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Document and Entity Information - $ / shares	6 Months Ended
Document and Entity Information - $ / shares	Jun. 30, 2020	Jul. 31, 2020	Dec. 31, 2019
Document Information [Line Items]
Entity Shell Company	false
Document Transition Report	false
Document Quarterly Report	true
Title of 12(b) Security	Common Stock
Trading Symbol	CDLX
Entity Incorporation, State or Country Code	DE
Entity Registrant Name	CARDLYTICS, INC.
Security Exchange Name	NASDAQ
Document Type	10-Q
Amendment Flag	false
Document Period End Date	Jun. 30, 2020
Entity Filer Category	Accelerated Filer
Entity Small Business	false
Entity File Number	001-38386
Entity Current Reporting Status	Yes
Document Fiscal Year Focus	2020
Entity Interactive Data Current	Yes
Entity Ex Transition Period	false
Document Fiscal Period Focus	Q2
Entity Emerging Growth Company	true
Current Fiscal Year End Date	--12-31
Entity Central Index Key	0001666071
Entity Common Stock, Shares Outstanding (in shares)		27,286,104
Entity Address, City or Town	Atlanta
Entity Address, Address Line One	675 Ponce de Leon Ave. NE, Ste 6000
Entity Tax Identification Number	26-3039436
Entity Address, State or Province	GA
Entity Address, Postal Zip Code	30308
Common stock, par or stated value per share (in usd per share)	$ 0.0001		$ 0.0001
Local Phone Number	792-5802
City Area Code	(888)

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 98,370	$ 104,458
Restricted cash	105	129
Accounts receivable, net	36,566	81,452
Other receivables	5,007	3,908
Prepaid expenses and other assets	6,356	5,783
Total current assets	146,404	195,730
Long-term assets:
Property and equipment, net	12,983	14,290
Operating Lease, Right-of-Use Asset	10,422	0
Intangible assets, net	407	389
Capitalized software development costs, net	4,738	3,815
Deferred FI implementation costs, net	6,384	8,383
Other long-term assets, net	1,701	1,706
Total assets	183,039	224,313
Current liabilities:
Accounts payable	1,177	1,229
Accrued liabilities:
Accrued compensation	4,904	8,186
Accrued expenses	3,270	6,018
FI Share liability	19,291	41,956
Consumer Incentive liability	9,113	19,861
Deferred revenue	969	1,127
Operating Lease, Liability, Current	3,712	0
Current finance lease liabilities	24	24
Total current liabilities	42,460	78,401
Long-term liabilities:
Deferred liabilities	0	2,632
Operating Lease, Liability, Noncurrent	10,114	0
Long-term finance lease liabilities	0	13
Total liabilities	52,574	81,046
Stockholders’ equity:
Common stock, $0.0001 par value—100,000 shares authorized and 26,547 and 27,275 shares issued and outstanding as of December 31, 2019 and June 30, 2020, respectively.	8	8
Additional paid-in capital	499,663	480,578
Accumulated other comprehensive income	2,714	1,312
Accumulated deficit	(371,920)	(338,631)
Total stockholders’ equity	130,465	143,267
Total liabilities and stockholders’ equity	$ 183,039	$ 224,313

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED) (Parenthetical) - $ / shares	Jun. 30, 2020	Dec. 31, 2019
Common stock, par or stated value per share (in usd per share)	$ 0.0001	$ 0.0001
Common stock, shares authorized (in shares)	100,000,000	100,000,000
Common stock, shares issued (in shares)	25,664,000	22,466,000
Common stock, shares outstanding (in shares)	25,664,000	22,466,000

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Income Statement [Abstract]
Revenue	$ 28,222	$ 48,730	$ 73,731	$ 84,718
Costs and expenses:
FI Share and other third-party costs	16,811	27,620	42,949	46,624
Delivery costs	3,499	3,370	6,905	6,616
Sales and marketing expense	10,405	11,047	21,373	20,384
Research and development expense	3,966	2,782	7,817	5,723
General and administration expense	11,734	8,340	22,478	15,340
Depreciation and amortization expense	1,545	1,053	3,876	2,014
Total costs and expenses	47,960	54,212	105,398	96,701
Operating loss	(19,738)	(5,482)	(31,667)	(11,983)
Other expense:
Interest (expense) income, net	(10)	(338)	274	(642)
Foreign currency loss	(10)	(690)	(1,896)	(199)
Total other expense	(20)	(1,028)	(1,622)	(841)
Loss before income taxes	(19,758)	(6,510)	(33,289)	(12,824)
Income Tax Expense (Benefit)	0		0	0
Net loss	(19,758)	(6,510)	(33,289)	(12,824)
Net loss attributable to common stockholders	$ (19,758)	$ (6,510)	$ (33,289)	$ (12,824)
Net loss per share attributable to common stockholders, basic and diluted (in USD per share)	$ (0.73)	$ (0.29)	$ (1.24)	$ (0.57)
Weighted-average common shares outstanding, basic and diluted (in shares)	27,072	22,731	26,898	22,618

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Statement of Comprehensive Income [Abstract]
Net loss	$ (19,758)	$ (6,510)	$ (33,289)	$ (12,824)
Other comprehensive income:
Foreign currency translation adjustments	105	449	1,402	77
Total comprehensive loss	$ (19,653)	$ (6,061)	$ (31,887)	$ (12,747)

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References + Details

CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ (DEFICIT) EQUITY (UNAUDITED) - USD ($) shares in Thousands, $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Accumulated Other Comprehensive Income	Accumulated Deficit
Beginning balance (in shares) at Dec. 31, 2018		22,466
Beginning balance at Dec. 31, 2018	$ 51,975	$ 7	$ 371,463	$ 1,992	$ (321,487)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		111
Exercise of common stock options	1,348		1,348
Stock-based compensation			4,797
Settlement of restricted stock (in shares)		0
Vesting of common stock warrants	4,797
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures		157
Stock Issued During Period, Value, Restricted Stock Award, Gross		$ 0	0
Other comprehensive income	77			77
Ending balance (in shares) at Jun. 30, 2019		22,828
Ending balance at Jun. 30, 2019	46,538	$ 7	378,773	2,069	(334,311)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock Issued During Period, Value, Employee Stock Purchase Plan	1,165	$ 94	1,165
Net Income (Loss) Attributable to Parent	(12,824)				(12,824)
Beginning balance (in shares) at Mar. 31, 2019		22,570
Beginning balance at Mar. 31, 2019	47,177	$ 7	373,351	1,620	(327,801)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		80
Exercise of common stock options	1,175		1,175
Stock-based compensation			3,082
Settlement of restricted stock (in shares)		0
Vesting of common stock warrants	3,082
Stock Issued During Period, Shares, Restricted Stock Award, Net of Forfeitures		84
Stock Issued During Period, Value, Restricted Stock Award, Gross		$ 0	0
Other comprehensive income	449			449
Ending balance (in shares) at Jun. 30, 2019		22,828
Ending balance at Jun. 30, 2019	46,538	$ 7	378,773	2,069	(334,311)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock Issued During Period, Value, Employee Stock Purchase Plan	1,165	$ 94	1,165
Net Income (Loss) Attributable to Parent	(6,510)				(6,510)
Beginning balance (in shares) at Dec. 31, 2019		26,547
Beginning balance at Dec. 31, 2019	$ 143,267	$ 8	480,578	1,312	(338,631)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)	275	275
Exercise of common stock options	$ 5,426		$ 5,426
Stock Issued During Period, Shares, Warrants Exercised In Period	0	9	0
Stock-based compensation	$ 12,347		$ 12,347
Settlement of restricted stock (in shares)		416
Other comprehensive income	1,402			1,402
Ending balance (in shares) at Jun. 30, 2020		27,275
Ending balance at Jun. 30, 2020	130,465	$ 8	499,663	2,714	(371,920)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net Income (Loss) Attributable to Parent	(33,289)				(33,289)
Beginning balance (in shares) at Mar. 31, 2020		26,824
Beginning balance at Mar. 31, 2020	138,358	$ 8	487,903	2,609	(352,162)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Exercise of common stock options (in shares)		114
Exercise of common stock options	2,281		2,281
Stock-based compensation	8,167		8,167
Settlement of restricted stock (in shares)		309
Other comprehensive income	105			105
Ending balance (in shares) at Jun. 30, 2020		27,275
Ending balance at Jun. 30, 2020	130,465	$ 8	499,663	$ 2,714	(371,920)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock Issued During Period, Value, Employee Stock Purchase Plan	1,312	$ 28	$ 1,312
Net Income (Loss) Attributable to Parent	$ (19,758)				$ (19,758)

