Price Graph
Price
Yield
These terms and conditions govern your use of the website alphaminr.com and its related services.
These Terms and Conditions (“Terms”) are a binding contract between you and Alphaminr, (“Alphaminr”, “we”, “us” and “service”). You must agree to and accept the Terms. These Terms include the provisions in this document as well as those in the Privacy Policy. These terms may be modified at any time.
Your subscription will be on a month to month basis and automatically renew every month. You may terminate your subscription at any time through your account.
We will provide you with advance notice of any change in fees.
You represent that you are of legal age to form a binding contract. You are responsible for any
activity associated with your account. The account can be logged in at only one computer at a
time.
The Services are intended for your own individual use. You shall only use the Services in a
manner that complies with all laws. You may not use any automated software, spider or system to
scrape data from Alphaminr.
Alphaminr is not a financial advisor and does not provide financial advice of any kind. The service is provided “As is”. The materials and information accessible through the Service are solely for informational purposes. While we strive to provide good information and data, we make no guarantee or warranty as to its accuracy.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES SHALL ALPHAMINR BE LIABLE TO YOU FOR DAMAGES OF ANY KIND, INCLUDING DAMAGES FOR INVESTMENT LOSSES, LOSS OF DATA, OR ACCURACY OF DATA, OR FOR ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF THE GREATER OF (1) FIFTY DOLLARS OR (2) THE AMOUNTS PAID BY YOU TO ALPHAMINR IN THE SIX MONTH PERIOD PRECEDING THIS APPLICABLE CLAIM. SOME STATES DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL OR CERTAIN OTHER DAMAGES, SO THE ABOVE LIMITATION AND EXCLUSIONS MAY NOT APPLY TO YOU.
If any provision of these Terms is found to be invalid under any applicable law, such provision shall not affect the validity or enforceability of the remaining provisions herein.
This privacy policy describes how we (“Alphaminr”) collect, use, share and protect your personal information when we provide our service (“Service”). This Privacy Policy explains how information is collected about you either directly or indirectly. By using our service, you acknowledge the terms of this Privacy Notice. If you do not agree to the terms of this Privacy Policy, please do not use our Service. You should contact us if you have questions about it. We may modify this Privacy Policy periodically.
When you register for our Service, we collect information from you such as your name, email address and credit card information.
Like many other websites we use “cookies”, which are small text files that are stored on your computer or other device that record your preferences and actions, including how you use the website. You can set your browser or device to refuse all cookies or to alert you when a cookie is being sent. If you delete your cookies, if you opt-out from cookies, some Services may not function properly. We collect information when you use our Service. This includes which pages you visit.
We use Google Analytics and we use Stripe for payment processing. We will not share the information we collect with third parties for promotional purposes. We may share personal information with law enforcement as required or permitted by law.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
☐
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
Delaware
|
06-1594540
|
|
(State or other jurisdiction of
incorporation or organization)
|
(I.R.S. Employer
Identification No.)
|
|
|
|
|
200 Crossing Boulevard, 8th
Floor
Bridgewater, New Jersey
|
08807
|
|
(Address of principal executive offices)
|
(Zip Code)
|
|
Large accelerated filer
|
☐
|
|
Accelerated filer
|
x
|
|
Non-accelerated filer
|
☐
|
(Do not check if a smaller reporting company)
|
Smaller Reporting Company
|
☐
|
|
Emerging growth company
|
☐
|
|
|
|
|
Class
|
|
Outstanding at June 30, 2018
|
|
Common stock, $0.0001 par value
|
|
42,168,400
|
|
|
|
PAGE NO.
|
|
|
|
|
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
|
|
|
|
(Restated)
|
||||
|
ASSETS
|
|||||||
|
Current assets:
|
|
|
|
|
|
||
|
Cash and cash equivalents
|
$
|
221,178
|
|
|
$
|
169,801
|
|
|
Restricted cash**
|
19,579
|
|
|
41,632
|
|
||
|
Marketable securities
|
9,963
|
|
|
12,506
|
|
||
|
Accounts receivable, net of allowances of $2,078 and $1,459 at March 31, 2017 and December 31, 2016, respectively**
|
92,494
|
|
|
107,474
|
|
||
|
Prepaid and other current assets
|
58,838
|
|
|
38,277
|
|
||
|
Assets held for sale, current*
|
63,154
|
|
|
—
|
|
||
|
Total current assets
|
465,206
|
|
|
369,690
|
|
||
|
Marketable securities
|
1,680
|
|
|
2,974
|
|
||
|
Property and equipment, net
|
147,120
|
|
|
158,205
|
|
||
|
Goodwill
|
224,954
|
|
|
224,651
|
|
||
|
Intangible assets, net
|
149,941
|
|
|
162,968
|
|
||
|
Deferred tax assets
|
15,796
|
|
|
13,286
|
|
||
|
Other assets
|
16,343
|
|
|
8,658
|
|
||
|
Note receivable from related party**
|
73,021
|
|
|
70,269
|
|
||
|
Equity method investment
|
44,398
|
|
|
43,650
|
|
||
|
Assets held for sale, non-current*
|
909,682
|
|
|
—
|
|
||
|
Total assets
|
$
|
2,048,141
|
|
|
$
|
1,054,351
|
|
|
|
|
|
|
||||
|
LIABILITIES AND STOCKHOLDERS’ EQUITY
|
|||||||
|
Current liabilities:
|
|
|
|
||||
|
Accounts payable
|
26,707
|
|
|
17,057
|
|
||
|
Accrued expenses
|
55,194
|
|
|
76,882
|
|
||
|
Deferred revenues
|
88,263
|
|
|
57,430
|
|
||
|
Contingent consideration obligation
|
2,831
|
|
|
2,833
|
|
||
|
Short-term debt
|
6,051
|
|
|
29,000
|
|
||
|
Liabilities held for sale, current*
|
55,998
|
|
|
—
|
|
||
|
Total current liabilities
|
235,044
|
|
|
183,202
|
|
||
|
Lease financing obligation
|
12,124
|
|
|
12,450
|
|
||
|
Convertible debt, net of debt issuance costs
|
226,644
|
|
|
226,291
|
|
||
|
Long term debt- term loan
|
874,678
|
|
|
—
|
|
||
|
Deferred tax liabilities
|
16,639
|
|
|
3,508
|
|
||
|
Deferred revenues
|
51,060
|
|
|
65,630
|
|
||
|
Other liabilities
|
8,516
|
|
|
8,193
|
|
||
|
Liabilities held for sale, non-current*
|
112,118
|
|
|
—
|
|
||
|
Commitments and contingencies (Note 13)
|
|
|
|
||||
|
Redeemable noncontrolling interest
|
25,280
|
|
|
25,280
|
|
||
|
Stockholders’ equity:
|
|
|
|
||||
|
Common stock, $0.0001 par value; 100,000 shares authorized, 50,973 and 50,388 shares issued; 45,914 and 45,292 outstanding at March 31, 2017 and December 31, 2016, respectively
|
5
|
|
|
5
|
|
||
|
Treasury stock, at cost (5,059 and 5,096 shares at March 31, 2017 and December 31, 2016, respectively)
|
(105,584
|
)
|
|
$
|
(106,631
|
)
|
|
|
Additional paid-in capital
|
584,377
|
|
|
571,153
|
|
||
|
Accumulated other comprehensive loss
|
(38,489
|
)
|
|
(42,350
|
)
|
||
|
Retained earnings
|
45,729
|
|
|
107,620
|
|
||
|
Total stockholders’ equity
|
486,038
|
|
|
529,797
|
|
||
|
Total liabilities and stockholders’ equity
|
$
|
2,048,141
|
|
|
$
|
1,054,351
|
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
|
2017
|
|
2016
|
||||
|
|
|
|
|
(Restated)
|
||||
|
Net revenues
|
|
$
|
86,097
|
|
|
$
|
78,246
|
|
|
Costs and expenses:
|
|
|
|
|
||||
|
Cost of revenues**
|
|
46,055
|
|
|
46,151
|
|
||
|
Research and development
|
|
25,489
|
|
|
25,827
|
|
||
|
Selling, general and administrative
|
|
38,815
|
|
|
25,914
|
|
||
|
Net change in contingent consideration obligation
|
|
—
|
|
|
5
|
|
||
|
Restructuring charges
|
|
2,998
|
|
|
2,910
|
|
||
|
Depreciation and amortization
|
|
24,087
|
|
|
22,782
|
|
||
|
Total costs and expenses
|
|
137,444
|
|
|
123,589
|
|
||
|
Loss from continuing operations
|
|
(51,347
|
)
|
|
