10-Q

United States Securities and Exchange Commission

Washington, DC 20549

FORM 10-Q

[ x ]	Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended June 30, 2013
[   ]	Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the transition period from _________to ________.
Commission File Number 001-09014
ChyronHego Corporation
(Exact name of registrant as specified in its charter)

New York	11-2117385
(State or other jurisdiction of incorporation or organization)	(I.R.S. Employer Identification No.)
5 Hub Drive, Melville, New York	11747
(Address of principal executive offices)	(Zip Code)
(631) 845-2000
(Registrant's telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports) and (2) has been subject to such filing requirements for the past 90 days.

      Yes [x]     No [  ]

Indicate by checkmark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).         [x] Yes        [  ] No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See the definitions of "large accelerated filer," "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check one):

Large accelerated filer [  ]	Accelerated filer [  ]
Non-accelerated filer [  ] (do not check if a smaller reporting company)	Smaller reporting company [x]

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).     Yes [  ]     No [x]

The number of shares outstanding of the issuer's common stock, par value $.01 per share, on August 9, 2013 was 30,110,068.

CHYRONHEGO CORPORATION

INDEX

PART I	FINANCIAL INFORMATION	Page
Item 1.	Financial Statements
	Consolidated Balance Sheets as of June 30, 2013 (unaudited) and
	December 31, 2012	3
	Consolidated Statements of Operations for the Three and Six Months
	ended June 30, 2013 and 2012 (unaudited)	4
	Consolidated Statements of Comprehensive Income (Loss) for the
	Three and Six Months ended June 30, 2013 and 2012 (unaudited)	5
	Consolidated Statements of Cash Flows for the Six Months
	ended June 30, 2013 and 2012 (unaudited)	6
	Notes to Consolidated Financial Statements (unaudited)	7
Item 2.	Management's Discussion and Analysis of Financial Condition
	and Results of Operations	20
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	26
Item 4.	Controls and Procedures	26
PART II	OTHER INFORMATION
Item 1.	Legal Proceedings	26
Item 1A.	Risk Factors	27
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	28
Item 3.	Defaults Upon Senior Securities	28
Item 4.	Mine Safety Disclosures	28
Item 5.	Other Information	28
Item 6.	Exhibits	29

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PART I   FINANCIAL INFORMATION

Item 1.    Financial Statements

CHYRONHEGO CORPORATION

CONSOLIDATED BALANCE SHEETS

(In thousands, except share amounts)

	Unaudited
	June 30,			December 31,
Assets	2013			2012
Current assets:
Cash and cash equivalents	$	2,189		$	2,483
Accounts receivable, net		9,958			5,630
Inventories, net		2,686			2,285
Prepaid expenses and other current assets		1,987			626
Total current assets		16,820			11,024
Property and equipment, net		3,364			1,347
Intangible assets, net		10,238			559
Goodwill		16,621			2,066
Deferred tax asset		253			-
Other assets		191			119
TOTAL ASSETS	$	47,487		$	15,115
Liabilities and Shareholders' Equity
Current liabilities:
Accounts payable and accrued expenses	$	8,977		$	3,100
Deferred revenue		4,239			3,637
Due to related parties		669			-
Current portion of pension liability		377			278
Short-term debt		1,269			280
Capital lease obligations		224			20
Total current liabilities		15,755			7,315
Contingent consideration		7,555			-
Pension liability		4,069			3,873
Deferred revenue		986			1,198
Long-term debt		575			397
Other liabilities		657			351
Total liabilities		29,597			13,134
Commitments and contingencies
Shareholders' equity:
Preferred stock, par value $1.00, without designation
Authorized - 1,000,000 shares, Issued - none
Common stock, par value $.01
Authorized - 150,000,000 shares
Issued and outstanding -  30,094,464 at June 30, 2013
and 17,135,239 at December 31, 2012		301			171
Additional paid-in capital		103,103			84,539
Accumulated deficit		(83,406	)		(80,404	)
Accumulated other comprehensive loss		(2,255	)		(2,325	)
Total ChyronHego Corporation shareholders' equity		17,743			1,981
Non controlling interests		147			-
Total shareholders' equity		17,890			1,981
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	$	47,487		$	15,115

See Notes to Consolidated Financial Statements (unaudited)

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CHYRONHEGO CORPORATION

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share amounts)

(Unaudited)

	Three Months						Six Months
	Ended June 30,						Ended June 30,
	2013			2012			2013			2012
Product revenues	$	6,744		$	5,771		$	12,718		$	11,573
Service revenues		3,972			1,913			6,015			3,988
Total revenues		10,716			7,684			18,733			15,561
Cost of sales		3,385			2,365			5,680			4,700
Gross profit		7,331			5,319			13,053			10,861
Operating expenses:
Selling, general and administrative		6,836			4,479			11,587			9,164
Research and development		2,345			1,929			4,125			3,860
Total operating expenses		9,181			6,408			15,712			13,024
Operating loss		(1,850	)		(1,089	)		(2,659	)		(2,163	)
Interest expense, net		(95	)		(4	)		(109	)		(9	)
Other loss, net		(39	)		(13	)		(122	)		(6	)
Loss before taxes		(1,984	)		(1,106	)		(2,890	)		(2,178	)
Income tax (expense) benefit, net		(93	)		476			(104	)		597
Net loss		(2,077	)		(630	)		(2,994	)		(1,581	)
Less: Net income attributable to
Non controlling interests		8			-			8			-
Net loss attributable to ChyronHego
shareholders	$	(2,085	)	$	(630	)	$	(3,002	)	$	(1,581	)
Net loss per share attributable to
ChyronHego shareholders- basic	$	(0.09	)	$	(0.04	)	$	(0.15	)	$	(0.09	)
Net loss per share attributable to
ChyronHego shareholders- diluted	$	(0.09	)	$	(0.04	)	$	(0.15	)	$	(0.09	)
Weighted average shares outstanding:
Basic		22,989			16,898			20,191			16,852
Diluted		22,989			16,898			20,191			16,852

See Notes to Consolidated Financial Statements (unaudited)

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CHYRONHEGO CORPORATION

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

(In thousands)

(Unaudited)

	Three Months						Six Months
	Ended June 30,						Ended June 30,
	2013			2012			2013			2012
Net loss	$	(2,077	)	$	(630	)	$	(2,994	)	$	(1,581	)
Other comprehensive income (loss):
Foreign currency translation adjustment		90			(7	)		70			3
Comprehensive loss		(1,987	)		(637	)		(2,924	)		(1,578	)
Less: Comprehensive income attributable
to non controlling interests		8			-			8			-
Comprehensive loss attributable to
ChyronHego Corporation	$	(1,995	)	$	(637	)	$	(2,932	)	$	(1,578	)

See Notes to Consolidated Financial Statements (unaudited)

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CHYRONHEGO CORPORATION

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

	Six Months
	Ended June 30,
	2013			2012
Cash Flows from Operating Activities
Net loss	$	(2,994	)	$	(1,581	)
Adjustments to reconcile net loss to net cash from
operating activities:
Depreciation and amortization		768			441
Deferred tax allowance		372			-
Deferred income tax benefit		(316	)		(620	)
Inventory provisions		-			10
Share-based payment arrangements		2,384			479
Shares issued for 401(k) match		128			153
Other		55			(19	)
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable		(1,631	)		98
Inventories		(401	)		101
Prepaid expenses and other assets		(69	)		(99	)
Accounts payable and accrued expenses		1,837			(28	)
Deferred revenue		52			347
Other liabilities		339			(265	)
Net cash provided by (used in) operating activities		524			(983	)
Cash Flows from Investing Activities
Acquisitions of property and equipment		(714	)		(323	)
Purchase of business, net of cash acquired		(28	)		-
Net cash used in investing activities		(742	)		(323	)
Cash Flows from Financing Activities
Proceeds from borrowings		222			-
Proceeds from exercise of stock options		2			-
Payments on capital lease obligations		(102	)		(19	)
Repayments on debt		(213	)		(135	)
Net cash used in financing activities		(91	)		(154	)
Effect of exchange rate changes on cash and cash equivalents		15			-
Change in cash and cash equivalents		(294	)		(1,460	)
Cash and cash equivalents at beginning of period		2,483			4,216
Cash and cash equivalents at end of period	$	2,189		$	2,756
Supplemental Cash Flow Information:
Common stock issued for acquisition	$	16,591			-
Contingent consideration for acquisition	$	7,500			-

See Notes to Consolidated Financial Statements (unaudited)

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1.           BASIS OF PRESENTATION

Nature of Business

On May 22, 2013 Chyron Corporation ("Chyron") acquired the outstanding stock of Hego Aktiebolag ("Hego" or "Hego AB"), creating ChyronHego Corporation (the "Company" or "ChyronHego"). Hego is a global graphics services company based in Stockholm, Sweden that develops real-time graphics products for the broadcast and sports industries. The companies combined in a cash and stock-for-stock transaction and the Company will continue to trade on the NASDAQ under the symbol "CHYR." The combination of these two companies, which is referred to in these consolidated financial statements as the "Business Combination," forms a leading global provider of broadcast graphics creation, playout and real-time data visualization.

General

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany amounts have been eliminated. The results of operations include the operating results of Hego since the completion of the Business Combination on May 22, 2013. See Note 8 of these consolidated financial statements.

In the opinion of management of the Company, the unaudited consolidated interim financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary to present fairly the financial position of the Company as of June 30, 2013 and the consolidated results of its operations, its comprehensive income (loss) and its cash flows for the periods ended June 30, 2013 and 2012. The results of operations for such interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the year ending December 31, 2013. In addition, management is required to make estimates and assumptions that affect the amounts reported and related disclosures. Estimates made by management include inventory valuations, stock and bonus compensation, allowances for doubtful accounts, income taxes, pension assumptions, allocations of purchase price, contingent consideration, valuation of intangible assets and reserves for warranty and incurred but not reported health insurance claims. Estimates, by their nature, are based on judgment and available information. Also, during interim periods, certain costs and expenses are allocated among periods based on an estimate of time expired, benefit received, or other activity associated with the periods. Accordingly, actual results could differ from those estimates. The Company has not segregated its cost of sales between costs of products and costs of services as it is not practicable to segregate such costs. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission. For further information, refer to the audited consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2012. The December 31, 2012 figures included herein were derived from such audited consolidated financial statements.

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Recent Accounting Pronouncements

In February 2013, the FASB issued amendments to disclosure requirements for presentation of comprehensive income. The standard requires presentation (either in a single note or parenthetically on the face of the financial statements) of the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and the income statement line items affected by the reclassification. If a component is not required to be reclassified to net income in its entirety, a cross reference to the related footnote for additional information will be required. The amendments are effective prospectively for reporting periods beginning after December 15, 2012. The implementation of the amended accounting guidance has not had a material impact on the Company's consolidated financial position or results of operations.

In February 2013, the FASB issued new accounting guidance clarifying the accounting for obligations resulting from joint and several liability arrangements for which the total amount under the arrangement is fixed at the reporting date. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. The implementation of the new accounting guidance is not expected to have a material impact on the Company's consolidated financial position or results of operations.

In March 2013, the FASB issued amendments to address the accounting for the cumulative translation adjustment when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. The amendments are effective prospectively for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2013 (early adoption is permitted). The implementation of the amended accounting guidance is not expected to have a material impact on the Company's consolidated financial position or results of operations.

Earnings (Loss) Per Share

Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period, increased to include the number of shares of common stock that would have been outstanding had potential dilutive shares of common stock been issued. The dilutive effect of stock options and restricted stock units are reflected in diluted net income (loss) per share by applying the treasury stock method.

The Company recorded net losses for the three and six months ended June 30, 2013 and 2012. Potential common shares are anti-dilutive in periods in which the Company records a net loss because they would reduce the respective period's net loss per share. Anti-dilutive potential common shares are excluded from the calculation of diluted earnings per share. As a result, net diluted loss per share was equal to basic net loss per share in all periods presented.

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Shares used to calculate net loss per share are as follows (in thousands):

	Three Months		Six Months
	Ended June 30,		Ended June 30,
	2013	2012	2013	2012
Basic weighted average shares outstanding	22,989	16,898	20,191	16,852
Effect of dilutive stock options	-	-	-	-
Effect of dilutive restricted stock units	-	-	-	-
Diluted weighted average shares outstanding	22,989	16,898	20,191	16,852
Weighted average shares which are not included
in the calculation of diluted earnings (loss)
per share because their impact is anti-dilutive:
Stock options	3,340	2,738	3,172	2,684
Restricted stock units	-	186	60	190
	3,340	2,924	3,232	2,874

2.           LONG-TERM INCENTIVE PLANS

Pursuant to the 2008 Long-term Incentive Plan (the "Plan"), the Company may grant stock options (non-qualified or incentive), stock appreciation rights, restricted stock, restricted stock units and other share-based awards to employees, directors and other persons who serve the Company. The Plan is overseen by the Compensation Committee of the Board of Directors, which approves the timing and circumstances under which share-based awards may be granted. At June 30, 2013 there were 3.5 million shares available to be granted under the Plan, which includes 3.0 million shares that were approved for issuance under the Plan by the Company's stockholders in May 2013. The Company issues new shares to satisfy the exercise or release of share-based awards. Under the provisions of Accounting Standards Codification Topic 718 Stock Compensation, all share-based payments are required to be recognized in the statement of operations based on their fair values at the date of grant.

The fair value of each option award is estimated using a Black-Scholes option valuation model. Expected volatility is based on the historical volatility of the price of the Company's stock. The risk-free interest rate is based on U.S. Treasury issues with a term equal to the expected life of the option. The Company uses historical data to estimate expected dividend yield, expected life and forfeiture rates. Options generally have a life of 10 years and have either time-based or performance-based vesting features. Time-based awards generally vest over a three year period, while the performance-based awards vest upon the achievement of specific performance targets. There were no options granted during the three months ended June 30, 2013. The fair values of the options granted during the three months ended June 30, 2012 and the six months ended June 30, 2013 and 2012, were estimated based on the following weighted average assumptions:

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	Three Months			Six Months
	Ended June 30,			Ended June 30,
	2012			2013			2012
Expected volatility		68.49	%		76.23	%		69.44	%
Risk-free interest rate		0.94	%		1.06	%		1.32	%
Expected dividend yield		0.00	%		0.00	%		0.00	%
Expected life (in years)		6.0			6.0			6.0
Estimated fair value per option granted	$	0.85		$	0.87		$	0.97

The following table presents a summary of the Company's stock option activity for the six months ended June 30, 2013:

	Number of
	Options
Outstanding at January 1, 2013	4,294,273
Granted	60,000
Exercised	(52,428)
Forfeited and cancelled	(112,918)
Outstanding at June 30, 2013	4,188,927

The Company also grants restricted stock units, or RSUs, that entitle the holder to a share of Company common stock. The fair value of an RSU is equal to the market value of a share of common stock on the date of grant.

The following table presents a summary of the Company's RSU activity for the six months ended June 30, 2013:

	Shares
Nonvested at January 1, 2013	343,161
Granted	329,164
Vested	(672,325)
Nonvested at June 30, 2013	-

On May 22, 2013 the Business Combination of Chyron and Hego, as discussed in Note 8 to these Consolidated Financial Statements, constituted a change in control under the Company's long-term incentive plans. As a result, at the closing of the Business Combination, all outstanding awards became immediately exercisable and fully vested, without regard to any time and/or performance vesting conditions. As a result, the Company recorded a charge of $1.3 million, representing the unamortized expense related to the vesting of such equity awards.

On May 2, 2013 the Company implemented a restructuring plan to reduce operating costs that resulted in the reduction of its workforce by 20 employees. All affected employees were provided with an adjustment in the terms of their stock options and/or RSUs that were outstanding on their termination date. Subject to a properly executed release by the affected employees, the stock option and RSU awards were amended to permit those awards to vest at their termination date regardless of performance conditions if any in the original award, and the expiration date for exercise of the stock options was extended through the end of the original

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term of the stock option, usually ten years from date of grant, rather than expiring ninety days after the employee's termination date as stated in the original awards. As a result, the Company recorded a charge of approximately $0.4 million associated with the modifications of these awards.

In addition, each year the Company adopts a Management Incentive Compensation Plan (the "Incentive Plan") that entitles recipients to a combination of cash and equity awards based on achievement of certain performance and service criteria in the fiscal years for which the Incentive Plan is adopted. During the three and six months ended June 30, 2013 the Company recorded an expense of $0.3 million and $0.5 million, respectively, associated with the awards under these Plans of which 65% is payable in common stock. During the six months ended June 30, 2012 no expense was recorded.

The Company amortizes share-based compensation expense over the vesting period on a straight line basis. The impact on the Company's results of operations of recording share-based compensation expense is as follows (in thousands):

	Three Months				Six Months
	Ended June 30,				Ended June 30,
	2013		2012		2013		2012
Cost of sales	$	11	$	19	$	28	$	38
Research and development		67		69		154		165
Selling, general and administrative		1,966		87		2,202		276
	$	2,044	$	175	$	2,384	$	479

3.           INVENTORIES

Inventories, net are comprised of the following (in thousands):

	June 30,		December 31,
	2013		2012
Finished goods	$	241	$	465
Work-in-progress		487		468
Raw material		1,958		1,352
	$	2,686	$	2,285

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4.           LONG-TERM DEBT

Long-term debt consists of the following (in thousands):

	June 30,			December 31,
	2013			2012
Revolving credit facilities - Sweden	$	824		$	-
Term loans - Europe		419			-
Term loan - US		537			677
Other		64			-
		1,844			677
Less: portion due within one year		(1,269	)		(280	)
	$	575		$	397

Revolving credit facilities - Sweden

As a result of the Business Combination, the Company has revolving credit facilities in Sweden that total $1.15 million of which $0.824 million is outstanding at June 30, 2013. The revolving credit facilities have expiration dates of December 31, 2013 and automatically renew for twelve month periods, unless notified by the lender ninety days prior to expiration. The interest rate on these revolving credit facilities is 5.95%. The revolving credit agreements are collateralized by the assets of certain Swedish subsidiaries of the Company.

Term loans - Europe

As a result of the Business Combination, the Company also has three term loans related to its European operations that total $0.42 million. Two of the term loans require principal payments totaling $10 thousand per month and bear interest at rates that range between 7.45% and 7.75% and will mature in 2014 and 2015. The third term loan, which has an outstanding balance of $0.2 million, bears interest that is payable quarterly at 15%, requires no principal payments and will be due on December 31, 2014.

Credit facility and term loan - US

In March 2013, the Company entered into a seventh loan modification agreement and amended its loan and security agreement (the "Revised Credit Facility") with Silicon Valley Bank ("SVB"). Under this Revised Credit Facility, the expiration date of the facility remained at August 12, 2013 and the revolving line of credit (the "Revolving Line") was reduced from $3.0 million to $2.0 million. Available borrowings under the Revolving Line was changed from 80% of eligible accounts receivable to 80% of eligible accounts receivable less the amount of principal outstanding under the term loan that forms part of the Revised Credit Facility, as described below. The Revolving Line continues to bear interest at a floating annual rate equal to SVB's prime rate ("Prime") +1.75%. The Company also has a term loan with SVB, that was unchanged under the Revised Credit Facility, whereby advances were available to be drawn through December 31, 2012 in minimum amounts of $0.25 million.

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At June 30, 2013, available borrowings under the Revolving Line were approximately $2 million but no borrowings were outstanding. During the fourth quarter of 2012, the Company took two advances of $0.35 million each from the term loan and the balance outstanding at June 30, 2013 was $0.5 million. The term loan bears interest at Prime +2.25% (which was 6.25% at June 30, 2013) and principal and interest are being repaid over thirty months.

On August 5, 2013 the Company entered into a loan modification and waiver agreement with Silicon Valley Bank ("SVB") whereby the expiration date of the Revised Credit Facility has been extended to October 12, 2013 with the intention that the Company and SVB will enter into a new credit facility prior to that date.

Pursuant to the Revised Credit Facility, the financial covenants were modified. The Company is required to maintain financial covenants based on an adjusted quick ratio ("AQR") of at least 1.2 to 1.0, measured at each calendar month-end, and the minimum tangible net worth covenant was replaced by a maximum EBITDA loss/profitability covenant (tested at quarter end) effective with the first quarter of 2013. Additionally, if the Company's AQR falls below 1.5x at any month-end during the remaining term of the facility, then any borrowings under the Revolving Line will be repaid by SVB applying collections from the Company's SVB collateral account (for receipts by wire) and SVB lockbox account (for receipts by check) to reduce the revolving loan balance on a daily basis, until such time as the month-end AQR is again 1.5x or greater. If the AQR at month-end is 1.5x or greater, the Company will maintain a static loan balance and all collections will be deposited into the Company's operating account. Due to the Business Combination with Hego, which was not anticipated when the covenant requirements were established, the Company failed to meet the financial covenants at May 31, 2013 and June 30, 2013, and obtained waivers from SVB with respect to those financial covenants. As is usual and customary in such lending agreements, the agreements also contain certain non-financial requirements, such as required periodic reporting to the bank and various representations and warranties. The lending agreement also restricts the Company's ability to pay dividends without the bank's consent.

The Revised Credit Facility is collateralized by the Company's assets, except for (i) its intellectual property rights which are subject to a negative pledge arrangement with the bank, and (ii) any equipment whose purchase is financed by any other lender or lessor, solely to the extent the security agreement with such lender or lessor prohibits junior liens on such equipment, and only until the lien held by such lender or lessor is terminated or released with respect to such equipment.

