974 $ 15,244 $ 33,092 $ 31,469 United Kingdom 5,159 4,703 11,019 9,623 Germany 2,632 2,659 6,291 6,165 Rest of the world 4,310 3,805 8,557 7,583 Total revenues $ 28,075 $ 26,411 $ 58,959 $ 54,840 The following table sets forth long lived asset by geographic area (in thousands): June 30, December 31, 2018 2017 United States $ 3,989 $ 3,893 Rest of the world 539 1,028 Total long lived assets $ 4,528 $ 4,921 |
Discontinued Operations
Discontinued Operations | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On March 30, 2017, the Company decided to discontinue its Search products, consisting of Fly.com and SuperSearch products. This decision supports the Company’s strategy to focus on its global Travelzoo® brand. On March 30, 2017, the Company ceased operations of SuperSearch and on March 31, 2017, the Company sold the Fly.com domain name, which had no net book value, to a third party. There were no other assets or liabilities transferred as part this transaction. A reconciliation of the line items comprising the results of operations of the Search products to the income (loss) from discontinued operations through the date of disposal presented in the condensed consolidated statements of operations for the three and six months ended June 30, 2017 , in thousands, is included in the following table: Three Months Ended Six Months Ended June 30, June 30, 2017 2017 Revenues from Search $ 79 $ 2,088 Cost of revenues (2 ) (101 ) Gross profit 77 1,987 Total operating expenses 2 (1,817 ) Gain on sale of Fly.com domain name — 2,890 Income from discontinued operations before income taxes 79 3,060 Income tax expense 25 1,122 Income from discontinued operations, net of income taxes $ 54 $ 1,938 |
Summary of Significant Accoun16
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Recently Adopted & Not Yet Adopted Accounting Pronouncements | Recent Accounting Pronouncements Not Yet Adopted In February 2016, the Financial Accounting Standards Board ("FASB") issued an accounting standard update ASU 2016-02, "Leases," which requires that lease arrangements longer than 12 months result in an entity recognizing an asset and liability on its balance sheet. ASU 2016-02 is effective for interim and annual periods beginning after December 15, 2018, and early adoption is permitted. This accounting standard update will be effective for the Company on January 1, 2019. For operating leases with terms longer than 12 months, the Company will recognize a lease liability for the obligation to make lease payments and a right-of-use asset for the right to use the underlying asset for the lease term. The Company is currently in the process of evaluating the impact of the adoption on its financial position, results of operations and cash flows. In February 2018, the FASB issued Accounting Standards Update No. 2018-02, "Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income," which allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act, eliminating the stranded tax effects resulting from the Tax Cuts and Jobs Act. However, the new guidance only applies to the tax effects resulting from the Tax Cuts and Jobs Act and does not change the underlying guidance to recognize the effect of a change in tax laws or rates in income from continuing operations. The amendments are effective for all entities for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial position, results of operations and cash flows. In June 2018, the FASB issued ASU 2018-07, "Compensation-Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting," which simplifies the accounting for share-based payment to nonemployees for goods and services. Under the new standard, most of the guidance on stock compensation payments to nonemployees would be aligned with the requirements for share-based payments granted to employees. This standard is effective for annual reporting periods beginning after December 15, 2018, including interim reporting periods within those annual reporting periods, with early adoption permitted. The Company is currently in the process of evaluating the impact of the adoption on its financial position, results of operations and cash flows. (c) Recently Adopted Accounting Pronouncements In August 2016, the FASB issued ASU No. 2016-15, "Classification of Certain Cash Receipts and Cash Payments," which addresses eight classification issues related to the statement of cash flows. In November 2016, the FASB issued ASU 2016-18, "Statement of Cash Flows: Restricted Cash," which addresses classification and presentation of changes in restricted cash on the statement of cash flows. The standard requires that restricted cash and restricted cash equivalents be included as components of total cash and cash equivalents as presented on the statement of cash flows. The Company adopted ASU 2016-15 and ASU 