(45,343
|
)
|
||
|
Interest income
|
|
2,857
|
|
|
630
|
|
||
|
Interest expense
|
|
(10,617
|
)
|
|
(1,576
|
)
|
||
|
Other income (expense), net
|
|
4,186
|
|
|
(381
|
)
|
||
|
Equity method investment income
|
|
748
|
|
|
—
|
|
||
|
Loss from continuing operations, before taxes
|
|
(54,173
|
)
|
|
(46,670
|
)
|
||
|
Benefit for income taxes
|
|
8,721
|
|
|
15,520
|
|
||
|
Net loss from continuing operations
|
|
(45,452
|
)
|
|
(31,150
|
)
|
||
|
Net loss from discontinued operations, net of tax*
|
|
(16,134
|
)
|
|
(1,186
|
)
|
||
|
Net (loss)
|
|
(61,586
|
)
|
|
(32,336
|
)
|
||
|
Net loss attributable to redeemable noncontrolling interests
|
|
(2,889
|
)
|
|
(3,007
|
)
|
||
|
Net loss attributable to Synchronoss
|
|
$
|
(58,697
|
)
|
|
$
|
(29,329
|
)
|
|
|
|
|
|
|
||||
|
Basic:
|
|
|
|
|
||||
|
Continuing operations
|
|
$
|
(0.96
|
)
|
|
$
|
(0.65
|
)
|
|
Discontinued operations*
|
|
(0.37
|
)
|
|
(0.03
|
)
|
||
|
|
|
$
|
(1.33
|
)
|
|
$
|
(0.68
|
)
|
|
Diluted:
|
|
|
|
|
||||
|
Continuing operations
|
|
$
|
(0.96
|
)
|
|
$
|
(0.65
|
)
|
|
Discontinued operations*
|
|
(0.37
|
)
|
|
(0.03
|
)
|
||
|
|
|
$
|
(1.33
|
)
|
|
$
|
(0.68
|
)
|
|
Weighted-average common shares outstanding:
|
|
|
|
|
||||
|
Basic
|
|
44,212
|
|
|
43,423
|
|
||
|
Diluted
|
|
44,212
|
|
|
43,423
|
|
||
|
|
Three Months Ended
March 31, |
||||||
|
|
2017
|
|
2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Net (loss)
|
$
|
(61,586
|
)
|
|
$
|
(32,336
|
)
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
||||
|
Foreign currency translation adjustments
|
3,660
|
|
|
9,463
|
|
||
|
Unrealized gain on available for sale securities
|
8
|
|
|
20
|
|
||
|
Net income (loss) on intra-entity foreign currency transactions
|
193
|
|
|
(262
|
)
|
||
|
Total other comprehensive income, net of tax
|
3,861
|
|
|
9,221
|
|
||
|
Comprehensive loss
|
(57,725
|
)
|
|
(23,115
|
)
|
||
|
Comprehensive loss attributable to redeemable noncontrolling interests
|
(2,889
|
)
|
|
(3,007
|
)
|
||
|
Comprehensive loss attributable to Synchronoss
|
$
|
(54,836
|
)
|
|
$
|
(20,108
|
)
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
|
2017
|
|
2016
|
||||
|
|
|
|
|
(Restated)
|
||||
|
Operating activities:
|
|
|
|
|
||||
|
Net loss from continuing operations
|
|
$
|
(45,452
|
)
|
|
$
|
(31,150
|
)
|
|
Net loss from discontinued operations*
|
|
(16,134
|
)
|
|
(1,186
|
)
|
||
|
|
|
|
|
|
||||
|
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
|
|
|
|
|
||||
|
Depreciation and amortization expense
|
|
24,087
|
|
|
22,782
|
|
||
|
Discontinued operations non-cash and working capital adjustments*
|
|
26,183
|
|
|
1,295
|
|
||
|
Stock-based compensation
|
|
8,112
|
|
|
7,790
|
|
||
|
Contingent consideration obligation
|
|
(2
|
)
|
|
5
|
|
||
|
Amortization of debt issuance costs
|
|
1,870
|
|
|
375
|
|
||
|
Accrued PIK interest
|
|
(2,752
|
)
|
|
—
|
|
||
|
Earnings from equity method investments
|
|
(748
|
)
|
|
—
|
|
||
|
Gain on disposals
|
|
(4,947
|
)
|
|
—
|
|
||
|
Amortization of bond premium
|
|
91
|
|
|
373
|
|
||
|
Deferred income taxes
|
|
5,119
|
|
|
(47
|
)
|
||
|
Non-cash interest on leased facility
|
|
269
|
|
|
229
|
|
||
|
Changes in operating assets and liabilities:
|
|
|
|
|
||||
|
Accounts receivable, net of allowance for doubtful accounts
|
|
9,320
|
|
|
(22,910
|
)
|
||
|
Prepaid expenses and other current assets
|
|
(21,055
|
)
|
|
20,194
|
|
||
|
Other assets
|
|
(4,925
|
)
|
|
957
|
|
||
|
Accounts payable
|
|
11,082
|
|
|
8,317
|
|
||
|
Accrued expenses
|
|
(18,821
|
)
|
|
(1,486
|
)
|
||
|
Other liabilities
|
|
(39
|
)
|
|
(7,662
|
)
|
||
|
Deferred revenues
|
|
16,143
|
|
|
25,482
|
|
||
|
Net cash (used in) provided by operating activities
|
|
(12,599
|
)
|
|
23,358
|
|
||
|
|
|
|
|
|
||||
|
Investing activities:
|
|
|
|
|
||||
|
Purchases of fixed assets
|
|
(4,402
|
)
|
|
(10,003
|
)
|
||
|
Purchases of intangible assets and capitalized software
|
|
(2,409
|
)
|
|
(1,346
|
)
|
||
|
Proceeds from the sale of Speechcycle
|
|
13,500
|
|
|
—
|
|
||
|
Purchases of marketable securities available-for-sale
|
|
(219
|
)
|
|
(8,598
|
)
|
||
|
Maturities of marketable securities available-for-sale
|
|
3,975
|
|
|
12,565
|
|
||
|
Investing activities in discontinued operations*
|
|
(2,704
|
)
|
|
—
|
|
||
|
Businesses acquired, net of cash
|
|
(815,008
|
)
|
|
(86,482
|
)
|
||
|
Net cash (used in) investing activities
|
|
(807,267
|
)
|
|
(93,864
|
)
|
||
|
|
|
Three Months Ended March 31,
|
||||||
|
|
|
2017
|
|
2016
|
||||
|
|
|
|
|
(Restated)
|
||||
|
Financing activities:
|
|
|
|
|
||||
|
Share-based compensation-related proceeds, net of taxes paid on withholding shares
|
|
2,406
|
|
|
1,755
|
|
||
|
Debt issuance costs related to the Credit Facility
|
|
(3,692
|
)
|
|
—
|
|
||
|
Debt issuance costs related to long term debt
|
|
(19,887
|
)
|
|
|
|||
|
Proceeds from issuance of long term debt
|
|
900,000
|
|
|
—
|
|
||
|
Borrowings on revolving line of credit
|
|
—
|
|
|
50,000
|
|
||
|
Repayment of revolving line of credit
|
|
(29,000
|
)
|
|
—
|
|
||
|
Excess tax benefit from the exercise of stock options
|
|
—
|
|
|
—
|
|
||
|
Repurchases of common stock
|
|
—
|
|
|
(16,581
|
)
|
||
|
Proceeds from sale of Treasury Shares
|
|
1,047
|
|
|
955
|
|
||
|
Payments on capital obligations
|
|
(664
|
)
|
|
(253
|
)
|
||
|
Net cash provided by financing activities
|
|
850,210
|
|
|
35,876
|
|
||
|
Effect of exchange rate changes on cash
|
|
(1,020
|
)
|
|
(158
|
)
|
||
|
Net increase (decrease) in cash and cash equivalents
|
|
29,324
|
|
|
(34,788
|
)
|
||
|
Cash, restricted cash and cash equivalents at beginning of period
|
|
211,433
|
|
|
147,872
|
|
||
|
Cash, restricted cash and cash equivalents at end of period
|
|
$
|
240,757
|
|
|
$
|
113,084
|
|
|
|
|
|
|
|
||||
|
Supplemental disclosures of cash flow information:
|
|
|
|
|
||||
|
Cash paid for income taxes
|
|
$
|
1,488
|
|
|
$
|
1,780
|
|
|
Cash paid for interest
|
|
$
|
1,379
|
|
|
$
|
1,533
|
|
|
|
|
|
|
|
||||
|
Supplemental disclosures of non-cash investing and financing activities:
|
|
|
|
|
||||
|
Issuance of common stock in connection with Openwave acquisition
|
|
$
|
—
|
|
|
$
|
22,000
|
|
|
Issuance of common stock in connection with Intralinks acquisition
|
|
$
|
4,700
|
|
|
$
|
—
|
|
|
|
|
|
|
|
||||
|
Cash and cash equivalents per the Consolidated Balance Sheets
|
|
$
|
221,178
|
|
|
$
|
86,782
|
|
|
Restricted cash per the Consolidated Balance Sheets
|
|
$
|
19,579
|
|
|
$
|
26,302
|
|
|
Total cash, cash equivalents and restricted cash
|
|
$
|
240,757
|
|
|
$
|
113,084
|
|
|
Standard
|
|
Description
|
|
Effect on the financial statements
|
|
ASU 2017-04 Simplifying the Test for Goodwill Impairment
|
|
In January 2017, the Financial Accounting Standards Board (“FASB”) issued guidance which eliminates Step 2 from the goodwill impairment test. Under the amendments in this Update, an entity should recognize an impairment charge for the amount by which the carrying amount exceeds the reporting unit's fair value; however, the loss recognized should not exceed the total amount of goodwill allocated to that reporting unit. Accounting Standard Update (“ASU”) 2017-04 also eliminates the requirement for any reporting unit with a zero or negative carrying amount to perform a qualitative assessment and, if it fails that qualitative test, to perform Step 2 of the goodwill impairment test. ASU 2017-04 is effective for annual or any interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017.
|
|
The Company elected to early adopt this ASU for annual and interim goodwill impairment testing dates after January 1, 2017. The adoption of this ASU had no impact on the Company’s consolidated financial statements.
|
|
Date of adoption: January 1, 2020.