5.           BENEFIT PLANS

The net periodic benefit cost relating to the Company's U.S. Pension Plan is as follows (in thousands):

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	Three Months						Six Months
	Ended June 30,						Ended June 30,
	2013			2012			2013			2012
Service cost	$	135		$	130		$	281		$	260
Interest cost		98			88			188			176
Expected return on plan assets		(98	)		(87	)		(198	)		(174	)
Amortization of net loss		57			41			123			82
Amortization of prior service cost		(2	)		(2	)		(4	)		(4	)
	$	190		$	170		$	390		$	340

The Company's policy is to fund the minimum contributions required under the Employee Retirement Income Security Act (ERISA) and, subject to cash flow levels, the Company may choose to make a discretionary contribution to its pension plan to reduce the unfunded liability. In the second quarter of 2013 the Company made a required contribution of $0.1 million to its pension plan and, based on current assumptions, the Company expects to make required contributions of $0.4 million in the next twelve months.

The Company has adopted a 401(k) Plan exclusively for the benefit of participants and their beneficiaries. All U.S. employees of the Company are eligible to participate in the 401(k) Plan. The Company may make discretionary matching contributions of the compensation contributed by the participant. The Company has the option of making the matching contributions in cash or through shares of Company common stock. During the six months ended June 30, 2013 and 2012, the Company issued 139 thousand and 110 thousand shares of common stock in connection with the Company match for the Company's 401(k) Plan in lieu of an aggregate cash match of $128 thousand and $153 thousand, respectively.

Substantially all employees of the Company's foreign subsidiaries receive pension coverage, at least to the extent required, through plans that are governed by local statutory requirements. Contributions to these plans are typically based on specified percentages of the employees' salaries.

6.           PRODUCT WARRANTY

The Company provides product warranties for its various products, typically for one year. Liabilities for the estimated future costs of repair or replacement are established and charged to cost of sales at the time the sale is recognized. The Company established its reserve based on historical data, taking into consideration specific product information. The following table sets forth the movement in the warranty reserve (in thousands):

	Three Months						Six Months
	Ended June 30,						Ended June 30,
	2013			2012			2013			2012
Balance at beginning of period	$	55		$	50		$	50		$	50
Provisions		41			25			70			59
Warranty services provided, net		(31	)		(25	)		(55	)		(59	)
	$	65		$	50		$	65		$	50

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7.           INCOME TAXES

The components of deferred income taxes are as follows (in thousands):

	June 30,			December 31,
	2013			2012
Deferred tax assets:
Net operating loss carryforwards	$	14,743		$	14,491
Inventory		1,771			1,769
Other liabilities		3,365			3,055
Fixed assets		409			440
Other temporary differences		681			589
		20,969			20,344
Deferred tax valuation allowance		(20,716	)		(20,344	)
	$	253		$	-

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. In accordance with accounting standards the Company has not recorded a deferred tax asset of approximately $1.0 million related to the net operating losses that resulted from the exercise of disqualifying stock options. If the Company is able to utilize this benefit in the future it would result in a credit to additional paid in capital.

Accounting standards require that the Company continually assess the likelihood that its deferred taxes will be realizable. All available evidence, both positive and negative, must be considered in determining whether it is more likely than not that the deferred tax assets will be realized. In making such assessments, significant weight is given to evidence that can be objectively verified. A company's current or previous losses are given more weight than its future outlook. As of June 30, 2013 and December 31, 2012, using that standard, the Company concluded that a valuation allowance was required for the majority of its deferred tax assets. The Company will continue to assess the likelihood that its deferred tax assets will be realizable, and its valuation allowance will be adjusted accordingly, which could materially impact its financial position and results of operations in future periods.

At June 30, 2013, the Company had approximately $44 million in U.S. Federal net operating loss carryforwards ("NOLs") expiring between 2018 and 2032. The Company files U.S. federal income tax returns as well as income tax returns in various states and foreign jurisdictions. It may be subject to examination by the Internal Revenue Service ("IRS") for calendar years 2009 through 2012 under the normal statute of limitations. Additionally, any net operating losses that were generated in prior years and utilized in these years may also be subject to examination by the IRS. Generally, for state tax purposes, the Company's 2008 through 2012 tax years remain open for examination by the tax authorities under a four year statute of limitations, however, certain states may keep their review period open for six to ten years.

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The components of the provision for income tax (expense) benefit for the periods ended are as follows (in thousands):

	Three Months						Six Months
	Ended June 30,						Ended June 30,
	2013			2012			2013			2012
Current:
State and foreign	$	(37	)	$	(11	)	$	(48	)	$	(23	)
Deferred:
State		-			22			10			31
Federal		(4	)		465			339			589
Foreign		(33	)		-			(33	)		-
		(37	)		487			316			620
Valuation allowance		(19	)		-			(372	)		-
Income tax (expense) benefit, net	$	(93	)	$	476		$	(104	)	$	597

The difference between the Company's effective income tax rate and the federal statutory rate is primarily due to the transaction costs associated with the Hego business combination that will not be deductible for tax purposes and the amount of expense associated with the Company's share-based payment arrangements and the portion thereof that will give rise to tax deductions. Furthermore, share-based payments may result in tax deductions that do not result in a tax benefit in the accompanying financial statements because it will not result in the reduction of income taxes payable, due to the existence of net operating loss carryforwards.

8.           BUSINESS COMBINATION

On May 22, 2013, Chyron and Hego completed the Business Combination which was structured as a share purchase transaction, pursuant to the terms of a stock purchase agreement (the "Stock Purchase Agreement") whereby a wholly-owned subsidiary of Chyron acquired all of the issued and outstanding shares of Hego. Pursuant to the terms of the Stock Purchase Agreement, Chyron issued 12,199,431 shares of Chyron's common stock to the former Hego stockholders. The number of shares issued was equal to 40% of the total of (i) the issued and outstanding shares of Chyron's common stock as of May 10, 2013, (ii) the shares of Chyron's common stock issuable upon the exercise of all outstanding options and restricted stock units that had an exercise price of less than or equal to $1.25 per share as of May 10, 2013, and (iii) the shares issued at the closing, which are collectively referred to as the "Outstanding Closing Shares."  In addition, upon Hego achieving certain revenue milestones during the fiscal years 2013, 2014 and 2015, the Company may issue additional shares, which are referred to as the "Earn-Out Shares" to the former Hego stockholders, such that the aggregate amount of shares of the Company's common stock issued in the transaction would equal up to 18,299,147 shares, or 50% of the total Outstanding Closing Shares and Earn-Out Shares. The Company and Hego entered into the Business Combination to create a market leading company in the fields of TV graphics, data visualization and production services for 'Live' and on line news and sports production. The Company intends to broaden its range of sophisticated products and services offerings to grow in international markets.

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The total purchase price of $24.6 million is comprised of 12.2 million shares of Chyron common stock (the Closing Shares) valued at $16.6 million, contingent consideration of shares of Chyron common stock (the Earn-Out Shares) valued at an estimated $7.5 million and $0.5 million in cash and other consideration. The $7.5 million represents the value of the Earn-Out Shares based on a probability-based model measuring the likelihood of achieving certain revenue milestones as detailed below, and has been recorded as a liability in the balance sheet. In connection with FASB ASC 805, the fair value of any contingent consideration is established at the date of the Business Combination and included in the total purchase price at fair value. The contingent consideration is then adjusted to the then current fair value as an increase or decrease to earnings in each reporting period which could have a material impact on the Company's financial position or results of operations. As of June 30, 2013 the Company recorded a charge of $55 thousand in order to adjust the contingent consideration to $7.555 million, its current fair value in the level 3 category. Based on the revenue milestones, additional shares could be issued as follows:

Revenue milestones	Additional shares
$15.5 million in 2013		2,772,598
$16.0 million in 2014		1,584,342
$16.5 million in 2015		1,742,776
Total		6,099,716
Or, alternatively, if $33.0
million for 2013 and 2014
combined		6,099,716

The following table summarizes the estimated allocation of the purchase price which is preliminary and subject to adjustment following the completion of the valuation process (in thousands):

Net fair value of assets acquired	$	107
Intangible assets		9,930
Goodwill		14,555
	$	24,592

The Company believes that the goodwill resulting from the Business Combination reflects the unique proprietary image and player tracking technology that strengthens our product and services offerings internationally and provides access to new and existing customers. The Company believes that this preliminary estimate of goodwill will not be deductible for tax purposes.

The components and estimated useful lives of intangible assets acquired as of June 30, 2013 are stated below. Amortization is provided on a straight line method, or in the case of customer relationships, on an accelerated method, over the following estimated useful lives (dollars in thousands):

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			Estimated
			useful life
Definite-lived intangibles:
Customer relationships	$	6,400		10
Proprietary technology		800		15
Other intangibles		830		15
Indefinite-lived intangibles:
Tradename		1,900		-
	$	9,930

In connection with the Business Combination, the Company incurred $0.3 million and $1.0 million in transaction costs in the three and six months ended June 30, 2013, respectively.

Below are the unaudited proforma results of operations for the six months ended June 30, 2013 and 2012 as if the Company had merged with Hego on January 1, 2012. Such proforma results are not necessarily indicative of the annual results of operations that would have been achieved if the Business Combination occurred on the date assumed, nor are they necessarily indicative of future consolidated results of operations (in thousands except per share data):

	June 30,
	2013			2012
Net sales	$	24,607		$	23,310
Net loss		(4,453	)		(2,050	)
Net loss per share - basic and diluted	$	(0.15	)	$	(0.07	)

In future periods, the combined business may incur charges to operations to reflect costs associated with integrating the two businesses that the Company cannot reasonably estimate at this time.

9.           DUE TO RELATED PARTIES

The balance due to related parties represents amounts that are due to certain former shareholders or employees of Hego AB that are now shareholders or employees of the Company. The balance resulted from loans to Hego AB, and dividends declared but not paid by Hego AB, prior to its merger with Chyron. Interest is accrued on the outstanding balance at the rate of 5.95%.

10.           RESTRUCTURING

On May 2, 2013, the Company's Board of Directors approved a restructuring plan to reduce operating costs. As a result, the Company reduced the size of its workforce by 20 positions and recorded a charge of $0.6 million in severance pay and benefits expense. As of June 30, 2013 the remaining liability was approximately $0.3 million and the Company expects that this will be paid in the third quarter of 2013. Also in the quarter ended June 30, 2013 the Company incurred a charge of $0.4 million associated with modifications of equity awards for the affected employees that were outstanding on their termination date.

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11.           SEGMENT AND GEOGRAPHIC INFORMATION

Revenues by geography are based on the country in which the end user customer resides and are detailed as follows (in thousands):

	Three Months				Six Months
	Ended June 30,				Ended June 30,
	2013		2012		2013		2012
North America	$	6,499	$	5,148	$	11,752	$	10,820
Europe, Middle East and Africa (EMEA)		3,660		808		4,872		1,809
Latin America		374		710		965		1,482
Asia		183		1,018		1,144		1,450
	$	10,716	$	7,684	$	18,733	$	15,561

Prior to the Business Combination with Hego, the Company operated as one reporting unit. As a result of the Business Combination the Company will be organized, managed and internally reported as two segments. Because the Company will not evaluate performance based upon return on assets at the operating segment level, assets are not tracked internally by segment, and therefore, segment asset information is not presented at this time. In addition, due to the preliminary status of the purchase price allocation, goodwill has not been allocated to reporting segments.

Operating segment data is as follows (in thousands):

	Three Months Ended			Six Months Ended
	June 30, 2013			June 30, 2013
Revenues:
Hego	$	2,307		$	2,307
Chyron		8,409			16,426
	$	10,716		$	18,733
Operating income (loss):
Hego	$	240		$	240
Chyron		799			1,346
Unallocated corporate expense		(2,889	)		(4,245	)
	$	(1,850	)	$	(2,659	)

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Item 2.              MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL

CONDITION AND RESULTS OF OPERATIONS

This Quarterly Report on Form 10-Q, including, without limitation, Management's Discussion and Analysis of Financial Condition and Results of Operations, contains "forward-looking statements" within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended (the "Exchange Act"). We intend that the forward-looking statements be covered by the safe harbor for forward-looking statements in the Exchange Act. All statements, other than statements of historical fact, that address activities, events or developments that we intend, expect, project, believe or anticipate will or may occur in the future are forward-looking statements. Such statements are based upon certain assumptions and assessments made by our management in light of their experience and their perception of historical trends, current conditions, expected future developments and other factors they believe to be appropriate. These forward-looking statements are usually accompanied by words such as "believe," "anticipate," "plan," "seek," "expect," "intend" and similar expressions.

Forward-looking statements necessarily involve risks and uncertainties, and our actual results could differ materially from those anticipated in the forward looking statements due to a number of factors, including, but not limited to: current and future economic conditions that may adversely affect our business and customers; our revenues and profitability may fluctuate from period to period and therefore may fail to meet expectations, which could have a material adverse effect on our business, financial condition and results of operations; our ability to maintain adequate levels of working capital; our ability to successfully maintain the level of operating costs; our ability to obtain financing for our future needs should there be a need; our ability to incentivize and retain our current senior management team and continue to attract and retain qualified scientific, technical and business personnel; our ability to expand our Axis online graphics creation solution or to develop other new products and services; our ability to generate sales and profits from our Axis online graphics services, workflow and asset management solutions; our ability to integrate the business of Chyron and Hego; our ability to grow sales and profits from our Hego products and services; our ability to develop new Hego products and services; rapid technological changes and new technologies that could render certain of our products and services to be obsolete; competitors with significantly greater financial resources; new product and service introductions by competitors; challenges associated with expansion into new markets; and other factors set forth in Part I, Item 1A, entitled "Risk Factors," of our Annual Report on Form 10-K for the year ended December 31, 2012 (the "2012 Form 10-K"), as well as any updates or modifications to those risk factors filed from time to time in our Quarterly Reports on Form 10-Q or Current Reports on Form 8-K. Those factors as well as other cautionary statements made in this Quarterly Report on Form 10-Q, should be read and understood as being applicable to all related forward-looking statements wherever they appear herein. The forward-looking statements contained in this Quarterly Report on Form 10-Q represent our judgment as of the date hereof. We encourage you to read those descriptions carefully. We caution you not to place undue reliance on the forward-looking statements contained in this report. These statements, like all statements in this report, speak only as of the date of this report (unless an earlier date is indicated) and we undertake no obligation to update or revise the statements except as required by law. Such forward-looking statements are not guarantees of future performance and actual results will likely differ, perhaps materially, from those suggested by such forward-looking statements. In this report,

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"ChyronHego," the "Company," "we," "us," and "our" refer to ChyronHego Corporation and "Hego" refers to Hego Aktiebolag.

Overview

On May 22, 2013 we acquired the outstanding stock of Hego AB, creating ChyronHego Corporation. Hego brings very strong sports products and service offerings that address the needs of both sports broadcasters and sports leagues and rights holders. There are significant budgets available in the sports TV space for those companies who offer an improved viewer experience. Now that the transaction has been consummated, we believe that we will be positioned to benefit from these kinds of expenditures. The Chyron and Hego product lines are complementary with very little overlap. Hego's solutions and services predominantly address the needs of live sports production, while Chyron has recently been more focused on graphics solutions for live and near-live news production workflows. We believe that the business combination of Chyron and Hego will create a global leader in broadcast graphics creation, playout and real-time data visualization.

The results of operations include the operating results of Hego since completion of the business combination on May 22, 2013.

Results of Operations for the Three and Six Months Ended June 30, 2013 and 2012

Net sales. Revenues for the quarter ended June 30, 2013 were $10.7 million, an increase of $3.0 million, or 39%, from the $7.7 million reported in the quarter ended June 30, 2012. Of these amounts, North American revenues were $6.5 million in the quarter ended June 30, 2013 and $5.1 million in the quarter ended June 30, 2012. Revenues derived from international regions were $4.2 million in the quarter ended June 30, 2013 as compared to $2.6 million in the quarter ended June 30, 2012.

Revenues for the six months ended June 30, 2013 were $18.7 million, an increase of $3.1 million, or 20%, from the $15.6 million in the six months ended June 30, 2012. Revenues derived from North American customers were $11.7 million in the six month period ended June 30, 2013 as compared to $10.8 million in the six month period ended June 30, 2012. Revenues derived from international regions were $7.0 million in the six months ended June 30, 2013 as compared to $4.8 million in the six month period ended June 30, 2012.

Revenues by type, for the three and six month periods are as follows (dollars in thousands):

	Three Months Ended June 30,										Six Months Ended June 30,
			% of					% of					% of					% of
	2013		Total			2012		Total			2013		Total			2012		Total
Product	$	6,744		63	%	$	5,771		75	%	$	12,718		68	%	$	11,573		74	%
Services		3,972		37	%		1,913		25	%		6,015		32	%		3,988		26	%
	$	10,716				$	7,684				$	18,733				$	15,561

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We experienced an increase in our product revenue stream in both the three and six month periods ended June 30, 2013 as a result of customer purchases for the upcoming winter Olympics in Sochi, Russia and incremental product sales of $0.5 million from our business combination with Hego.

Our services revenues increased in all periods primarily from the incremental contribution of $1.8 million of Hego services since the date of the business combination.

Gross profit.  Gross margins for the quarters ended June 30, 2013 and 2012 were 68% and 69%, respectively. The decrease in the gross margin percentage is primarily attributable to product mix. As services become a greater component of revenues we expect our margins to decline because our products carry a higher gross margin than our services. Gross margins for each of the six month periods ended June 30, 2013 and 2012 were 70%. Absent the effect of product mix, we have been able to obtain reasonable and consistent pricing for our materials.

Selling, general and administrative expenses. Selling, general and administrative expenses are as follows (in thousands):

	Three Months				Six Months
	Ended June 30,				Ended June 30,
	2013		2012		2013		2012
Sales and marketing	$	3,272	$	3,474	$	6,152	$	7,000
General and administrative		3,564		1,005		5,435		2,164
	$	6,836	$	4,479	$	11,587	$	9,164

The decrease in sales and marketing expenses in the three and six month periods ended June 30, 2013, as compared to the same periods in 2012, is primarily the result of lower personnel costs and the related direct costs. During the second half of 2012, we reduced costs in this area by redeploying our resources to growth markets and eliminating positions in non growth areas that resulted in savings realized during the first half of 2013. These savings were slightly offset by the severance costs of $0.3 million in connection with the May restructuring. Hego sales and marketing costs included in the three and six month periods in 2013 were approximately $0.4 million.

The increase in general and administrative ("G&A") expenses in the three and six months ended June 30, 2013 is a result of Hego transaction-related costs and $1.7 million of expense associated with our share based arrangements. In connection with the business combination, we incurred $0.3 million and $1.0 million in transaction costs in the three and six months ended June 30, 2013, respectively. Also as a result of the business combination, all outstanding equity awards became immediately exercisable and fully vested which resulted in a charge of $1.3 million representing the unamortized expense of such awards. In addition, as a result of the Company's downsizing on May 2, 2013, affected employees were provided with an adjustment in the terms of their stock options and awards that were outstanding on their termination date. As a result, we recorded a $0.4 million charge related to the modification of these awards. Hego G&A expenses for the three and six month periods in 2013 were approximately $0.3 million.

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Research and development expenses. Research and development ("R&D") expenses were $2.3 million in the quarter ended June 30, 2013 compared to $1.9 million in the quarter ended June 30, 2012. R&D expenses were $4.1 million and $3.9 million in the six month periods ended June 30, 2013 and 2012, respectively. The increases in all periods in 2013, as compared to the respective prior periods, is due primarily to the incremental costs of $0.4 million of the Hego transaction, severance costs of $0.3 million in connection with the May restructuring, offset by other expense decreases as projects are completed.

Interest expense. Interest expense increased slightly in the three and six months ended June 30, 2013 as compared to the same periods in 2012. This is due to the advances that we took on the U.S. term loan in the fourth quarter of 2012 and the addition of interest expenses associated with the additional long-term debt that we assumed from Hego in the business combination.

Other loss, net.  The components of other loss, net are as follows (in thousands):

	Three Months						Six Months
	Ended June 30,						Ended June 30,
	2013			2012			2013			2012
Foreign exchange transaction gain (loss)	$	3		$	(13	)	$	(78	)	$	(6	)
Mark to market contingent consideration		(55	)		-			(55	)		-
Other		13			-			11			-
	$	(39	)	$	(13	)	$	(122	)	$	(6	)

We continue to be exposed to foreign currency and exchange risk in the normal course of business due to international transactions. However, we believe that it is not material to our near-term financial position or results of operations. This exposure will possibly increase in the future due to the Business Combination, as a result of which a larger percentage of the Company's business is expected to be transacted in foreign currencies.

Income tax benefit (expense), net. In the three months ended June 30, 2013 and 2012, we recorded an income tax expense of $0.1 million and a benefit of $0.5 million, respectively. In the six months ended June 30, 2013 and 2012 we recorded an expense of $0.1 million and a benefit of $0.6 million, respectively. The difference between our effective income tax rate and the federal statutory rate is primarily due to transaction costs associated with the Hego business combination that will not be deductible for tax purposes and the amount of expense associated with our share-based payment arrangements and the portion thereof that will give rise to tax deductions. Furthermore, share-based payments may result in tax deductions that do not result in a tax benefit in the accompanying financial statements because it will not result in the reduction of income taxes payable, due to the existence of net operating loss carryforwards.

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Liquidity and Capital Resources

At June 30, 2013, we had cash and cash equivalents on hand of $2.2 million and working capital of $1.1 million. In the first six months of 2013 our cash from operations was used primarily to fund acquisitions of property and equipment of $0.7 million and to make required principal payments on our debt and capital leases of $0.3 million, offset by new borrowings of $0.2 million.