2016-18 using a retrospective transition method effective January 1, 2018 and applied to the periods presented on the condensed consolidated statements of cash flows. Restricted cash includes cash and cash equivalents that is restricted through legal contracts, regulations or our intention to use the cash for a specific purpose. Our restricted cash primarily relates to refundable deposits and funds held in escrow. In May 2014, the FASB issued ASU 2014-09, "Revenue from Contracts with Customers," which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. ASU 2014-09 will replace most of the existing revenue recognition guidance in U.S. GAAP when it becomes effective. This new accounting standard is effective for the Company for annual periods in fiscal years beginning after December 15, 2017 (as amended in August 2015 by ASU 2015-14, "Deferral of the Effective Date"). In December 27, 2016, FASB issued ASU 2016-20, "Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers," which addresses loan guarantee fees, impairment testing of contract costs, provisions for losses on construction-type and production-type contracts, and various disclosures. ASU 2016-20 will go into effect once ASU 2014-09 takes effect. The Company adopted this standard effective January 1, 2018 using the modified retrospective method, which was only applied to contracts that were not completed as of the adoption date, with a cumulative adjustment to retained earnings. |
Revenue Recognition | Revenue Recognition The Company recognizes revenues when control of the promised goods or services is transferred to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. The Company generates revenues primarily by delivering advertising on the Travelzoo website, in the Top 20 email newsletter, in Newsflash and from the Travelzoo Network. The Company also generates transaction-based revenues from the sales of vouchers through our Local Deals and Getaway e-mail alert services and providing hotel bookings. The Company's disaggregated revenues are included in "Note 8: Segment Reporting and Significant Customer Information". For fixed-fee website advertising, the Company recognizes revenues ratably over the contracted placement period. For Top 20 email newsletter and other email products, the Company recognizes revenues when the emails are delivered to its members. The Company offers advertising on a cost-per-click basis, which means that an advertiser pays the Company only when a user clicks on an ad on Travelzoo properties or Travelzoo Network members’ properties. For these customers, the Company recognizes revenues each time a user clicks on the ad. The Company also offers advertising on other bases, such as cost-per-impression, which means that an advertiser pays the Company based on the number of times their advertisement is displayed on Travelzoo properties, email advertisements, Travelzoo Network properties, or social media properties. For these customers, the Company recognizes revenues each time an ad is displayed or email delivered. For transaction based revenues, including products such as Local Deals, Getaway and hotel platform, the Company evaluates whether it is the principal (i.e., report revenue on a gross basis) versus an agent (i.e., report revenue on a net basis). The Company reports transaction revenue on a net basis because the supplier is primarily responsible for providing the underlying service and we do not control the service provided by the supplier prior to its transfer to the customer. For Local Deals and Getaway products, the company earns a fee for acting as an agent for the sale of vouchers that can be redeemed for services with third-party merchants. Revenues are presented net of the amounts due to the third-party merchants for fulfilling the underlying services. Certain merchant contracts allow the Company to retain the proceeds from unredeemed vouchers. With these contracts, the Company estimates the value of vouchers that will ultimately not be redeemed and records the estimate in the same period as the voucher sale. Commission revenue related to our hotel platform is recognized ratably over the period of guest stay, net of an allowance for cancellations based upon historical patterns. For arrangements for booking non-cancelable reservations where the Company’s performance obligation is deemed to be the successful booking of a hotel reservation, we record revenue for the commissions upon completion of the hotel booking. The Company’s contracts with customers may include multiple performance obligations in which the Company allocates revenues to each performance obligation based on its standalone selling price. The Company determines standalone selling price based on its overall pricing objectives, taking into consideration the type of services, geographical