|
|
|
|
|
|
Standard
|
|
Description
|
|
Effect on the financial statements
|
|
ASU 2017-01 Business Combinations (Topic 805), Clarifying the Definition of a Business
|
|
In January 2017, FASB changed its definition of a business in an effort to help entities determine whether a set of transferred assets and activities is a business. The guidance requires an entity to first evaluate whether substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or a group of similar identifiable assets. If this threshold is met, the set of transferred assets and activities is not a business. If the threshold is not met, the entity evaluates whether the set meets the requirement that a business include, at a minimum, an input and a substantive process that together significantly contribute to the ability to create outputs. The guidance narrows the definition of outputs by more closely aligning it with how outputs are described in the new revenue guidance. The guidance is effective for public business entities for annual periods beginning after 15 December 2017, and interim periods within those periods. For all other entities, it is effective for annual periods beginning after 15 December 2018, and interim periods within annual periods beginning after 15 December 2019. Early adoption is permitted.
|
|
The Company adopted this ASU on January 1, 2017 on a prospective basis. The adoption of this ASU had no impact on the Company’s condensed consolidated financial statements.
|
|
Date of adoption: January 1, 2017.
|
|
|
|
|
|
ASU 2016-18 Statement of Cash Flows (Topic 230)
|
|
In November 2016, the FASB issued ASU 2016-18, which amends the guidance in ASC 230, including providing additional guidance related to transfers between cash and restricted cash and how entities present, in their statement of cash flows, the cash receipts and cash payments that directly affect the restricted cash accounts. ASU 2016-18 is effective for annual reporting periods beginning after December 15, 2017, and interim periods within those years, with early adoption permitted.
|
|
The Company adopted this ASU on January 1, 2017 to each period presented and applied the changes to the condensed consolidated statements of cash flows.
|
|
Date of adoption: January 1, 2017.
|
|
|
|
|
|
ASU 2016-17 Consolidation: Interest Held through Related Parties That Are under Common Control
|
|
In October 2016, the FASB issued ASU 2016-17, to amend the consolidation guidance on how a reporting entity that is the single decision maker of a variable interest entity should treat indirect interests in the entity held through related parties that are under common control within the reporting entity when determining whether it is the primary beneficiary of that variable interest entity. The standard is effective for fiscal years beginning after December 15, 2016, including interim periods within those fiscal years. Early adoption is permitted.
|
|
The Company adopted this ASU on January 1, 2017 on a prospective basis. The adoption of this ASU had no significant impact on the Company’s condensed consolidated financial statements.
|
|
Date of adoption: January 1, 2017.
|
|
|
|
|
|
ASU 2016-16 Intra-Entity Transfers of Assets Other Than Inventory
|
|
In October 2016, the FASB issued ASU 2016-16, which requires entities to recognize at the transaction date the income tax effects for intra-entity transfers of assets other than inventory. The standard is effective for interim and annual reporting periods beginning after December 15, 2017, with early adoption permitted.
|
|
The Company adopted this ASU on January 1, 2017 on a modified retrospective basis through a cumulative-effect adjustment directly to retained earnings of $3.2 million as of January 1, 2017.
|
|
Date of adoption: January 1, 2017.
|
|
|
|
|
|
ASU 2016-15 Statement of Cash Flows
|
|
In August 2016, the FASB issued ASU 2016-15 which will make eight targeted changes to how cash receipts and cash payments are presented and classified in the statement of cash flows. ASU 2016-15 is effective for fiscal years beginning after December 15, 2017. ASU 2016-15 will require adoption on a retrospective basis unless it is impracticable to apply, in which case the Company would be required to apply the amendments prospectively as of the earliest date practicable.
|
|
The Company adopted this ASU on January 1, 2017 using a retrospective transition method. The adoption of this ASU had no impact on the Company’s condensed consolidated financial statements.
|
|
Date of adoption: January 1, 2017.
|
|
|
|
|
|
Standard
|
|
Description
|
|
Effect on the financial statements
|
|
ASU 2017-09 Stock Compensation (Topic 718), Scope of Modification Accounting
|
|
In May 2017, FASB issued guidance which clarifies when changes to the terms or conditions of a share-based payment award must be accounted for as modifications. Entities will apply the modification accounting guidance if the value, vesting conditions or classification of the award changes. The guidance also clarifies that a modification to an award could be significant and therefore require disclosure, even if modification accounting is not required. ASU 2017-09 is effective for fiscal years, and interim periods within those years, beginning after December 31, 2017. Early adoption is permitted as of the beginning of an annual period for which financial statements have not been issued. ASU 2017-09 should be applied prospectively to an award modified on or after the adoption date.
|
|
The Company is currently evaluating the impact of the adoption of this ASU on its condensed consolidated financial statements.
|
|
Date of adoption: January 1, 2018.
|
|
|
|
|
|
ASU 2016-13 Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments
|
|
In June 2016, the FASB issued ASU 2016-13 which replaces the incurred loss impairment methodology in current GAAP with a methodology that reflects expected credit losses and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The ASU is effective for public companies in annual periods beginning after December 15, 2019, and interim periods within those years. Early adoption is permitted beginning after December 15, 2018 and interim periods within those years.
|
|
The Company is currently evaluating the impact of the adoption of this ASU on its condensed consolidated financial statements.
|
|
Date of adoption: January 1, 2020.
|
|
|
|
|
|
ASU 2016-02 Leases (Topic 842)
|
|
In February 2016, the FASB issued ASU 2016-02 which requires lessees to recognize, for all leases of 12 months or more, a liability to make lease payments and a right-of-use asset representing the right to use the underlying asset for the lease term. Additionally, the guidance requires improved disclosures to help users of financial statements better understand the nature of an entity’s leasing activities. This ASU is effective for public reporting companies for interim and annual periods beginning after December 15, 2018, with early adoption permitted, and must be adopted using a modified retrospective approach.
|
|
The Company is in the process of evaluating the effect of the new guidance on its condensed consolidated financial statements and disclosures.
|
|
Date of adoption: January 1, 2019.
|
|
|
|
|
|
•
|
In certain cases, the Company entered into a license agreement as part of settling prior intellectual property infringement claims against an acquired entity and/or its selling parent company and affiliates. Historically, the Company had recognized these license fees separately as revenue. However, the Company has determined to net these license fees against the consideration paid as part of the acquisitions, resulting in a reduction of the goodwill and/or intangible assets recorded in purchase accounting.
|
|
•
|
The Company’s consolidated joint venture Zentry LLC (“Zentry”) and the Company’s partner in that joint venture entered into a license agreement in December 2015 at the same time as the formation of the joint venture. Historically, the Company recorded the license fees as revenue separately from the Zentry formation. The Company has determined to net these license fees against the cash contributions paid as part of the joint venture formation, resulting in a reduction of the goodwill and intangible assets recorded in purchase accounting.
|
|
•
|
The Company entered into a licensing agreement in December 2016 with Sequential Technology International, LLC (“STIN”) shortly after closing the divestiture of its activation business to Sequential Technology International Holdings, LLC (“STIH”). Historically, the Company recorded the license fees as revenue separately from the accounting for the divestiture. The Company has determined to classify these license fees as additional gain on sale of the activation exception handling business.
|
|
•
|
The Company made adjustments to reduce the contingent consideration payable to shareholders of Razorsight Corporation (“Razorsight”), which was acquired by the Company in August 2015, and the related losses previously recorded to adjust that liability to fair value, as a result of the determination that many of the sales of Razorsight software that had originally been included in the earn-out calculation have now been adjusted as part of the restatement.
|
|
•
|
The Company made adjustments to record the fair value of the Company’s guarantee of certain of STIN’s debt as part of the divestiture of its activation exception handling business to STIH in December 2016, to record the sellers note extended in the transaction at fair value, and to adjust certain receivables and other assets sold in the transaction.
|
|
•
|
The Company made certain adjustments to the opening balances of Openwave Messaging, Inc. (“Openwave”) and SNCR, LLC (“SNCR, LLC”); impacting deferred revenue, goodwill and intangibles. Adjustments in deferred revenue and intangibles resulted were reported post-acquisition as revenues and costs were realized.