During the second quarter of 2013 we made a required contribution of $0.1 million to our pension plan and we expect to make contributions of $0.4 million over the next twelve months as required under ERISA. Our pension plan assets were valued at $5.5 million and $5.3 million at June 30, 2013 and December 31, 2012, respectively. Our investment strategy has been consistent in recent years and we believe that the pension plan's assets are more than adequate to meet pension plan obligations for the next twelve months.

In March 2013, we entered into a loan modification agreement and amended our loan and security agreement (the "Revised Credit Facility") with Silicon Valley Bank ("SVB"). Under this Revised Credit Facility, the expiration date of the facility remained at August 12, 2013 and the revolving line of credit (the "Revolving Line") was reduced from $3.0 million to $2.0 million. Available borrowings under the Revolving Line was changed from 80% of eligible accounts receivable to 80% of eligible accounts receivable less the amount of principal outstanding under the term loan that forms part of the Revised Credit Facility, as described below. The Revolving Line continues to bear interest at a floating annual rate equal to SVB's prime rate ("Prime") +1.75%. We also have a term loan with SVB, that was unchanged under the Revised Credit Facility, whereby advances were available to be drawn through December 31, 2012 in minimum amounts of $0.25 million.

At June 30, 2013, available borrowings under the Revolving Line were approximately $2.0 million but no borrowings were outstanding. During the fourth quarter of 2012, the Company took two advances of $0.35 million each from the term loan and the balance outstanding at June 30, 2013 was $0.5 million. The term loan bears interest at Prime +2.25% (which was 6.25% at June 30, 2013) and principal and interest are being repaid over thirty months.

 On August 5, 2013 we entered into a loan modification and waiver agreement with Silicon Valley Bank ("SVB") whereby the expiration date of the Revised Credit Facility has been extended to October 12, 2013 with the intention that we will enter into a new credit facility with SVB prior to that date.

Pursuant to the Revised Credit Facility, the financial covenants were modified. We are required to maintain financial covenants based on an adjusted quick ratio ("AQR") of at least 1.2 to 1.0, measured at each calendar month-end, and the minimum tangible net worth covenant was replaced by a maximum EBITDA loss/profitability covenant (tested at quarter end) effective with the first quarter of 2013. Additionally, if our AQR falls below 1.5x at any month-end during the remaining term of the facility, then any borrowings under the Revolving Line will be repaid by SVB applying collections from our SVB collateral account (for receipts by wire) and SVB lockbox account (for receipts by check) to reduce the revolving loan balance on a daily basis, until such time as the month-end AQR is again 1.5x or greater. If the AQR at month-end is 1.5x

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or greater, we will maintain a static loan balance and all collections will be deposited into our operating account. Due to the business combination with Hego, which was not anticipated when the covenant requirements were established, we failed to meet the financial covenants at May 31, 2013 and June 30, 2013 and obtained waivers from SVB. As is usual and customary in such lending agreements, the agreements also contain certain non-financial requirements, such as required periodic reporting to the bank and various representations and warranties. The lending agreement also restricts our ability to pay dividends without the bank's consent.

We also have revolving credit facilities associated with our European operations that total $1.15 million of which $0.824 million is outstanding at June 30, 2013. The revolving credit facilities have expiration dates of December 31, 2013 and automatically renew for twelve month periods unless notified by the lender ninety days prior to expiration. In addition, we have three outstanding term loans in Europe that total $0.4 million at June 30, 2013. Two of the term loans require principal payments that total $10 thousand per month and the third term loan, which has an outstanding balance of $0.2 million, requires no principal payments and will be due December 31, 2014.

Our long-term success will depend on our ability to achieve and sustain profitable operating results and our ability to raise additional capital on acceptable terms should such additional capital be required. In the event that we are unable to achieve expected goals of profitability or raise sufficient additional capital, if needed, we may have to scale back or eliminate certain parts of our operations.

Based on our plan for combining the operating activities of both Chyron and Hego, and provided that we are able to achieve our planned results of operations and retain the availability under our credit facilities, we believe that cash on hand, net cash to be generated in the business, and availability of funding under our credit facilities, will be sufficient to meet our cash requirements for at least the next twelve months.

If these sources of funds are not sufficient, we may need to reduce, delay or terminate our existing or planned products and services. We may also need to raise additional funds through one or more capital financings. To the extent that we raise additional capital through the sale of equity or convertible debt securities, the ownership interest of our existing stockholders will be diluted, and the terms may include liquidation or other preferences that adversely affect the rights of our stockholders. Debt financing, if available, may involve agreements that include covenants limiting or restricting our ability to take specific actions, such as incurring debt, making capital expenditures or declaring dividends. If we raise additional funds through collaborations, strategic alliances and licensing arrangements with third parties, we may have to relinquish valuable rights to our technologies or products, or grant licenses on terms that are not favorable to us.

There can be no assurance that additional funds will be available when we need them on terms that are acceptable to us, or at all. If adequate funds are not available to us on a timely basis, we may be required to delay, limit, reduce or terminate development activities for one or more of our products or services; or delay, limit, reduce or terminate our sales and marketing capabilities or other activities that may be necessary to commercialize one or more of our products or services.

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ITEM 3.   QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT

                  MARKET RISK

The information called for by this Item is omitted in reliance upon Item 305(e) of Regulation S-K.

ITEM 4.   CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

Our principal executive officer and principal financial officer, after evaluating the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e)) of the Exchange Act as of the end of the period covered by this Quarterly Report on Form 10-Q, have concluded that, based on such evaluation, our disclosure controls and procedures were effective to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the SEC's rules and forms and is accumulated and communicated to our management, including our principal executive officer and principal  financial officer, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure, particularly during the period in which this report was being prepared.

On May 22, 2013 the Company completed the Hego business combination for a purchase price of $24.6 million represented substantially by goodwill and identifiable intangible assets. Hego's operations contributed approximately $2.3 million in revenues to our consolidated financial results for the three months ended June 30, 2013. We continue to evaluate the internal control over financial reporting of the acquired business. As permitted by SEC Staff interpretive guidance for newly acquired businesses, the internal control over financial reporting of Hego was excluded from a formal evaluation of the effectiveness of our disclosure controls and procedures as of June 30, 2013 but we will include an assessment within one year from the date of the business combination.

Changes in Internal Control Over Financial Reporting

There have been no changes in our internal control over financial reporting, identified in connection with the evaluation of such internal control, that occurred during our most recent completed quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II.   OTHER INFORMATION

ITEM 1.    LEGAL PROCEEDINGS

There have been no material changes to our legal proceedings as previously disclosed in our Annual Report on Form 10-K for the year ended December 31, 2012.

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ITEM 1A.  RISK FACTORS

In addition to the other information set forth in this report, you should carefully consider the factors discussed in Part I, Item 1A, "Risk Factors" in our 2012 Form 10-K and Part II, Item 1A in our Quarterly Report on Form 10-Q for the quarter ended March 31, 2013 (the "2013 First Quarter Form 10-Q"), which could materially affect our business, financial condition or results of operations. The risks described in our 2012 Form 10-K, 2013 First Quarter Form 10-Q and this Quarterly Report on Form 10-Q are not the only risks that we face. In addition, risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition and/or results of operations. There have been no material changes to the risk factors described in our 2012 Form 10-K and 2013 First Quarter Form 10-Q, other than the addition of the following risk factor, which replaces and supersedes the corresponding risk factor in the 2013 First Quarter Form 10-Q:

Risks Related to Our Common Stock

If we fail to continue to meet all applicable NASDAQ Global Market requirements and the NASDAQ Stock Market determines to delist our common stock, the delisting could adversely affect the market liquidity of our common stock, impair the value of your investment, and harm our business.

Our common stock is currently listed on the NASDAQ Global Market. In order to maintain that listing, we must satisfy minimum financial and other requirements. On March 12, 2013, we received a letter, which we refer to as the "Notice," from The Nasdaq Stock Market or "NASDAQ," notifying us that we were no longer in compliance with the minimum stockholders' equity requirement for continued listing on the NASDAQ Global Market. NASDAQ Listing Rule 5450(b)(1)(A) requires companies listed on the NASDAQ Global Market to maintain a minimum of $10,000,000 in stockholders' equity. As disclosed in our Annual Report on Form 10-K for the fiscal year ended December 31, 2012, filed on March 8, 2013, our stockholders' equity as of December 31, 2012 did not meet this requirement.

In order to maintain the listing of our common stock on the NASDAQ Global Market, we were required to submit by April 26, 2013 to NASDAQ a plan to regain compliance with this continued listing requirement. On April 22, 2013, we submitted our plan to regain compliance with the NASDAQ Listing Rules and NASDAQ granted us an extension to provide evidence of compliance.

On May 22, 2013, we held our 2013 annual meeting and our stockholders approved our business combination with Hego. Based upon a valuation performed by an independent valuation services firm that we retained, we recorded the acquisition at a value of approximately $24.6 million. As a result of this transaction, and taking into account our results of operations through our second quarter ended June 30, 2013, our shareholders' equity was approximately $17.9 million at June 30, 2013, and is therefore in excess of the NASDAQ Global Market's stockholders' equity requirement. On August 8, 2013, we advised NASDAQ, via a filing on Form 8-K, of our belief that we are now in compliance with this requirement. On August 9, 2013, the Company received a letter from NASDAQ notifying it that as a result of the information contained in the Form 8-K, NASDAQ has determined that the Company complies with the continued listing requirement for shareholders' equity, subject to the Company

27

providing evidence of its compliance upon filing this quarterly report on Form 10-Q for the quarter ended June 30, 2013.

While we intend to continue to engage in efforts to regain compliance, and thus maintain our listing, there can be no assurance that we will be able to regain compliance. If we fail to continue to meet all applicable NASDAQ Global Market requirements in the future and NASDAQ determines to delist our common stock, the delisting could substantially decrease trading in our common stock and adversely affect the market liquidity of our common stock; adversely affect our ability to obtain financing on acceptable terms, if at all, for the continuation of our operations; and harm our business. Additionally, the market price of our common stock may decline further and stockholders may lose some or all of their investment.

ITEM 2.                UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF

                 PROCEEDS

None.

ITEM 3.                DEFAULTS UPON SENIOR SECURITIES

None.

ITEM 4.                MINE SAFETY DISCLOSURES

None.

ITEM 5.                OTHER INFORMATION

None.

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ITEM 6.   EXHIBITS

(a)   Exhibits:

Exhibit No.	Description of Exhibit
3.1	Restated Certificate of Incorporation filed with the State of New York on December 27, 1991 (previously filed as Exhibit 3(a) to the Registrant's Annual Report on Form 10-K for the fiscal year ended June 30, 1991 (File No. 000-05110) and incorporated herein by reference).
3.2	Certificate of Amendment of the Restated Certificate of Incorporation filed with the State of New York on February 7, 1997 (previously filed as Exhibit 3(c) to the Registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 1996 (File No. 001-09014) and incorporated herein by reference).
3.3	Certificate of Amendment of the Restated Certificate of Incorporation filed with the State of New York on September 19, 2007 (previously filed as Exhibit 3(i) to the Registrant's Current Report on Form 8-K filed with the Commission on September 24, 2007 (File No. 000-05110) and incorporated herein by reference).
3.4	Certificate of Amendment of the Restated Certificate of Incorporation filed with the State of New York on May 22, 2013 (previously filed as Exhibit 3.1 to the Registrant's Current Report on Form 8-K filed with the Commission on May 29, 2013 (File No. 001-09014) and incorporated herein by reference).
10.1**	Employment Agreement between ChyronHego Corporation and Johan Apel, dated as of May 23, 2013.*
10.2**	Employment Agreement between ChyronHego Corporation and Kevin Prince, dated as of May 23, 2013.*
10.3**	Employment Agreement between ChyronHego Corporation and Soren Kjellin, dated as of May 23, 2013.*
10.4**	Eighth Loan Modification Agreement between Silicon Valley Bank and ChyronHego Corporation, dated August 5, 2013.
31.1**	Certification of Principal Executive Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2**	Certification of Principal Financial Officer pursuant to Rule 13a-14(a) or 15d-14(a) of the Securities Exchange Act of 1934, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

29

32.1**	Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2**	Certification of Principal Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101**	Interactive Data Files formatted in XBRL (Extensible Business Reporting Language) from (a) our Consolidated Balance Sheets as of June 30, 2013 (unaudited) and December 31, 2012, (b) our Consolidated Statements of Operations for the Three and Six Months ended June 30, 2013 and 2012 (unaudited), (c) our Consolidated Statements of Comprehensive (Loss) for the Three and Six Months ended June 30, 2013 and 2012 (unaudited), (d) our Consolidated Statements of Cash Flows for the Three and Six Months ended June 30, 2013 and 2012 (unaudited) and (e) the Notes to such Consolidated Financial Statements (unaudited).***
	*Management contract or compensatory plan or arrangement.   **Filed herewith. ***Pursuant to Rule 406T of Regulation S-T, the Interactive Data Files on Exhibit 101 hereto are deemed not filed or part of a registration statement or prospectus for purposes of Sections 11 or 12 of the Securities Act of 1933, as amended, are deemed not filed for purposes of Section 18 of the Securities and Exchange Act of 1934, as amended, and otherwise are not subject to liability under those sections.

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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	CHYRONHEGO CORPORATION
	(Registrant)
August 14, 2013	/s/ Michael Wellesley-Wesley
(Date)	Michael Wellesley-Wesley
	Chief Executive Officer
	(Principal Executive Officer)
August 14, 2013	/s/ Jerry Kieliszak
(Date)	Jerry Kieliszak
	Senior Vice President and Chief Financial Officer
	(Principal Financial Officer)

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EX-10.1

Exhibit 10.1

Execution Copy

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is by and between CHYRONHEGO CORPORATION, a New York corporation (the “Company”), having its principal offices at 5 Hub Drive, Melville, New York 11747, and JOHAN APEL (“Executive”) having an address at Karlbergsvägen 46A, SE-113 37 Stockholm, Sweden.

WITNESSETH:

WHEREAS, the Company desires to employ the Executive and the Executive desires to become so employed by the Company on the terms and conditions hereinafter set forth;

NOW, THEREFORE, in consideration of the mutual premises and agreements contained herein, and intending to be legally bound hereby, the parties hereto agree as follows:

1.Nature of Employment:  Term of Employment.

(a)The Company hereby agrees to employ the Executive and the Executive agrees to be employed with the Company as its President and Chief Operating Officer (“COO”), upon the terms and conditions contained herein, for a term commencing effective as of May 23, 2013 (the “Commencement Date”) and continuing until the third year anniversary of the Commencement Date, unless terminated earlier pursuant to Section 9 (the “Employment Term”).

(b)If the Company offers to renew the Employment Term on the same or better terms as contained in this Agreement (the “Renewal Offer”), and the Executive does not accept such Renewal Offer, Executive’s employment will continue for a period of three (3) months following the end of the Employment Term (the “Notice Period”).  During the Notice Period, Executive will no longer hold any officer position with the Company, but will be required to report to the Company’s offices and continue to perform duties for the Company, and shall also cooperate with the Company to transition his duties and to perform other such duties as the Company may from time to time request.  Executive’s employment with the Company will

terminate effective as of the last day of the Notice Period and, thereafter, the Company will have no further obligation to the Executive under this Agreement.

(c)If the Company (i) does not provide a Renewal Offer, or (ii) offers to renew the Employment Term on terms that are less favorable than the terms of this Agreement, and the Executive does not accept such offer, Executive’s employment will continue for a period of twelve (12) months following the end of the Employment Term (the “Transition Period”).  At its election, the Board of Directors or a committee thereof may require that the Executive no longer serve as an officer of the Company during all or any part of the Transition Period.  Executive will be required to report to the Company’s offices and continue to perform duties of employment as determined by the Board of Directors, and shall also cooperate with the Company to transition his duties and to perform other such duties as the Company may from time to time request, during the Transition Period.  Executive’s employment with the Company will terminate effective as of the last day of the Transition Period and, thereafter, the Company will have no further obligation to the Executive under this Agreement.

(d)Notwithstanding anything to the contrary in sub-sections (c) or (d) above, the Company may require that Executive remain at home and/or not undertake any or all of his duties or responsibilities during the Notice Period or Transition Period, as applicable.

2.Duties and Powers as Employee.

(a)During the Employment Term, Executive shall be employed by the Company as its President and COO.   Executive shall devote substantially his full working time to his duties as President and COO.  In performance of his duties, Executive shall report directly to and be subject to the direction of the Chief Executive Officer.  Executive shall have all the responsibilities, duties and authority as are generally associated with the position of President and COO of a public company.  If the Executive becomes the Chief Executive Officer (the

2

CEO”) of the Company, the Executive will have such duties commensurate with the position of CEO of a public company, including full executive power over, and responsibility for, managing, directing and supervising all aspects of the business of the Company worldwide.  The CEO shall also be responsible for developing the business plan and objectives of the Company and managing the execution of such plan.  As CEO, Executive will report to the Board of Directors of the Company or any Committee thereof.

(b)Executive shall travel in accordance with the reasonable needs of the business, which shall require him to conduct business for the Company primarily in Melville, New York and such other locations as he deems reasonably necessary.  Business Class accommodations shall be permissible for any travel of three (3) hours or longer.

(c)It shall not be a violation of this Agreement for Executive to (A) serve on any civic or charitable boards or committees consistent with the Company’s conflicts of interest policies and corporate governance guidelines in effect from time to time, (B) serve as a director on any other for-profit corporation, provided that the Compensation Committee of the Board of Directors approves such appointment or election prior to Executive accepting such directorship, (C) deliver lectures and fulfill speaking engagements, or (D) manage his personal investments, so long as such activities do not materially interfere with the performance of Executive’s responsibilities as an executive officer of the Company.  It is expressly understood and agreed that to the extent that any such activities have been conducted by Executive and disclosed to the Company in writing prior to the Commencement Date, the continued conduct of such activities subsequent to the Commencement Date shall not thereafter be deemed to interfere with the performance of Executive’s responsibilities to the Company; provided, however, that the failure to disclose any such existing activities shall not create a presumption that such activities are in

3

violation of this Agreement; and provided further, notwithstanding anything to the contrary in any written non-competition or similar provision between Executive and the Company, no activity so disclosed in writing by Executive shall be violative thereof.

3.Compensation.

(a)During the Employment Term, as compensation for his services hereunder, the Company shall pay Executive a base salary (the “Base Salary”) at the annual rate of $325,000.  The Base Salary shall accrue day to day and be payable in equal installments bi-weekly, less required withholdings.  If the Executive is promoted to the position of CEO during the Employment Term, Executive’s Base Salary will be increased to $482,850.

(b)In addition to the Base Salary, Executive will be eligible to participate in performance compensation and similar incentive plans and programs as may be adopted from time to time by the Company, subject to the terms of such plans or programs.

(c)As soon as practicable following the Commencement Date, the Company shall pay to the Executive a one-time sign-on bonus in an amount equal to $50,000, to compensate the Executive fully for all of the relocation and moving expenses he incurs in relocating to the United States.

4.Expenses; Vacation; Insurance; Other Benefits.

(a)Executive shall be entitled to reimbursement for reasonable travel and other out-of-pocket expenses incurred in the performance of his duties hereunder, upon submission and approval of written statements and bills in accordance with the then regular policies and procedures of the Company for submission of expenses.  During the Employment Term, the Company shall also pay Executive an additional $18,000 a year (without need for written submission and approval of bills or statements) to defray regular commutation costs.  This amount will be payable in equal installments bi-weekly and is subject to withholding and

4

other appropriate payroll taxes.  This amount may be used for, among other things, the cost of an automobile lease and all related costs; no other payments will be made for regular commutation costs.

(b)Executive shall be entitled to twenty (20) days paid vacation time per annum or such other period as is in accordance with the regular procedures of the Company governing senior executive officers as determined from time to time by the Company’s Board of Directors.

(c)During the Employment Term, Executive shall be entitled to participate in all employee benefit plans and programs of the Company now or hereafter made available to all senior executives of the Company as a group, to the extent eligible, (including, without limitation, each retirement plan, supplemental and excess retirement plans, deferral savings plans, group life insurance, accident and death insurance, medical and dental insurance, sick leave, disability plans and fringe benefit plans) on a basis which is no less favorable than is made available to any other senior executive of the Company, except as otherwise provided herein.

(d)For each calendar year during the Employment Term, the Company shall pay for United States income tax advice and preparation of United States income tax forms for Executive up to $5,000 per year.

(e)Executive shall be covered by the Company’s directors’ and officers’ liability insurance policy, and errors and omissions coverage, if any, to the extent such coverage is generally provided by the Company to its directors and officers and to the fullest extent permitted by such insurance policies.  Nothing herein is or shall be deemed to be a representation by the Company that it provides, or a promise by the Company to obtain, maintain or continue any liability insurance coverage whatsoever for its executives.

5

5.Representations and Warranties of Employee.

(a)Executive represents and warrants to the Company that Executive is under no contractual or other obligation which would prevent him from becoming employed by the Company or that would interfere with the performance of his duties hereunder.

6.Non-Competition.