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Finance Lease, Right-of-Use Asset, Amortization			$ 1,731	$ 0
Cash paid for interest			32	771
Cash and cash equivalents	$ 98,370	$ 32,495	98,370	32,495
Restricted cash	105	10,254	105	10,254
Operating activities
Net loss	(19,758)	(6,510)	(33,289)	(12,824)
Bad debt expense (reversal)	151	402	1,326	652
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization			3,876	2,014
Amortization of financing costs charged to interest expense			48	50
Termination of U.K. agreement expense			13,233	4,780
Other non-cash expense, net			2,073	351
Amortization of deferred FI implementation costs	991	731	1,999	1,384
Change in operating assets and liabilities:
Accounts receivable			42,460	(7,024)
Prepaid expenses and other assets			(603)	(1,622)
Recovery of deferred FI implementation costs	0	1,155	0	2,312
Accounts payable			(163)	(306)
Other accrued expenses			(6,922)	323
FI Share liability			(22,665)	2,932
Consumer Incentive liability			(10,748)	4,009
Net cash used in operating activities			(7,644)	(2,969)
Investing activities
Acquisition of property and equipment			(1,225)	(4,019)
Acquisition of patents			(30)	(5)
Capitalized software development costs			(2,132)	(1,139)
Net cash used in investing activities			(3,387)	(5,163)
Financing activities
Principal payments of debt			(11)	(10,010)
Proceeds from issuance of common stock			5,435	1,213
Debt issuance costs			(13)	(93)
Net cash (used in) received from financing activities			5,411	(8,890)
Effect of exchange rates on cash, cash equivalents and restricted cash			(492)	(99)
Net decrease in cash, cash equivalents and restricted cash			(6,112)	(17,121)
Cash, cash equivalents, and restricted cash — Beginning of period			104,587	59,870
Cash, cash equivalents, and restricted cash — End of period	98,475	42,749	98,475	42,749
Supplemental schedule of non-cash investing and financing activities:
Amounts accrued for property and equipment	$ 452	$ 53	$ 452	$ 53

OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION

6 Months Ended

Jun. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION

Cardlytics, Inc. (“we,” “our,” “us,” the “Company,” or “Cardlytics”) is a Delaware corporation and was formed on June 26, 2008. We operate an advertising platform within financial institutions’ (“FIs”) digital channels, which include online, mobile, email, and various real-time notifications. Our partnerships with FIs provide us with access to their anonymized purchase data and digital banking customers. By applying advanced analytics to this aggregation of purchase data, we make it actionable, helping marketers identify, reach and influence likely buyers at scale, and measure the true sales impact of their marketing spend. We have strong relationships with leading marketers across a variety of industries, including national and regional restaurant and retail chains, large providers of cable satellite television and wireless services, and increasingly, travel and hospitality, grocery, e-commerce and luxury brands. Using our purchase intelligence presents customers with offers to save money at a time when they are thinking of their finances.

We also operate in the United Kingdom through Cardlytics UK Limited, a wholly-owned and operated subsidiary registered as a private limited company in England and Wales, and in India through Cardlytics Services India Private Limited, a wholly-owned and operated subsidiary registered as a private limited company in India.

Unaudited Interim Results

The accompanying unaudited interim condensed consolidated financial statements and information have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”) and in accordance with the rules and regulations of the Securities and Exchange Commission. Accordingly, they do not include all of the information and disclosures required by GAAP for complete financial statements. In the opinion of management, these financial statements contain all normal and recurring adjustments considered necessary to present fairly the financial position, results of operations, and cash flows for the periods presented. The results for interim periods presented are not necessarily indicative of the results to be expected for the full year due to the seasonality of our business, which has been historically impacted by higher consumer spending during the fourth quarter. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included on our Annual Report on Form 10-K ("Annual Report") for the fiscal year ended December 31, 2019.

Use of Estimates

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements. Significant items subject to such estimates and assumptions include revenue recognition, internal-use software development costs, income taxes, stock-based compensation, allowance for doubtful accounts, income tax valuation allowance and contingencies. We base our estimates on historical experience and on assumptions that we believe are reasonable. Changes in facts or circumstances may cause us to change our assumptions and estimates in future periods and it is possible that actual results could differ from our current or revised future estimates.

Internal-Use Software Development Costs

During 2019, we began capitalizing costs related to the development of new technology for building and launching marketing campaigns. In March 2020, we redesigned certain elements of this project and wrote off development costs totaling $0.8 million recognized in depreciation and amortization expense on our condensed consolidated statement of operations.

Restructuring

During the first quarter of 2020, we began a strategic shift within our organization to increase productivity and optimize performance. This plan has resulted in severance and medical benefits totaling $0.4 million and $0.9 million during the three and six months ended June 30, 2020, respectively. We recognize these costs when the extent of our actions are determined and the costs can be estimated. These charges are reflected on our condensed consolidated statement of operations as follows: $0.7 million in sales and marketing expense, $0.1 million general and administrative expense and $0.1 million in research and development expense. Severance and medical benefits of $0.2 million were paid to former employees through June 30, 2020.

Impacts of COVID-19 Pandemic

The COVID–19 pandemic resulted in a global slowdown of economic activity that decreased demand for a broad variety of goods and services and consumer discretionary spending, including spending by consumers with our marketers, and such decreased demand is likely to continue. Estimates and assumptions about future events and their effects cannot be determined with certainty and therefore require the exercise of judgment. Actual results could differ from those estimates and any such differences may be material to our financial statements.

Revenue growth for the three and six months ended June 30, 2020 was unfavorably affected by the COVID-19 pandemic and its impact on both consumer discretionary spending and marketers' ability to spend advertising budgets on our solution. During the six months ended June 30, 2020, we deferred $1.2 million of revenue and recorded bad debt expense of $1.3 million associated with billings to marketers that we believe are likely to be materially and adversely affected by the slowdown in economic activity resulting from the COVID-19 pandemic. We expect both a reduction in consumer spending and a reduction in marketing campaigns in the near term, which will result in a decline in our revenue and an increase in our net loss in future periods. The severity and duration of this decline is difficult to estimate given the uncertainty that the impacts of COVID-19 will continue to have on the global economy.

The following table summarizes changes in the allowance for doubtful accounts (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2020			2019			2020
Beginning balance	$	397		$	1,383		$	169		$	255
Bad debt expense (reversal)	402			(151		)	652			1,326
Write-offs, net of recoveries	(227		)	(212		)	(249		)	(561		)
Ending balance	$	572		$	1,020		$	572		$	1,020

RECENT ACCOUNTING STANDARDS	6 Months Ended
RECENT ACCOUNTING STANDARDS	Jun. 30, 2020
Accounting Policies [Abstract]
RECENT ACCOUNTING STANDARDS	RECENT ACCOUNTING STANDARDS Recently Adopted Accounting Pronouncements In February 2016, the Financial Accounting Standards Board ("FASB") issued ASU 2016-02, Leases (Topic 842) to increase the transparency and comparability among organizations as it relates to lease assets and lease liabilities, by requiring lessees to recognize a right-of-use asset and lease liability for all leases with terms of more than 12 months, with exceptions. Effective January 1, 2020, we early adopted this guidance using a modified retrospective approach, which was required for all leases that exist at or commence after the date of the initial application with an option to use certain practical expedients. We have elected to use these practical expedients, which allow us to treat all components of our leases as a single component, not to reassess lease classification or whether an arrangement is or contains a lease and not to reassess its initial accounting for direct lease costs. The adoption of the new lease standard at January 1, 2020 resulted in the recognition of right-of-use assets and lease liabilities of $10.3 million and $13.5 million, respectively, consisting primarily of operating leases related to the rental of office and data center space. The adoption of this guidance did not have a significant impact on our condensed consolidated statements of operations or cash flows. On January 1, 2020, we adopted ASU 2015-05, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement, to help entities evaluate the accounting for fees paid by a customer in a cloud computing arrangement (hosting arrangement) by providing guidance for determining when the arrangement includes a software license. The adoption of this guidance did not have a material effect on our condensed consolidated financial statements. On January 1, 2020, we adopted ASU 2018-15, Intangibles—Goodwill and Other—Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract, which addresses the accounting for implementation, setup and other upfront costs incurred in a hosting arrangement. The adoption of this guidance did not have a material effect on our condensed consolidated financial statements. Except for the adoption of ASU 2016-02, ASU 2015-05 and ASU 2018-15, there have been no changes to our accounting policies, and these unaudited interim condensed consolidated financial statements have been prepared on a basis consistent with that used to prepare our audited annual consolidated financial statements for the year ended December 31, 2019, and include, in the opinion of management, all adjustments, consisting of normal recurring items, necessary for the fair statement of the condensed consolidated financial statements.