region of the customers, normal rate card pricing and customary discounts. Standalone selling price is generally determined based on the prices charged to customers when the product is sold separately. The Company relies upon the following practical expedients and exemptions allowed for in the revenue recognition accounting standard. The Company expenses sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded in sales and marketing expenses. In addition, the Company does not disclose the value of unsatisfied performance obligations for (a) contracts with an original expected length of one year or less and (b) contracts for which it recognizes revenues at the amount to which it has the right to invoice for services performed. |
Summary of Significant Accoun17
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Reconciliation of Cash, Cash Equivalents and Restricted Cash | The following table provides a reconciliation of cash, cash equivalents and restricted cash reported within the unaudited condensed consolidated balance sheets to the total amounts shown in the unaudited statements of cash flows: June 30, December 31, 2018 2017 Cash and cash equivalents $ 19,409 $ 22,553 Restricted cash 1,458 1,448 Total cash, cash equivalents and restricted cash in the consolidated statements of cash flow $ 20,867 $ 24,001 |
Net Income Per Share (Tables)
Net Income Per Share (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Earnings Per Share [Abstract] | |
Basic and diluted net income per share | The following table sets forth the calculation of basic and diluted net income (loss) per share (in thousands, except per share amounts): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Numerator: Income from continuing operations $ 477 $ 633 $ 2,979 $ 1,493 Income from discontinued operations, net of income taxes — 54 — 1,938 Net income $ 477 $ 687 $ 2,979 $ 3,431 Denominator: Weighted average common shares—basic 12,462 13,030 12,462 13,224 Effect of dilutive securities: stock options 318 28 160 5 Weighted average common shares—diluted 12,780 13,058 12,622 13,229 Income per share—basic: Continuing operations $ 0.04 $ 0.05 $ 0.24 $ 0.11 Discontinued operations — — — 0.15 Net income per share—basic $ 0.04 $ 0.05 $ 0.24 $ 0.26 Income per share—diluted: Continuing operations $ 0.04 $ 0.05 $ 0.24 $ 0.11 Discontinued operations — — — 0.14 0.15 Net income per share—diluted $ 0.04 $ 0.05 $ 0.24 $ 0.26 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of future lease payments for operating leases | The following table summarizes principal contractual commitments as of June 30, 2018 (in thousands): 2018 Remaining 2019 2020 2021 2022 Thereafter Total Operating leases $ 3,171 $ 5,613 $ 4,021 $ 3,194 $ 2,364 $ 3,250 $ 21,613 Purchase obligations 849 95 12 — — — 956 Total commitments $ 4,020 $ 5,708 $ 4,033 $ 3,194 $ 2,364 $ 3,250 $ 22,569 |
Accumulated Other Comprehensi20
Accumulated Other Comprehensive Loss (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Equity [Abstract] | |
Schedule of changes in accumulated balances of other comprehensive loss | The following table summarizes the changes in accumulated balances of other comprehensive loss (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Beginning balance $ (3,780 ) $ (3,820 ) $ (3,597 ) $ (3,787 ) Other comprehensive income (loss) due to foreign currency translation, net of tax (335 ) 133 (518 ) 100 Ending balance $ (4,115 ) $ (3,687 ) $ (4,115 ) $ (3,687 ) |
Segment Reporting and Signifi21
Segment Reporting and Significant Customer Information (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Segment Reporting [Abstract] | |
Summary of operating results from continuing operations and assets by business segment | The following is a summary of operating results and assets (in thousands) by business segment: Three Months Ended June 30, 2018 Asia Pacific Europe North America Consolidated Revenues from unaffiliated customers $ 2,073 $ 8,527 $ 17,475 $ 28,075 Intersegment revenues (9 ) (27 ) 36 — Total net revenues 2,064 8,500 17,511 28,075 Operating profit (loss) $ (1,472 ) $ 441 $ 2,109 $ 1,078 Three Months Ended June 30, 2017 Asia Pacific Europe North America Consolidated Revenues from unaffiliated customers $ 1,963 $ 8,005 $ 16,443 $ 26,411 Intersegment revenues (13 ) (108 ) 121 — Total net revenues 1,950 7,897 16,564 26,411 Operating profit (loss) $ (1,165 ) $ 268 $ 2,283 $ 1,386 Six Months Ended June 30, 2018 Asia Pacific Europe North Consolidated Revenues from unaffiliated customers $ 4,115 $ 18,859 $ 35,985 $ 58,959 Intersegment revenues (29 ) (79 ) 108 — Total net revenues 4,086 18,780 36,093 58,959 Operating profit (loss) $ (3,212 ) $ 2,407 $ 5,540 $ 4,735 Six Months Ended June 30, 2017 Asia Pacific Europe North Consolidated Revenues from unaffiliated customers $ 3,807 $ 17,223 $ 33,810 $ 54,840 Intersegment revenues (44 ) (255 ) 299 — Total net revenues 3,763 16,968 34,109 54,840 Operating profit (loss) $ (2,706 ) $ 1,217 $ 4,937 $ 3,448 |