(a)Executive agrees that he will not:  (i) during the period he is employed by the Company, engage in, or otherwise directly or indirectly be employed by, or act as a consultant to, or be a director, officer, employee, owner, member or partner of, any other business or organization that is or shall then be competing with the Business (as defined below), and (ii) for the one year period following the termination of his employment, directly or indirectly, compete with or be engaged in the Business, or be employed by, or act as consultant to, or be a director, officer, employee, owner, member or partner of, any business or organization which, at the time of such cessation, competes with or is engaged in the Business, except that in each case the provisions of this Section 6 will not be deemed breached merely because Executive:  (A) owns not more than five percent (5%) of the outstanding common stock of a corporation, if, at the time of its acquisition by Executive, such stock is listed on a national securities exchange, is reported on NASDAQ, or is regularly traded in the over-the-counter market by a member of a national securities exchange; or (B) Executive is a passive investor in any fund in which he has no investment discretion.  This prohibition shall apply to the entire world in recognition of the fact that the Company operates on a multi-national basis.  “Business” shall mean (w) the design, manufacture, sale, re-sale, distribution or maintenance of character generators (software or hardware or a combination thereof) that are used by the broadcast and cable industries, (x) online graphics creation and work flow solutions or any other product or solution similar to those products or solutions marketed or distributed by the Axis Graphics

6

division, (y) products or solutions similar to ChyTV, and/or (z) any other products or solutions acquired or developed by the Company while Executive is employed by the Company.  Notwithstanding the foregoing, this restrictive covenant shall not be applicable if Executive is terminated without Cause or he resigns for Good Reason (as such terms are defined below).

(b)It is the intent of the parties to this Agreement that the provisions of this Section 6 shall be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought.  If any particular provisions or portions of this Section 6 shall be adjudicated to be invalid or unenforceable, such provisions or portion thereof shall be deemed amended to the minimum extent necessary to render such provision or portion valid and enforceable, such amendment to apply only with respect to the operation of such provisions or portions in the particular jurisdiction in which such adjudication is made.

(c)The parties acknowledge that damages and remedies at law for any breach of this Section 6 will be inadequate and that the Company shall be entitled to specific performance and other equitable remedies (including injunction) and such other relief as a court or tribunal may deem appropriate in addition to any other remedies the Company may have.  Executive also waives the posting of any bond in connection with the issuance of any injunctive relief.

7.Patents; Copyrights.

Any interest in patents, patent applications, inventions, copyrights, developments, and processes (“Such Inventions”) which Executive now or hereafter during the period he is employed by the Company may own or develop relating to the fields in which the Company may then be engaged shall belong to the Company; and forthwith upon request of the Company, Executive shall execute all such assignments and other documents and take all such other action

7

as the Company may reasonably request in order to vest in the Company all his right, title, and interest in and to Such Inventions, free and clear of all liens, charges and encumbrances.  The Company will reimburse Executive for any reasonable fees and expenses (including fees and expenses of counsel) incurred by Executive in connection with executing such assignments and documents and taking any such action at the request of the Company.

8.Confidential Information.

All confidential information which Executive may now possess or may obtain during his employment with the Company relating to the business of the Company shall not be published, disclosed, or made accessible by him to any other person, firm, corporation or entity during the Employment Term or anytime thereafter without the prior written consent of the Company; provided that the foregoing shall not apply to information which is generally known to the industry or the public, other than as a result of Executive’s breach of this covenant, and shall not preclude Executive from disclosing any such information to the extent such disclosure (i) is required by law; (ii) is necessary for the performance of his duties hereunder; or (iii) would, in the reasonable judgment of Executive, be in the best interest of the Company or is reasonably necessary in order to defend Executive or to enforce Executive’s rights under this Agreement in connection with any action or proceeding to which the Company or its affiliates is a party.  Executive shall return all such confidential information, in whatever form, electronic or otherwise, to the Company prior to or at the termination of his employment or at any time upon the Company’s demand.

9.Termination.

(a)The Company may terminate the Executive’s employment and the Employment Term for Cause (as defined below) effective as of the date set forth in written notice to Executive.  As used herein, “Cause” means Executive:  (i) is convicted of a felony

8

crime; (ii) willfully commits any act or willfully omits to take any action in bad faith and to the material detriment of the Company; (iii) commits an act of active and deliberate fraud against the Company; or (iv) materially breaches any term of this Agreement and fails to correct such breach within ten (10) days after written notice of the commission thereof.  In the event that the Employment Term is terminated for Cause, then Executive shall be entitled to receive only his Base Salary at the rate provided in Section 3 to the date on which termination shall take effect, any commutation payment accrued, but not yet paid, and any unreimbursed expenses (the “Accrued Obligations”).  Thereafter, the Company shall have no further obligation to Executive under this Agreement.

(b)In the event that Executive shall be physically or mentally incapacitated or disabled or otherwise unable fully to discharge his duties hereunder for a period of one-hundred and twenty (120) consecutive days during the Employment Term as determined by the Company, then the Company may terminate the Executive’s employment upon thirty (30) days’ written notice to Executive (unless Executive is able to resume his duties during such notice period), and no further compensation shall be payable to Executive, except:  (i) as may otherwise be provided under any disability insurance policy, and (ii) the Accrued Obligations.

(c)In the event that Executive shall die during the Employment Term, then Executive’s employment shall terminate on the date of Executive’s death, and no further compensation shall be payable to Executive, except: (i) as may otherwise be provided under any insurance policy or similar instrument, and (ii) the Accrued Obligations.

(d)Executive may terminate his employment and the Employment Term without Good Reason upon thirty (30) days prior written notice to the Company.  If the

9

Executive terminates his employment without Good Reason, the Company will pay him the Accrued Obligations and thereafter shall have no further obligation to the Executive.

(e)The Company may terminate the Executive’s employment during the Employment Term without Cause. The Company shall give written notice of termination to Executive which shall state the date the termination is to be effective.  If the Company terminates the Executive without Cause during the Employment Term, the Executive shall be entitled to (i) continued payment of his Base Salary pursuant to the Company’s payroll schedule for a period of twelve (12) months (the “Severance Payment”) following the date of termination; and (ii) an amount (the “Severance Benefits”), grossed up for federal state and local taxes, in lieu of participation in the Company’s life, long-term disability and health insurance plans for a period of twelve (12) months as set forth in Section 9(i) and (iii) the Accrued Obligations. The Severance Benefits shall be paid in a lump sum within twenty (20) business days from the date of termination, provided, however, that if such period begins in one taxable year of Executive and ends in another, the Severance Benefits will be paid in the second taxable year.  All payments made pursuant to this Section 9(e) shall not be subject to mitigation or any right of set-off.

(f)The Executive may terminate his employment and the Employment Term for Good Reason.  As used herein, “Good Reason” means (i) a reduction in Executive’s Base Salary, or (ii) the assignment to Executive of any duties inconsistent in any material respect with Executive’s position (including status, offices, titles and reporting requirements), authority, duties or responsibilities which result in a material diminution in such position, authority, duties or responsibilities.  Executive must provide notice to the Company of the existence of any of the conditions described in clauses (i) or (ii) above within a period of ninety (90) days of the initial

10

existence of such condition and the Company shall have a period of thirty (30) days following receipt of such notice during which it may remedy such condition.  In the event of Executive’s failure to deliver timely notice as set forth herein or in the event of the Company’s timely remedy of any condition described in clauses (i) or (ii) above, Executive’s resignation will not be deemed a resignation with Good Reason.  If the Executive resigns for Good Reason, then Executive shall be entitled to receive from the Company the Severance Payment and the Severance Benefits described in Section 9(e) pursuant to the terms therein.

(g)If any of the payments or benefits to be provided to Executive pursuant to Section 9 of this Agreement constitute “nonqualified deferred compensation” subject to 409A of the U.S. Tax Code (the “Code”) payable in connection with a “separation of service” under Section 409A(2)(a)(i) of the Code, the following interpretations apply to Section 9:  (i) any termination of Executive’s employment triggering payment of benefits under Section 9 must constitute a “separation from service” under Section 409A(a)(2)(A)(i) of the Code and Treas. Reg. §1.409A-1(h) before distribution of such benefits can commence.  To the extent that the termination of Executive’s employment does not constitute a separation of service under Section 409A(a)(2)(A)(i) of the Code and Treas. Reg. § 1.409A-1(h) (as the result of further services that are reasonably anticipated to be provided by Executive to the Company at the time Executive’s employment terminates under Section 9), any benefits payable under Section 9 that constitute non-qualified deferred compensation under Section 409A of the Code shall be delayed until after the date of a subsequent event constituting a separation of service under Section 409A(a)(2)(A)(i) of the Code and Treas. Reg. §1.409A-1(h).  For purposes of clarification, this Section 9(g) shall not cause any forfeiture of benefits on Executive’s part, but shall only act as a delay until such time as a “separation from service” occurs; (ii) if Executive is a “specified

11

employee” (as that term is used in Section 409A of the Code and regulations and other guidance issued thereunder) on the date his separation from service becomes effective, any benefits payable under Section 9 that constitute non-qualified deferred compensation under Section 409A of the Code shall be delayed until the earlier of (A) business day following the six-month anniversary of the date his separation from service becomes effective, and (B) the date of his death, but only to the extent necessary to avoid such penalties under Section 409A of the Code.  On the earlier of (A) the business day following the six-month anniversary of the date his separation from service becomes effective, and (B) Executive’s death, the Company shall pay Executive in a lump sum the aggregate value of the non-qualified deferred compensation that the Company otherwise would have paid Executive prior to that date under Section 9 of this Agreement; (iii) it is intended that each installment of the payments and benefits provided under Section 9 of this Agreement shall be treated as a separate “payment” for purposes of Section 409A of the Code; and (iv) neither the Company nor Executive shall have the right to accelerate or defer the delivery of any such payments or benefits except to the extent specifically permitted or required by Section 409A of the Code.

(h)Notwithstanding anything to the contrary in this Agreement, any payment or benefit under this Agreement or otherwise that is exempt from Section 409A of the Code pursuant to Treas. Reg. § 1.409A-1(b)(9)(v)(A) or (C) (relating to certain reimbursements and in-kind benefits) shall be paid or provided to Executive only to the extent that the expenses are not incurred, or the benefits are not provided, beyond the last day of the second calendar year following the calendar year in which Executive’s separation of service occurs; and provided further that such expenses are reimbursed no later than the last day of the third calendar year following the calendar year in which Executive’s separation from service occurs.  To the extent

12

any indemnification payment, expense reimbursement, or the provision of any in-kind benefit is determined to be subject to Section 409A (and not exempt pursuant to the prior sentence or otherwise), the amount of any such indemnification payment or expense eligible for reimbursement, or the provision of any in-kind benefit, in one calendar year shall not affect the indemnification payment, provision of in-kind benefits or expenses eligible for reimbursement in any other calendar year (except for any life-time or other aggregate limitation applicable to medical expenses), in no event shall any indemnification payment or expenses be reimbursed after the last day of the calendar year following the calendar year in which Executive incurred such indemnification payment or expenses, and in no event shall any right to indemnification payment or reimbursement or the provision of any in-kind benefit be subject to liquidation or exchange for another benefit.

(i)Recognizing that such amount is subject to income and other taxes, the Severance Benefits payment shall include an amount equal to the amount of federal, state, and local income taxes incurred as a result of the Severance Benefits payment or any additional tax gross up payment on such payment.  The Severance Benefits payment shall be equal to the sum of the Health Care Payment, the Life Insurance Payment and the Disability Insurance Payment, all as described in Sections 9(j) through 9(l) below, plus the foregoing tax gross up.

(j)The “Health Care Payment” is an amount equal to the monthly premium amount charged by the Company for COBRA continuation coverage under the health care option in which Executive is enrolled at the time of Executive’s termination, times twelve (12).  To receive coverage under the Company’s health insurance plans, Executive must elect to receive COBRA coverage and remit the appropriate payment to the Company as per the policy of the Company.

13

(k)The Company’s group term life insurance policy provides $500,000 of coverage, and upon termination, offers Executive the opportunity to convert to Whole Life (subject to acceptance by the insurer).  The “Life Insurance Payment” is an amount equal twelve (12) times the monthly premium for one of the following, as Executive elects:  (i) a Whole Life conversion policy through the Company’s group life insurer (subject to acceptance by the insurer); (ii) an existing life insurance policy or policies that Executive may currently have in place; or (iii) a new term life insurance policy.  The Company will pay only that pro-rated portion of the premium that represents coverage equal to Executive’s coverage under the group life insurance plan as of the date of this Agreement, that is, $500,000.

(l)The Company’s long-term disability insurance plan provides coverage of 60% of monthly earnings (but not more than $10,000, which amount may be reduced by deductible sources of income and disability earnings) after a 26 week elimination (waiting) period, and the insurer offers a portable policy after termination.  The “Disability Insurance Payment” is an amount equal to twelve (12) times the monthly premium for one of the following, as Executive elects:  (i) a portable long-term disability policy through the Company’s insurer (subject to acceptance by the insurer), (ii) an existing long-term disability insurance policy or policies that Executive may currently have in place, or (iii) a new personal long-term disability insurance policy obtained through other than the Company’s insurance policy.  The Company will pay only that pro-rated portion of the premium that represents coverage equal to Executive’s coverage under the group long-term disability insurance plan as of the date of this Agreement.

10.Termination in Connection with a Change in Control.

(a)In the event the Executive’s employment with the Company is terminated by the Company without Cause or if the Executive resigns for Good Reason during the Change in Control Period, in addition to the Severance Payment and Severance Benefits payable under

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Section 9, (A) the Company will pay to the Executive an additional payment (the “Bonus Payment”), equal to the greater of (x) the bonus paid to the Executive for the full fiscal year immediately prior to the effective date of the Change in Control, and (y) the bonus that Executive has accrued for the fiscal year in which the Change in Control occurred, with such amount being annualized, and (B) Executive’s unvested Equity Awards will vest as of the date of termination.  The Bonus will be paid in a lump-sum amount within twenty (20) days following the effective date of Executive’s termination of employment.

(b)For purposes of the Bonus Payment, “Change in Control” means (i) the acquisition, directly or indirectly, by any individual, entity or group, or a Person (within the meaning of Section 13(d)(3) or 14(d)(2) of the Securities and Exchange Act of 1934, as amended (the “Exchange Act”)) of ownership of 50% or more of either (a) the then outstanding shares of common stock of the Company (the “Outstanding Company Common Stock”) or (b) the combined voting power of the then outstanding voting securities of the Company entitled to vote generally in the election of directors (the “Outstanding Company Voting Securities”); (ii) individuals who, as the date hereof, constitute the Board (the “Incumbent Board”) cease for any reason to constitute at least a majority of the Board; provided, however, that any individual becoming a director subsequent to the date hereof whose election, or nomination for election by the Company’s stockholders, was approved by a vote of at least a majority of the directors then comprising the Incumbent Board shall be considered as though such individual were a member of the Incumbent Board, but excluding, as a member of the Incumbent Board, any such individual whose initial assumption of office occurs as a result of either an actual or threatened election contest (as such terms are used in Rule 14a-11 of Regulation 14A promulgated under the Exchange Act) or other actual or threatened solicitation of proxies or consents by or on behalf of

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a Person other than the Board; (iii) approval by the stockholders of the Company of a reorganization, merger or consolidation, in each case, unless, following such reorganization, merger or consolidation, (x) more than 50% of, respectively, the then outstanding shares of common stock of the Company resulting from such reorganization, merger or consolidation and the combined voting power of the then outstanding voting securities of such corporation entitled to vote generally in the election of directors is then beneficially owned, directly or indirectly, by all or substantially all of the individuals and entities who were the beneficial owners, respectively, of the Outstanding Company Common Stock and Outstanding Company Voting Securities immediately prior to such reorganization, merger or consolidation in substantially the same proportions as their ownership, immediately prior to such reorganization, merger or consolidation of the Outstanding Company Common Stock and Outstanding Company Voting Securities, as the case may be, and (y) at least a majority of the members of the board of directors of the corporation resulting from such reorganization, merger or consolidation were members of the Incumbent Board at the time of the execution of the initial agreement providing for such reorganization, merger or consolidation; (iv) approval by the stockholders of the Company of a complete liquidation or dissolution of the Company; or (v) approval by the stockholders of the Company of the sale or other disposition of all or substantially all of the assets of the Company.

(c)“Change in Control Period” means the period that begins 30 days before the date the Company enters into a definitive agreement that results in the Change in Control and ends on the date that is 18 months after the effective date of the Change in Control.

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(d)“Equity Awards” means any award issued to the Executive pursuant to the Chyron Corporation 2008 Long-Term Incentive Plan, as it may be amended from time to time (the “Plan”).

(e) For purposes of the vesting of the Equity Awards, “Change in Control” shall have the meaning ascribed to such term in the Plan.

11.Golden Parachute Excise Tax.

(a)Limitation or Additional Payment.  In the event that any portion of the payments and benefits provided to Executive under this Agreement and any other payments and benefits under any other agreement with or plan of the Company (in the aggregate, “Total Payments”) would be subject to the excise tax imposed by Section 4999 of the Internal Revenue Code (the “Excise Tax”), then sub-section (a)(i) or (a)(ii) below shall apply:

(i)In the event that the Total Payments (without regard to this Section 11) are less than or equal to 115% of the maximum amount that could be paid to Executive without becoming subject to the Excise Tax, then notwithstanding anything in this Agreement to the contrary the amount payable to Executive under Sections 9 or 10 shall be reduced such that the value of the aggregate Total Payments that Executive is entitled to receive shall be one dollar ($1) less than such maximum amount.

(ii)In the event that the Total Payments (without regard to this Section 11) are greater than 115% of the maximum amount that could be paid to Executive without becoming subject to the Excise Tax, then Executive shall be entitled to receive an additional payment (a “Gross-Up Payment”) in an amount that will place Executive in substantially the same after-tax economic position that Executive would have enjoyed if the Excise Tax had not applied to the Total Payments.

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(b)Determination by Accounting Firm.  Subject to the provisions of Section 11(c) below, all determinations required to be made under this Section 11, including whether and when a Gross-Up Payment is required and the amount of such Gross-Up Payment and the assumptions to be utilized in arriving at such determination, shall be made by the Company’s independent auditors or such other certified public accounting firm reasonably acceptable to Executive as may be designated by the Company (the “Accounting Firm”) which shall provide detailed supporting calculations both to the Company and Executive.  Any Gross-Up Payment, as determined pursuant to this Section 11, shall be paid by the Company to Executive as soon as practicable following the date on which Executive provides the Company evidence of payment of the taxes covered by the Gross-Up Payment, but no later than the end of the taxable year following the end of Executive’s taxable year in which Executive remits such taxes.  Any determination by the Accounting Firm shall be binding upon the Company and Executive.  As a result of the uncertainty in the application of Section 4999 of the Code at the time of the initial determination by the Accounting Firm hereunder, it is possible that Gross-Up Payments which will not have been made by the Company should have been made (“Underpayment”), consistent with the calculations required to be made hereunder.  In the event that the Company exhausts its remedies pursuant to Section 11(c) and Executive is thereafter required to make a payment of any Excise Tax, the Accounting Firm shall determine the amount of the Underpayment that has occurred and any such Underpayment shall be promptly paid by the Company to or for Executive’s benefit.

(c)Company’s Right to Contest Excise Tax.  Executive agrees to notify the Company in writing of any claim by the Internal Revenue Service that, if successful, would require the payment by the Company of the Gross-Up Payment.  Such notification shall be given

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as soon as practicable but no later than ten (10) business days after Executive is informed in writing of such claim and shall apprise the Company of the nature of such claim and the date on which such claim is requested to be paid.  Executive shall not pay such claim prior to the expiration of the thirty (30) day period following the date on which Executive gives such notice to the Company (or such shorter period ending on the date that any payment of taxes with respect to such claim is due).  If the Company notifies Executive in writing prior to the expiration of such period that it desires to contest such claim, Executive agrees to:

(i)give the Company any information reasonably requested by the Company relating to such claim,

(ii)take such action in connection with contesting such claim as the Company shall reasonably request in writing from time to time, including, without limitation, accepting legal representation with respect to such claim by an attorney reasonably selected by the Company;

(iii)cooperate with the Company in good faith in order to effectively contest such claim, and

(iv)permit the Company to participate in any proceedings relating to such claim.

Without limitation on the foregoing provisions of this Section 11(c), the Company shall control all proceedings taken in connection with such contest and, at its sole option, may pursue or forego any and all administrative appeals, proceedings, hearing and conferences with the taxing authority in respect of such claim.  The Company may, at its sole option, either direct Executive to pay the tax claimed and sue for a refund or contest the claim in any permissible manner, and Executive agrees to prosecute such contest to a determination before any

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administrative tribunal, in a court of initial jurisdiction and in one or more appellate courts, as the Company shall determine; provided, however, that if the Company directs Executive to pay such claim and sue for a refund, the Company shall reimburse the amount of such payment to Executive, on an after-tax and interest-free basis (the “Reimbursement”).  The Company’s control of the contest related to the claim shall be limited to the issues related to the Gross-Up Payment and Executive shall be entitled to settle or contest, as the case may be, any other issue raised by the Internal Revenue Service or other taxing authority.  If the Company does not timely notify Executive in writing of its desire to contest the claim, the Company shall pay Executive an additional Gross-Up Payment in respect of the excess parachute payments that are the subject of the claim, and Executive agrees to pay the amount of the Excise Tax that is the subject of the claim to the applicable taxing authority in accordance with applicable law.

(d)Repayment to the Company.  If, after Executive’s receipt of a Reimbursement pursuant to Section 11(c), Executive becomes entitled to receive any refund with respect to the claim to which the Reimbursement relates, Executive shall promptly pay to the Company the amount of such refund (together with any interest paid or credited thereon after taxes applicable thereto).  If, after Executive receipt of a Reimbursement pursuant to Section 11(c), a determination is made that Executive is not entitled to any refund with respect to such claim and the Company does not notify Executive in writing of its intent to contest such denial of refund prior to the expiration of thirty (30) days after such determination, then the Reimbursement shall be forgiven and shall not be required to be repaid and the amount of such reimbursement shall offset the amount of the additional Gross-Up Payment then required to be paid to Executive.