|
|
|
|
|
Adjustments
|
|
|
||||||||||||||||||||||
|
|
As Previously Reported **
|
|
Revenue - Hosting
|
|
Revenue - Evidence of Arrangement and Other Revenue
|
|
Acquisitions & Divestiture
|
|
Capitalized Software and Other
|
|
Income Taxes
|
|
As Restated
|
||||||||||||||
|
ASSETS
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Current assets:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Cash and cash equivalents
|
$
|
181,018
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(11,217
|
)
|
|
$
|
—
|
|
|
$
|
169,801
|
|
|
Restricted cash
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
41,632
|
|
|
—
|
|
|
41,632
|
|
|||||||
|
Marketable securities
|
12,506
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
12,506
|
|
|||||||
|
Accounts receivable, net
|
137,233
|
|
|
(344
|
)
|
|
(36,509
|
)
|
|
7,896
|
|
|
(802
|
)
|
|
—
|
|
|
107,474
|
|
|||||||
|
Prepaid expenses and other assets
|
33,696
|
|
|
—
|
|
|
—
|
|
|
1,408
|
|
|
(1,166
|
)
|
|
4,339
|
|
|
38,277
|
|
|||||||
|
Total current assets
|
364,453
|
|
|
(344
|
)
|
|
(36,509
|
)
|
|
9,304
|
|
|
28,447
|
|
|
4,339
|
|
|
369,690
|
|
|||||||
|
Restricted cash
|
30,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(30,000
|
)
|
|
—
|
|
|
—
|
|
|||||||
|
Marketable securities
|
2,974
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,974
|
|
|||||||
|
Property and equipment, net
|
155,599
|
|
|
—
|
|
|
—
|
|
|
(823
|
)
|
|
3,429
|
|
|
—
|
|
|
158,205
|
|
|||||||
|
Goodwill
|
269,905
|
|
|
—
|
|
|
—
|
|
|
(41,358
|
)
|
|
—
|
|
|
(3,896
|
)
|
|
224,651
|
|
|||||||
|
Intangible assets, net
|
203,864
|
|
|
—
|
|
|
—
|
|
|
(19,830
|
)
|
|
(21,066
|
)
|
|
—
|
|
|
162,968
|
|
|||||||
|
Deferred tax assets
|
1,503
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
11,783
|
|
|
13,286
|
|
|||||||
|
Other assets
|
7,541
|
|
|
—
|
|
|
—
|
|
|
(70
|
)
|
|
1,187
|
|
|
—
|
|
|
8,658
|
|
|||||||
|
Note receivable from related party
|
83,000
|
|
|
—
|
|
|
—
|
|
|
(12,731
|
)
|
|
—
|
|
|
—
|
|
|
70,269
|
|
|||||||
|
Equity method investment
|
45,890
|
|
|
—
|
|
|
—
|
|
|
(2,240
|
)
|
|
—
|
|
|
—
|
|
|
43,650
|
|
|||||||
|
Total Assets
|
1,164,729
|
|
|
(344
|
)
|
|
(36,509
|
)
|
|
(67,748
|
)
|
|
(18,003
|
)
|
|
12,226
|
|
|
1,054,351
|
|
|||||||
|
|
|
|
Adjustments
|
|
|
||||||||||||||||||||||
|
|
As Previously Reported **
|
|
Revenue - Hosting
|
|
Revenue - Evidence of Arrangement and Other Revenue
|
|
Acquisitions & Divestiture
|
|
Capitalized Software and Other
|
|
Income Taxes
|
|
As Restated
|
||||||||||||||
|
Current liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Accounts payable
|
$
|
15,770
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
1,287
|
|
|
$
|
—
|
|
|
$
|
17,057
|
|
|
Accrued expenses
|
69,435
|
|
|
—
|
|
|
5,274
|
|
|
971
|
|
|
246
|
|
|
956
|
|
|
76,882
|
|
|||||||
|
Deferred revenues
|
27,542
|
|
|
33,398
|
|
|
(151
|
)
|
|
(3,360
|
)
|
|
1
|
|
|
—
|
|
|
57,430
|
|
|||||||
|
Contingent consideration obligation
|
11,860
|
|
|
—
|
|
|
—
|
|
|
(9,027
|
)
|
|
—
|
|
|
—
|
|
|
2,833
|
|
|||||||
|
Short-term debt
|
29,000
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
29,000
|
|
|||||||
|
Total current liabilities
|
153,607
|
|
|
33,398
|
|
|
5,123
|
|
|
(11,416
|
)
|
|
1,534
|
|
|
956
|
|
|
183,202
|
|
|||||||
|
Lease financing obligation - long term
|
12,121
|
|
|
—
|
|
|
—
|
|
|
41
|
|
|
288
|
|
|
—
|
|
|
12,450
|
|
|||||||
|
Convertible debt, net of debt issuance costs
|
226,291
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
226,291
|
|
|||||||
|
Deferred tax liability
|
49,822
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(46,314
|
)
|
|
3,508
|
|
|||||||
|
Deferred revenues
|
12,134
|
|
|
52,965
|
|
|
531
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
65,630
|
|
|||||||
|
Other liabilities
|
3,783
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,679
|
|
|
2,731
|
|
|
8,193
|
|
|||||||
|
Redeemable noncontrolling interests
|
49,856
|
|
|
—
|
|
|
—
|
|
|
(28,813
|
)
|
|
4,237
|
|
|
—
|
|
|
25,280
|
|
|||||||
|
Commitments and contingencies
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Common stock
|
5
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
5
|
|
|||||||
|
Treasury stock
|
(95,183
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(11,448
|
)
|
|
—
|
|
|
(106,631
|
)
|
|||||||
|
Additional paid-in capital
|
575,093
|
|
|
—
|
|
|
—
|
|
|
(7,667
|
)
|
|
3,727
|
|
|
—
|
|
|
571,153
|
|
|||||||
|
Accumulated other comprehensive loss
|
(43,253
|
)
|
|
—
|
|
|
658
|
|
|
—
|
|
|
138
|
|
|
107
|
|
|
(42,350
|
)
|
|||||||
|
Retained earnings
|
220,453
|
|
|
(86,707
|
)
|
|
(42,821
|
)
|
|
(19,893
|
)
|
|
(18,158
|
)
|
|
54,746
|
|
|
107,620
|
|
|||||||
|
Total stockholders' equity
|
657,115
|
|
|
(86,707
|
)
|
|
(42,163
|
)
|
|
(27,560
|
)
|
|
(25,741
|
)
|
|
54,853
|
|
|
529,797
|
|
|||||||
|
Total liabilities & stockholders' equity
|
$
|
1,164,729
|
|
|
$
|
(344
|
)
|
|
$
|
(36,509
|
)
|
|
$
|
(67,748
|
)
|
|
$
|
(18,003
|
)
|
|
$
|
12,226
|
|
|
$
|
1,054,351
|
|
|
|
|
|
|
|
Adjustments
|
|
|
||||||||||||||||||||||
|
|
|
|
As Previously Reported**
|
|
Revenue - Hosting
|
|
Revenue - Evidence of Arrangement and Other Revenue
|
|
Acquisitions & Divestiture
|
|
Capitalized Software and Other
|
|
Income Taxes
|
|
As Restated
|
||||||||||||||
|
Net revenues
|
|
|
$
|
104,219
|
|
|
$
|
2,119
|
|
|
$
|
(18,086
|
)
|
|
$
|
(10,006
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
78,246
|
|
|
Costs and expenses:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Cost of revenues*
|
|
|
46,448
|
|
|
—
|
|
|
—
|
|
|
(1
|
)
|
|
(296
|
)
|
|
—
|
|
|
46,151
|
|
|||||||
|
Research and development
|
|
|
24,097
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,730
|
|
|
—
|
|
|
25,827
|
|
|||||||
|
Selling, general and administrative
|
|
|
26,923
|
|
|
—
|
|
|
—
|
|
|
84
|
|
|
(1,093
|
)
|
|
—
|
|
|
25,914
|
|
|||||||
|
Net change in contingent consideration obligation
|
|
|
341
|
|
|
—
|
|
|
—
|
|
|
(336
|
)
|
|
—
|
|
|
—
|
|
|
5
|
|
|||||||
|
Restructuring charges
|
|
|
2,910
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
2,910
|
|
|||||||
|
Depreciation and amortization
|
|
|
24,055
|
|
|
—
|
|
|
—
|
|
|
(1,111
|
)
|
|
(162
|
)
|
|
—
|
|
|
22,782
|
|
|||||||
|
Total costs and expenses
|
|
|
124,774
|
|
|
—
|
|
|
—
|
|
|
(1,364
|
)
|
|
179
|
|
|
—
|
|
|
123,589
|
|
|||||||
|
Loss from continuing operations
|
|
|
(20,555
|
)
|
|
2,119
|
|
|
(18,086
|
)
|
|
(8,642
|
)
|
|
(179
|
)
|
|
—
|
|
|
(45,343
|
)
|
|||||||
|
Interest income
|
|
|
630
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
630
|
|
|||||||
|
Interest expense
|
|
|
(1,576
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(1,576
|
)
|
|||||||
|
Other expense, net
|
|
|
(884
|
)
|
|
—
|
|
|
503
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(381
|
)
|
|||||||
|
Loss from continuing operations, before taxes
|
|
|
(22,385
|
)
|
|
2,119
|
|
|
(17,583
|
)
|
|
(8,642
|
)
|
|
(179
|
)
|
|
—
|
|
|
(46,670
|
)
|
|||||||
|
Benefit for income taxes
|
|
|
361
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
15,159
|
|
|
15,520
|
|
|||||||
|
Net loss from continuing operations
|
|
|
(22,024
|
)
|
|
2,119
|
|
|
(17,583
|
)
|
|
(8,642
|
)
|
|
(179
|
)
|
|
15,159
|
|
|
(31,150
|
)
|
|||||||
|
Net income (loss) from discontinued operations, net of tax
|
|
|
10,941
|
|
|
—
|
|
|
(2,111
|
)
|
|
—
|
|
|
—
|
|
|
(10,016
|
)
|
|
(1,186
|
)
|
|||||||
|
Net loss
|
|
|
(11,083
|
)
|
|
2,119
|
|
|
(19,694
|
)
|
|
(8,642
|
)
|
|
(179
|
)
|
|
5,143
|
|
|
(32,336
|
)
|
|||||||
|
Net loss attributable to redeemable noncontrolling interests
|
|
|
(3,129
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
122
|
|
|
—
|
|
|
(3,007
|
)
|
|||||||
|
Net loss attributable to Synchronoss
|
|
|
$
|
(7,954
|
)
|
|
$
|
2,119
|
|
|
$
|
(19,694
|
)
|
|
$
|
(8,642
|
)
|
|
$
|
(301
|
)
|
|
$
|
5,143
|
|
|
$
|
(29,329
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Basic:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Continuing operations
|
|
|
$
|
(0.44
|
)
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(0.65
|
)
|
||||||||||
|
Discontinued operations
|
|
|
0.26
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
||||||||||||
|
|
|
|
$
|
(0.18
|
)
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(0.68
|
)
|
||||||||||
|
Diluted:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Continuing operations
|
|
|
$
|
(0.44
|
)
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(0.65
|
)
|
||||||||||
|
Discontinued operations
|
|
|
0.26
|
|
|
|
|
|
|
|
|
|
|
|
|
(0.03
|
)
|
||||||||||||
|
|
|
|
$
|
(0.18
|
)
|
|
|
|
|
|
|
|
|
|
|
|
$
|
(0.68
|
)
|
||||||||||
|
Weighted-average common shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Basic
|
|
|
43,423
|
|
|
|
|
|
|
|
|
|
|
|
|
43,423
|
|
||||||||||||
|
Diluted
|
|
|
43,423
|
|
|
|
|
|
|
|
|
|
|
|
|
43,423
|
|
||||||||||||
|
*
|
Cost of services excludes depreciation and amortization which is shown separately.