Reconciliation of total assets from reportable segments to consolidated assets | As of June 30, 2018 Asia Pacific Europe North America Elimination Consolidated Long-lived assets $ 163 $ 376 $ 3,989 $ — $ 4,528 Total assets $ 4,771 $ 55,426 $ 65,654 $ (80,205 ) $ 45,646 As of December 31, 2017 Asia Pacific Europe North America Elimination Consolidated Long-lived assets $ 140 $ 496 $ 4,285 $ — $ 4,921 Total assets $ 3,697 $ 54,593 $ 60,246 $ (72,864 ) $ 45,672 |
Breakdown of revenues and long-lived assets | The following table sets forth the breakdown of revenues (in thousands) by category and segment. Travel revenue includes travel publications ( Top 20 , Website , Newsflash , Travelzoo Network ), Getaway vouchers and hotel platform. Local revenue includes Local Deals vouchers and entertainment offers (vouchers and direct bookings). Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Asia Pacific Travel $ 1,930 $ 1,858 $ 3,831 $ 3,525 Local 134 92 255 238 Total Asia Pacific revenues $ 2,064 $ 1,950 $ 4,086 $ 3,763 Europe Travel $ 7,409 $ 6,795 $ 16,462 $ 14,801 Local 1,091 1,102 2,318 2,167 Total Europe revenues $ 8,500 $ 7,897 $ 18,780 $ 16,968 North America Travel $ 14,596 $ 13,911 $ 30,632 $ 28,769 Local 2,915 2,653 5,461 5,340 Total North America revenues $ 17,511 $ 16,564 $ 36,093 $ 34,109 Consolidated Travel $ 23,935 $ 22,564 $ 50,925 $ 47,095 Local 4,140 3,847 8,034 7,745 Total revenues $ 28,075 $ 26,411 $ 58,959 $ 54,840 Revenue by geography is based on the billing address of the advertiser. Long-lived assets attributed to the U.S. and international geographies are based upon the country in which the asset is located or owned. The following table sets forth revenue for countries that exceed 10% of total revenue (in thousands): Three Months Ended Six Months Ended June 30, June 30, 2018 2017 2018 2017 Revenue United States $ 15,974 $ 15,244 $ 33,092 $ 31,469 United Kingdom 5,159 4,703 11,019 9,623 Germany 2,632 2,659 6,291 6,165 Rest of the world 4,310 3,805 8,557 7,583 Total revenues $ 28,075 $ 26,411 $ 58,959 $ 54,840 The following table sets forth long lived asset by geographic area (in thousands): June 30, December 31, 2018 2017 United States $ 3,989 $ 3,893 Rest of the world 539 1,028 Total long lived assets $ 4,528 $ 4,921 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 6 Months Ended |
Jun. 30, 2018 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | A reconciliation of the line items comprising the results of operations of the Search products to the income (loss) from discontinued operations through the date of disposal presented in the condensed consolidated statements of operations for the three and six months ended June 30, 2017 , in thousands, is included in the following table: Three Months Ended Six Months Ended June 30, June 30, 2017 2017 Revenues from Search $ 79 $ 2,088 Cost of revenues (2 ) (101 ) Gross profit 77 1,987 Total operating expenses 2 (1,817 ) Gain on sale of Fly.com domain name — 2,890 Income from discontinued operations before income taxes 79 3,060 Income tax expense 25 1,122 Income from discontinued operations, net of income taxes $ 54 $ 1,938 |
Summary of Significant Accoun23
Summary of Significant Accounting Policies - Narrative (Details) $ in Thousands, € in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Apr. 30, 2018EUR (€) | Jun. 30, 2018USD ($) | Jun. 30, 2018USD ($)office | Jun. 30, 2017USD ($) | Jan. 01, 2018USD ($) | Dec. 31, 2017USD ($) | |
Related Party Transaction | ||||||
Payment to acquire equity method investment | € 2.5 | $ 3,083 | $ 0 | |||
Equity method investment ownership percentage | 25.00% | |||||
Insertion order signed to advertise with TravelZoo | € | € 1.5 | |||||
Accounts payable | $ (14,251) | (14,251) | $ (19,105) | |||
Decrease in deferred tax asset | (1,476) | (1,476) | $ (1,516) | |||
Deferred revenue | 966 | 966 | $ 825 | |||
Deferred revenue, revenue recognized in period | $ 138 | $ 585 | ||||
Majority Shareholder | ||||||
Related Party Transaction | ||||||
Percent of outstanding shares held by related party | 53.80% | 53.80% | ||||
Minimum | ||||||
Related Party Transaction | ||||||
Number of offices | office | 25 | |||||
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | ||||||
Related Party Transaction | ||||||
Accounts payable | 1,600 | |||||
Decrease in deferred tax asset | 270 | |||||
Accounting Standards Update 2014-09 | Difference between Revenue Guidance in Effect before and after Topic 606 | Retained Earnings | ||||||
Related Party Transaction | ||||||
Cumulative adjustment | $ 1,300 |
Summary of Significant Accoun24
