6.	Restructuring and Reorganization Charges

Restructuring and reorganization charges are expenses that generally result from cost reduction initiatives and/or significant changes to our business, to include such things as involuntary employee terminations, changes in management structure, divestitures of businesses, facility consolidations and abandonments, impairment of acquired intangible assets, and fundamental reorganizations impacting operational focus and direction. The following are the key restructuring and reorganizational activities we incurred over the last three years that have impacted our results from operations:

During 2014 we implemented the following restructuring and reorganization activities:

•

In conjunction with the reorganization of our Content Direct solution to facilitate its integration with our other offerings, we terminated an incentive arrangement with certain employees to develop and then grow our Content Direct solution (the “Arrangement”) in exchange for a one-time cash payment of $8.0 million, which was reflected as a reorganization charge in 2014. The Arrangement included certain liquidation options for the employees in the event of a change of control of the Content Direct solution.

•

We reduced our workforce by approximately 60 employees worldwide, to further align our workforce around our near- and long-term business opportunities. As a result, we recorded restructuring expense of $5.6 million.

•

We abandoned space at two of our locations to improve our space utilization, resulting in a restructuring charge of $1.1 million.

During 2015 we implemented the following restructuring activities:

•

We reduced our workforce by approximately 160 employees worldwide. These actions were primarily taken to consolidate delivery centers and better align our spending levels with our revenue opportunities. We incurred restructuring charges related to these involuntary terminations of $4.5 million. These actions also led to the discontinuance of certain non-essential products, resulting in an asset impairment charge of $1.7 million.

•

We abandoned space at five of our locations as a result of workforce reductions and improvements in our space utilization, resulting in restructuring charges of $1.2 million.

•

We entered into an agreement (the “Agreement”) with certain former management personnel for the sale of our cyber-security business marketed under the Invotas brand, resulting in a reduction in restructuring charges of $3.7 million related to the gain on the sale.

During 2016 we implemented the following restructuring activities:

•

We reduced our workforce by approximately 60 employees, primarily in North America, as a result of organizational changes and the realignment of our workforce. As a result, we incurred restructuring charges of $7.2 million.

•

In 2016, the cyber-security business we sold in 2015 was acquired by a third-party. Based on the terms of the Agreement, we received additional consideration contingent upon a liquidation event, as defined in the Agreement. This resulted in an additional gain on the sale of $6.6 million in the first quarter of 2016, which reduced restructuring and reorganization charges.

The activities discussed above resulted in total charges for 2016, 2015, and 2014 of $0.4 million, $3.1 million, and $14.0 million, respectively, which have been reflected as a separate line item in our Income Statements.

The activity in the business restructuring and reorganization reserves during 2016, 2015, and 2014 is as follows (in thousands):

							Disposition of
	Termination			Facilities			Business
	Benefits			Abandonment			Operations			Other			Total
January 1, 2014, balance	$	3,717		$	—		$	—		$	—		$	3,717
Charged to expense during period		5,589			1,146			(222	)		7,456			13,969
Cash payments		(6,421	)		—			—			(8,000	)		(14,421	)
Adjustment for the gain on the disposition of business operations	—			—				222		—				222
Other		(66	)		(33	)	—				560			461
December 31, 2014, balance		2,819			1,113			—			16			3,948
Charged to expense during period		4,544			1,175			(3,733	)		1,088			3,074
Cash payments		(5,694	)		(405	)	—				(30	)		(6,129	)
Adjustment for the gain on the disposition of business operations	—			—				3,733		—				3,733
Adjustment for asset impairment	—			—			—				(1,685	)		(1,685	)
Other		(32	)		(526	)	—				611			53
December 31, 2015, balance		1,637			1,357			—			-			2,994
Charged to expense during period		7,201			556			(6,611	)		(730	)		416
Cash payments		(6,781	)		(473	)	—			—				(7,254	)
Adjustment for the gain on the disposition of business operations	—			—				6,611		—				6,611
Adjustment for asset impairment	—				(194	)	—			—				(194	)
Other	357			86			—				730			1,173
December 31, 2016, balance	$	2,414		$	1,332		$	-		$	-		$	3,746

As of December 31, 2016, $3.0 million of the business restructuring and reorganization reserves were included in current liabilities.