REVENUE (Notes)

6 Months Ended

Jun. 30, 2019

Revenue from Contract with Customer [Abstract]

REVENUE

Cardlytics Direct is our bank advertising channel that enables marketers to reach consumers through the FIs' trusted and frequently visited online and mobile banking channels. Working with the marketer, we design a campaign that targets customers based on their purchase history. The consumer is offered an incentive to make a purchase from the marketer within a specified period. We use a portion of the fees that we collect from marketers to provide these consumer incentives to our FIs’ customers after they make qualifying purchases ("Consumer Incentives"). Leveraging our powerful purchase intelligence platform, we are able to create compelling Consumer Incentives that have the potential to increase return on advertising spend for marketers and measure the effectiveness of the advertising. Consumer Incentives totaled $25.0 million and $11.3 million during the three months ended June 30, 2019 and 2020, respectively, and totaled $47.6 million and $33.6 million during the six months ended June 30, 2019 and 2020, respectively. We generally pay our FI partners an FI Share, which is a negotiated and fixed percentage of our billings to marketers less any Consumer Incentives that we pay to FIs’ customers and certain third-party data costs. Revenue on our condensed consolidated statements of operation is presented net of Consumer Incentives and gross of FI Share.

Cardlytics Direct is priced predominantly in two ways: (1) Cost per Served Sale (“CPS”), and (2) Cost per Redemption (“CPR”).

•

CPS. Our primary pricing model is CPS, which we created to meet the media buying preferences of marketers. We generate revenue by charging a percentage of all purchases from the marketer by consumers (1) who are served marketing and (2) subsequently make a purchase from the marketer during the campaign period, regardless of whether consumers select the marketing and thereby becomes eligible to earn the applicable Consumer Incentive. We set CPS rates for marketers based on our expectation of the marketer’s return on spend for the relevant campaign. Additionally, we set the amount of the Consumer Incentives payable for each campaign based on our estimation of our ability to drive incremental sales for the marketer.

•

CPR. Under our CPR pricing model, marketers specify and fund the Consumer Incentive and pay us a separate negotiated, fixed marketing fee for each purchase that we generate. We generate revenue if the consumer (1) is served marketing, (2) selects the marketing and thereby becomes eligible to earn the applicable Consumer Incentive and (3) makes a qualifying purchase from the marketer during the campaign period. We set the CPR fee for marketers based on our estimation of the marketers’ return on spend for the relevant campaign.

The following table summarizes revenue by pricing model (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2020		2019		2020
Cost per Served Sale	$	33,549	$	20,353	$	54,558	$	51,199
Cost per Redemption	14,276		7,339		28,240		21,407
Other	905		530		1,920		1,125
Revenue	$	48,730	$	28,222	$	84,718	$	73,731

LEASES (Notes)

6 Months Ended

Jun. 30, 2020

Leases [Abstract]

Lessee, Operating Leases [Text Block]

LEASES

Effective January 1, 2020, we early adopted ASU 2016-02, Leases (Topic 842). This standard requires us to recognize a right-of-use asset and a lease liability for all leases with an initial term in excess of twelve months. The asset reflects the present value of unpaid fixed lease payments coupled with initial direct costs, prepaid lease payments, and lease incentives. The amount of the lease liability is calculated as the present value of unpaid fixed lease payments. We evaluate each of our lease and service arrangements at inception to determine if the arrangement is, or contains, a lease and the appropriate classification of each identified lease. A lease exists if we obtain substantially all of the economic benefits of and have the right to control the use of an asset for a period of time. Right-of-use assets represent our right to use an underlying asset for the lease term, and lease liabilities represent our obligation to make lease payments arising from the lease agreement. Lease costs are recognized as expense on a straight-line basis over the lease term. We consider a termination or renewal option in the determination of the lease term when it is reasonably certain that we will exercise that option. We adopted ASU 2016-02 using a modified retrospective approach and did not restate comparative periods. We elected to take the package of practical expedients allowing us to not reassess (i) whether any expired or existing contracts are or contain leases, (ii) the lease classification for any expired or existing leases and (iii) initial direct costs for any existing leases. We have elected to account for all components in a contract as part of the single lease component to which they are related. Significant assumptions and judgments in calculating the right-of-use assets and lease liability include the determination of the applicable borrowing rate for each lease. Because our leases generally do not provide a readily determinable implicit interest rate, we use an incremental borrowing rate to measure the lease liability and associated right-of-use asset at the lease commencement date. The incremental borrowing rate used is a fully collateralized rate that considers our credit rating, market conditions and the term of the lease at the lease commencement date.

Upon the adoption of ASU 2016-02, we recorded right-of-use assets of $10.3 million, lease liabilities of $13.5 million and eliminated deferred rent liabilities of $3.2 million. As of the adoption date, our office and data center leases have remaining lease terms ranging from one to six years.

During the three months ended June 30, 2020, we renewed certain data center lease agreements resulting in a lease modification and the recognition of additional right-of-use assets and lease liabilities of $2.1 million.

During the six months ended June 30, 2020, we made cash payments of $1.7 million for operating leases which are included in cash flows from operating activities in our consolidated statement of cash flows.

The following table summarizes activity related to our leases (in thousands):



	Three Months Ended June 30, 2020		Six Months Ended June 30, 2020
Operating lease expense	$	886	$	1,913
Variable lease expense	175		472
Short-term lease expense	45		157

The following table presents our weighted average borrowing rate and weighted average lease term:



	June 30, 2020
Weighted average borrowing rate	3.4	%
Weighted average remaining lease term (years)	3.81

The following table summarizes future maturities of lease liabilities as of June 30, 2020 (in

Lessee, Finance Leases [Text Block]

LEASES

The following table summarizes activity related to our leases (in thousands):



	Three Months Ended June 30, 2020		Six Months Ended June 30, 2020
Operating lease expense	$	886	$	1,913
Variable lease expense	175		472
Short-term lease expense	45		157

The following table presents our weighted average borrowing rate and weighted average lease term:



	June 30, 2020
Weighted average borrowing rate	3.4	%
Weighted average remaining lease term (years)	3.81

The following table summarizes future maturities of lease liabilities as of June 30, 2020 (in

DEBT	6 Months Ended
DEBT	Jun. 30, 2020
Debt Disclosure [Abstract]
DEBT	DEBT 2018 Loan Facility On May 14, 2019, we amended our loan facility with Pacific Western Bank to increase the capacity of our asset-based revolving line of credit ("2018 Line of Credit") and decreased the capacity of our term loan ("2018 Term Loan"). This amendment also extended the maturity date of the term loan from May 21, 2020 to May 14, 2021. We repaid $10.0 million of the principal balance of the 2018 Term Loan upon the execution of the amendment in May 2019 and repaid the remaining $10.0 million principal balance in September 2019. As of June 30, 2020, we had $26.4 million of unused borrowings available under our 2018 Line of Credit and had no outstanding borrowings. Under the amended terms, we are able to borrow up to the lesser of $40.0 million or 85% of the amount of our eligible accounts receivable. Interest on advances bears an interest rate equal to the prime rate minus 0.50%, or 2.75% as of June 30, 2020. In addition, we are required to pay an unused line fee of 0.15% per annum on the average daily unused amount of the $40.0 million revolving commitment. Interest accrued on the 2018 Term Loan at an annual rate of interest equal to the prime rate minus 2.75%, or 2.00% at the date of repayment in September 2019. We believe that we were in compliance with all financial covenants as of June 30, 2020.

STOCK-BASED COMPENSATION

6 Months Ended

Jun. 30, 2020

Share-based Payment Arrangement [Abstract]

STOCK-BASED COMPENSATION

Our board of directors has adopted and our stockholders have approved our 2018 Equity Incentive Plan ("2018 Plan"). Our 2018 Plan became effective on February 8, 2018, the date our registration statement in connection with our initial public offering ("IPO") was declared effective. We do not expect to grant any additional awards under our 2008 Stock Plan ("2008 Plan"). Any awards granted under the 2008 Plan will remain subject to the terms of our 2008 Plan and applicable award agreements.