|
|
**
|
Certain amounts reflected in this column have been adjusted for retrospective application of discontinued operations.
|
|
|
|
|
Adjustments
|
|
|
||||||||||||||||||||||
|
|
As Previously Reported**
|
|
Revenue - Hosting
|
|
Revenue - Evidence of Arrangement and Other Revenue
|
|
Acquisitions & Divestiture
|
|
Capitalized Software and Other
|
|
Income Taxes
|
|
As Restated
|
||||||||||||||
|
Net loss
|
$
|
(11,083
|
)
|
|
$
|
2,119
|
|
|
$
|
(19,694
|
)
|
|
$
|
(8,642
|
)
|
|
$
|
(179
|
)
|
|
$
|
5,143
|
|
|
$
|
(32,336
|
)
|
|
Other comprehensive income (loss), net of tax:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
|
Foreign currency translation adjustments
|
9,668
|
|
|
—
|
|
|
(224
|
)
|
|
—
|
|
|
19
|
|
|
—
|
|
|
9,463
|
|
|||||||
|
Unrealized gain (loss) on available for sale securities
|
20
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
20
|
|
|||||||
|
Net income (loss) on intra-entity foreign currency transactions
|
(262
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(262
|
)
|
|||||||
|
Total other comprehensive income (loss), net of tax
|
9,426
|
|
|
—
|
|
|
(224
|
)
|
|
—
|
|
|
19
|
|
|
—
|
|
|
9,221
|
|
|||||||
|
Comprehensive income (loss)
|
(1,657
|
)
|
|
2,119
|
|
|
(19,918
|
)
|
|
(8,642
|
)
|
|
(160
|
)
|
|
5,143
|
|
|
(23,115
|
)
|
|||||||
|
Comprehensive income (loss) attributable to redeemable noncontrolling interests
|
(3,129
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
122
|
|
|
—
|
|
|
(3,007
|
)
|
|||||||
|
Comprehensive income (loss) attributable to Synchronoss
|
$
|
1,472
|
|
|
$
|
2,119
|
|
|
$
|
(19,918
|
)
|
|
$
|
(8,642
|
)
|
|
$
|
(282
|
)
|
|
$
|
5,143
|
|
|
$
|
(20,108
|
)
|
|
**
|
Certain amounts reflected in this column have been adjusted for retrospective application of discontinued operations.
|
|
|
|
As Previously Reported
|
|
Adjustments
|
|
As Restated
|
||||||
|
Operating activities:
|
|
|
|
|
|
|
||||||
|
Net loss from continuing operations
|
|
$
|
(22,024
|
)
|
|
$
|
(9,126
|
)
|
|
$
|
(31,150
|
)
|
|
Net income (loss) from discontinued operations
|
|
10,941
|
|
|
(12,127
|
)
|
|
(1,186
|
)
|
|||
|
Adjustments to reconcile net loss to net cash provided by operating activities:
|
|
38,770
|
|
|
(5,968
|
)
|
|
32,802
|
|
|||
|
Changes in operating assets and liabilities:
|
|
9,421
|
|
|
13,471
|
|
|
22,892
|
|
|||
|
Net cash provided by operating activities
|
|
37,108
|
|
|
(13,750
|
)
|
|
23,358
|
|
|||
|
Investing activities:
|
|
|
|
|
|
|
||||||
|
Net cash used in investing activities
|
|
(107,614
|
)
|
|
13,750
|
|
|
(93,864
|
)
|
|||
|
Financing activities:
|
|
|
|
|
|
|
||||||
|
Net cash provided by financing activities
|
|
35,876
|
|
|
—
|
|
|
35,876
|
|
|||
|
Effect of exchange rate changes on cash
|
|
80
|
|
|
(238
|
)
|
|
(158
|
)
|
|||
|
Net decrease in cash and cash equivalents
|
|
(34,550
|
)
|
|
(238
|
)
|
|
(34,788
|
)
|
|||
|
Cash, restricted cash and cash equivalents at beginning of period
|
|
147,634
|
|
|
238
|
|
|
147,872
|
|
|||
|
Cash, restricted cash and cash equivalents at end of period
|
|
113,084
|
|
|
—
|
|
|
113,084
|
|
|||
|
Cash and cash equivalents per the Condensed Consolidated Balance Sheet
|
|
113,084
|
|
|
(26,302
|
)
|
|
86,782
|
|
|||
|
Restricted cash per the Condensed Consolidated Balance Sheet
|
|
—
|
|
|
26,302
|
|
|
26,302
|
|
|||
|
Total cash, cash equivalents and restricted cash
|
|
$
|
113,084
|
|
|
$
|
—
|
|
|
$
|
113,084
|
|
|
|
|
|
|
|
|
|
||||||
|
Supplemental disclosures of cash flow information:
|
|
|
|
|
|
|
||||||
|
Cash paid for income taxes
|
|
1,780
|
|
|
—
|
|
|
1,780
|
|
|||
|
Cash paid for interest
|
|
$
|
1,533
|
|
|
$
|
—
|
|
|
$
|
1,533
|
|
|
Cash consideration for outstanding Intralinks' common shares
|
$
|
746,071
|
|
|
Cash consideration for accelerated equity awards to Intralinks' employees upon change in control
|
7,873
|
|
|
|
Cash consideration for vested unexercised Intralinks' stock options
|
19,838
|
|
|
|
Cash consideration for existing Intralinks' debt
|
77,800
|
|
|
|
Cash consideration for shareholders purchase price settlement
|
2,794
|
|
|
|
Total cash consideration transferred
|
854,376
|
|
|
|
Fair value of replacement awards
|
4,702
|
|
|
|
Total consideration transferred
|
$
|
859,078
|
|
|
|
Weighted Average Life in Years
|
|
Purchase Price Allocation
|
||
|
Cash
|
|
|
$
|
39,370
|
|
|
Accounts receivable
|
|
|
46,182
|
|
|
|
Prepaid expenses and other assets
|
|
|
9,775
|
|
|
|
Property and equipment, net
|
4
|
|
14,075
|
|
|
|
Goodwill
|
|
|
482,822
|
|
|
|
Intangible Assets:
|
|
|
|
||
|
Developed technology
|
6
|
|
79,400
|
|
|
|
Capitalized software costs
|
1
|
|
277
|
|
|
|
Trade name
|
18
|
|
47,800
|
|
|
|
Customer relationships
|
10
|
|
284,100
|
|
|
|
|
|
|
411,577
|
|
|
|
Other assets, long-term
|
|
|
3,865
|
|
|
|
Investment in unconsolidated affiliate
|
|
|
5,800
|
|
|
|
Total assets acquired
|
|
|
1,013,466
|
|
|
|
|
|
|
|
||
|
Accounts payable
|
|
|
4,853
|
|
|
|
Accrued expenses
|
|
|
21,421
|
|
|
|
Deferred revenues, short-term
|
|
|
12,449
|
|
|
|
Deferred tax liability
|
|
|
110,044
|
|
|
|
Deferred revenues, long-term
|
|
|
1,051
|
|
|
|
Other liabilities, long-term
|
|
|
4,570
|
|
|
|
Total liabilities
|
|
|
154,388
|
|
|
|
Net assets acquired
|
|
|
$
|
859,078
|
|
|
|
(Restated)
|
||
|
Cash consideration for outstanding common shares
|
$
|
102,538
|
|
|
Issuance of Common Stock
|
22,000
|
|
|
|
Intellectual Property Settlement
|
(10,000
|
)
|
|
|
Total consideration transferred
|
114,538
|
|
|
|
Issuance of Common Stock
|
(22,000
|
)
|
|
|
Cash Consideration Transferred
|
$
|
92,538
|
|
|
(Restated)
|
Purchase Price Allocation
|
|
||
|
Cash
|
$
|
4,110
|
|
|
|
Prepaid expenses and other assets
|
3,005
|
|
|
|
|
Property, Plant & Equipment
|
2,882
|
|
|
|
|
Long term assets
|
1,870
|
|
|
|
|
Intangible assets:
|
|
Wtd. Avg.