Summary of Significant Accounting Policies - Reconciliation of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 | Jun. 30, 2017 | Dec. 31, 2016 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Cash and cash equivalents | $ 19,409 | $ 22,553 | ||
Restricted cash | 1,458 | 1,448 | ||
Total cash, cash equivalents and restricted cash | $ 20,867 | $ 24,001 | $ 22,744 | $ 28,236 |
Net Income Per Share (Details)
Net Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Numerator: | ||||
Income from continuing operations | $ 477 | $ 633 | $ 2,979 | $ 1,493 |
Income from discontinued operations, net of income taxes | 0 | 54 | 0 | 1,938 |
Net income | $ 477 | $ 687 | $ 2,979 | $ 3,431 |
Denominator: | ||||
Weighted average common shares - basic (in shares) | 12,462,000 | 13,030,000 | 12,462,000 | 13,224,000 |
Effect of dilutive securities: stock options (in shares) | 318,000 | 28,000 | 160,000 | 5,000 |
Weighted average common shares - diluted (in shares) | 12,780,000 | 13,058,000 | 12,622,000 | 13,229,000 |
Income per share—basic: | ||||
Continuing operations (in dollars per share) | $ 0.04 | $ 0.05 | $ 0.24 | $ 0.11 |
Discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.15 |
Net income per share - basic (in dollars per share) | 0.04 | 0.05 | 0.24 | 0.26 |
Income per share—diluted: | ||||
Continuing operations (in dollars per share) | 0.04 | 0.05 | 0.24 | 0.11 |
Discontinued operations (in dollars per share) | 0 | 0 | 0 | 0.15 |
Net income per share - diluted (in dollars per share) | $ 0.04 | $ 0.05 | $ 0.24 | $ 0.26 |
Anti-dilutive shares not included in computation of net income (loss) per common share (in shares) | 300,000 | 200,000 | 300,000 | 200,000 |
Commitments and Contingencies26
Commitments and Contingencies (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Aug. 03, 2018 | Dec. 31, 2004 | Dec. 31, 2002 | Jun. 30, 2018 | Dec. 31, 2017 | |
Operating leases | |||||
2018 Remaining | $ 3,171,000 | ||||
2,019 | 5,613,000 | ||||
2,020 | 4,021,000 | ||||
2,021 | 3,194,000 | ||||
2,022 | 2,364,000 | ||||
Thereafter | 3,250,000 | ||||
Total | 21,613,000 | ||||
Purchase obligations | |||||
2018 Remaining | 849,000 | ||||
2,019 | 95,000 | ||||
2,020 | 12,000 | ||||
2,021 | 0 | ||||
2,022 | 0 | ||||
Thereafter | 0 | ||||
Total | 956,000 | ||||
Total commitments | |||||
Total commitments 2018 Remaining | 4,020,000 | ||||
Total commitments in 2019 | 5,708,000 | ||||
Total commitments in 2020 | 4,033,000 | ||||
Total commitments in 2021 | 3,194,000 | ||||
Total commitments in 2022 | 2,364,000 | ||||
Total commitments Thereafter | 3,250,000 | ||||
Total commitments | 22,569,000 | ||||
Local deals and getaway merchant payables | $ 8,800,000 | $ 14,600,000 | |||
Travel Zoo Com Corporation | |||||
Loss Contingencies | |||||
Period for receiving shares under merger (in years) | 2 years | 2 years | |||
Number of shares exchanged under merger (in shares) | 1 | ||||
Subsequent Event | |||||
Total commitments | |||||
Decrease to future minimum payment in remainder of year from termination of lease | $ 130,000 | ||||
Decrease to future minimum payment in 2019 from termination of lease | 548,000 | ||||
Decrease to future minimum payment in 2020 from termination of lease | $ 91,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |||||
Effective tax rate | 57.00% | 55.00% | 40.00% | 57.00% | |
Unrecognized deferred tax liability related to undistributed earnings of non-U.S. subsidiaries | $ 463 | $ 463 | |||
Decrease in unrecognized tax benefits due to settlements with tax authority | 390 | ||||
Total unrecognized tax benefits | 198 | 198 | |||
Accrued interest and penalties | $ 510 | $ 510 | $ 651 |
Accumulated Other Comprehensi28
Accumulated Other Comprehensive Loss (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Accumulated Other Comprehensive Income [Roll Forward] | ||||
Beginning balance | $ 13,078,000 | |||
Ending balance | $ 17,375,000 | 17,375,000 | ||
Amounts reclassified from accumulated other comprehensive loss | 0 | $ 0 | 0 | $ 0 |
AOCI | ||||
Accumulated Other Comprehensive Income [Roll Forward] | ||||
Beginning balance | (3,780,000) | (3,820,000) | (3,597,000) | (3,787,000) |
Ending balance | (4,115,000) | (3,687,000) | (4,115,000) | (3,687,000) |
Foreign Currency Translation | ||||
Accumulated Other Comprehensive Income [Roll Forward] | ||||
Other comprehensive income (loss) due to foreign currency translation, net of tax | $ (335,000) | $ 133,000 | $ (518,000) | $ 100,000 |
Stock-Based Compensation and 29
Stock-Based Compensation and Stock Options (Details) - Stock Options - USD ($) | Jul. 31, 2018 | Jun. 30, 2018 | Jun. 08, 2018 | Jun. 30, 2018 | May 31, 2018 | Apr. 30, 2018 | Nov. 01, 2017 | Mar. 31, 2016 | Sep. 30, 2015 | Jan. 31, 2012 | Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2014 |
January 2012 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Employee options granted to purchase shares of common stock (in shares) | 100,000 | |||||||||||||