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(e)Further Assurances.  The Company shall indemnify Executive and hold Executive harmless, on an after-tax basis, from any costs, expenses, penalties, fines, interest or other liabilities (“Losses”) incurred by Executive with respect to the exercise by the Company of any of its rights under Section 11(c), including, without limitation, any Losses related to the Company’s decision to contest a claim or any imputed income to Executive resulting from any Advance or action taken on Executive’s behalf by the Company pursuant to Section 11(c).  The Company shall pay all legal fees and expenses incurred under Section 11(c) and shall promptly reimburse Executive for the reasonable expenses Executive may incur in connection with any actions taken by the Company or required to be taken by Executive under Section 11(c).  The Company also shall pay all of the fees and expenses of the Accounting Firm.

12.Survival.

The covenants, agreements, representations and warranties set forth in Sections 5, 6, 7 and 8 of this Agreement shall survive the termination or expiration of the Employment Term and Executive’s employment, irrespective of any investigation made by or on behalf of any party.

13.Modification.

This Agreement sets forth the entire understanding of the parties with respect to the subject matter hereof, supersede all existing agreements between them concerning such subject matter and may be modified only by a written instrument duly executed by each party.

14.Notices.

Any notice or other communication required or permitted to be given hereunder shall be in writing and shall be delivered in person, by telecopy with electronic confirmation of delivery or by delivery to an internationally recognized carrier for overnight delivery to the party to whom it is to be given at the address of such party as set forth in the preamble to this Agreement (or to such other address as the party shall have furnished in writing in accordance with the

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provisions of this Section 14).  In the case of a notice to the Company, a copy of such notice (which copy shall not constitute notice) shall be delivered to Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.  Chrysler Center, 666 Third Avenue, New York, New York 10017, Attn:  Daniel L. DeWolf, Esq.  Any notice or other communication given by overnight delivery shall be deemed given at the time of delivery to the carrier, except for a notice changing a party’s address which shall be deemed given at the time of receipt thereof Any notice given by telecopy shall be deemed given at the time the notice or other communication is delivered with electronic confirmation of delivery.

15.Waiver.

Any waiver by either party of a breach of any provision of this Agreement shall not operate as or be construed to be a waiver of any other breach of such provision of this Agreement.  The failure of a party to insist upon strict adherence to any term of this Agreement on one or more occasions shall not be considered a waiver or deprive that party of the right thereafter to insist upon strict adherence to that term or any other term of this Agreement.  Any waiver must be in writing.

16.Binding Effect.

Executive’s rights and obligations under this Agreement shall not be transferable by assignment or otherwise, such rights shall not be subject to encumbrance or the claims of Executive’s creditors, and any attempt to do any of the foregoing shall be void.  The provisions of this Agreement shall be binding upon and inure to the benefit of Executive and his heirs and personal representatives, and shall be binding upon and inure to the benefit of the Company and its successors and assigns.

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17.Headings.

The headings in this Agreement are solely for the convenience of reference and shall be given no effect in the construction or interpretation of this Agreement.

18.Counterparts; Governing Law.

This Agreement may be executed in any number of counterparts (and by facsimile), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.  It shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to the rules governing the conflicts of laws.

[signature page follows]

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IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the date first written above.

CHYRONHEGO CORPORATION
By:	/s/ Roger L. Ogden
	Name: Roger L. Ogden
	Title: Chairman of the Board of Directors
	JOHAN APEL
	/s/ Johan Apel

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EX-10.2

Exhibit 10.2

Execution Copy

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is by and between CHYRONHEGO CORPORATION, a New York corporation (the “Company”), having its principal offices at 5 Hub Drive, Melville, New York 11747, and KEVIN PRINCE (“Executive”) having an address at 104 Pond Road, Wilton, CT  06897.

WITNESSETH:

WHEREAS, the Company desires to employ the Executive and the Executive desires to become so employed by the Company on the terms and conditions hereinafter set forth;

NOW, THEREFORE, in consideration of the mutual premises and agreements contained herein, and intending to be legally bound hereby, the parties hereto agree as follows:

1.Nature of Employment:  Term of Employment.

(a)The Company hereby agrees to employ the Executive and the Executive agrees to become employed with the Company as its President of ChyronHego Americas, a division of the Company, upon the terms and conditions contained herein, for a term commencing effective as of May 23, 2013 (the “Commencement Date”) and continuing until the third year anniversary of the Commencement Date, unless terminated earlier pursuant to Section 9 (the “Employment Term”).  To the extent the Agreement is not renewed following the end of the Employment Term and the Executive continues to be employed by the Company following the end of the Employment Term, the Executive’s employment will be at-will and this Agreement will be of no further force and effect except to the extent that it survives pursuant to the terms herein.

2.Duties and Powers as Employee.

(a)During the Employment Term, Executive shall be employed by the Company as its President of ChyronHego Americas.   Executive shall devote substantially his full working time to his duties as President.  In performance of his duties, Executive shall report

directly to and be subject to the direction of the Chief Executive Officer.  Executive shall have all the responsibilities, duties and authority as are generally associated with the position of President at a public company.

(b)Executive shall travel in accordance with the reasonable needs of the business, which shall require him to conduct business for the Company primarily in Melville, New York and such other locations as he deems reasonably necessary.  Business Class accommodations shall be permissible for any travel of three (3) hours or longer.

(c)It shall not be a violation of this Agreement for Executive to (A) serve on any civic or charitable boards or committees consistent with the Company’s conflicts of interest policies and corporate governance guidelines in effect from time to time, (B) serve as a director on any other for-profit corporation, provided that the Compensation Committee of the Board of Directors approves such appointment or election prior to Executive accepting such directorship, (C) deliver lectures and fulfill speaking engagements, or (D) manage his personal investments, so long as such activities do not materially interfere with the performance of Executive’s responsibilities as an executive officer of the Company.  It is expressly understood and agreed that to the extent that any such activities have been conducted by Executive and disclosed to the Company in writing prior to the Commencement Date, the continued conduct of such activities subsequent to the Commencement Date shall not thereafter be deemed to interfere with the performance of Executive’s responsibilities to the Company; provided, however, that the failure to disclose any such existing activities shall not create a presumption that such activities are in violation of this Agreement; and provided further, notwithstanding anything to the contrary in any written non-competition or similar provision between Executive and the Company, no activity so disclosed in writing by Executive shall be violative thereof.

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3.Compensation.

(a)During the Employment Term, as compensation for his services hereunder, the Company shall pay Executive a base salary (the “Base Salary”) at the annual rate of $260,000.  The Base Salary shall accrue day to day and be payable in equal installments bi-weekly, less required withholdings.

(b)In addition to the Base Salary, Executive will be eligible to participate in performance compensation and similar incentive plans and programs as may be adopted from time to time by the Company, subject to the terms of such plans or programs.

4.Expenses; Vacation; Insurance; Other Benefits.

(a)Executive shall be entitled to reimbursement for reasonable travel and other out-of-pocket expenses incurred in the performance of his duties hereunder, upon submission and approval of written statements and bills in accordance with the then regular policies and procedures of the Company for submission of expenses.

(b)During the Employment Term, the Company shall pay Executive an additional $18,000 a year (without need for written submission and approval of bills or statements) to defray regular commutation costs.  This amount will be payable in equal installments bi-weekly and is subject to withholding and other appropriate payroll taxes.  This amount may be used for, among other things, the cost of an automobile lease and all related costs; no other payments will be made for regular commutation costs.

(c)Executive shall be entitled to twenty (20) days paid vacation time per annum or such other period as is in accordance with the regular procedures of the Company governing senior executive officers as determined from time to time by the Company’s Board of Directors.

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(d)During the Employment Term, Executive shall be entitled to participate in all employee benefit plans and programs of the Company now or hereafter made available to all senior executives of the Company as a group, to the extent eligible, (including, without limitation, each retirement plan, supplemental and excess retirement plans, deferral savings plans, group life insurance, accident and death insurance, medical and dental insurance, sick leave, disability plans and fringe benefit plans) on a basis which is no less favorable than is made available to any other senior executive of the Company, except as otherwise provided herein.

(e)Executive shall be covered by the Company’s directors’ and officers’ liability insurance policy, and errors and omissions coverage, if any, to the extent such coverage is generally provided by the Company to its directors and officers and to the fullest extent permitted by such insurance policies.  Nothing herein is or shall be deemed to be a representation by the Company that it provides, or a promise by the Company to obtain, maintain or continue any liability insurance coverage whatsoever for its executives.

5.Representations and Warranties of Employee.

(a)Executive represents and warrants to the Company that Executive is under no contractual or other obligation which would prevent him from becoming employed by the Company or the performance of his duties hereunder.

6.Non-Competition.

(a)Executive agrees that he will not:  (i) during the period he is employed by the Company, engage in, or otherwise directly or indirectly be employed by, or act as a consultant to, or be a director, officer, employee, owner, member or partner of, any other business or organization that is or shall then be competing with the Business (as defined below), and (ii) for the one year period following the termination of his employment, directly or indirectly, compete with or be engaged in the Business, or be employed by, or act as consultant to, or be a director,

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officer, employee, owner, member or partner of, any business or organization which, at the time of such cessation, competes with or is engaged in the Business, except that in each case the provisions of this Section 6 will not be deemed breached merely because Executive:  (A) owns not more than five percent (5%) of the outstanding common stock of a corporation, if, at the time of its acquisition by Executive, such stock is listed on a national securities exchange, is reported on NASDAQ, or is regularly traded in the over-the-counter market by a member of a national securities exchange; or (B) Executive is a passive investor in any fund in which he has no investment discretion.  This prohibition shall apply to the entire world in recognition of the fact that the Company operates on a multi-national basis.  “Business” shall mean (w) the design, manufacture, sale, re-sale, distribution or maintenance of character generators (software or hardware or a combination thereof) that are used by the broadcast and cable industries, (x) online graphics creation and work flow solutions or any other product or solution similar to those products or solutions marketed or distributed by the Axis Graphics division, (y) products or solutions similar to ChyTV, and/or (z) any other products or solutions acquired or developed by the Company while Executive is employed by the Company.  Notwithstanding the foregoing, this restrictive covenant shall not be applicable if Executive is terminated without Cause (as defined below).

(b)It is the intent of the parties to this Agreement that the provisions of this Section 6 shall be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought.  If any particular provisions or portions of this Section 6 shall be adjudicated to be invalid or unenforceable, such provisions or portion thereof shall be deemed amended to the minimum extent necessary to render such provision or portion valid and enforceable, such amendment to apply only with respect to the

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operation of such provisions or portions in the particular jurisdiction in which such adjudication is made.

(c)The parties acknowledge that damages and remedies at law for any breach of this Section 6 will be inadequate and that the Company shall be entitled to specific performance and other equitable remedies (including injunction) and such other relief as a court or tribunal may deem appropriate in addition to any other remedies the Company may have.  Executive also waives the posting of any bond in connection with the issuance of any injunctive relief.

7.Patents; Copyrights.

Any interest in patents, patent applications, inventions, copyrights, developments, and processes (“Such Inventions”) which Executive now or hereafter during the period he is employed by the Company may own or develop relating to the fields in which the Company may then be engaged shall belong to the Company; and forthwith upon request of the Company, Executive shall execute all such assignments and other documents and take all such other action as the Company may reasonably request in order to vest in the Company all his right, title, and interest in and to Such Inventions, free and clear of all liens, charges and encumbrances.  The Company will reimburse Executive for any reasonable fees and expenses (including fees and expenses of counsel) incurred by Executive in connection with executing such assignments and documents and taking any such action at the request of the Company.

8.Confidential Information.

All confidential information which Executive may now possess or may obtain during his employment with the Company relating to the business of the Company shall not be published, disclosed, or made accessible by him to any other person, firm, corporation or entity during the Employment Term or anytime thereafter without the prior written consent of the Company; provided that the foregoing shall not apply to information which is generally known to the

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industry or the public, other than as a result of Executive’s breach of this covenant, and shall not preclude Executive from disclosing any such information to the extent such disclosure (i) is required by law; (ii) is necessary for the performance of his duties hereunder; or (iii) would, in the reasonable judgment of Executive, be in the best interest of the Company or is reasonably necessary in order to defend Executive or to enforce Executive’s rights under this Agreement in connection with any action or proceeding to which the Company or its affiliates is a party.  Executive shall return all such confidential information, in whatever form, electronic or otherwise, to the Company prior to or at the termination of his employment or at any time upon the Company’s demand.

9.Termination.

(a)The Company may terminate the Executive’s employment and the Employment Term for Cause (as defined below) effective as of the date set forth in written notice to Executive.  As used herein, “Cause” means Executive:  (i) is convicted of a felony crime; (ii) willfully commits any act or willfully omits to take any action in bad faith and to the material detriment of the Company; (iii) commits an act of active and deliberate fraud against the Company; or (iv) materially breaches any term of this Agreement and fails to correct such breach within ten (10) days after written notice of the commission thereof.  In the event that the Employment Term is terminated for Cause, then Executive shall be entitled to receive only his Base Salary at the rate provided in Section 3 earned but not paid as of the date on which termination shall take effect, and any unreimbursed expenses (the “Accrued Obligations”).  Thereafter, the Company shall have no further obligation to Executive under this Agreement.

(b)In the event that Executive shall be physically or mentally incapacitated or disabled or otherwise unable fully to discharge his duties hereunder for a period of one-hundred and twenty (120) consecutive days during the Employment Term as determined by the Company,

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then the Company may terminate the Executive’s employment upon thirty (30) days’ written notice to Executive (unless Executive is able to resume his duties during such notice period), and no further compensation shall be payable to Executive, except:  (i) as may otherwise be provided under any disability insurance policy, and (ii) the Accrued Obligations.

(c)In the event that Executive shall die during the Employment Term, then Executive’s employment shall terminate on the date of Executive’s death, and no further compensation shall be payable to Executive, except: (i) as may otherwise be provided under any insurance policy or similar instrument, and (ii) the Accrued Obligations.

(d)Executive may terminate his employment and the Employment Term for any reason upon thirty (30) days prior written notice to the Company.  If the Executive terminates his employment, the Company will pay him the Accrued Obligations and thereafter shall have no further obligation to the Executive.

(e)The Company may terminate the Executive’s employment during the Employment Term without Cause. The Company shall give written notice of termination to Executive which shall state the date the termination is to be effective.  If the Company terminates the Executive without Cause during the Employment Term, or following the expiration of the Employment Term provided the Company has elected not to renew the Employment Term, the Executive shall be entitled to (i) continued payment of his Base Salary pursuant to the Company’s payroll schedule for a period of twelve (12) months (the “Severance Payment”); and (ii) an amount (the “Severance Benefits”), grossed up for federal state and local taxes, in lieu of participation in the Company’s life, long-term disability and health insurance plans for a period of twelve (12) months as set forth in Section 9(h); and (iii) the Accrued Obligations.  The Company’s payment of the Severance Payment and Severance Benefits shall be conditioned on Executive’s execution without revocation of a release of claims in favor of the Company (the “Release”) prior

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to the 60th day following the termination of Executive’s employment (the “Review Period”).  The Severance Benefits shall be paid in a lump sum on the Company’s first payroll date following the date the Release is effective and irrevocable (the “Payment Date”).  The Severance Payment will be paid pursuant to the Company’s payroll schedule over the twelve (12) month period following the date of termination, commencing on the Payment Date.  Notwithstanding anything to the contrary herein, in the event the Review Period commences in one taxable year of the Executive and ends in a later taxable year, all payments made pursuant to this Section 9(e) shall be paid in the later taxable year.  All payments made pursuant to this Section 9(e) shall not be subject to mitigation or any right of set-off.

(f)If any of the payments or benefits to be provided to Executive pursuant to Section 9 of this Agreement constitute “nonqualified deferred compensation” subject to 409A of the U.S. Tax Code (the “Code”) payable in connection with a “separation of service” under Section 409A(2)(a)(i) of the Code, the following interpretations apply to Section 9:  (i) any termination of Executive’s employment triggering payment of benefits under Section 9 must constitute a “separation from service” under Section 409A(a)(2)(A)(i) of the Code and Treas. Reg. §1.409A-1(h) before distribution of such benefits can commence.  To the extent that the termination of Executive’s employment does not constitute a separation of service under Section 409A(a)(2)(A)(i) of the Code and Treas. Reg. § 1.409A-1(h) (as the result of further services that are reasonably anticipated to be provided by Executive to the Company at the time Executive’s employment terminates under Section 9), any benefits payable under Section 9 that constitute non-qualified deferred compensation under Section 409A of the Code shall be delayed until after the date of a subsequent event constituting a separation of service under Section 409A(a)(2)(A)(i) of the Code and Treas. Reg. §1.409A-1(h).  For purposes of clarification, this Section 9(f) shall not cause any forfeiture of benefits on Executive’s part, but shall only act as a delay until such time as

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a “separation from service” occurs; (ii) if Executive is a “specified employee” (as that term is used in Section 409A of the Code and regulations and other guidance issued thereunder) on the date his separation from service becomes effective, any benefits payable under Section 9 that constitute non-qualified deferred compensation under Section 409A of the Code shall be delayed until the earlier of (A) business day following the six-month anniversary of the date his separation from service becomes effective, and (B) the date of his death, but only to the extent necessary to avoid such penalties under Section 409A of the Code.  On the earlier of (A) the business day following the six-month anniversary of the date his separation from service becomes effective, and (B) Executive’s death, the Company shall pay Executive in a lump sum the aggregate value of the non-qualified deferred compensation that the Company otherwise would have paid Executive prior to that date under Section 9 of this Agreement; (iii) it is intended that each installment of the payments and benefits provided under Section 9 of this Agreement shall be treated as a separate “payment” for purposes of Section 409A of the Code; and (iv) neither the Company nor Executive shall have the right to accelerate or defer the delivery of any such payments or benefits except to the extent specifically permitted or required by Section 409A of the Code.

(g)Notwithstanding anything to the contrary in this Agreement, any payment or benefit under this Agreement or otherwise that is exempt from Section 409A of the Code pursuant to Treas. Reg. § 1.409A-1(b)(9)(v)(A) or (C) (relating to certain reimbursements and in-kind benefits) shall be paid or provided to Executive only to the extent that the expenses are not incurred, or the benefits are not provided, beyond the last day of the second calendar year following the calendar year in which Executive’s separation of service occurs; and provided further that such expenses are reimbursed no later than the last day of the third calendar year following the calendar year in which Executive’s separation from service occurs.  To the extent any indemnification payment, expense reimbursement, or the provision of any in-kind benefit is

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determined to be subject to Section 409A (and not exempt pursuant to the prior sentence or otherwise), the amount of any such indemnification payment or expense eligible for reimbursement, or the provision of any in-kind benefit, in one calendar year shall not affect the indemnification payment, provision of in-kind benefits or expenses eligible for reimbursement in any other calendar year (except for any life-time or other aggregate limitation applicable to medical expenses), and in no event shall any indemnification payment or expenses be reimbursed after the last day of the calendar year following the calendar year in which Executive incurred such indemnification payment or expenses, and in no event shall any right to indemnification payment or reimbursement or the provision of any in-kind benefit be subject to liquidation or exchange for another benefit.

(h)Recognizing that such amount is subject to income and other taxes, the Severance Benefits payment shall include an amount equal to the amount of federal, state, and local income taxes incurred as a result of the Severance Benefits payment or any additional tax gross up payment on such payment.  The Severance Benefits payment shall be equal to the sum of the Health Care Payment, the Life Insurance Payment and the Disability Insurance Payment, all as described in Sections 9(i) through 9(k) below, plus the foregoing tax gross up.

(i)The “Health Care Payment” is an amount equal to the monthly premium amount charged by the Company for COBRA continuation coverage under the health care option in which Executive is enrolled at the time of Executive’s termination, times twelve (12).  To receive coverage under the Company’s health insurance plans, Executive must elect to receive COBRA coverage and remit the appropriate payment to the Company as per the policy of the Company.

(j)The Company’s group term life insurance policy provides $500,000 of coverage, and upon termination, offers Executive the opportunity to convert to Whole Life

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(subject to acceptance by the insurer).  The “Life Insurance Payment” is an amount equal twelve (12) times the monthly premium for one of the following, as Executive elects:  (i) a Whole Life conversion policy through the Company’s group life insurer (subject to acceptance by the insurer); (ii) an existing life insurance policy or policies that Executive may currently have in place; or (iii) a new term life insurance policy.  The Company will pay only that pro-rated portion of the premium that represents coverage equal to Executive’s coverage under the group life insurance plan as of the date of this Agreement, that is, $500,000.

(k)The Company’s long-term disability insurance plan provides coverage of 60% of monthly earnings (but not more than $10,000, which amount may be reduced by deductible sources of income and disability earnings) after a 26 week elimination (waiting) period, and the insurer offers a portable policy after termination.  The “Disability Insurance Payment” is an amount equal to twelve (12) times the monthly premium for one of the following, as Executive elects:  (i) a portable long-term disability policy through the Company’s insurer (subject to acceptance by the insurer), (ii) an existing long-term disability insurance policy or policies that Executive may currently have in place, or (iii) a new personal long-term disability insurance policy obtained through other than the Company’s insurance policy.  The Company will pay only that pro-rated portion of the premium that represents coverage equal to Executive’s coverage under the group long-term disability insurance plan as of the date of this Agreement.

10.Survival.

The covenants, agreements, representations and warranties set forth in Sections 5, 6, 7 and 8 of this Agreement shall survive the termination or expiration of the Employment Term and Executive’s employment, irrespective of any investigation made by or on behalf of any party.

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11.Modification.

This Agreement sets forth the entire understanding of the parties with respect to the subject matter hereof, supersede all existing agreements between them concerning such subject matter and may be modified only by a written instrument duly executed by each party.