Initially, the aggregate number of shares of our common stock that may be issued pursuant to stock awards under the 2018 Plan is the sum of (i) 1,875,000 shares plus (ii) 61,247 shares reserved, and remaining available for issuance, under our 2008 Plan at the time our 2018 Plan became effective and (iii) the number of shares subject to stock options or other stock awards granted under our 2008 Plan that would have otherwise returned to our 2008 Plan (such as upon the expiration or termination of a stock award prior to vesting). As of December 31, 2019, there were 1,345,631 shares of our common stock reserved for issuance under our 2018 Plan. The number of shares of our common stock reserved for issuance under our 2018 Plan will automatically increase on January 1 of each year, beginning on January 1, 2019 and continuing through and including January 1, 2028, by 5% of the total number of shares of our capital stock outstanding on December 31 of the preceding calendar year, or a lesser number of shares determined by our board of directors. Accordingly, the number of shares of our common stock reserved for issuance under our 2018 Plan increased by 1,327,352 shares on January 1, 2020.

The following table summarizes the allocation of stock-based compensation in the consolidated statements of operations (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2020		2019		2020
Delivery costs	$	199	$	357	$	363	$	532
Sales and marketing expense	952		2,567		1,659		3,836
Research and development expense	363		1,401		566		2,004
General and administration expense	1,558		4,783		2,192		6,861
Total stock-based compensation expense	$	3,072	$	9,108	$	4,780	$	13,233

During the six months ended June 30, 2019 and 2020, we capitalized less than $0.1 million and $0.2 million of stock-based compensation expense for software development, respectively.

During the three months ended June 30, 2020, we accrued $1.1 million of stock-based compensation for bonus and commissions in lieu of cash compensation which has not been settled as of June 30, 2020. This amount is presented within accrued compensation on our condensed consolidated balance sheet.

Common Stock Options

Options to purchase shares of common stock generally vest over four years and expire 10 years following the date of grant. The following table summarizes changes in common stock options:



	Shares (in thousands)		Weighted-Average Exercise Price		Weighted Average Contractual Life (in years)	Aggregate Intrinsic Value⁽¹⁾ (in thousands)
Options outstanding — December 31, 2019	1,000		$	22.99
Granted	—		—
Exercised	(275	)	19.71			$	14,956
Forfeited	(9	)	28.71
Canceled	(1	)	28.96
Options outstanding — June 30, 2020	715		24.17		6.12	$	32,752
Exercisable — June 30, 2020	607		$	23.87	5.99	$	27,983


(1)	The aggregate intrinsic value represents the total pre-tax intrinsic value based on the $69.98 per share closing price of our common stock as reported on the Nasdaq Global Market on June 30, 2020, that would have been received by option holders had all in-the-money options been exercised on that date.

The total fair value of options vested during the six months ended June 30, 2020 was approximately $1.4 million. As of June 30, 2020, unamortized stock-based compensation expense related to unvested common stock options was $1.3 million, and the weighted-average period over which such stock-based compensation expense will be recognized was 0.7 years.

Restricted Stock Units

We grant restricted stock units ("RSUs") to employees and our non-employee directors. The following table summarizes changes in RSUs, inclusive of performance-based RSUs:



	Shares (in thousands)		Weighted-Average Grant Date Fair Value		Weighted-Average Remaining Contractual Term (in years)	Unamortized Compensation Costs (in thousands)
Unvested — December 31, 2019	1,741		$	18.55
Granted	1,544		38.29
Vested	(416	)	18.88
Forfeited	(242	)	22.16
Unvested — June 30, 2020	2,627		$	29.76	3.42	$	64,036

During the six months ended June 30, 2020, we granted 1,057,978 RSUs to employees, executives and non-employee directors, which have annual vesting periods ranging from one to four years.

During the three months ended June 30, 2020, we granted 9,278 immediately vesting RSUs to employees for bonus in lieu of cash compensation. Stock-based compensation related to these grants totaled $0.6 million.

Subsequent to June 30, 2020, we granted 91,593 RSUs to employees and a new director, which have annual vesting periods ranging from one to four years. The unamortized stock-based compensation expense related to these RSUs is $6.1 million. In addition, we expect to recognize $2.0 million of stock-based compensation in the third quarter of 2020 related to the accelerated vesting of certain RSU and performance-based RSU awards for which the performance-based vesting condition has been met.

Performance-based RSUs

In April 2019, we granted 1,252,500 performance-based restricted stock units (“2019 PSUs”). The 2019 PSUs are composed of four equal tranches, each of which have an independent performance-based vesting condition. The vesting criteria for the four tranches are as follows:


•	a minimum growth rate in adjusted contribution over a trailing 12-month period,


•	a minimum number of advertisers that are billed above a specified amount over a trailing 12-month period,


•	a minimum cumulative adjusted EBITDA target over a trailing 12-month period, and


•	a minimum trailing 30-day average closing price of our common stock.

The vesting conditions of each of the four tranches must be achieved within four years of the grant date. Upon a vesting event, 50% of the related tranche vests immediately, 25% of the related tranche vests six months after achievement date and 25% of the related tranche vests 12 months after the achievement date. Adjusted EBITDA and adjusted contribution are performance metrics defined within Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations." In August and November 2019, the compensation committee of our board of directors certified that the target minimum trailing 30-day average closing price of our common stock and target minimum cumulative adjusted EBITDA target over a trailing 12-month period, respectively, were achieved resulting in the immediate vesting of 50% of the related PSU tranches. In February 2020, 25% of the 30-day average closing price of our common stock PSU tranche vested upon the six-month anniversary of the tranche's achievement date. In May 2020, 25% of the adjusted EBITDA tranche vested upon the six-month anniversary of the tranche's achievement date.

In April 2020, we granted 476,608 performance-based restricted stock units ("2020 PSUs"), of which 443,276 units have a performance-based vesting condition based on a minimum average Cardlytics Direct revenue per user ("ARPU") target over a trailing 12-month period and 33,332 units have the same performance-based vesting conditions as those that remain unmet under the 2019 PSUs described above. ARPU is a performance metric defined within Item 2. "Management's Discussion and Analysis of Financial Condition and Results of Operations." The ARPU vesting condition must be achieved within four years of the grant date. Upon the vesting event, 50% of the award vests immediately, 25% of the award vests six months after achievement date and 25% of the award vests 12 months after the achievement date.

Employee Stock Purchase Plan

Our 2018 Employee Stock Purchase Plan ("2018 ESPP") enables eligible employees to purchase shares of our common stock at a discount. Purchases are accomplished through participation in discrete offering periods. On each purchase date, participating employees purchase our common stock at a price per share equal to 85% of the lesser of the fair market value of our common stock on the first trading day of the offering period or the date of purchase.

As of December 31, 2019, 267,823 shares of common stock were reserved for issuance pursuant to our 2018 ESPP. Additionally, the number of shares of our common stock reserved for issuance under our 2018 ESPP will automatically increase on January 1 of each year, which began on January 1, 2019 and will continue through and including January 1, 2026, by the lesser of (i) 1% of the total number of shares of our common stock outstanding on December 31 of the preceding calendar year, (ii) 500,000 shares of our common stock or (iii) such lesser number of shares of common stock as determined by our board of directors. Accordingly, the number of shares of our common stock reserved for issuance under our 2018 ESPP increased by 265,470 shares on January 1, 2020. Shares subject to purchase rights granted under our 2018 ESPP that terminate without having been issued in full will not reduce the number of shares available for issuance under our 2018 ESPP. In May 2020, we issued 28,097 shares pursuant to our 2018 ESPP.

RELATED PARTIES	6 Months Ended
RELATED PARTIES	Jun. 30, 2020
Related Party Transactions [Abstract]
RELATED PARTIES	RELATED PARTIES Agreements with Fidelity Information Services, LLC We are party to a reseller agreement with Fidelity Information Services, LLC ("FIS"). Pursuant to the reseller agreement, FIS markets and sells our services to financial institutions that are current or potential customers of FIS in exchange for a revenue share percentage. In 2013, FIS purchased shares of our redeemable convertible preferred stock and we also granted performance-based warrants to purchase preferred stock with accelerated vesting upon an IPO. Since FIS did not participate in a subsequent financing, their warrants to purchase preferred stock were converted to warrants to purchase common stock. The warrants vested upon the completion of our IPO in February 2018, resulting in a non-cash expense of $2.5 million based on the vesting-date fair value of our common stock underlying these warrants. In September 2019, FIS exercised all of their warrants to purchase common stock, resulting in cash proceeds of $15.2 million and the issuance of 644,365 shares of our common stock. As of September 2019, FIS was no longer a related party.