Exercise price of employee option shares of common stock (in dollars per share) | $ 28.98 | |||||||||||||
Options vested and become exercisable annually (in shares) | 25,000 | |||||||||||||
Options canceled (in shares) | 25,000 | |||||||||||||
Options forfeited (in shares) | 25,000 | |||||||||||||
Options outstanding (in shares) | 50,000 | 50,000 | 50,000 | 50,000 | ||||||||||
Unrecognized stock-based compensation expense | $ 0 | $ 0 | $ 0 | $ 0 | ||||||||||
Options vested (in shares) | 50,000 | |||||||||||||
September 2015 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Employee options granted to purchase shares of common stock (in shares) | 400,000 | |||||||||||||
Exercise price of employee option shares of common stock (in dollars per share) | $ 8.07 | |||||||||||||
Options outstanding (in shares) | 400,000 | 400,000 | 400,000 | 400,000 | ||||||||||
Unrecognized stock-based compensation expense | $ 0 | $ 0 | $ 0 | $ 0 | ||||||||||
Options vested and become exercisable quarterly (in shares) | 50,000 | |||||||||||||
Options vested (in shares) | 400,000 | |||||||||||||
March 2016 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Employee options granted to purchase shares of common stock (in shares) | 150,000 | |||||||||||||
Exercise price of employee option shares of common stock (in dollars per share) | $ 8.55 | |||||||||||||
Options vested and become exercisable annually (in shares) | 37,500 | |||||||||||||
Options outstanding (in shares) | 100,000 | 100,000 | 100,000 | 100,000 | ||||||||||
Unrecognized stock-based compensation expense | $ 199,000 | $ 199,000 | $ 199,000 | $ 199,000 | ||||||||||
Options vested (in shares) | 50,000 | |||||||||||||
Total stock-based compensation expense | $ 30,000 | |||||||||||||
Expected duration for recognition of stock based compensation expense (in years) | 1 year 8 months 7 days | |||||||||||||
October 2017 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Employee options granted to purchase shares of common stock (in shares) | 400,000 | |||||||||||||
Exercise price of employee option shares of common stock (in dollars per share) | $ 6.95 | |||||||||||||
Options outstanding (in shares) | 400,000 | 400,000 | 400,000 | 400,000 | ||||||||||
Unrecognized stock-based compensation expense | $ 860,000 | $ 860,000 | $ 860,000 | $ 860,000 | ||||||||||
Options vested and become exercisable quarterly (in shares) | 50,000 | |||||||||||||
Options vested (in shares) | 100,000 | |||||||||||||
Total stock-based compensation expense | $ 143,000 | $ 287,000 | ||||||||||||
Expected duration for recognition of stock based compensation expense (in years) | 18 months | |||||||||||||
April 2018 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Employee options granted to purchase shares of common stock (in shares) | 50,000 | |||||||||||||
Exercise price of employee option shares of common stock (in dollars per share) | $ 10.50 | |||||||||||||
Options outstanding (in shares) | 50,000 | 50,000 | 50,000 | 50,000 | ||||||||||
Unrecognized stock-based compensation expense | $ 201,000 | $ 201,000 | $ 201,000 | $ 201,000 | ||||||||||
Options vested (in shares) | 8,333 | |||||||||||||
Total stock-based compensation expense | $ 40,000 | $ 40,000 | ||||||||||||
Expected duration for recognition of stock based compensation expense (in years) | 2 years 6 months | |||||||||||||
May 2018 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Employee options granted to purchase shares of common stock (in shares) | 50,000 | |||||||||||||
Exercise price of employee option shares of common stock (in dollars per share) | $ 14.70 | |||||||||||||
Options vested and become exercisable annually (in shares) | 12,500 | |||||||||||||
Options outstanding (in shares) | 50,000 | 50,000 | 50,000 | 50,000 | ||||||||||
Unrecognized stock-based compensation expense | $ 347,000 | $ 347,000 | $ 347,000 | $ 347,000 | ||||||||||
Options vested (in shares) | 0 | |||||||||||||
Total stock-based compensation expense | $ 11,000 | $ 11,000 | ||||||||||||
Expected duration for recognition of stock based compensation expense (in years) | 3 years 10 months 15 days | |||||||||||||
Executive Officer | March 2016 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Options canceled (in shares) | 12,500 | |||||||||||||
Options forfeited (in shares) | 37,500 | |||||||||||||
Total stock-based compensation expense | $ 19,000 | |||||||||||||
Nonemployee | June 2018 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Employee options granted to purchase shares of common stock (in shares) | 100,000 | |||||||||||||
Exercise price of employee option shares of common stock (in dollars per share) | $ 17.75 | |||||||||||||
Options outstanding (in shares) | 100,000 | 100,000 | 100,000 | 100,000 | ||||||||||