12.Notices.

Any notice or other communication required or permitted to be given hereunder shall be in writing and shall be delivered in person, by telecopy with electronic confirmation of delivery or by delivery to an internationally recognized carrier for overnight delivery to the party to whom it is to be given at the address of such party as set forth in the preamble to this Agreement (or to such other address as the party shall have furnished in writing in accordance with the provisions of this Section 12).  In the case of a notice to the Company, a copy of such notice (which copy shall not constitute notice) shall be delivered to Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.  Chrysler Center, 666 Third Avenue, New York, New York 10017, Attn:  Daniel L. DeWolf, Esq.  Any notice or other communication given by overnight delivery shall be deemed given at the time of delivery to the carrier, except for a notice changing a party’s address which shall be deemed given at the time of receipt thereof Any notice given by telecopy shall be deemed given at the time the notice or other communication is delivered with electronic confirmation of delivery.

13.Waiver.

Any waiver by either party of a breach of any provision of this Agreement shall not operate as or be construed to be a waiver of any other breach of such provision of this Agreement.  The failure of a party to insist upon strict adherence to any term of this Agreement on one or more occasions shall not be considered a waiver or deprive that party of the right thereafter to insist upon strict adherence to that term or any other term of this Agreement.  Any waiver must be in writing.

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14.Binding Effect.

Executive’s rights and obligations under this Agreement shall not be transferable by assignment or otherwise, such rights shall not be subject to encumbrance or the claims of Executive’s creditors, and any attempt to do any of the foregoing shall be void.  The provisions of this Agreement shall be binding upon and inure to the benefit of Executive and his heirs and personal representatives, and shall be binding upon and inure to the benefit of the Company and its successors and assigns.

15.Headings.

The headings in this Agreement are solely for the convenience of reference and shall be given no effect in the construction or interpretation of this Agreement.

16.Counterparts; Governing Law.

This Agreement may be executed in any number of counterparts (and by facsimile), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.  It shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to the rules governing the conflicts of laws.

[signature page follows]

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IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the date first written above.

CHYRONHEGO CORPORATION
By:	/s/ Roger L. Ogden
	Name: Roger L. Ogden
	Title: Chairman of the Board of Directors
	KEVIN PRINCE
	/s/ Kevin Prince

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EX-10.3

Exhibit 10.3 

Execution Copy

EMPLOYMENT AGREEMENT

THIS EMPLOYMENT AGREEMENT (the “Agreement”) is by and between CHYRONHEGO CORPORATION, a New York corporation (the “Company”), having its principal offices at 5 Hub Drive, Melville, New York 11747, and SOREN KJELLIN (“Executive”) having an address at 66 West 39th Street, Apt. 14D, New York, NY 10016.

WITNESSETH:

WHEREAS, the Company desires to employ the Executive and the Executive desires to become so employed by the Company on the terms and conditions hereinafter set forth;

NOW, THEREFORE, in consideration of the mutual premises and agreements contained herein, and intending to be legally bound hereby, the parties hereto agree as follows:

1.Nature of Employment:  Term of Employment.

(a)The Company hereby agrees to employ the Executive and the Executive agrees to become employed with the Company as its Chief Technology Officer (“CTO”), upon the terms and conditions contained herein, for a term commencing effective as of May 23, 2013 (the “Commencement Date”) and continuing until the third year anniversary of the Commencement Date, unless terminated earlier pursuant to Section 9 (the “Employment Term”).  To the extent the Agreement is not renewed following the end of the Employment Term and the Executive continues to be employed by the Company following the end of the Employment Term, the Executive’s employment will be at-will and this Agreement will be of no further force and effect except to the extent that it survives pursuant to the terms herein.

2.Duties and Powers as Employee.

(a)During the Employment Term, Executive shall be employed by the Company as its CTO.   Executive shall devote substantially his full working time to his duties as President.  In performance of his duties, Executive shall report directly to and be subject to the

direction of the Chief Executive Officer.  Executive shall have all the responsibilities, duties and authority as are generally associated with the position of CTO at a public company.

(b)Executive shall travel in accordance with the reasonable needs of the business, which shall require him to conduct business for the Company primarily in Melville, New York and such other locations as he deems reasonably necessary.  Business Class accommodations shall be permissible for any travel of three (3) hours or longer.

(c)It shall not be a violation of this Agreement for Executive to (A) serve on any civic or charitable boards or committees consistent with the Company’s conflicts of interest policies and corporate governance guidelines in effect from time to time, (B) serve as a director on any other for-profit corporation, provided that the Compensation Committee of the Board of Directors approves such appointment or election prior to Executive accepting such directorship, (C) deliver lectures and fulfill speaking engagements, or (D) manage his personal investments, so long as such activities do not materially interfere with the performance of Executive’s responsibilities as an executive officer of the Company.  It is expressly understood and agreed that to the extent that any such activities have been conducted by Executive and disclosed to the Company in writing prior to the Commencement Date, the continued conduct of such activities subsequent to the Commencement Date shall not thereafter be deemed to interfere with the performance of Executive’s responsibilities to the Company; provided, however, that the failure to disclose any such existing activities shall not create a presumption that such activities are in violation of this Agreement; and provided further, notwithstanding anything to the contrary in any written non-competition or similar provision between Executive and the Company, no activity so disclosed in writing by Executive shall be violative thereof.

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3.Compensation.

(a)During the Employment Term, as compensation for his services hereunder, the Company shall pay Executive a base salary (the “Base Salary”) at the annual rate of $250,000.  The Base Salary shall accrue day to day and be payable in equal installments bi-weekly, less required withholdings.

(b)In addition to the Base Salary, Executive will be eligible to participate in performance compensation and similar incentive plans and programs as may be adopted from time to time by the Company, subject to the terms of such plans or programs.

4.Expenses; Vacation; Insurance; Other Benefits.

(a)Executive shall be entitled to reimbursement for reasonable travel and other out-of-pocket expenses incurred in the performance of his duties hereunder, upon submission and approval of written statements and bills in accordance with the then regular policies and procedures of the Company for submission of expenses.

(b)Executive shall be entitled to twenty (20) days paid vacation time per annum or such other period as is in accordance with the regular procedures of the Company governing senior executive officers as determined from time to time by the Company’s Board of Directors.

(c)During the Employment Term, Executive shall be entitled to participate in all employee benefit plans and programs of the Company now or hereafter made available to all senior executives of the Company as a group, to the extent eligible, (including, without limitation, each retirement plan, supplemental and excess retirement plans, deferral savings plans, group life insurance, accident and death insurance, medical and dental insurance, sick leave, disability plans and fringe benefit plans) on a basis which is no less favorable than is made available to any other senior executive of the Company, except as otherwise provided herein.

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(d)Executive shall be covered by the Company’s directors’ and officers’ liability insurance policy, and errors and omissions coverage, if any, to the extent such coverage is generally provided by the Company to its directors and officers and to the fullest extent permitted by such insurance policies.  Nothing herein is or shall be deemed to be a representation by the Company that it provides, or a promise by the Company to obtain, maintain or continue any liability insurance coverage whatsoever for its executives.

5.Representations and Warranties of Employee.

(a)Executive represents and warrants to the Company that Executive is under no contractual or other obligation which would prevent him from becoming employed by the Company or the performance of his duties hereunder.

6.Non-Competition.

(a)Executive agrees that he will not:  (i) during the period he is employed by the Company, engage in, or otherwise directly or indirectly be employed by, or act as a consultant to, or be a director, officer, employee, owner, member or partner of, any other business or organization that is or shall then be competing with the Business (as defined below), and (ii) for the one year period following the termination of his employment, directly or indirectly, compete with or be engaged in the Business, or be employed by, or act as consultant to, or be a director, officer, employee, owner, member or partner of, any business or organization which, at the time of such cessation, competes with or is engaged in the Business, except that in each case the provisions of this Section 6 will not be deemed breached merely because Executive:  (A) owns not more than five percent (5%) of the outstanding common stock of a corporation, if, at the time of its acquisition by Executive, such stock is listed on a national securities exchange, is reported on NASDAQ, or is regularly traded in the over-the-counter market by a member of a national securities exchange; or (B) Executive is a passive investor in

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any fund in which he has no investment discretion.  This prohibition shall apply to the entire world in recognition of the fact that the Company operates on a multi-national basis.  “Business” shall mean (w) the design, manufacture, sale, re-sale, distribution or maintenance of character generators (software or hardware or a combination thereof) that are used by the broadcast and cable industries, (x) online graphics creation and work flow solutions or any other product or solution similar to those products or solutions marketed or distributed by the Axis Graphics division, (y) products or solutions similar to ChyTV, and/or (z) any other products or solutions acquired or developed by the Company while Executive is employed by the Company.  Notwithstanding the foregoing, this restrictive covenant shall not be applicable if Executive is terminated without Cause (as defined below).

(b)It is the intent of the parties to this Agreement that the provisions of this Section 6 shall be enforced to the fullest extent permissible under the laws and public policies applied in each jurisdiction in which enforcement is sought.  If any particular provisions or portions of this Section 6 shall be adjudicated to be invalid or unenforceable, such provisions or portion thereof shall be deemed amended to the minimum extent necessary to render such provision or portion valid and enforceable, such amendment to apply only with respect to the operation of such provisions or portions in the particular jurisdiction in which such adjudication is made.

(c)The parties acknowledge that damages and remedies at law for any breach of this Section 6 will be inadequate and that the Company shall be entitled to specific performance and other equitable remedies (including injunction) and such other relief as a court or tribunal may deem appropriate in addition to any other remedies the Company may have. 

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 Executive also waives the posting of any bond in connection with the issuance of any injunctive relief.

7.Patents; Copyrights.

Any interest in patents, patent applications, inventions, copyrights, developments, and processes (“Such Inventions”) which Executive now or hereafter during the period he is employed by the Company may own or develop relating to the fields in which the Company may then be engaged shall belong to the Company; and forthwith upon request of the Company, Executive shall execute all such assignments and other documents and take all such other action as the Company may reasonably request in order to vest in the Company all his right, title, and interest in and to Such Inventions, free and clear of all liens, charges and encumbrances.  The Company will reimburse Executive for any reasonable fees and expenses (including fees and expenses of counsel) incurred by Executive in connection with executing such assignments and documents and taking any such action at the request of the Company.

8.Confidential Information.

All confidential information which Executive may now possess or may obtain during his employment with the Company relating to the business of the Company shall not be published, disclosed, or made accessible by him to any other person, firm, corporation or entity during the Employment Term or anytime thereafter without the prior written consent of the Company; provided that the foregoing shall not apply to information which is generally known to the industry or the public, other than as a result of Executive’s breach of this covenant, and shall not preclude Executive from disclosing any such information to the extent such disclosure (i) is required by law; (ii) is necessary for the performance of his duties hereunder; or (iii) would, in the reasonable judgment of Executive, be in the best interest of the Company or is reasonably necessary in order to defend Executive or to enforce Executive’s rights under this Agreement in

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connection with any action or proceeding to which the Company or its affiliates is a party.  Executive shall return all such confidential information, in whatever form, electronic or otherwise, to the Company prior to or at the termination of his employment or at any time upon the Company’s demand.

9.Termination.

(a)The Company may terminate the Executive’s employment and the Employment Term for Cause (as defined below) effective as of the date set forth in written notice to Executive.  As used herein, “Cause” means Executive:  (i) is convicted of a felony crime; (ii) willfully commits any act or willfully omits to take any action in bad faith and to the material detriment of the Company; (iii) commits an act of active and deliberate fraud against the Company; or (iv) materially breaches any term of this Agreement and fails to correct such breach within ten (10) days after written notice of the commission thereof.  In the event that the Employment Term is terminated for Cause, then Executive shall be entitled to receive only his Base Salary at the rate provided in Section 3 earned but not paid as of the date on which termination shall take effect, and any unreimbursed expenses (the “Accrued Obligations”).  Thereafter, the Company shall have no further obligation to Executive under this Agreement.

(b)In the event that Executive shall be physically or mentally incapacitated or disabled or otherwise unable fully to discharge his duties hereunder for a period of one-hundred and twenty (120) consecutive days during the Employment Term as determined by the Company, then the Company may terminate the Executive’s employment upon thirty (30) days’ written notice to Executive (unless Executive is able to resume his duties during such notice period), and no further compensation shall be payable to Executive, except:  (i) as may otherwise be provided under any disability insurance policy, and (ii) the Accrued Obligations.

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(c)In the event that Executive shall die during the Employment Term, then Executive’s employment shall terminate on the date of Executive’s death, and no further compensation shall be payable to Executive, except: (i) as may otherwise be provided under any insurance policy or similar instrument, and (ii) the Accrued Obligations.

(d)Executive may terminate his employment and the Employment Term for any reason upon thirty (30) days prior written notice to the Company.  If the Executive terminates his employment, the Company will pay him the Accrued Obligations and thereafter shall have no further obligation to the Executive.

(e)The Company may terminate the Executive’s employment during the Employment Term without Cause. The Company shall give written notice of termination to Executive which shall state the date the termination is to be effective.  If the Company terminates the Executive without Cause during the Employment Term, or following the expiration of the Employment Term provided the Company has elected not to renew the Employment Term, the Executive shall be entitled to (i) continued payment of his Base Salary pursuant to the Company’s payroll schedule for a period of twelve (12) months (the “Severance Payment”); and (ii) an amount (the “Severance Benefits”), grossed up for federal state and local taxes, in lieu of participation in the Company’s life, long-term disability and health insurance plans for a period of twelve (12) months as set forth in Section 9(h); and (iii) the Accrued Obligations.  The Company’s payment of the Severance Payment and Severance Benefits shall be conditioned on Executive’s execution without revocation of a release of claims in favor of the Company (the “Release”) prior to the 60th day following the termination of Executive’s employment (the “Review Period”).  The Severance Benefits shall be paid in a lump sum on the Company’s first payroll date following the date the Release is effective and irrevocable (the “Payment Date”).  

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The Severance Payment will be paid pursuant to the Company’s payroll schedule over the twelve (12) month period following the date of termination, commencing on the Payment Date.  Notwithstanding anything to the contrary herein, in the event the Review Period commences in one taxable year of the Executive and ends in a later taxable year, all payments made pursuant to this Section 9(e) shall be paid in the later taxable year.  All payments made pursuant to this Section 9(e) shall not be subject to mitigation or any right of set-off.

(f)If any of the payments or benefits to be provided to Executive pursuant to Section 9 of this Agreement constitute “nonqualified deferred compensation” subject to 409A of the U.S. Tax Code (the “Code”) payable in connection with a “separation of service” under Section 409A(2)(a)(i) of the Code, the following interpretations apply to Section 9:  (i) any termination of Executive’s employment triggering payment of benefits under Section 9 must constitute a “separation from service” under Section 409A(a)(2)(A)(i) of the Code and Treas. Reg. §1.409A-1(h) before distribution of such benefits can commence.  To the extent that the termination of Executive’s employment does not constitute a separation of service under Section 409A(a)(2)(A)(i) of the Code and Treas. Reg. § 1.409A-1(h) (as the result of further services that are reasonably anticipated to be provided by Executive to the Company at the time Executive’s employment terminates under Section 9), any benefits payable under Section 9 that constitute non-qualified deferred compensation under Section 409A of the Code shall be delayed until after the date of a subsequent event constituting a separation of service under Section 409A(a)(2)(A)(i) of the Code and Treas. Reg. §1.409A-1(h).  For purposes of clarification, this Section 9(f) shall not cause any forfeiture of benefits on Executive’s part, but shall only act as a delay until such time as a “separation from service” occurs; (ii) if Executive is a “specified employee” (as that term is used in Section 409A of the Code and regulations and other guidance

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issued thereunder) on the date his separation from service becomes effective, any benefits payable under Section 9 that constitute non-qualified deferred compensation under Section 409A of the Code shall be delayed until the earlier of (A) business day following the six-month anniversary of the date his separation from service becomes effective, and (B) the date of his death, but only to the extent necessary to avoid such penalties under Section 409A of the Code.  On the earlier of (A) the business day following the six-month anniversary of the date his separation from service becomes effective, and (B) Executive’s death, the Company shall pay Executive in a lump sum the aggregate value of the non-qualified deferred compensation that the Company otherwise would have paid Executive prior to that date under Section 9 of this Agreement; (iii) it is intended that each installment of the payments and benefits provided under Section 9 of this Agreement shall be treated as a separate “payment” for purposes of Section 409A of the Code; and (iv) neither the Company nor Executive shall have the right to accelerate or defer the delivery of any such payments or benefits except to the extent specifically permitted or required by Section 409A of the Code.

(g)Notwithstanding anything to the contrary in this Agreement, any payment or benefit under this Agreement or otherwise that is exempt from Section 409A of the Code pursuant to Treas. Reg. § 1.409A-1(b)(9)(v)(A) or (C) (relating to certain reimbursements and in-kind benefits) shall be paid or provided to Executive only to the extent that the expenses are not incurred, or the benefits are not provided, beyond the last day of the second calendar year following the calendar year in which Executive’s separation of service occurs; and provided further that such expenses are reimbursed no later than the last day of the third calendar year following the calendar year in which Executive’s separation from service occurs.  To the extent any indemnification payment, expense reimbursement, or the provision of any in-kind benefit is

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determined to be subject to Section 409A (and not exempt pursuant to the prior sentence or otherwise), the amount of any such indemnification payment or expense eligible for reimbursement, or the provision of any in-kind benefit, in one calendar year shall not affect the indemnification payment, provision of in-kind benefits or expenses eligible for reimbursement in any other calendar year (except for any life-time or other aggregate limitation applicable to medical expenses), and in no event shall any indemnification payment or expenses be reimbursed after the last day of the calendar year following the calendar year in which Executive incurred such indemnification payment or expenses, and in no event shall any right to indemnification payment or reimbursement or the provision of any in-kind benefit be subject to liquidation or exchange for another benefit.

(h)Recognizing that such amount is subject to income and other taxes, the Severance Benefits payment shall include an amount equal to the amount of federal, state, and local income taxes incurred as a result of the Severance Benefits payment or any additional tax gross up payment on such payment.  The Severance Benefits payment shall be equal to the sum of the Health Care Payment, the Life Insurance Payment and the Disability Insurance Payment, all as described in Sections 9(i) through 9(k) below, plus the foregoing tax gross up.

(i)The “Health Care Payment” is an amount equal to the monthly premium amount charged by the Company for COBRA continuation coverage under the health care option in which Executive is enrolled at the time of Executive’s termination, times twelve (12).  To receive coverage under the Company’s health insurance plans, Executive must elect to receive COBRA coverage and remit the appropriate payment to the Company as per the policy of the Company.

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(j)The Company’s group term life insurance policy provides $500,000 of coverage, and upon termination, offers Executive the opportunity to convert to Whole Life (subject to acceptance by the insurer).  The “Life Insurance Payment” is an amount equal twelve (12) times the monthly premium for one of the following, as Executive elects:  (i) a Whole Life conversion policy through the Company’s group life insurer (subject to acceptance by the insurer); (ii) an existing life insurance policy or policies that Executive may currently have in place; or (iii) a new term life insurance policy.  The Company will pay only that pro-rated portion of the premium that represents coverage equal to Executive’s coverage under the group life insurance plan as of the date of this Agreement, that is, $500,000.

(k)The Company’s long-term disability insurance plan provides coverage of 60% of monthly earnings (but not more than $10,000, which amount may be reduced by deductible sources of income and disability earnings) after a 26 week elimination (waiting) period, and the insurer offers a portable policy after termination.  The “Disability Insurance Payment” is an amount equal to twelve (12) times the monthly premium for one of the following, as Executive elects:  (i) a portable long-term disability policy through the Company’s insurer (subject to acceptance by the insurer), (ii) an existing long-term disability insurance policy or policies that Executive may currently have in place, or (iii) a new personal long-term disability insurance policy obtained through other than the Company’s insurance policy.  The Company will pay only that pro-rated portion of the premium that represents coverage equal to Executive’s coverage under the group long-term disability insurance plan as of the date of this Agreement.

10.Survival.

The covenants, agreements, representations and warranties set forth in Sections 5, 6, 7 and 8 of this Agreement shall survive the termination or expiration of the Employment Term and Executive’s employment, irrespective of any investigation made by or on behalf of any party.

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11.Modification.

This Agreement sets forth the entire understanding of the parties with respect to the subject matter hereof, supersede all existing agreements between them concerning such subject matter and may be modified only by a written instrument duly executed by each party.

12.Notices.

Any notice or other communication required or permitted to be given hereunder shall be in writing and shall be delivered in person, by telecopy with electronic confirmation of delivery or by delivery to an internationally recognized carrier for overnight delivery to the party to whom it is to be given at the address of such party as set forth in the preamble to this Agreement (or to such other address as the party shall have furnished in writing in accordance with the provisions of this Section 12).  In the case of a notice to the Company, a copy of such notice (which copy shall not constitute notice) shall be delivered to Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.  Chrysler Center, 666 Third Avenue, New York, New York 10017, Attn:  Daniel L. DeWolf, Esq.  Any notice or other communication given by overnight delivery shall be deemed given at the time of delivery to the carrier, except for a notice changing a party’s address which shall be deemed given at the time of receipt thereof Any notice given by telecopy shall be deemed given at the time the notice or other communication is delivered with electronic confirmation of delivery.

13.Waiver.

Any waiver by either party of a breach of any provision of this Agreement shall not operate as or be construed to be a waiver of any other breach of such provision of this Agreement.  The failure of a party to insist upon strict adherence to any term of this Agreement on one or more occasions shall not be considered a waiver or deprive that party of the right

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thereafter to insist upon strict adherence to that term or any other term of this Agreement.  Any waiver must be in writing.