COMMITMENTS AND CONTINGENCIES

6 Months Ended

Jun. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

COMMITMENTS AND CONTINGENCIES

FI Implementation Costs

Agreements with certain FI partners require us to fund the development of user interface enhancements, pay for certain implementation fees, or make milestone payments upon the deployment of our solution. Amounts paid to FI partners are included in deferred FI implementation costs on our condensed consolidated balance sheets the earlier of when paid or earned and are amortized over the remaining term of the related contractual arrangements. Amortization is included in FI Share and other third-party costs on our condensed consolidated statements of operations and is presented in amortization of deferred FI implementation costs on our condensed consolidated statement of cash flows. Certain of these agreements provide for future reductions in FI Share due to the FI partner. These reductions in FI Share are recorded as a reduction to deferred FI implementation costs and also result in a cumulative adjustment to accumulated amortization. The scheduled FI Share payment reductions were completed in December 2019.

The following table summarizes changes in deferred FI implementation costs (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2020			2019			2020
Beginning balance	$	14,067		$	7,375		$	15,877		$	8,383
Recoveries through FI Share	(1,155		)	—			(2,312		)	—
Amortization	(731		)	(991		)	(1,384		)	(1,999		)
Ending balance	$	12,181		$	6,384		$	12,181		$	6,384

We have an FI Share commitment to a certain FI partner totaling $10.0 million over a 12-month period following the completion of certain milestones by the FI partner, which were not met as of June 30, 2020. Any expected shortfall will be accrued during the 12-month period following the completion of the milestones.

Litigation

From time to time, we may become involved in legal actions arising in the ordinary course of business including, but not limited to, intellectual property infringement and collection matters. We make assumptions and estimates concerning the likelihood and amount of any potential loss relating to these matters using the latest information available. We record a liability for litigation if an unfavorable outcome is probable and the amount of loss or range of loss can be reasonably estimated. If an unfavorable outcome is probable and a reasonable estimate of the loss is a range, we accrue the best estimate within the range. If no amount within the range is a better estimate than any other amount, we accrue the minimum amount within the range. If an unfavorable outcome is probable but the amount of the loss cannot be reasonably estimated, we disclose the nature of the litigation and indicates that an estimate of the loss or range of loss cannot be made. If an unfavorable outcome is reasonably possible and the estimated loss is material, we disclose the nature and estimate of the possible loss of the litigation. We do not disclose information with respect to litigation where an unfavorable outcome is considered to be remote or where the estimated loss would not be material. Based on current expectations, such matters, both individually and in the aggregate, are not expected to have a material adverse effect on our liquidity, results of operations, business or financial condition.

EARNINGS PER SHARE

6 Months Ended

Jun. 30, 2020

Earnings Per Share [Abstract]

EARNINGS PER SHARE

Diluted net loss per share is the same as basic net loss per share for the six months ended June 30, 2019 and 2020 because the effects of potentially dilutive items were anti-dilutive, given our net loss during these periods. The following securities as of June 30, 2019 and June 30, 2020 have been excluded from the calculation of diluted weighted-average common shares outstanding because the effect is anti-dilutive (in thousands):



	June 30,
	2019	2020
Common stock options	1,620	715
Common stock warrants	868	—
Unvested restricted stock units	1,846	2,627
Common stock issuable pursuant to the ESPP	22	9

SEGMENTS

6 Months Ended

Jun. 30, 2020

Segment Reporting [Abstract]

SEGMENTS

As of June 30, 2020, we have two operating segments: Cardlytics Direct in the U.S. and U.K., as determined by the information that our Chief Executive Officer, who we consider our chief operating decision-maker, uses to make strategic goals and operating decisions. Our Cardlytics Direct operating segments in the U.S. and U.K. represent our proprietary native bank advertising channels and are aggregated into one reportable segment given their similar economic characteristics, nature of service, types of customers and method of distribution.

Our chief operating decision maker allocates resources to, and evaluates the performance of, our operating segments based on revenue and adjusted contribution.

The following table provides information regarding our Cardlytics Direct reportable segment (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2020		2019		2020
Adjusted contribution	$	21,841	$	12,402	$	39,478	$	32,781
Plus: Adjusted FI Share and other third-party costs⁽¹⁾	26,889		15,820		45,240		40,950
Revenue	$	48,730	$	28,222	$	84,718	$	73,731


(1)	Adjusted FI Share and other third-party costs presented above represents GAAP FI Share and other third-party data costs less amortization of deferred FI implementation costs, which is detailed below in our reconciliation of GAAP loss before income taxes to adjusted contribution.

Adjusted Contribution

Adjusted contribution measures the degree by which revenue generated from our marketers exceeds the cost to obtain the purchase data and the digital advertising space from our FI partners. Adjusted contribution demonstrates how incremental marketing spend on our platform generates incremental amounts to support our sales and marketing, research and development, general and administration and other investments. Adjusted contribution is calculated by taking our total revenue less our FI Share and other third-party costs exclusive of amortization of deferred FI implementation costs, which is a non-cash cost. Adjusted contribution does not take into account all costs associated with generating revenue from advertising campaigns, including sales and marketing expenses, research and development expenses, general and administrative expenses and other expenses, which we do not take into consideration when making decisions on how to manage our advertising campaigns.

The following table presents a reconciliation of loss before income taxes presented in accordance with GAAP to adjusted contribution (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2020			2019			2020
Adjusted contribution	$	21,841		$	12,402		$	39,478		$	32,781
Minus:
Amortization of deferred FI implementation costs⁽¹⁾	731			991			1,384			1,999
Delivery costs	3,370			3,499			6,616			6,905
Sales and marketing expense	11,047			10,405			20,384			21,373
Research and development expense	2,782			3,966			5,723			7,817
General and administration expense	8,340			11,734			15,340			22,478
Depreciation and amortization expense	1,053			1,545			2,014			3,876
Total other expense	1,028			20			841			1,622
Loss before income taxes	$	(6,510	)	$	(19,758	)	$	(12,824	)	$	(33,289	)


(1)	Amortization of deferred FI implementation costs is excluded from adjusted FI Share and other third-party costs, which is shown above in our reconciliation of GAAP revenue to adjusted contribution.

The following tables provide geographical information (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2020		2019		2020
Revenue:
United States	$	43,123	$	26,750	$	74,471	$	66,778
United Kingdom	5,607		1,472		10,247		6,953
Total	$	48,730	$	28,222	$	84,718	$	73,731



	December 31, 2019		June 30, 2020
Property and equipment, net:
United States	$	12,052	$	10,465
United Kingdom	2,010		2,338
India	228		180
Total	$	14,290	$	12,983

Capital expenditures within the United Kingdom and India were $0.3 million and $0.4 million during the six months ended June 30, 2019 and 2020, respectively.

Concentrations of Risk

Customers

Financial instruments that potentially subject us to concentrations of credit risk consist primarily of cash and cash equivalents and accounts receivable. A substantial majority of our cash and cash equivalents are held in fully FDIC–insured demand deposit accounts that distribute funds, and credit risk, over a vast number of financial institutions. Our remaining cash and cash equivalents are held with three financial institutions, which we believe are of high credit quality. Our accounts receivable are diversified among a large number of marketers segregated by both geography and industry. One marketer represented 10% and 17% of our revenue during the six months ended June 30, 2019 and 2020, respectively. This marketer also represented 24% of our accounts receivable as of June 30, 2020. A different marketer represented 12% of our accounts receivable as of June 30, 2019.

FI Partners

Our business is substantially dependent on a limited number of FI partners. We require participation from our FI partners in Cardlytics Direct and access to their purchase data in order to offer our solutions to marketers and their agencies. We must have FI partners with a sufficient number of customers and levels of customer engagement to ensure that we have robust purchase data and marketing space to support a broad array of incentive programs for marketers. Our agreements with a substantial majority of our FI partners have terms of three to seven years but are generally terminable by the FI partner on 90 days or less prior notice. If an FI partner terminates its agreement with us, we would lose that FI as a source of purchase data and online banking customers.