|
||
|
Trade name
|
1,000
|
|
1 year
|
|
|
Technology
|
32,100
|
|
7 years
|
|
|
Customer relationships
|
29,000
|
|
10 years
|
|
|
Goodwill
|
81,015
|
|
|
|
|
Total assets acquired
|
154,982
|
|
|
|
|
Accounts payable and accrued liabilities
|
17,622
|
|
|
|
|
Deferred revenues
|
7,331
|
|
|
|
|
Long term liabilities
|
15,491
|
|
|
|
|
Net assets acquired
|
$
|
114,538
|
|
|
|
|
Three Months Ended
March 31, 2016
(Restated)
|
||
|
Net revenues
|
$
|
36,356
|
|
|
Costs and expenses:
|
|
||
|
Cost of services
|
21,858
|
|
|
|
Selling, general and administrative
|
719
|
|
|
|
Total costs and expenses
|
22,577
|
|
|
|
Income from discontinued operations before taxes
|
13,779
|
|
|
|
Provision for income taxes
|
(14,965
|
)
|
|
|
Discontinued operations, net of taxes
|
$
|
(1,186
|
)
|
|
Net revenues
|
$
|
39,259
|
|
|
Costs and expenses:
|
|
||
|
Cost of services
|
8,756
|
|
|
|
Research and development
|
5,423
|
|
|
|
Selling, general and administrative
|
29,468
|
|
|
|
Net change in contingent consideration obligation
|
—
|
|
|
|
Restructuring charges
|
8,026
|
|
|
|
Depreciation and amortization
|
10,138
|
|
|
|
Total costs and expenses
|
61,811
|
|
|
|
Loss from discontinued operations
|
(22,552
|
)
|
|
|
Other income, net
|
270
|
|
|
|
Loss from discontinued operations, before taxes
|
(22,282
|
)
|
|
|
Benefit for income taxes
|
6,148
|
|
|
|
Discontinued operations, net of taxes
|
$
|
(16,134
|
)
|
|
•
|
Level 1 - Observable inputs - quoted prices in active markets for identical assets and liabilities;
|
|
•
|
Level 2 - Observable inputs other than the quoted prices in active markets for identical assets and liabilities includes quoted prices for similar instruments, quoted prices for identical or similar instruments in inactive markets, and amounts derived from valuation models where all significant inputs are observable in active markets; and
|
|
•
|
Level 3 - Unobservable inputs - includes amounts derived from valuation models where one or more significant inputs are unobservable and require the Company to develop relevant assumptions.
|
|
|
March 31, 2017
|
||||||||||||||
|
|
Total
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
||||||||
|
Assets
|
|
|
|
|
|
|
|
||||||||
|
Cash, cash equivalents and restricted cash
(1)
|
$
|
240,757
|
|
|
$
|
240,757
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Marketable securities-short term
(2)
|
9,963
|
|
|
—
|
|
|
9,963
|
|
|
—
|
|
||||
|
Marketable securities-long term
(2)
|
1,680
|
|
|
—
|
|
|
1,680
|
|
|
—
|
|
||||
|
Total assets
|
$
|
252,400
|
|
|
$
|
240,757
|
|
|
$
|
11,643
|
|
|
$
|
—
|
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
|
Contingent interest derivative
(3)
|
$
|
288
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
288
|
|
|
Contingent consideration obligation
|
2,831
|
|
|
—
|
|
|
—
|
|
|
2,831
|
|
||||
|
Total liabilities
|
$
|
3,119
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
3,119
|
|
|
Temporary Equity
|
|
|
|
|
|
|
|
||||||||
|
Redeemable noncontrolling interests
(4)
|
$
|
25,280
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
25,280
|
|
|
Total temporary equity
|
$
|
25,280
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
25,280
|
|
|
|
December 31, 2016
|
||||||||||||||
|
|
Total
|
|
(Level 1)
|
|
(Level 2)
|
|
(Level 3)
|
||||||||
|
Assets
|
(Restated)
|
||||||||||||||
|
Cash, cash equivalents and restricted cash
(1)
|
$
|
211,433
|
|
|
$
|
211,433
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
Marketable securities-short term
(2)
|
12,506
|
|
|
—
|
|
|
12,506
|
|
|
—
|
|
||||
|
Marketable securities-long term
(2)
|
2,974
|
|
|
—
|
|
|
2,974
|
|
|
—
|
|
||||
|
Total assets
|
$
|
226,913
|
|
|
$
|
211,433
|
|
|
$
|
15,480
|
|
|
$
|
—
|
|
|
Liabilities
|
|
|
|
|
|
|
|
||||||||
|
Contingent consideration obligation
|
$
|
2,833
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,833
|
|
|
Total liabilities
|
$
|
2,833
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
2,833
|
|
|
Temporary Equity
|
|
|
|
|
|
|
|
||||||||
|
Redeemable noncontrolling interests
(4)
|
$
|
25,280
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
25,280
|
|
|
Total temporary equity
|
$
|
25,280
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
25,280
|
|
|
(1)
|
Cash equivalents primarily included money market funds.
|
|
(2)
|
Marketable securities is comprised of municipal bonds and certificates of deposit.
|
|
(3)
|
Contingent interest derivative related to convertible debt is included in accrued expenses, for further details see
Note 7 - Debt
.
|
|
(4)
|
Put arrangements held by the noncontrolling interests in certain of the Company’s joint ventures. During the three months ended March 31, 2017, the carrying amount of the redeemable noncontrolling interests was greater than than the fair value and accordingly no adjustment to the carrying value was recorded.
|
|
|
March 31, 2017
|
||||||||||||||
|
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair
Value
|
||||||||
|
Marketable securities:
|
|
|
|
|
|
|
|
||||||||
|
Certificates of deposit
|
450
|
|
|
1
|
|
|
—
|
|
|
451
|
|
||||
|
Municipal bonds
|
11,215
|
|
|
1
|
|
|
(24
|
)
|
|
11,192
|
|
||||
|
Total marketable securities
|
$
|
11,665
|
|
|
$
|
2
|
|
|
$
|
(24
|
)
|
|
$
|
11,643
|
|
|
|
December 31, 2016
(Restated)
|
||||||||||||||
|
|
Amortized
Cost
|
|
Gross
Unrealized
Gains
|
|
Gross
Unrealized
Losses
|
|
Fair
Value
|
||||||||
|
Marketable securities:
|
|
|
|
|
|
|
|
||||||||
|
Certificates of deposit
|
450
|
|
|
—
|
|
|
—
|
|
|
450
|
|
||||
|
Municipal bonds
|
15,063
|
|
|
1
|
|
|
(34
|
)
|
|
15,030
|
|
||||
|
Total marketable securities
|
$
|
15,513
|
|
|
$
|
1
|
|
|
$
|
(34
|
)
|
|
$
|
15,480
|
|
|
|
March 31, 2017
|
||||||
|
|
Amortized
Cost
|
|
Fair
Value
|
||||
|
Due within one year
|
$
|
9,982
|
|
|
$
|
9,963
|
|
|
Due after 1 year through 5 years
|
1,683
|
|
|
1,680
|
|
||
|
Total available-for-sale securities
|
$
|
11,665
|
|
|
$
|
11,643
|
|
|
Balance at December 31, 2016 (Restated)
|
$
|
2,833
|
|
|
Fair value adjustment to contingent consideration obligation included in net income
|
(2
|
)
|
|
|
Balance at March 31, 2017
|
$
|
2,831
|
|
|
Balance at December 31, 2016 (Restated)
|
$
|
25,280
|
|
|
Fair value adjustment
|
2,889
|
|
|
|
Net loss attributable to interests in subsidiaries
|
(2,889
|
)
|
|
|
Balance at March 31, 2017
|
$
|
25,280
|
|
|
•
|
Access to use its PBX system, which acts as a digital call exchange used to process both in-bound and out-bound calls as well as any corresponding interactive voice response (“IVR”).
|
|
•
|
Solution access and hosting, including Synchronoss Activation Gateway (“SAG”) and iNow virtual front office platforms (the “Solution” service) includes access to a number of order managers, call tracker and reporting (visibility) modules used to initiate and perform necessary tasks as part of the exception handling process. Access to the Solution provides a mechanism for the exception handling business, whether STIN or any other BPO customer, to process orders manually. The Company is obligated to host and maintain the related technology throughout the term. In the event additional programs arise, requiring the use of Synchronoss products, such incremental programs will be priced in negotiations at such time.
|
|
•
|
Technical support service, including network infrastructure support and maintenance. The Company will provide access to use and support to ensure fully operational workstations (including personal computers), including desktop, workstation and network support to the PBX systems, including firewall and anti-virus protection
|
|
|
Seller Note
|
Allowance
|
Unamortized Discount
|
Loan Accrued Interest
|
Distribution Note
|
Distribution interest
|
Total
|
||||||||||||||
|
Balance at December 31, 2016 (Restated)
|
$
|
83,000
|
|
$
|
—
|
|
$
|
(13,146
|
)
|
$
|
415
|
|
$
|
—
|
|
$
|
—
|
|
$
|
70,269
|
|
|
Activity
|
—
|
|
—
|
|
224
|
|
2,528
|
|
—
|
|
—
|
|
2,752
|
|
|||||||
|
Balance at March 31, 2017
|
$
|
83,000
|
|
$
|
—
|
|
$
|
(12,922
|
)
|
$
|
2,943
|
|
$
|
—
|
|
$
|
—
|
|
$
|
73,021
|
|
|
|
Period Ended
|
||||||
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Restricted cash
(A)
|
$
|
5,508
|
|
|
$
|
—
|
|
|
Accounts receivable
(B)
|
12,661
|
|
|
1,164
|
|
||
|
Total assets
|
$
|
18,169
|
|
|
$
|
1,164
|
|
|
(A)
|
Represents cash balances
outstanding as of period end in which the Company collected accounts receivable from STIN customers on behalf of STIN. This amount has been classified in short term restricted cash on the Condensed Consolidated Balance Sheets.