Total stock-based compensation expense | $ 122,000 | $ 122,000 | ||||||||||||
Employee | June 2018 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Employee options granted to purchase shares of common stock (in shares) | 50,000 | |||||||||||||
Exercise price of employee option shares of common stock (in dollars per share) | $ 16.65 | |||||||||||||
Options vested and become exercisable annually (in shares) | 12,500 | |||||||||||||
Options outstanding (in shares) | 50,000 | 50,000 | 50,000 | 50,000 | ||||||||||
Unrecognized stock-based compensation expense | $ 403,000 | $ 403,000 | $ 403,000 | $ 403,000 | ||||||||||
Options vested (in shares) | 0 | |||||||||||||
Total stock-based compensation expense | $ 2,000 | $ 2,000 | ||||||||||||
Expected duration for recognition of stock based compensation expense (in years) | 3 years 11 months 23 days | |||||||||||||
Tranche One | Nonemployee | June 2018 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Options vested (in shares) | 20,000 | |||||||||||||
Tranche Two | Subsequent Event | Nonemployee | June 2018 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Options vested (in shares) | 30,000 | |||||||||||||
Tranche Three | Nonemployee | June 2018 Plan | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award | ||||||||||||||
Options vested (in shares) | 50,000 |
Stock Repurchase Program (Detai
Stock Repurchase Program (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||
Aug. 01, 2018 | Jul. 31, 2018 | Jun. 30, 2018 | Jun. 30, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Mar. 31, 2018 | Feb. 28, 2017 | Feb. 29, 2016 | |
January 2014 and February 2016 Plan | |||||||||
Class of Stock [Line Items] | |||||||||
Remaining number of shares authorized to be repurchased (in shares) | 0 | ||||||||
January 2014 and February 2016 Plan | Treasury Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Shares repurchase and retired during period (in shares) | 1,056,000 | ||||||||
February 2016 Plan | |||||||||
Class of Stock [Line Items] | |||||||||
Number of shares authorized to be repurchased (up to) (in shares) | 1,000,000 | ||||||||
February 2016 Plan | Treasury Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Stock repurchased during period, value | $ 9.5 | ||||||||
January 2014 Plan | |||||||||
Class of Stock [Line Items] | |||||||||
Shares repurchase and retired during period (in shares) | 56,000 | ||||||||
February 2017 Plan | |||||||||
Class of Stock [Line Items] | |||||||||
Number of shares authorized to be repurchased (up to) (in shares) | 1,000,000 | ||||||||
Shares repurchase and retired during period (in shares) | 1,000,000 | ||||||||
February 2017 Plan | Treasury Stock | |||||||||
Class of Stock [Line Items] | |||||||||
Stock repurchased during period, value | $ 9.7 | ||||||||
March 2018 Plan | |||||||||
Class of Stock [Line Items] | |||||||||
Number of shares authorized to be repurchased (up to) (in shares) | 500,000 | ||||||||
Shares repurchase and retired during period (in shares) | 0 | 0 | |||||||
Subsequent Event | March 2018 Plan | |||||||||
Class of Stock [Line Items] | |||||||||
Shares repurchase and retired during period (in shares) | 177,388 | ||||||||
Stock repurchased during period, value | $ 2.4 |
Segment Reporting and Signifi31
Segment Reporting and Significant Customer Information - Narrative (Details) | 6 Months Ended |
Jun. 30, 2018segment | |
Segment Reporting [Abstract] | |
Number of reportable operating segments | 3 |
Segment Reporting and Signifi32
Segment Reporting and Significant Customer Information - Operating Results from Continuing Operations and Assets by Business Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | $ 28,075 | $ 26,411 | $ 58,959 | $ 54,840 |
Operating profit (loss) | 1,078 | 1,386 | 4,735 | 3,448 |
Asia Pacific | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | 2,064 | 1,950 | 4,086 | 3,763 |
Operating profit (loss) | (1,472) | (1,165) | (3,212) | (2,706) |
Europe | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | 8,500 | 7,897 | 18,780 | 16,968 |
Operating profit (loss) | 441 | 268 | 2,407 | 1,217 |
North America | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | 17,511 | 16,564 | 36,093 | 34,109 |
Operating profit (loss) | 2,109 | 2,283 | 5,540 | 4,937 |
Operating Segments | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | 58,959 | 54,840 | ||
Operating Segments | Asia Pacific | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | 2,073 | 1,963 | 4,115 | 3,807 |
Operating Segments | Europe | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | 8,527 | 8,005 | 18,859 | 17,223 |
Operating Segments | North America | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | 17,475 | 16,443 | 35,985 | 33,810 |
Elimination | Asia Pacific | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | (9) | (13) | (29) | (44) |