During both the six months ended June 30, 2019 and 2020, Bank of America, National Association (“Bank of America”) and JPMorgan Chase Bank, National Association (“Chase”) combined to account for over 75% of the total FI Share we paid to all FIs, with each representing over 30%. No other FI partner accounted for over 10% of FI Share during these periods.

OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION (Policies)

6 Months Ended

Jun. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Unaudited Interim Results

Use of Estimates

Internal-Use Software Development Costs

Revenue

Cardlytics Direct is priced predominantly in two ways: (1) Cost per Served Sale (“CPS”), and (2) Cost per Redemption (“CPR”).

•

OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION (Tables)

6 Months Ended

Jun. 30, 2020

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Changes in Allowance for Doubtful Accounts

The following table summarizes changes in the allowance for doubtful accounts (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2020			2019			2020
Beginning balance	$	397		$	1,383		$	169		$	255
Bad debt expense (reversal)	402			(151		)	652			1,326
Write-offs, net of recoveries	(227		)	(212		)	(249		)	(561		)
Ending balance	$	572		$	1,020		$	572		$	1,020

REVENUE (Tables)

6 Months Ended

Jun. 30, 2020

Revenue from Contract with Customer [Abstract]

Disaggregation of Revenue [Table Text Block]



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2020		2019		2020
Cost per Served Sale	$	33,549	$	20,353	$	54,558	$	51,199
Cost per Redemption	14,276		7,339		28,240		21,407
Other	905		530		1,920		1,125
Revenue	$	48,730	$	28,222	$	84,718	$	73,731

LEASES (Tables)

6 Months Ended

Jun. 30, 2020

Leases [Abstract]

Lease, Cost [Table Text Block]

ctivity related to our leases (in thousands):



	Three Months Ended June 30, 2020		Six Months Ended June 30, 2020
Operating lease expense	$	886	$	1,913
Variable lease expense	175		472
Short-term lease expense	45		157

The following table presents our weighted average borrowing rate and weighted average lease term:



	June 30, 2020
Weighted average borrowing rate	3.4	%
Weighted average remaining lease term (years)	3.81

Lessee, Operating Lease, Liability, Maturity [Table Text Block]

s of June 30, 2020 (in thousands):



	Amount
2020 (remainder of year)	$	2,098
2021	3,969
2022	3,932
2023	2,348
2024	1,807
Thereafter	611
Total lease payments	14,765
Imputed interest	939
Total operating lease liabilities	$	13,826

Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block]

as of December 31, 2019 prior to our adoption of ASU 2016-02 (in thousands):



	Minimum Lease Payments
2020	$	3,040
2021	2,759
2022	2,808
2023	1,847
2024	1,807
Thereafter	611
Total	$	12,872

STOCK-BASED COMPENSATION (Tables)

6 Months Ended

Jun. 30, 2020

Share-based Payment Arrangement [Abstract]

Allocation of recognized period costs

The following table summarizes the allocation of stock-based compensation in the consolidated statements of operations (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2020		2019		2020
Delivery costs	$	199	$	357	$	363	$	532
Sales and marketing expense	952		2,567		1,659		3,836
Research and development expense	363		1,401		566		2,004
General and administration expense	1,558		4,783		2,192		6,861
Total stock-based compensation expense	$	3,072	$	9,108	$	4,780	$	13,233

Summary of common stock option activity

Options to purchase shares of common stock generally vest over four years and expire 10 years following the date of grant. The following table summarizes changes in common stock options:



	Shares (in thousands)		Weighted-Average Exercise Price		Weighted Average Contractual Life (in years)	Aggregate Intrinsic Value⁽¹⁾ (in thousands)
Options outstanding — December 31, 2019	1,000		$	22.99
Granted	—		—
Exercised	(275	)	19.71			$	14,956
Forfeited	(9	)	28.71
Canceled	(1	)	28.96
Options outstanding — June 30, 2020	715		24.17		6.12	$	32,752
Exercisable — June 30, 2020	607		$	23.87	5.99	$	27,983

Summary of RSU activity

We grant restricted stock units ("RSUs") to employees and our non-employee directors. The following table summarizes changes in RSUs, inclusive of performance-based RSUs:



	Shares (in thousands)		Weighted-Average Grant Date Fair Value		Weighted-Average Remaining Contractual Term (in years)	Unamortized Compensation Costs (in thousands)
Unvested — December 31, 2019	1,741		$	18.55
Granted	1,544		38.29
Vested	(416	)	18.88
Forfeited	(242	)	22.16
Unvested — June 30, 2020	2,627		$	29.76	3.42	$	64,036

COMMITMENTS AND CONTINGENCIES (Tables)

6 Months Ended

Jun. 30, 2020

Commitments and Contingencies Disclosure [Abstract]

Deferred FI implementation costs

The following table summarizes changes in deferred FI implementation costs (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2020			2019			2020
Beginning balance	$	14,067		$	7,375		$	15,877		$	8,383
Recoveries through FI Share	(1,155		)	—			(2,312		)	—
Amortization	(731		)	(991		)	(1,384		)	(1,999		)
Ending balance	$	12,181		$	6,384		$	12,181		$	6,384

EARNINGS PER SHARE (Tables)

6 Months Ended

Jun. 30, 2020

Earnings Per Share [Abstract]

Schedule of antidilutive securities



	June 30,
	2019	2020
Common stock options	1,620	715
Common stock warrants	868	—
Unvested restricted stock units	1,846	2,627
Common stock issuable pursuant to the ESPP	22	9

SEGMENTS (Tables)

6 Months Ended

Jun. 30, 2020

Segment Reporting [Abstract]

Schedule of segment reporting information

The following table presents a reconciliation of loss before income taxes presented in accordance with GAAP to adjusted contribution (in thousands):



	Three Months Ended June 30,						Six Months Ended June 30,
	2019			2020			2019			2020
Adjusted contribution	$	21,841		$	12,402		$	39,478		$	32,781
Minus:
Amortization of deferred FI implementation costs⁽¹⁾	731			991			1,384			1,999
Delivery costs	3,370			3,499			6,616			6,905
Sales and marketing expense	11,047			10,405			20,384			21,373
Research and development expense	2,782			3,966			5,723			7,817
General and administration expense	8,340			11,734			15,340			22,478
Depreciation and amortization expense	1,053			1,545			2,014			3,876
Total other expense	1,028			20			841			1,622
Loss before income taxes	$	(6,510	)	$	(19,758	)	$	(12,824	)	$	(33,289	)

(1)

Amortization of deferred FI implementation costs is excluded from adjusted FI Share and other third-party costs, which is shown above in our reconciliation of GAAP revenue to adjusted contribution.

The following table provides information regarding our Cardlytics Direct reportable segment (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2020		2019		2020
Adjusted contribution	$	21,841	$	12,402	$	39,478	$	32,781
Plus: Adjusted FI Share and other third-party costs⁽¹⁾	26,889		15,820		45,240		40,950
Revenue	$	48,730	$	28,222	$	84,718	$	73,731

(1)

Adjusted FI Share and other third-party costs presented above represents GAAP FI Share and other third-party data costs less amortization of deferred FI implementation costs, which is detailed below in our reconciliation of GAAP loss before income taxes to adjusted contribution.