|
|
(B)
|
These amounts principally included revenues generated from the Cloud and Telephony Support Services agreement and pass-through of vendor expenses incurred during the transition and assignment of vendor contracts.
|
|
|
March 31, 2017
|
|
December 31, 2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Convertible Senior Notes
|
$
|
230,000
|
|
|
$
|
230,000
|
|
|
Credit Agreement
|
900,000
|
|
|
29,000
|
|
||
|
Total debt, principal amount
|
1,130,000
|
|
|
259,000
|
|
||
|
Debt issuance costs
|
(22,627
|
)
|
|
(3,709
|
)
|
||
|
Total debt, carrying value
|
$
|
1,107,373
|
|
|
$
|
255,291
|
|
|
Total short term debt, carrying value
|
$
|
6,051
|
|
|
$
|
29,000
|
|
|
Total long-term debt, carrying value
|
$
|
1,101,322
|
|
|
$
|
226,291
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Contractual interest expense
|
$
|
431
|
|
|
$
|
431
|
|
|
Contingent interest expense
|
288
|
|
|
—
|
|
||
|
|
March 31, 2017
|
|
December 31, 2016 (Restated)
|
||||||||||||||||||||
|
|
Principal Amount
|
|
Unamortized Debt Issuance Costs
|
|
Net Carrying Value
|
|
Principal Amount
|
|
Unamortized Debt Issuance Costs
|
|
Net Carrying Value
|
||||||||||||
|
Convertible Senior Notes
|
$
|
230,000
|
|
|
$
|
3,356
|
|
|
$
|
226,644
|
|
|
$
|
230,000
|
|
|
$
|
3,709
|
|
|
$
|
226,291
|
|
|
|
March 31, 2017
|
||||||||||
|
|
Principal Amount
|
|
Unamortized Debt Issuance Costs
|
|
Net Carrying Value
|
||||||
|
Short term portion of the 2017 Term Facility
|
$
|
9,000
|
|
|
$
|
2,949
|
|
|
$
|
6,051
|
|
|
Long term portion of the 2017 Term Facility
|
891,000
|
|
|
16,322
|
|
|
874,678
|
|
|||
|
Total 2017 Term Facility
|
$
|
900,000
|
|
|
$
|
19,271
|
|
|
$
|
880,729
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Commitment fees
|
$
|
172
|
|
|
$
|
74
|
|
|
Interest expense
|
7,372
|
|
|
131
|
|
||
|
|
Three Months Ended
March 31, |
||||||
|
|
2017
|
|
2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Credit Facility
|
|
|
|
||||
|
Amortization of debt issuance costs
|
$
|
748
|
|
|
$
|
22
|
|
|
Commitment fee
|
25
|
|
|
74
|
|
||
|
Interest on borrowings
|
24
|
|
|
131
|
|
||
|
2017 Term Facility
|
|
|
|
||||
|
Amortization of debt issuance costs
|
616
|
|
|
—
|
|
||
|
Interest on borrowings
|
7,348
|
|
|
—
|
|
||
|
Revolving Facility
|
|
|
|
||||
|
Amortization of debt issuance costs
|
154
|
|
|
—
|
|
||
|
Commitment fee
|
147
|
|
|
—
|
|
||
|
Convertible Senior Notes
|
|
|
|
||||
|
Amortization of debt issuance costs
|
353
|
|
|
353
|
|
||
|
Interest on borrowings
|
431
|
|
|
431
|
|
||
|
Additional interest on default
|
288
|
|
|
—
|
|
||
|
Capital leases
|
243
|
|
|
229
|
|
||
|
Other
|
240
|
|
|
336
|
|
||
|
Total
|
$
|
10,617
|
|
|
$
|
1,576
|
|
|
|
Foreign Currency Translation Adjustment
|
|
Net income (Loss)
on Intra-Entity Foreign Currency Transactions |
|
Unrealized Gains
(Losses) on Available-for-Sale Securities |
|
Total
|
||||||||
|
Balance at December 31, 2016 (Restated)
|
$
|
(37,311
|
)
|
|
$
|
(5,017
|
)
|
|
$
|
(22
|
)
|
|
$
|
(42,350
|
)
|
|
Other comprehensive income
|
3,660
|
|
|
302
|
|
|
11
|
|
|
3,973
|
|
||||
|
Tax effect
|
—
|
|
|
(109
|
)
|
|
(3
|
)
|
|
(112
|
)
|
||||
|
Total comprehensive income
|
3,660
|
|
|
193
|
|
|
8
|
|
|
3,861
|
|
||||
|
Balance at March 31, 2017
|
$
|
(33,651
|
)
|
|
$
|
(4,824
|
)
|
|
$
|
(14
|
)
|
|
$
|
(38,489
|
)
|
|
|
Three Months Ended
March 31, |
||||||
|
|
2017
|
|
2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Cost of revenues
|
$
|
1,737
|
|
|
$
|
1,554
|
|
|
Research and development
|
2,028
|
|
|
1,779
|
|
||
|
Selling, general and administrative
|
4,347
|
|
|
4,457
|
|
||
|
Total stock-based compensation expense
|
$
|
8,112
|
|
|
$
|
7,790
|
|
|
|
Three Months Ended
March 31, |
||||||
|
|
2017
|
|
2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Stock options
|
$
|
1,453
|
|
|
$
|
1,759
|
|
|
Restricted stock awards
|
6,395
|
|
|
5,777
|
|
||
|
Employee Stock Purchase Plan
|
264
|
|
|
254
|
|
||
|
Total stock-based compensation before taxes
|
$
|
8,112
|
|
|
$
|
7,790
|
|
|
Tax benefit
|
$
|
1,207
|
|
|
$
|
2,708
|
|
|
|
Three Months Ended
March 31, |
||||||
|
|
2017
|
|
2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Expected stock price volatility
|
42.8
|
%
|
|
45.7
|
%
|
||
|
Risk-free interest rate
|
1.7
|
%
|
|
1.1
|
%
|
||
|
Expected life of options (in years)
|
4.00
|
|
|
4.00
|
|
||
|
Expected dividend yield
|
0.0
|
%
|
|
0.0
|
%
|
||
|
Weighted-average fair value (grant date) of the options
|
$
|
9.28
|
|
|
$
|
9.81
|
|
|
Options
|
|
Number of
Options
|
|
Weighted-
Average
Exercise Price
|
|
Weighted-
Average
Remaining
Contractual
Term (Years)
|
|
Aggregate
Intrinsic
Value
|
|||||
|
Outstanding at December 31, 2016 (Restated)
|
|
2,306
|
|
|
$
|
32.43
|
|
|
|
|
|
||
|
Options Granted
|
|
596
|
|
|
26.48
|
|
|
|
|
|
|||
|
Options Exercised
|
|
(101
|
)
|
|
23.76
|
|
|
|
|
|
|||
|
Options Cancelled
|
|
(116
|
)
|
|
34.81
|
|
|
|
|
|
|||
|
Outstanding at March 31, 2017
|
|
2,685
|
|
|
$
|
31.33
|
|
|
3.67
|
|
$
|
417
|
|
|
Vested and expected to vest at March 31, 2017
|
|
2,586
|
|
|
$
|
31.28
|
|
|
3.64
|
|
$
|
417
|
|
|
Vested and exercisable at March 31, 2017
|
|
1,119
|
|
|
$
|
31.50
|
|
|
3.04
|
|
$
|
382
|
|
|
|
Three Months Ended
March 31, |
||||||
|
|
2017
|
|
2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Total intrinsic value for stock options exercised
|
$
|
997
|
|
|
$
|
1,859
|
|
|
Non-Vested Restricted Stock
|
|
Number of
Awards
|
|
Weighted- Average
Grant Date
Fair Value
|
|||
|
Non-vested at December 31, 2016 (Restated)
|
|
1,645
|
|
|
$
|
36.27
|
|
|
Granted
|
|
1,363
|
|
|
26.97
|
|
|
|
Vested
|
|
(389
|
)
|
|
32.73
|
|
|
|
Forfeited
|
|
(69
|
)
|
|
33.48
|
|
|
|
Non-vested at March 31, 2017
|
|
2,550
|
|
|
$
|
31.02
|
|
|
|
Balance at December 31, 2016 (Restated)
|
|
Charges
|
|
Payments
|
|
Other Adjustments
1
|
|
Balance at March 31, 2017
|
||||||||||
|
Employment termination costs
|
$
|
1,181
|
|
|
$
|
2,998
|
|
|
$
|
(1,650
|
)
|
|
$
|
4
|
|
|
$
|
2,533
|
|
|
Facilities consolidation
|
40
|
|
|
—
|
|
|
(4
|
)
|
|
—
|
|
|
36
|
|
|||||
|
Total
|
$
|
1,221
|
|
|
$
|
2,998
|
|
|
$
|
(1,654
|
)
|
|
$
|
4
|
|
|
$
|
2,569
|
|
|
1
|
Includes non-cash adjustments.