Elimination | Europe | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | (27) | (108) | (79) | (255) |
Elimination | North America | ||||
Summary of operating results from continuing operations and assets by business segment | ||||
Revenues | $ 36 | $ 121 | $ 108 | $ 299 |
Segment Reporting and Signifi33
Segment Reporting and Significant Customer Information - Assets by Segment (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Revenue for each segment recognized based on customer location | ||
Long-lived assets | $ 4,528 | $ 4,921 |
Total assets | 45,646 | 45,672 |
Elimination | ||
Revenue for each segment recognized based on customer location | ||
Long-lived assets | 0 | 0 |
Total assets | (80,205) | (72,864) |
Asia Pacific | Operating Segments | ||
Revenue for each segment recognized based on customer location | ||
Long-lived assets | 163 | 140 |
Total assets | 4,771 | 3,697 |
Europe | Operating Segments | ||
Revenue for each segment recognized based on customer location | ||
Long-lived assets | 376 | 496 |
Total assets | 55,426 | 54,593 |
North America | Operating Segments | ||
Revenue for each segment recognized based on customer location | ||
Long-lived assets | 3,989 | 4,285 |
Total assets | $ 65,654 | $ 60,246 |
Segment Reporting and Signifi34
Segment Reporting and Significant Customer Information - Revenue by Type and Segment (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Breakdown of revenues by type and segment | ||||
Total revenues | $ 28,075 | $ 26,411 | $ 58,959 | $ 54,840 |
Asia Pacific | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 2,064 | 1,950 | 4,086 | 3,763 |
Europe | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 8,500 | 7,897 | 18,780 | 16,968 |
North America | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 17,511 | 16,564 | 36,093 | 34,109 |
Travel | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 23,935 | 22,564 | 50,925 | 47,095 |
Travel | Asia Pacific | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 1,930 | 1,858 | 3,831 | 3,525 |
Travel | Europe | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 7,409 | 6,795 | 16,462 | 14,801 |
Travel | North America | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 14,596 | 13,911 | 30,632 | 28,769 |
Local | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 4,140 | 3,847 | 8,034 | 7,745 |
Local | Asia Pacific | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 134 | 92 | 255 | 238 |
Local | Europe | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | 1,091 | 1,102 | 2,318 | 2,167 |
Local | North America | ||||
Breakdown of revenues by type and segment | ||||
Total revenues | $ 2,915 | $ 2,653 | $ 5,461 | $ 5,340 |
Segment Reporting and Signifi35
Segment Reporting and Significant Customer Information - Revenue for Individual Countries that Exceed 10% of Total Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Revenue, Major Customer [Line Items] | ||||
Total revenues | $ 28,075 | $ 26,411 | $ 58,959 | $ 54,840 |
United States | ||||
Revenue, Major Customer [Line Items] | ||||
Total revenues | 15,974 | 15,244 | 33,092 | 31,469 |
United Kingdom | ||||
Revenue, Major Customer [Line Items] | ||||
Total revenues | 5,159 | 4,703 | 11,019 | 9,623 |
Germany | ||||
Revenue, Major Customer [Line Items] | ||||
Total revenues | 2,632 | 2,659 | 6,291 | 6,165 |
Rest of the world | ||||
Revenue, Major Customer [Line Items] | ||||
Total revenues | $ 4,310 | $ 3,805 | $ 8,557 | $ 7,583 |
Segment Reporting and Signifi36
Segment Reporting and Significant Customer Information - Long Lives Assets by Geographic Area (Details) - USD ($) $ in Thousands | Jun. 30, 2018 | Dec. 31, 2017 |
Revenues from External Customers and Long-Lived Assets | ||
Long-lived assets | $ 4,528 | $ 4,921 |
United States | ||
Revenues from External Customers and Long-Lived Assets | ||
Long-lived assets | 3,989 | 3,893 |
Rest of the world | ||
Revenues from External Customers and Long-Lived Assets | ||
Long-lived assets | $ 539 | $ 1,028 |
Discontinued Operations (Detail
Discontinued Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2018 | Jun. 30, 2017 | Jun. 30, 2018 | Jun. 30, 2017 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Gain on sale of Fly.com domain name | $ 0 | $ 2,890 | ||
Income from discontinued operations, net of income taxes | $ 0 | $ 54 | $ 0 | 1,938 |
Discontinued Operations, Disposed of by Sale | Fly.com domain | ||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||
Revenues from Search | 79 | 2,088 | ||
Cost of revenues | (2) | (101) | ||
Gross profit | 77 | 1,987 | ||
Total operating expenses | 2 | (1,817) | ||
Gain on sale of Fly.com domain name | 0 | 2,890 | ||
Income from discontinued operations before income taxes | 79 | 3,060 | ||
Income tax expense | 25 | 1,122 | ||
Income from discontinued operations, net of income taxes | $ 54 | $ 1,938 |