Schedule of revenue by geographic areas

The following tables provide geographical information (in thousands):



	Three Months Ended June 30,				Six Months Ended June 30,
	2019		2020		2019		2020
Revenue:
United States	$	43,123	$	26,750	$	74,471	$	66,778
United Kingdom	5,607		1,472		10,247		6,953
Total	$	48,730	$	28,222	$	84,718	$	73,731



	December 31, 2019		June 30, 2020
Property and equipment, net:
United States	$	12,052	$	10,465
United Kingdom	2,010		2,338
India	228		180
Total	$	14,290	$	12,983

OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		6 Months Ended
	Mar. 31, 2020	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Amortization of Intangible Assets	$ 800
Restructuring Charges		$ 400		$ 900
Increase (Decrease) in Contract with Customer, Liability				1,200
Bad debt expense (reversal)		$ 151	$ 402	$ 1,326	$ 652

OVERVIEW OF BUSINESS AND BASIS OF PRESENTATION Changes in Allowance for Doubtful Accounts (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Financing Receivable, Allowance for Credit Loss [Roll Forward]
Beginning balance	$ 1,383	$ 397	$ 255	$ 169
Bad debt expense (reversal)	(151)	(402)	(1,326)	(652)
Write-offs, net of recoveries	(212)	(227)	(561)	(249)
Ending balance	$ 1,020	$ 572	$ 1,020	$ 572

SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS - Consumer Incentives (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Accounting Policies [Abstract]
Consumer Incentives, Expense	$ 11.3	$ 25.0	$ 33.6	$ 47.6

SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS - Concentrations of Risk (Details)	6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019
Minimum
Concentration Risk [Line Items]
Financial institutions agreement, term	3 years
Maximum
Concentration Risk [Line Items]
Financial institutions agreement, term	7 years
One Customer \| Customer Concentration Risk \| Accounts Receivable
Concentration Risk [Line Items]
Concentration risk	12.00%
Two Customer [Member] [Member] \| Customer Concentration Risk \| Accounts Receivable
Concentration Risk [Line Items]
Concentration risk	17.00%
Chase \| Supplier Concentration Risk \| Financial Institution Partner
Concentration Risk [Line Items]
Concentration risk		75.00%

SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019	Jun. 30, 2019
Accounting Policies [Abstract]
Cash and cash equivalents	$ 98,370	$ 104,458	$ 32,495
Restricted cash	$ 105		$ 10,254

SIGNIFICANT ACCOUNTING POLICIES AND RECENT ACCOUNTING STANDARDS - Disaggregated Revenue (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 28,222	$ 48,730	$ 73,731	$ 84,718
Cost per Served Sales [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	20,353	33,549	51,199	54,558
Cost per Redemption [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	7,339	14,276	21,407	28,240
Cost Other [Member]
Disaggregation of Revenue [Line Items]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 530	$ 905	$ 1,125	$ 1,920

REVENUE (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
REVENUE (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Consumer Incentives, Expense	$ 11,300	$ 25,000	$ 33,600	$ 47,600
Revenue from Contract with Customer, Excluding Assessed Tax	28,222	48,730	73,731	84,718
Cost per Served Sales [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	20,353	33,549	51,199	54,558
Cost per Redemption [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	7,339	14,276	21,407	28,240
Cost Other [Member]
Revenue from Contract with Customer, Excluding Assessed Tax	$ 530	$ 905	$ 1,125	$ 1,920

LEASES - Narrative (Details) - USD ($) $ in Thousands	6 Months Ended
LEASES - Narrative (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Jan. 01, 2020	Dec. 31, 2019
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Right-of-use asset	$ 10,422		$ 0
Total operating lease liabilities	13,826
Operating Lease, Modification	$ 2,100
Accounting Standards Update 2016-02
New Accounting Pronouncements or Change in Accounting Principle [Line Items]
Right-of-use asset		$ 10,300
Total operating lease liabilities		13,500
Deferred rent liabilities		$ 3,200

LEASES - Lease Information (Details) $ in Thousands	3 Months Ended	6 Months Ended
LEASES - Lease Information (Details) $ in Thousands	Jun. 30, 2020 USD ($)	Jun. 30, 2020 USD ($)
Leases [Abstract]
Operating lease expense	$ 886	$ 1,913
Variable lease expense	175	472
Short-term lease expense	$ 45	$ 157
Weighted average borrowing rate	3.40%	3.40%
Weighted average remaining lease term (years)		3 years 9 months 21 days

LEASES - Maturity of Lease Liabilities (Details) $ in Thousands	Jun. 30, 2020 USD ($)
Leases [Abstract]
2020 (remainder of year)	$ 2,098
2021	3,969
2022	3,932
2023	2,348
2024	1,807
Thereafter	611
Total lease payments	14,765
Imputed interest	939
Total operating lease liabilities	$ 13,826

LEASES - Future Payments for Operating Leases (Details) $ in Thousands	Jun. 30, 2020 USD ($)
Leases [Abstract]
2020	$ 3,040
2021	2,759
2022	2,808
2023	1,847
2024	1,807
Thereafter	611
Total	$ 12,872

DEBT - Schedule of Debt (Details) - USD ($) $ in Thousands	Jun. 30, 2020	Dec. 31, 2019
Debt Instrument [Line Items]
Less current portion of long-term debt	$ (24)	$ (24)
Long-term debt, net of current portion	$ 0	$ 13

DEBT - Narrative (Details) - USD ($)	6 Months Ended
DEBT - Narrative (Details) - USD ($)	Jun. 30, 2020	Jun. 30, 2019	May 14, 2019
Debt Instrument [Line Items]
Debt Instrument, Unused Borrowing Capacity, Amount	$ 26,400,000
Cash paid for interest	$ 32,000	$ 771,000
Maximum borrowing capacity, percentage of accounts receivable	85.00%
Principal payments of debt	$ 11,000	$ 10,010,000
Lines of credit
Debt Instrument [Line Items]
Maximum borrowing capacity	$ 40,000,000.0
Debt instrument, interest rate	2.75%
Commitment fee percentage	0.15%
Lines of credit \| Loan Facility, Threshold Two [Member] \| Prime Rate
Debt Instrument [Line Items]
Basis spread on variable rate	0.50%
Term loans
Debt Instrument [Line Items]
Debt instrument, interest rate	2.00%
Term loans \| Prime Rate
Debt Instrument [Line Items]
Basis spread on variable rate	2.75%
Revolving Credit Facility \| Lines of credit
Debt Instrument [Line Items]
Line of Credit, Current			$ 40,000,000.0

STOCK-BASED COMPENSATION - Narrative (Details) $ in Millions			6 Months Ended
	Jul. 29, 2020 USD ($) shares	Feb. 08, 2018 shares	Jun. 30, 2020 USD ($) user shares	Jun. 30, 2019 USD ($)	Jan. 01, 2020 shares	Dec. 31, 2019 shares	Dec. 31, 2018
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Lease Obligation Incurred \| $			$ 0.2	$ 0.1
Number of shares authorized (in shares)		1,875,000				1,345,631
Number of shares remaining available for issuance (in shares)		61,247
Award vesting period			4 years
Expiration period			10 years
Options vested in period, fair value \| $			$ 1.4
Compensation not yet recognized \| $			$ 1.3
Common stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost not yet recognized			8 months 12 days
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			4 years
Granted (in shares)			1,544,000
Unvested PSU (in shares)			2,627,000			1,741,000
Compensation cost not yet recognized			3 years 5 months 1 day
Restricted stock units \| Share-based Compensation Award, Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)			1,057,978
Performance Shares [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Unvested PSU (in shares)			1,252,500
Performance Shares [Member] \| Share-based Compensation Award, Tranche One
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
RSU, performance condition, period			3 years
Share-Based Compensation Arrangement By Share-Based Payment Award, Non-Option Equity Instruments, Performance Conditions \| user			0.50
Performance Shares [Member] \| Share-based Compensation Award, Tranche Two
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
RSU, performance condition, period			5 years
Share-Based Compensation Arrangement By Share-Based Payment Award, Non-Option Equity Instruments, Performance Conditions \| user			0.25
Performance Shares [Member] \| Share-based Payment Arrangement, Tranche Three [Member]
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-Based Compensation Arrangement By Share-Based Payment Award, Non-Option Equity Instruments, Performance Conditions \| user			0.25
ESPP
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized, annual increase							1.00%
ESPP, purchase price percentage		85.00%
ESPP, number of shares authorized, annual increase (in shares)			500,000		265,470,000	267,823,000
Employees and non-employee directors \| Minimum \| Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			1 year
Employees and non-employee directors \| Maximum \| Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period			4 years
Subsequent Event \| Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in shares)	91,593
Compensation not yet recognized, awards other than options \| $	$ 6.1

STOCK-BASED COMPENSATION - Allocation of Stock-based Compensation (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Jan. 01, 2020	Dec. 31, 2019	Dec. 31, 2018	Feb. 08, 2018
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Monthly Average Closing Price, Common Stock, Threshold			$ 69.98
Number of shares authorized (in shares)						1,345,631		1,875,000
Total stock-based compensation expense	$ 9,108	$ 3,072	$ 13,233	$ 4,780
Delivery costs
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	357	199	532	363
Sales and marketing expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	2,567	952	3,836	1,659
Research and development expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	1,401	363	2,004	566
General and administration expense
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
Total stock-based compensation expense	$ 4,783	$ 1,558	$ 6,861	$ 2,192
ESPP
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items]
ESPP, number of shares authorized, annual increase (in shares)	500,000		500,000		265,470,000	267,823,000
Number of shares authorized, annual increase							1.00%