14.Binding Effect.

Executive’s rights and obligations under this Agreement shall not be transferable by assignment or otherwise, such rights shall not be subject to encumbrance or the claims of Executive’s creditors, and any attempt to do any of the foregoing shall be void.  The provisions of this Agreement shall be binding upon and inure to the benefit of Executive and his heirs and personal representatives, and shall be binding upon and inure to the benefit of the Company and its successors and assigns.

15.Headings.

The headings in this Agreement are solely for the convenience of reference and shall be given no effect in the construction or interpretation of this Agreement.

16.Counterparts; Governing Law.

This Agreement may be executed in any number of counterparts (and by facsimile), each of which shall be deemed an original, but all of which together shall constitute one and the same instrument.  It shall be governed by, and construed in accordance with, the laws of the State of New York, without giving effect to the rules governing the conflicts of laws.

[signature page follows]

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IN WITNESS WHEREOF, the parties have duly executed this Agreement as of the date first written above.

CHYRONHEGO CORPORATION
By:	/s/ Roger L. Ogden
	Name: Roger L. Ogden
	Title: Chairman of the Board of Directors
	SOREN KJELLIN
	/s/ Soren Kjellin

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EX-10.4

Exhibit 10.4

EIGHTH LOAN MODIFICATION AND WAIVER AGREEMENT

This Eighth Loan Modification and Waiver Agreement (this “Loan Modification Agreement”) is entered into as of August 5, 2013 by and between SILICON VALLEY BANK, a California corporation, with its principal place of business at 3003 Tasman Drive, Santa Clara, California 95054 and with a loan production office located at 505 Fifth Avenue, 11th Floor, New York, New York 10017 (“Bank”) and CHYRONHEGO CORPORATION, a New York corporation formerly known as Chyron Corporation, with its chief executive office located at 5 Hub Drive, Melville, New York 11747 (“Borrower”).

1.DESCRIPTION OF EXISTING INDEBTEDNESS AND OBLIGATIONS.  Among other indebtedness and obligations which may be owing by Borrower to Bank, Borrower is indebted to Bank pursuant to a loan arrangement dated as of June 19, 2008, evidenced by, among other documents, a certain Loan and Security Agreement dated as of June 19, 2008, between Borrower and Bank, as amended by a certain First Loan Modification Agreement dated as of April 16, 2009, between Borrower and Bank, as further amended by a certain Second Loan Modification Agreement dated as of June 18, 2009, between Borrower and Bank, as further amended by a certain Third Loan Modification Agreement dated as of March 24, 2010, between Borrower and Bank, as further amended by a certain Fourth Loan Modification Agreement dated as of March 24, 2011, between Borrower and Bank, as further amended by a certain Fifth Loan Modification Agreement dated as of December 28, 2011, between Borrower and Bank, as further amended by a certain Sixth Loan Modification Agreement dated as of August 13, 2012, between Borrower and Bank  and as further amended by a certain Seventh Loan Modification Agreement, dated as of March 1, 2013 (as amended, the “Loan Agreement”).  Capitalized terms used but not otherwise defined herein shall have the same meaning as in the Loan Agreement.

2.DESCRIPTION OF COLLATERAL.  Repayment of the Obligations is secured by the Collateral as described in the Loan Agreement (together with any other collateral security granted to Bank, the “Security Documents”).  Hereinafter, the Security Documents, together with all other documents evidencing or securing the Obligations, shall be referred to as the “Existing Loan Documents”.

3.DESCRIPTION OF CHANGE IN TERMS.

A.   Modifications to Loan Agreement.

1.   The Loan Agreement shall be amended by deleting the following definition appearing in Section 13.1 thereof:

“           “Revolving Line Maturity Date” is August 12, 2013.”

and inserting in lieu thereof the following:

“           “Revolving Line Maturity Date” is October 12, 2013.”

2.   The Compliance Certificate appearing as Exhibit D to the Loan Agreement is hereby replaced with the Compliance Certificate attached as Exhibit A hereto.

B.   Waivers.

1.   Bank hereby waives Borrower’s existing defaults under the Loan Agreement by virtue of Borrower’s failure to comply with (i) the Adjusted Quick Ratio financial covenant set forth in Section 6.7(a) thereof for the compliance periods ended May 31, 2013 and June 30, 2013; and (ii) the Maximum EBITDA Loss financial covenant set forth in Section 6.7(c) thereof for the quarterly compliance period ended June 30, 2013.  Bank’s waiver of Borrower’s compliance of said affirmative covenant shall apply only to the foregoing specific period.

4.FEES.  Borrower shall pay to Bank a modification fee equal to Fifteen Thousand Dollars ($15,000.00), which fee shall be due on the date hereof and shall be deemed fully earned as of the date hereof.  Borrower shall also reimburse Bank for all legal fees and expenses incurred in connection with this amendment to the Existing Loan Documents.

5.RATIFICATION OF PERFECTION CERTIFICATE.  Other than incorporating the new changed-name of the Borrower, Borrower hereby ratifies, confirms and reaffirms, all and singular, the terms and disclosures contained in a certain Perfection Certificate dated as of December 28, 2011, between Borrower and Bank (the “Perfection Certificate”), and acknowledges, confirms and agrees the disclosures and information Borrower provided to Bank in the Perfection Certificate have not changed, as of the date hereof.

6.CONSISTENT CHANGES.  The Existing Loan Documents are hereby amended wherever necessary to reflect the changes described above.

7.RATIFICATION OF LOAN DOCUMENTS.  Borrower hereby ratifies, confirms, and reaffirms all terms and conditions of all security or other collateral granted to Bank and confirms that the indebtedness secured thereby includes, without limitation, the Obligations.

8.NO DEFENSES OF BORROWER.  Borrower hereby acknowledges and agrees that Borrower has no offsets, defenses, claims, or counterclaims against Bank with respect to the Obligations, or otherwise, and that if Borrower now has, or ever did have, any offsets, defenses, claims, or counterclaims against Bank, whether known or unknown, at law or in equity, all of them are hereby expressly WAIVED and Borrower hereby RELEASES Bank from any liability thereunder.

9.CONTINUING VALIDITY.  Borrower understands and agrees that in modifying the existing Obligations, Bank is relying upon Borrower’s representations, warranties, and agreements, as set forth in the Existing Loan Documents.  Except as expressly modified pursuant to this Loan Modification Agreement, the terms of the Existing Loan Documents remain unchanged and in full force and effect.  Bank’s agreement to modifications to the existing Obligations pursuant to this Loan Modification Agreement in no way shall obligate Bank to make any future modifications to the Obligations.  Nothing in this Loan Modification Agreement shall constitute a satisfaction of the Obligations.  It is the intention of Bank and Borrower to retain as liable parties all makers of Existing Loan Documents, unless the party is expressly released by Bank in writing.  No maker will be released by virtue of this Loan Modification Agreement.

10.CONFIDENTIALITY.  Bank may use confidential information for the development of databases, reporting purposes, and market analysis, so long as such confidential information is aggregated and anonymized prior to distribution unless otherwise expressly permitted by Borrower.  The provisions of the immediately preceding sentence shall survive the termination of the Loan Agreement.

11.COUNTERSIGNATURE.  This Loan Modification Agreement shall become effective only when it shall have been executed by Borrower and Bank.

[The remainder of this page is intentionally left blank]

-2-

This Loan Modification Agreement is executed as of the date first written above.

BORROWER:

CHYRONHEGO CORPORATION

By: /s/ Jerry Kieliszak

Name: Jerry Kieliszak

Title: SVP & CFO, Treasurer and Corporate Secretary

BANK:

SILICON VALLEY BANK

By: /s/ Michael Quinn

Name: Michael Quinn

Title: Vice President

EXHIBIT A

EXHIBIT D - COMPLIANCE CERTIFICATE

TO:           SILICON VALLEY BANK                                                                                                     Date:

FROM:  CHYRONHEGO CORPORATION

The undersigned authorized officer of CHYRONHEGO CORPORATION (formerly known as Chyron Corporation, the “Borrower”) certifies that under the terms and conditions of the Loan and Security Agreement between Borrower and Bank (as amended, the “Agreement”), (1) Borrower is in complete compliance for the period ending _______________ with all required covenants except as noted below, (2) there are no Events of Default, (3) all representations and warranties in the Agreement are true and correct in all material respects on this date except as noted below; provided, however, that such materiality qualifier shall not be applicable to any representations and warranties that already are qualified or modified by materiality in the text thereof; and provided, further that those representations and warranties expressly referring to a specific date shall be true, accurate and complete in all material respects as of such date, (4) Borrower, and each of its Subsidiaries, has timely filed all required tax returns and reports, and Borrower has timely paid all foreign, federal, state and local taxes, assessments, deposits and contributions owed by Borrower except as otherwise permitted pursuant to the terms of Section 5.9 of the Agreement, and (5) no Liens have been levied or claims made against Borrower or any of its Subsidiaries relating to unpaid employee payroll or benefits of which Borrower has not previously provided written notification to Bank.  Attached are the required documents supporting the certification.  The undersigned certifies that these are prepared in accordance with GAAP consistently applied from one period to the next except as explained in an accompanying letter or footnotes.  The undersigned acknowledges that no borrowings may be requested at any time or date of determination that Borrower is not in compliance with any of the terms of the Agreement, and that compliance is determined not just at the date this certificate is delivered.  Capitalized terms used but not otherwise defined herein shall have the meanings given them in the Agreement.

Please indicate compliance status by circling Yes/No under “Complies” column.
Reporting Covenant	Required	Complies
Monthly financial statements with Compliance Certificate	Monthly within 30 days	Yes   No
Annual financial statement (CPA Audited)	FYE within 90 days	Yes   No
Transaction Reports	Monthly within 30 days and with each request for an Advance	Yes   No
A/R & A/P Agings	Monthly within 20 days	Yes   No
Board-approved projections	FYE within 60 days, and contemporaneously with any updates or changes thereto	Yes   No
Financial Covenant	Required	Actual	Complies
Maintain at all times:
Adjusted Quick Ratio (to be tested on the last day of each month)	1.20:1.0	____:1.0	Yes   No
Maximum EBITDA Loss (to be reported on the last day of each quarter)	$*	$________	Yes   No

*As set forth in Section 6.7(c) of the Agreement.

The following financial covenant analyses and information set forth in Schedule 1 attached hereto are true and accurate as of the date of this Certificate.

The following are the exceptions with respect to the certification above:  (If no exceptions exist, state “No exceptions to note.”)

---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

CHYRONHEGO CORPORATION     By:                                                        Name:                                                        Title:                                                          BANK USE ONLY   Received by:                                                        authorized signer Date:                                                          Verified:                                                        authorized signer Date:                                                          Compliance Status:                                         Yes     No

Schedule 1 to Compliance Certificate

Financial Covenants of Borrower

In the event of a conflict between this Schedule and the Loan Agreement, the terms of the Loan Agreement shall govern.

Dated:           ____________________

I.           Adjusted Quick Ratio (Section 6.7(a))

Required:                      1.20:1.00

Actual:                                ____:1.00

A.	Aggregate value of the unrestricted cash of Borrower	$
B.	Aggregate value of the net billed accounts receivable of Borrower	$
C.	Quick Assets (the sum of lines A through B)	$
D.	Aggregate value of Obligations to Bank	$
E.	Aggregate value of liabilities of Borrower (including all Indebtedness) that mature within one (1) year and current portion of Subordinated Debt permitted by Bank to be paid by Borrower	$
F.	Current Liabilities (the sum of lines D and E)	$
G	Deferred Revenue	$
H	Line F minus line G	$
I.	Adjusted Quick Ratio (line C divided by line H)

Is line I equal to or greater than 1.20:1.00?

_______                        No, not in compliance                                                                                     _______                         Yes, in compliance

II.           Maximum EBITDA Loss (Section 6.7(c))

Required:                      $_________ (as set forth in Section 6.7(c) of the Agreement)

Actual:                                $_________

_______                        No, not in compliance                                                                                     _______                        Yes, in compliance

EX-31.1

Exhibit 31.1

CERTIFICATIONS UNDER SECTION 302

I, Michael Wellesley-Wesley, certify that:

1.  I have reviewed this quarterly report on Form 10-Q of ChyronHego Corporation;

2.  Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

3.  Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

4.  The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)  designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)  designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

            c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

            5.  The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)  all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)  any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 14, 2013	/s/ Michael Wellesley-Wesley
	Michael Wellesley-Wesley
	Chief Executive Officer

EX-31.2

Exhibit 31.2

CERTIFICATIONS UNDER SECTION 302

I, Jerry Kieliszak, certify that:

1.  I have reviewed this quarterly report on Form 10-Q of ChyronHego Corporation;

2.  Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;

            3.  Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;

            4.  The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:

a)  designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;

b)  designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;

 c) evaluated the effectiveness of the registrant's disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and

d) disclosed in this report any change in the registrant's internal control over financial reporting that occurred during the registrant's most recent fiscal quarter (the registrant's fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant's internal control over financial reporting; and

5.  The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):

a)  all significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant's ability to record, process, summarize and report financial information; and

b)  any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant's internal control over financial reporting.

Date: August 14, 2013	/s/ Jerry Kieliszak
	Jerry Kieliszak
	Senior Vice President and Chief Financial Officer

EX-32.1

Exhibit 32.1

Certification of Principal Executive Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of ChyronHego Corporation, a New York corporation (the "Company"), hereby certifies that:

The Quarterly Report for the quarter ended June 30, 2013 (the "Form 10-Q") of the Company fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act, as applicable, and the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated:	August 14, 2013	/s/ Michael Wellesley-Wesley
		Michael Wellesley-Wesley
		Principal Executive Officer

EX-32.2

Exhibit 32.2

Certification of Principal Financial Officer

Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002

Pursuant to section 906 of the Sarbanes-Oxley Act of 2002 (subsections (a) and (b) of section 1350, chapter 63 of title 18, United States Code), the undersigned officer of ChyronHego Corporation, a New York corporation (the "Company"), hereby certifies that:

The Quarterly Report for the quarter ended June 30, 2013 (the "Form 10-Q") of the Company fully complies with the requirements of Section 13(a) or 15(d) of the Exchange Act, as applicable, and the information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Company.

Dated:	August 14, 2013	/s/ Jerry Kieliszak
		Jerry Kieliszak
		Senior Vice President and
		Principal Financial Officer

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Note 11 - Segment and Geographic Information

6 Months Ended

Jun. 30, 2013

Segment Reporting [Abstract]

Segment Reporting Disclosure [Text Block]

11.           SEGMENT AND GEOGRAPHIC INFORMATION

Revenues by geography are based on the country in which the end user customer resides and are detailed as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
North America	$	6,499	$	5,148	$	11,752	$	10,820
Europe, Middle East and Africa (EMEA)		3,660		808		4,872		1,809
Latin America		374		710		965		1,482
Asia		183		1,018		1,144		1,450
	$	10,716	$	7,684	$	18,733	$	15,561

Prior to the Business Combination with Hego, the Company operated as one reporting unit. As a result of the Business Combination the Company will be organized, managed and internally reported as two segments. Because the Company will not evaluate performance based upon return on assets at the operating segment level, assets are not tracked internally by segment, and therefore, segment asset information is not presented at this time. In addition, due to the preliminary status of the purchase price allocation, goodwill has not been allocated to reporting segments.

Operating segment data is as follows (in thousands):

	Three Months Ended June 30, 2013			Six Months Ended June 30, 2013
Revenues:
Hego	$	2,307		$	2,307
Chyron		8,409			16,426
	$	10,716		$	18,733
Operating income (loss):
Hego	$	240		$	240
Chyron		799			1,346
Unallocated corporate expense		(2,889	)		(4,245	)
	$	(1,850	)	$	(2,659	)

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Note 11 - Segment and Geographic Information (Details) - Operating Segment Data (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Revenues:
Revenues	$ 10,716	$ 7,684	$ 18,733	$ 15,561
Operating income (loss):
Operating Income (loss):	(1,850)	(1,089)	(2,659)	(2,163)
Unallocated corporate expense	(2,889)		(4,245)
Hego [Member]
Revenues:
Revenues	2,307		2,307
Operating income (loss):
Operating Income (loss):	240		240
Chyron [Member]
Revenues:
Revenues	8,409		16,426
Operating income (loss):
Operating Income (loss):	$ 799		$ 1,346

XML

Consolidated Statements of Operations (Unaudited) (USD $) In Thousands, except Per Share data, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Product revenues	$ 6,744	$ 5,771	$ 12,718	$ 11,573
Service revenues	3,972	1,913	6,015	3,988
Total revenues	10,716	7,684	18,733	15,561
Cost of sales	3,385	2,365	5,680	4,700
Gross profit	7,331	5,319	13,053	10,861
Selling, general and administrative	6,836	4,479	11,587	9,164
Research and development	2,345	1,929	4,125	3,860
Total operating expenses	9,181	6,408	15,712	13,024
Operating loss	(1,850)	(1,089)	(2,659)	(2,163)
Interest expense, net	(95)	(4)	(109)	(9)
Other loss, net	(39)	(13)	(122)	(6)
Loss before taxes	(1,984)	(1,106)	(2,890)	(2,178)
Income tax (expense) benefit, net	(93)	476	(104)	597
Net loss	(2,077)	(630)	(2,994)	(1,581)
Less: Net income attributable to Non controlling interests	8		8
Net loss attributable to ChyronHego shareholders	$ (2,085)	$ (630)	$ (3,002)	$ (1,581)
Net loss per share attributable to ChyronHego shareholders- basic (in Dollars per share)	$ (0.09)	$ (0.04)	$ (0.15)	$ (0.09)
Net loss per share attributable to ChyronHego shareholders- diluted (in Dollars per share)	$ (0.09)	$ (0.04)	$ (0.15)	$ (0.09)
Basic (in Shares)	22,989	16,898	20,191	16,852
Diluted (in Shares)	22,989	16,898	20,191	16,852

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Note 4 - Long-Term Debt

6 Months Ended

Jun. 30, 2013

Debt Disclosure [Abstract]

Debt Disclosure [Text Block]

4.             LONG-TERM DEBT

Long-term debt consists of the following (in thousands):

	June 30, 2013			December 31, 2012
Revolving credit facilities - Sweden	$	824		$	-
Term loans - Europe		419			-
Term loan - US		537			677
Other		64			-
		1,844			677
Less: portion due within one year		(1,269	)		(280	)
	$	575		$	397

Revolving credit facilities - Sweden

As a result of the Business Combination, the Company has revolving credit facilities in Sweden that total $1.15 million of which $0.824 million is outstanding at June 30, 2013. The revolving credit facilities have expiration dates of December 31, 2013 and automatically renew for twelve month periods, unless notified by the lender ninety days prior to expiration. The interest rate on these revolving credit facilities is 5.95%. The revolving credit agreements are collateralized by the assets of certain Swedish subsidiaries of the Company.

Term loans - Europe

As a result of the Business Combination, the Company also has three term loans related to its European operations that total $0.42 million. Two of the term loans require principal payments totaling $10 thousand per month and bear interest at rates that range between 7.45% and 7.75% and will mature in 2014 and 2015. The third term loan, which has an outstanding balance of $0.2 million, bears interest that is payable quarterly at 15%, requires no principal payments and will be due on December 31, 2014.

Credit facility and term loan - US

In March 2013, the Company entered into a seventh loan modification agreement and amended its loan and security agreement (the "Revised Credit Facility") with Silicon Valley Bank ("SVB"). Under this Revised Credit Facility, the expiration date of the facility remained at August 12, 2013 and the revolving line of credit (the "Revolving Line") was reduced from $3.0 million to $2.0 million. Available borrowings under the Revolving Line was changed from 80% of eligible accounts receivable to 80% of eligible accounts receivable less the amount of principal outstanding under the term loan that forms part of the Revised Credit Facility, as described below. The Revolving Line continues to bear interest at a floating annual rate equal to SVB's prime rate ("Prime") +1.75%. The Company also has a term loan with SVB, that was unchanged under the Revised Credit Facility, whereby advances were available to be drawn through December 31, 2012 in minimum amounts of $0.25 million.

At June 30, 2013, available borrowings under the Revolving Line were approximately $2 million but no borrowings were outstanding. During the fourth quarter of 2012, the Company took two advances of $0.35 million each from the term loan and the balance outstanding at June 30, 2013 was $0.5 million. The term loan bears interest at Prime +2.25% (which was 6.25% at June 30, 2013) and principal and interest are being repaid over thirty months.

On August 5, 2013 the Company entered into a loan modification and waiver agreement with Silicon Valley Bank ("SVB") whereby the expiration date of the Revised Credit Facility has been extended to October 12, 2013 with the intention that the Company and SVB will enter into a new credit facility prior to that date.

Pursuant to the Revised Credit Facility, the financial covenants were modified. The Company is required to maintain financial covenants based on an adjusted quick ratio ("AQR") of at least 1.2 to 1.0, measured at each calendar month-end, and the minimum tangible net worth covenant was replaced by a maximum EBITDA loss/profitability covenant (tested at quarter end) effective with the first quarter of 2013. Additionally, if the Company's AQR falls below 1.5x at any month-end during the remaining term of the facility, then any borrowings under the Revolving Line will be repaid by SVB applying collections from the Company's SVB collateral account (for receipts by wire) and SVB lockbox account (for receipts by check) to reduce the revolving loan balance on a daily basis, until such time as the month-end AQR is again 1.5x or greater. If the AQR at month-end is 1.5x or greater, the Company will maintain a static loan balance and all collections will be deposited into the Company's operating account. Due to the Business Combination with Hego, which was not anticipated when the covenant requirements were established, the Company failed to meet the financial covenants at May 31, 2013 and June 30, 2013, and obtained waivers from SVB with respect to those financial covenants. As is usual and customary in such lending agreements, the agreements also contain certain non-financial requirements, such as required periodic reporting to the bank and various representations and warranties. The lending agreement also restricts the Company's ability to pay dividends without the bank's consent.