|
|
|
|
Three Months Ended
March 31, |
||||||
|
|
|
2017
|
|
2016
|
||||
|
|
|
|
|
(Restated)
|
||||
|
Numerator - Basic:
|
|
|
|
|
||||
|
Net loss from continuing operations
|
|
$
|
(45,452
|
)
|
|
$
|
(31,150
|
)
|
|
Net loss attributable to redeemable noncontrolling interests
|
|
(2,889
|
)
|
|
(3,007
|
)
|
||
|
Net loss from continuing operations attributable to Synchronoss
|
|
(42,563
|
)
|
|
(28,143
|
)
|
||
|
|
|
|
|
|
||||
|
Income from discontinued operations, net of taxes
|
|
(16,134
|
)
|
|
(1,186
|
)
|
||
|
Net loss attributable to Synchronoss
|
|
$
|
(58,697
|
)
|
|
$
|
(29,329
|
)
|
|
|
|
|
|
|
||||
|
Numerator - Diluted:
|
|
|
|
|
||||
|
Net loss from continuing operations attributable to Synchronoss
|
|
$
|
(42,563
|
)
|
|
$
|
(28,143
|
)
|
|
Income effect for interest on convertible debt, net of tax
|
|
—
|
|
|
—
|
|
||
|
Net loss from continuing operations adjusted for the convertible debt
|
|
(42,563
|
)
|
|
(28,143
|
)
|
||
|
|
|
|
|
|
||||
|
Income from discontinued operations, net of taxes
|
|
(16,134
|
)
|
|
(1,186
|
)
|
||
|
Net loss attributable to Synchronoss
|
|
$
|
(58,697
|
)
|
|
$
|
(29,329
|
)
|
|
|
|
|
|
|
||||
|
Denominator:
|
|
|
|
|
||||
|
Weighted average common shares outstanding — basic
|
|
44,212
|
|
|
43,423
|
|
||
|
Dilutive effect of:
|
|
|
|
|
||||
|
Shares from assumed conversion of convertible debt
1
|
|
—
|
|
|
—
|
|
||
|
Options and unvested restricted shares
|
|
—
|
|
|
—
|
|
||
|
Weighted average common shares outstanding — diluted
|
|
44,212
|
|
|
43,423
|
|
||
|
|
|
|
|
|
||||
|
Basic EPS
|
|
|
|
|
||||
|
Continuing operations
|
|
$
|
(0.96
|
)
|
|
$
|
(0.65
|
)
|
|
Discontinued operations
|
|
(0.37
|
)
|
|
(0.03
|
)
|
||
|
|
|
$
|
(1.33
|
)
|
|
$
|
(0.68
|
)
|
|
Diluted EPS
|
|
|
|
|
||||
|
Continuing operations
|
|
$
|
(0.96
|
)
|
|
$
|
(0.65
|
)
|
|
Discontinued operations
|
|
(0.37
|
)
|
|
(0.03
|
)
|
||
|
|
|
$
|
(1.33
|
)
|
|
$
|
(0.68
|
)
|
|
|
|
|
|
|
||||
|
Anti-dilutive stock options excluded:
|
|
1,698
|
|
|
1,917
|
|
||
|
Non-vested shares of restricted stock awards and restricted stock units excluded
|
|
2,550
|
|
|
1,607
|
|
||
|
1
|
The calculation for each period does not include the effect of assumed conversion of convertible debt of
4,325,646
shares, which is based on 18.8072 shares per $1,000 principal amount of the 2019 Notes, because the effect would have been anti-dilutive.
|
|
|
Three months ended March 31,
|
||||||||||
|
|
2017
|
|
2016
|
|
$ Change
|
||||||
|
|
|
|
(Restated)
|
|
|
||||||
|
Net revenues
|
$
|
86,097
|
|
|
$
|
78,246
|
|
|
$
|
7,851
|
|
|
Cost of revenues*
|
46,055
|
|
|
46,151
|
|
|
(96
|
)
|
|||
|
Research and development
|
25,489
|
|
|
25,827
|
|
|
(338
|
)
|
|||
|
Selling, general and administrative
|
38,815
|
|
|
25,914
|
|
|
12,901
|
|
|||
|
Net change in contingent consideration obligation
|
—
|
|
|
5
|
|
|
(5
|
)
|
|||
|
Restructuring charges
|
2,998
|
|
|
2,910
|
|
|
88
|
|
|||
|
Depreciation and amortization
|
24,087
|
|
|
22,782
|
|
|
1,305
|
|
|||
|
Total costs and expenses
|
137,444
|
|
|
123,589
|
|
|
13,855
|
|
|||
|
Loss from continuing operations
|
$
|
(51,347
|
)
|
|
$
|
(45,343
|
)
|
|
$
|
(6,004
|
)
|
|
*
|
Cost of revenues excludes depreciation and amortization which is shown separately.
|
|
|
|
Three Months Ended March 31,
|
||||||
|
|
2017
|
|
2016
|
||||
|
|
|
|
(Restated)
|
||||
|
Net cash provided by (used in):
|
|
|
|
||||
|
Operating activities
|
$
|
(12,599
|
)
|
|
$
|
23,358
|
|
|
Investing activities
|
(807,267
|
)
|
|
(93,864
|
)
|
||
|
Financing activities
|
850,210
|
|
|
35,876
|
|
||
|
|
|
Payments Due by Period
|
||||||||||||||||||||||
|
|
|
Total
|
|
Remainder of 2017
|
|
2018
|
|
2019 - 2020
|
|
2021 - 2022
|
|
Thereafter
|
||||||||||||
|
Capital lease obligations
(1)
|
|
$
|
17,097
|
|
|
$
|
1,848
|
|
|
$
|
2,465
|
|
|
$
|
4,347
|
|
|
$
|
2,563
|
|
|
$
|
5,874
|
|
|
Convertible Senior Notes
|
|
230,000
|
|
|
—
|
|
|
—
|
|
|
230,000
|
|
|
—
|
|
|
—
|
|
||||||
|
Interest
(2)
|
|
4,097
|
|
|
1,294
|
|
|
1,725
|
|
|
1,078
|
|
|
—
|
|
|
—
|
|
||||||
|
Contingent consideration obligation
|
|
2,831
|
|
|
2,831
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||||
|
Operating lease obligations
(3)
|
|
92,512
|
|
|
7,173
|
|
|
9,743
|
|
|
19,996
|
|
|
17,908
|
|
|
37,692
|
|
||||||
|
Purchase obligations
(4)
|
|
29,756
|
|
|
12,881
|
|
|
7,888
|
|
|
8,987
|
|
|
—
|
|
|
—
|
|
||||||
|
Other long-term liabilities
(5)
|
|
4,542
|
|
|
—
|
|
|
3,466
|
|
|
1,076
|
|
|
—
|
|
|
—
|
|
||||||
|
Total
|
|
$
|
380,835
|
|
|
$
|
26,027
|
|
|
$
|
25,287
|
|
|
$
|
265,484
|
|
|
$
|
20,471
|
|
|
$
|
43,566
|
|
|
(1)
|
Amount includes the Pennsylvania facility lease and the VCHS data center.
|
|
(2)
|
Represents the interest on the Convertible Senior Notes.
|
|
(3)
|
Amount represents the fair value of the contingent consideration obligation of our Razorsight acquisition and is based on actual achievements of financial targets and milestones as of March 31, 2017.
|
|
(4)
|
Amount represents obligations associated with colocation agreements and other customer delivery related purchase obligations.
|
|
(5)
|
Amount represents unrecognized tax positions recorded in our balance sheet. Although the timing of the settlement is uncertain, we believe this amount will be settled within 3 years.
|
|
Exhibit No.
|
|
Description
|
|
|
3.1
|
|
|
|
|
3.2
|
|
|
|
|
4.1
|
|
|
|
|
4.2
|
|
|
|
|
4.3
|
|
|
|
|
10.1†
|
|
|
|
|
10.2†
|
|
|
|
|
31.1
|
|
|
|
|
31.2
|
|
|
|
|
32.1**
|
|
|
|
|
32.2**
|
|
|
|
|
101.INS
|
|
|
XBRL Instance Document
|
|
101.SCH
|
|
|
XBRL Schema Document
|
|
101.CAL
|
|
|
XBRL Calculation Linkbase Document
|
|
101.DEF
|
|
|
XBRL Taxonomy Extension Definition Linkbase
|
|
101.LAB
|
|
|
XBRL Labels Linkbase Document
|
|
101.PRE
|
|
|
XBRL Presentation Linkbase Document
|
|
†
|
Compensation Arrangement.
|
|
**
|
This certification is being furnished solely to accompany this Quarterly Report pursuant to 18 U.S.C. Section 1350, and are not being filed for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, and are not to be incorporated by reference into any filing of the registrant, whether made before or after the date hereof, regardless of any general incorporation language in such filing.
|
|
|
|
|
|
|
|
|
Synchronoss Technologies, Inc.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Glenn Lurie
|
|
|
|
|
Glenn Lurie
|
|
|
|
|
Chief Executive Officer
|
|
|
|
|
(Principal Executive Officer)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
/s/ Lawrence R. Irving
|
|
|
|
|
Lawrence R. Irving
|
|
|
|
|
Chief Financial Officer & Treasurer
|
|
|
|
|
|
|
No information found
* THE VALUE IS THE MARKET VALUE AS OF THE LAST DAY OF THE QUARTER FOR WHICH THE 13F WAS FILED.
| FUND | NUMBER OF SHARES | VALUE ($) | PUT OR CALL |
|---|
| DIRECTORS | AGE | BIO | OTHER DIRECTOR MEMBERSHIPS |
|---|
No information found
No Customers Found
No Suppliers Found
Price
Yield
| Owner | Position | Direct Shares | Indirect Shares |
|---|