STOCK-BASED COMPENSATION - Summary of Common Stock Option Activity (Details) $ / shares in Units, $ in Thousands		6 Months Ended
	Jan. 01, 2019 shares	Jun. 30, 2020 USD ($) $ / shares shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value \| $		$ 32,752
Share-based Compensation Arrangement by Share-based Payment Award, Options, Vested and Expected to Vest, Exercisable, Number		607,000
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Exercise Price \| $ / shares		$ 23.87
Award vesting period		4 years
Share-based Compensation Arrangement by Share-based Payment Award, Number of Additional Shares Authorized	1,327,352
Shares (in thousands)
Beginning balance (in shares)		1,000,000
Granted (in shares)		0
Exercised (in shares)		(275,000)
Forfeited (in shares)		(9,000)
Canceled (in shares)		(1,000)
Ending balance (in shares)		715,000
Weighted-Average Exercise Price
Beginning balance (in usd per share) \| $ / shares		$ 22.99
Granted (in usd per share) \| $ / shares		0
Exercised (in usd per share) \| $ / shares		19.71
Forfeited (in usd per share) \| $ / shares		28.71
Canceled (in usd per share) \| $ / shares		28.96
Ending balance (in usd per share) \| $ / shares		$ 24.17
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value \| $		$ 27,983
Common stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term		6 years 1 month 13 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term		5 years 11 months 26 days

STOCK-BASED COMPENSATION - Summary of RSU Activity (Details) - USD ($) $ / shares in Units, $ in Thousands		6 Months Ended
	Jul. 29, 2020	Jun. 30, 2020
Weighted-Average Grant Date Fair Value
Award vesting period		4 years
Restricted securities units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock option expense		$ 64,036
Restricted stock units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Compensation cost not yet recognized		3 years 5 months 1 day
Shares (in thousands)
Unvested — Beginning balance (in shares)		1,741,000
Granted (in shares)		1,544,000
Vested (in shares)		(416,000)
Forfeited (in shares)		(242,000)
Unvested — Ending balance (in shares)		2,627,000
Weighted-Average Grant Date Fair Value
Unvested — Beginning balance (in usd per share)		$ 18.55
Granted (in usd per share)		38.29
Vested (in usd per share)		18.88
Forfeited (in usd per share)		22.16
Unvested — Ending balance (in usd per share)		$ 29.76
Award vesting period		4 years
Performance Shares [Member]
Shares (in thousands)
Unvested — Ending balance (in shares)		1,252,500
Subsequent Event \| Restricted stock units
Shares (in thousands)
Granted (in shares)	91,593
Weighted-Average Grant Date Fair Value
Compensation not yet recognized, awards other than options	$ 6,100
Maximum \| Employees and non-employee directors \| Restricted stock units
Weighted-Average Grant Date Fair Value
Award vesting period		4 years

RELATED PARTIES - Narrative (Details) - USD ($) $ in Millions	1 Months Ended	6 Months Ended
	Feb. 28, 2018	Jun. 30, 2020
Related Party Transaction [Line Items]
Proceeds from Warrant Exercises		$ 15.2
Class of Warrant or Right, Exercised		644,365
Common Stock Warrants
Related Party Transaction [Line Items]
Stock option expense	$ 2.5

COMMITMENTS AND CONTINGENCIES - Narrative (Details) $ in Millions	Jun. 30, 2020 USD ($)
Financial Institution Share Commitment
Loss Contingencies [Line Items]
FI share commitment	$ 10.0

COMMITMENTS AND CONTINGENCIES - Deferred FI Implementation Costs (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Deferred Financial Institution Costs [Roll Forward]
Beginning balance	$ 7,375	$ 14,067	$ 8,383	$ 15,877
Recoveries through FI Share	0	(1,155)	0	(2,312)
Amortization	991	731	1,999	1,384
Ending balance	$ 6,384	$ 12,181	$ 6,384	$ 12,181

EARNINGS PER SHARE (Details) - shares shares in Thousands	6 Months Ended
EARNINGS PER SHARE (Details) - shares shares in Thousands	Jun. 30, 2020	Jun. 30, 2019
Common stock options
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	715	1,620
Common stock warrants
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	0	868
Unvested restricted stock units
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	2,627	1,846
Common stock issuable pursuant to the ESPP
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Antidilutive securities (in shares)	9	22

SEGMENTS - Narrative (Details) $ in Thousands	6 Months Ended
SEGMENTS - Narrative (Details) $ in Thousands	Jun. 30, 2020 USD ($) segment	Jun. 30, 2019 USD ($)
Segment Reporting Information [Line Items]
Number of operating segments \| segment	2
Capital expenditures	$ 1,225	$ 4,019
United Kingdom
Segment Reporting Information [Line Items]
Capital expenditures	$ 400	$ 300

SEGMENTS - Revenue by Segment (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Segment Reporting Information [Line Items]
Adjusted contribution	$ 12,402	$ 21,841	$ 32,781	$ 39,478
Revenues	28,222	48,730	73,731	84,718
Cardlytics Direct
Segment Reporting Information [Line Items]
Adjusted contribution	12,402	21,841	32,781	39,478
Plus: FI Share and other third-party costs	15,820	26,889	40,950	45,240
Revenues	$ 28,222	$ 48,730	$ 73,731	$ 84,718

SEGMENTS - Adjusted Contribution Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019
Segment Reporting [Abstract]
Adjusted contribution	$ 12,402	$ 21,841	$ 32,781	$ 39,478
Amortization of deferred FI implementation costs	991	731	1,999	1,384
Delivery costs	3,499	3,370	6,905	6,616
Sales and marketing expense	10,405	11,047	21,373	20,384
Research and development expense	3,966	2,782	7,817	5,723
General and administration expense	11,734	8,340	22,478	15,340
Depreciation and amortization expense	1,545	1,053	3,876	2,014
Total other expense	20	1,028	1,622	841
Loss before income taxes	$ (19,758)	$ (6,510)	$ (33,289)	$ (12,824)

SEGMENTS - Geographical Information (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2020	Jun. 30, 2019	Jun. 30, 2020	Jun. 30, 2019	Dec. 31, 2019
Segment Reporting Information [Line Items]
Revenues	$ 28,222	$ 48,730	$ 73,731	$ 84,718
Property and equipment	12,983		12,983		$ 14,290
United States
Segment Reporting Information [Line Items]
Revenues	26,750	43,123	66,778	74,471
Property and equipment	10,465		10,465		12,052
United Kingdom
Segment Reporting Information [Line Items]
Revenues	1,472	$ 5,607	6,953	$ 10,247
Property and equipment	2,338		2,338		2,010
INDIA [Domain]
Segment Reporting Information [Line Items]
Property and equipment	$ 180		$ 180		$ 228

SEGMENTS Concentration of Risk (Details) - Accounts Receivable - Customer Concentration Risk	6 Months Ended
	Jun. 30, 2020
One Customer
Revenue, Major Customer [Line Items]
Concentration risk	12.00%
Two Customer [Member] [Member]
Revenue, Major Customer [Line Items]
Concentration risk	17.00%

COMMON STOCK WARRANTS (Details) - USD ($)	6 Months Ended
COMMON STOCK WARRANTS (Details) - USD ($)	Jun. 30, 2020	Dec. 31, 2019
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Exercised	(644,365)
Common stock warrants
Class of Warrant or Right [Line Items]
Class of Warrant or Right, Outstanding	0	12,000
Warrants and Rights Outstanding	$ 0	$ 23.64
Class of Warrant or Right, Exercised	(9,000)
Class or Warrant or Right, Exercise Price of Warrant or Right, Exercised	$ 23.64
Class or Warrant or Right, Forfeited And Canceled	(3,000)
Class or Warrant or Right, Exercise Price of Warrant or Right, Forfeited and Canceled	$ 23.64

Label	Element	Value
Stock Issued During Period, Value, Employee Stock Purchase Plan	us-gaap_StockIssuedDuringPeriodValueEmployeeStockPurchasePlan	$ 1,312,000
Additional Paid-in Capital [Member]
Stock Issued During Period, Value, Employee Stock Purchase Plan	us-gaap_StockIssuedDuringPeriodValueEmployeeStockPurchasePlan	1,312,000
Common Stock [Member]
Stock Issued During Period, Value, Employee Stock Purchase Plan	us-gaap_StockIssuedDuringPeriodValueEmployeeStockPurchasePlan	$ 28,000