The Revised Credit Facility is collateralized by the Company's assets, except for (i) its intellectual property rights which are subject to a negative pledge arrangement with the bank, and (ii) any equipment whose purchase is financed by any other lender or lessor, solely to the extent the security agreement with such lender or lessor prohibits junior liens on such equipment, and only until the lien held by such lender or lessor is terminated or released with respect to such equipment.

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Note 7 - Income Taxes (Tables)

6 Months Ended

Jun. 30, 2013

Income Tax Disclosure [Abstract]

Schedule of Deferred Tax Assets and Liabilities [Table Text Block]

	June 30, 2013			December 31, 2012
Deferred tax assets:
Net operating loss carryforwards	$	14,743		$	14,491
Inventory		1,771			1,769
Other liabilities		3,365			3,055
Fixed assets		409			440
Other temporary differences		681			589
		20,969			20,344
Deferred tax valuation allowance		(20,716	)		(20,344	)
	$	253		$	-

Schedule of Components of Income Tax Expense (Benefit) [Table Text Block]

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Current:
State and foreign	$	(37	)	$	(11	)	$	(48	)	$	(23	)
Deferred:
State		-			22			10			31
Federal		(4	)		465			339			589
Foreign		(33	)		-			(33	)		-
		(37	)		487			316			620
Valuation allowance		(19	)		-			(372	)		-
Income tax (expense) benefit, net	$	(93	)	$	476		$	(104	)	$	597

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Note 1 - Basis of Presentation (Tables)

6 Months Ended

Jun. 30, 2013

Disclosure Text Block [Abstract]

Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block]

	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Basic weighted average shares outstanding		22,989		16,898		20,191		16,852
Effect of dilutive stock options		-		-		-		-
Effect of dilutive restricted stock units		-		-		-		-
Diluted weighted average shares outstanding		22,989		16,898		20,191		16,852
Weighted average shares which are not included in the calculation of diluted earnings (loss) per share because their impact is anti-dilutive:
Stock options		3,340		2,738		3,172		2,684
Restricted stock units		-		186		60		190
		3,340		2,924		3,232		2,874

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Note 8 - Business Combination (Details) - Proforma Results of Operations (USD $)	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Proforma Results of Operations [Abstract]
Net sales	$ 24,607,000	$ 23,310,000
Net loss	(4,453,000)	(2,050,000)
Net loss per share - basic and diluted	$ (150)	$ (70)

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Note 6 - Product Warranty (Details)	6 Months Ended
	Jun. 30, 2013
Product Warranties Disclosures [Abstract]
Standard Product Warranty Description	one

XML

Note 1 - Basis of Presentation (Details) - Basic Earnings (Loss) Per Share In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]
Basic weighted average shares outstanding	22,989	16,898	20,191	16,852
Dilutive Shares	22,989	16,898	20,191	16,852
Weighted average shares which are not included in the calculation of diluted earnings (loss) per share because their impact is anti-dilutive:
Antidilutive shares	3,340	2,924	3,232	2,874
Equity Option [Member]
Weighted average shares which are not included in the calculation of diluted earnings (loss) per share because their impact is anti-dilutive:
Antidilutive shares	3,340	2,738	3,172	2,684
Restricted Stock Units (RSUs) [Member]
Weighted average shares which are not included in the calculation of diluted earnings (loss) per share because their impact is anti-dilutive:
Antidilutive shares		186	60	190

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Note 11 - Segment and Geographic Information (Tables)

6 Months Ended

Jun. 30, 2013

Segment Reporting [Abstract]

Schedule of Revenue from External Customers Attributed to Foreign Countries by Geographic Area [Table Text Block]

	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
North America	$	6,499	$	5,148	$	11,752	$	10,820
Europe, Middle East and Africa (EMEA)		3,660		808		4,872		1,809
Latin America		374		710		965		1,482
Asia		183		1,018		1,144		1,450
	$	10,716	$	7,684	$	18,733	$	15,561

Schedule of Segment Reporting Information, by Segment [Table Text Block]

	Three Months Ended June 30, 2013			Six Months Ended June 30, 2013
Revenues:
Hego	$	2,307		$	2,307
Chyron		8,409			16,426
	$	10,716		$	18,733
Operating income (loss):
Hego	$	240		$	240
Chyron		799			1,346
Unallocated corporate expense		(2,889	)		(4,245	)
	$	(1,850	)	$	(2,659	)

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Note 8 - Business Combination (Details) - Acquisition Purchase Price Allocation (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012
Note 8 - Business Combination (Details) - Acquisition Purchase Price Allocation [Line Items]
Intangible assets	$ 10,238	$ 559
Goodwill	16,621	2,066
	24,592
Hego [Member]
Note 8 - Business Combination (Details) - Acquisition Purchase Price Allocation [Line Items]
Net fair value of assets acquired	107
Intangible assets	9,930
Goodwill	$ 14,555

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Note 4 - Long-Term Debt (Details) (USD $)		6 Months Ended					6 Months Ended	12 Months Ended	3 Months Ended	6 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013 Term Loan, Europe, First and Second [Member]	Jun. 30, 2013 Term Loan, Europe, First and Second [Member] Minimum [Member]	Jun. 30, 2013 Term Loan, Europe, First and Second [Member] Maximum [Member]	Jun. 30, 2013 Term Loan, Europe, Third [Member]	Jun. 30, 2013 Reduced Amount [Member] Revolving Credit Facility [Member]	Jun. 30, 2013 Revolving Credit Facility [Member]	Dec. 31, 2012 Revolving Credit Facility [Member]	Dec. 31, 2012 Term Loan [Member]	Jun. 30, 2013 Term Loan [Member]	Jun. 30, 2013 Term Loan, Europe, Third [Member]	Jun. 30, 2013 Minimum [Member] Revolving Credit Facility [Member]	Jun. 30, 2013 Maximum [Member] Revolving Credit Facility [Member]
Note 4 - Long-Term Debt (Details) [Line Items]
Line of Credit Facility, Current Borrowing Capacity (in Dollars)							$ 1,150,000
Line of Credit Facility, Amount Outstanding (in Dollars)	824,000						824,000			500,000	200,000
Line of Credit Facility, Interest Rate During Period							5.95%
Debt Instrument, Face Amount (in Dollars)										420,000
Debt Instrument, Periodic Payment, Principal (in Dollars)		10,000
Debt Instrument, Interest Rate, Stated Percentage			7.45%	7.75%	15.00%					6.25%
Line of Credit Facility, Maximum Borrowing Capacity (in Dollars)						2,000,000	3,000,000
Line of Credit Facility Advance Rate Percentage of Elligible Accounts Receivable							80.00%
Line of Credit Facility Advance Rate Percentage of Elligible Accounts Receivable Less Principal Outstanding							80.00%
Term Loan Minimum Draw Amounts (in Dollars)								250,000
Line of Credit Facility, Remaining Borrowing Capacity (in Dollars)							2,000,000
Number of Draws From Credit Facility During the Period									2
Line of Credit Facility Advance (in Dollars)									$ 350,000
Term Loan Duration of Payments Periods										30 months
Debt Instrument, Covenant Terms, Adjusted Quick Ratio												1.0	1.2
Minimum Adjusted Quick Ratio							1.5

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Note 7 - Income Taxes (Details) (USD $)				6 Months Ended			6 Months Ended
	Jun. 30, 2013	Dec. 31, 2012	Jun. 30, 2013 Expiring 2012-2030 [Member]	Jun. 30, 2013 Minimum State Tax Statute of Limitations [Member]	Jun. 30, 2013 Maximum State Tax Statute of Limitations [Member]	Jun. 30, 2013 Unrecorded Deferred Tax Asset, Exercise of Disqualifying Stock Options [Member]	Jun. 30, 2013 Maximum [Member]
Note 7 - Income Taxes (Details) [Line Items]
Deferred Tax Assets, Gross (in Dollars)	$ 20,969,000	$ 20,344,000				$ 1,000,000
Operating Loss Carryforwards (in Dollars)			$ 44,000,000
Other Information Pertaining to Income Taxes				four	six		ten

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Note 9 - Due to Related Parties (Details)	6 Months Ended
	Jun. 30, 2013
Related Party Transactions [Abstract]
Related Party Transaction, Rate	5.95%

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Note 2 - Long-Term Incentive Plans (Details) - Restricted Stock Units	6 Months Ended
	Jun. 30, 2013
Restricted Stock Units [Abstract]
Nonvested at January 1, 2013	343,161
Granted	329,164
Vested	(672,325)

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Note 8 - Business Combination (Details) (USD $)	6 Months Ended		3 Months Ended	6 Months Ended	36 Months Ended			6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013 Contingent Consideration Adjustment Charge [Member]	Jun. 30, 2013 Transaction Costs [Member]	Jun. 30, 2013 Transaction Costs [Member]	Dec. 31, 2015 Earn-Out Shares [Member]	Jun. 30, 2013 Earn-Out Shares [Member]	Jun. 30, 2013 Fair Value, Inputs, Level 3 [Member]	Jun. 30, 2013 Cash [Member]	Dec. 31, 2015 Maximum [Member] Earn-Out Shares [Member]
Note 8 - Business Combination (Details) [Line Items]
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares)	12,199,431				18,299,147
Business Combination Percentage of Total Shares Issuable	40.00%								50.00%
Business Combination, Excercise Price of Outstanding Options and RSAs	$ 1.25
Business Combination, Consideration Transferred	24,592,000							500,000
Business Acquisition, Equity Interest Issued or Issuable, Value Assigned	16,600,000					7,500,000
Business Combination, Contingent Consideration Arrangements, Change in Amount of Contingent Consideration, Liability		55,000
Business Combination, Contingent Consideration, Liability							7,555,000
Business Combination, Acquisition Related Costs			$ 300,000	$ 1,000,000

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Note 8 - Business Combination (Tables)

6 Months Ended

Jun. 30, 2013

Business Combinations [Abstract]

Revenue Recognition, Milestone Method [Table Text Block]

Revenue milestones	Additional shares
$15.5 million in 2013		2,772,598
$16.0 million in 2014		1,584,342
$16.5 million in 2015		1,742,776
Total		6,099,716
Or, alternatively, if $33.0 million for 2013 and 2014 combined		6,099.716

Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block]

Net fair value of assets acquired	$	107
Intangible assets		9,930
Goodwill		14,555
	$	24,592

Schedule of Intangible Assets [Table Text Block]

			Estimated useful life
Definite-lived intangibles:
Customer relationships	$	6,400		10
Proprietary technology		800		15
Other intangibles		830		15
Indefinite-lived intangibles:
Tradename		1,900		-
	$	9,930

Business Acquisition, Pro Forma Information [Table Text Block]

	June 30,
	2013			2012
Net sales	$	24,607		$	23,310
Net loss		(4,453	)		(2,050	)
Net loss per share - basic and diluted	$	(0.15	)	$	(0.07	)

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Consolidated Statements of Cash Flows (Unaudited) (USD $)	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012
Cash Flows from Operating Activities
Net loss	$ (2,994,000)	$ (1,581,000)
Adjustments to reconcile net loss to net cash from operating activities:
Depreciation and amortization	768,000	441,000
Deferred tax allowance	372,000
Deferred income tax benefit	(316,000)	(620,000)
Inventory provisions		10,000
Share-based payment arrangements	2,384,000	479,000
Shares issued for 401(k) match	128,000	153,000
Other	55,000	(19,000)
Changes in operating assets and liabilities, net of acquisition:
Accounts receivable	(1,631,000)	98,000
Inventories	(401,000)	101,000
Prepaid expenses and other assets	(69,000)	(99,000)
Accounts payable and accrued expenses	1,837,000	(28,000)
Deferred revenue	52,000	347,000
Other liabilities	339,000	(265,000)
Net cash provided by (used in) operating activities	524,000	(983,000)
Cash Flows from Investing Activities
Acquisitions of property and equipment	(714,000)	(323,000)
Purchase of business, net of cash acquired	(28,000)
Net cash used in investing activities	(742,000)	(323,000)
Cash Flows from Financing Activities
Proceeds from borrowings	222,000
Proceeds from exercise of stock options	2,000
Payments on capital lease obligations	(102,000)	(19,000)
Repayments on debt	(213,000)	(135,000)
Net cash used in financing activities	(91,000)	(154,000)
Effect of exchange rate changes on cash and cash equivalents	15,000
Change in cash and cash equivalents	(294,000)	(1,460,000)
Cash and cash equivalents at beginning of period	2,483,000	4,216,000
Cash and cash equivalents at end of period	2,189,000	2,756,000
Supplemental Cash Flow Information:
Common stock issued for acquisition	16,591,000
At Acquisition Date [Member] | Fair Value, Inputs, Level 3 [Member]
Supplemental Cash Flow Information:
Contingent consideration for acquisition	7,500,000
Fair Value, Inputs, Level 3 [Member]
Supplemental Cash Flow Information:
Contingent consideration for acquisition	$ 7,555,000

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Note 2 - Long-Term Incentive Plans

6 Months Ended

Jun. 30, 2013

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Disclosure of Compensation Related Costs, Share-based Payments [Text Block]

2.             LONG-TERM INCENTIVE PLANS

Pursuant to the 2008 Long-term Incentive Plan (the "Plan"), the Company may grant stock options (non-qualified or incentive), stock appreciation rights, restricted stock, restricted stock units and other share-based awards to employees, directors and other persons who serve the Company. The Plan is overseen by the Compensation Committee of the Board of Directors, which approves the timing and circumstances under which share-based awards may be granted. At June 30, 2013 there were 3.5 million shares available to be granted under the Plan, which includes 3.0 million shares that were approved for issuance under the Plan by the Company's stockholders in May 2013. The Company issues new shares to satisfy the exercise or release of share-based awards. Under the provisions of Accounting Standards Codification Topic 718 Stock Compensation, all share-based payments are required to be recognized in the statement of operations based on their fair values at the date of grant.

The fair value of each option award is estimated using a Black-Scholes option valuation model. Expected volatility is based on the historical volatility of the price of the Company's stock. The risk-free interest rate is based on U.S. Treasury issues with a term equal to the expected life of the option. The Company uses historical data to estimate expected dividend yield, expected life and forfeiture rates. Options generally have a life of 10 years and have either time-based or performance-based vesting features. Time-based awards generally vest over a three year period, while the performance-based awards vest upon the achievement of specific performance targets. There were no options granted during the three months ended June 30, 2013. The fair values of the options granted during the three months ended June 30, 2012 and the six months ended June 30, 2013 and 2012, were estimated based on the following weighted average assumptions:

	Three Months Ended June 30,			Six Months Ended June 30,
	2012			2013			2012
Expected volatility		68.49	%		76.23	%		69.44	%
Risk-free interest rate		0.94	%		1.06	%		1.32	%
Expected dividend yield		0.00	%		0.00	%		0.00	%
Expected life (in years)		6.0			6.0			6.0
Estimated fair value per option granted		$0.85			$0.87			$0.97

The following table presents a summary of the Company's stock option activity for the six months ended June 30, 2013:

	Number of Options
Outstanding at January 1, 2013		4,294,273
Granted		60,000
Exercised		(52,428	)
Forfeited and cancelled		(112,918	)
Outstanding at June 30, 2013		4,188,927

The Company also grants restricted stock units, or RSUs, that entitle the holder to a share of Company common stock. The fair value of an RSU is equal to the market value of a share of common stock on the date of grant.

The following table presents a summary of the Company's RSU activity for the six months ended June 30, 2013:

	Shares
Nonvested at January 1, 2013		343,161
Granted		329,164
Vested		(672,325	)
Nonvested at June 30, 2013		-

On May 22, 2013 the Business Combination of Chyron and Hego, as discussed in Note 8 to these Consolidated Financial Statements, constituted a change in control under the Company's long-term incentive plans. As a result, at the closing of the Business Combination, all outstanding awards became immediately exercisable and fully vested, without regard to any time and/or performance vesting conditions. As a result, the Company recorded a charge of $1.3 million, representing the unamortized expense related to the vesting of such equity awards.

On May 2, 2013 the Company implemented a restructuring plan to reduce operating costs that resulted in the reduction of its workforce by 20 employees. All affected employees were provided with an adjustment in the terms of their stock options and/or RSUs that were outstanding on their termination date. Subject to a properly executed release by the affected employees, the stock option and RSU awards were amended to permit those awards to vest at their termination date regardless of performance conditions if any in the original award, and the expiration date for exercise of the stock options was extended through the end of the original term of the stock option, usually ten years from date of grant, rather than expiring ninety days after the employee's termination date as stated in the original awards. As a result, the Company recorded a charge of approximately $0.4 million associated with the modifications of these awards.

In addition, each year the Company adopts a Management Incentive Compensation Plan (the "Incentive Plan") that entitles recipients to a combination of cash and equity awards based on achievement of certain performance and service criteria in the fiscal years for which the Incentive Plan is adopted. During the three and six months ended June 30, 2013 the Company recorded an expense of $0.3 million and $0.5 million, respectively, associated with the awards under these Plans of which 65% is payable in common stock. During the six months ended June 30, 2012 no expense was recorded.

The Company amortizes share-based compensation expense over the vesting period on a straight line basis. The impact on the Company's results of operations of recording share-based compensation expense is as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Cost of sales	$	11	$	19	$	28	$	38
Research and development		67		69		154		165
Selling, general and administrative		1,966		87		2,202		276
	$	2,044	$	175	$	2,384	$	479

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Note 5 - Benefit Plans

6 Months Ended

Jun. 30, 2013

Compensation and Retirement Disclosure [Abstract]

Pension and Other Postretirement Benefits Disclosure [Text Block]

5.             BENEFIT PLANS

The net periodic benefit cost relating to the Company's U.S. Pension Plan is as follows (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Service cost	$	135		$	130		$	281		$	260
Interest cost		98			88			188			176
Expected return on plan assets		(98	)		(87	)		(198	)		(174	)
Amortization of net loss		57			41			123			82
Amortization of prior service cost		(2	)		(2	)		(4	)		(4	)
	$	190		$	170		$	390		$	340

The Company's policy is to fund the minimum contributions required under the Employee Retirement Income Security Act (ERISA) and, subject to cash flow levels, the Company may choose to make a discretionary contribution to its pension plan to reduce the unfunded liability. In the second quarter of 2013 the Company made a required contribution of $0.1 million to its pension plan and, based on current assumptions, the Company expects to make required contributions of $0.4 million in the next twelve months.

The Company has adopted a 401(k) Plan exclusively for the benefit of participants and their beneficiaries. All U.S. employees of the Company are eligible to participate in the 401(k) Plan. The Company may make discretionary matching contributions of the compensation contributed by the participant. The Company has the option of making the matching contributions in cash or through shares of Company common stock. During the six months ended June 30, 2013 and 2012, the Company issued 139 thousand and 110 thousand shares of common stock in connection with the Company match for the Company's 401(k) Plan in lieu of an aggregate cash match of $128 thousand and $153 thousand, respectively.

Substantially all employees of the Company's foreign subsidiaries receive pension coverage, at least to the extent required, through plans that are governed by local statutory requirements. Contributions to these plans are typically based on specified percentages of the employees' salaries.

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Note 3 - Inventories

6 Months Ended

Jun. 30, 2013

Inventory Disclosure [Abstract]

Inventory Disclosure [Text Block]

3.             INVENTORIES

Inventories, net are comprised of the following (in thousands):

	June 30, 2013		December 31, 2012
Finished goods	$	241	$	465
Work-in-progress		487		468
Raw material		1,958		1,352
	$	2,686	$	2,285

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Note 7 - Income Taxes (Details) - Deferred Income Taxes (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Deferred tax assets:
Net operating loss carryforwards	$ 14,743	$ 14,491
Inventory	1,771	1,769
Other liabilities	3,365	3,055
Fixed assets	409	440
Other temporary differences	681	589
	20,969	20,344
Deferred tax valuation allowance	(20,716)	(20,344)
	$ 253

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Note 2 - Long-Term Incentive Plans (Details) (USD $) Share data in Millions, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	May 31, 2013
Note 2 - Long-Term Incentive Plans (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in Shares)	3.5		3.5		3.0
Share-based Compensation Arrangement by Share-based Payment Award Option Life			10 years
Share-based Compensation	$ 2,044,000	$ 175,000	$ 2,384,000	$ 479,000
Number of Positions Reduced	20		20
Percentage Share Based Compensation Payable With Common Stock			65.00%
Time-based Awards [Member]
Note 2 - Long-Term Incentive Plans (Details) [Line Items]
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period			3 years
Modifications to the Awards [Member]
Note 2 - Long-Term Incentive Plans (Details) [Line Items]
Share-based Compensation			400,000
Management Incentive Compensation Plan [Member]
Note 2 - Long-Term Incentive Plans (Details) [Line Items]
Share-based Compensation	300,000		500,000	0
Unamortized Expense Related to Vesting of Awards [Member]
Note 2 - Long-Term Incentive Plans (Details) [Line Items]
Share-based Compensation			$ 1,300,000

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Note 2 - Long-Term Incentive Plans (Details) - Share-based Compensation Allocation (USD $)	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated Share-Based Compensation	$ 2,044,000	$ 175,000	$ 2,384,000	$ 479,000
Cost of Sales [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated Share-Based Compensation	11,000	19,000	28,000	38,000
Research and Development Expense [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated Share-Based Compensation	67,000	69,000	154,000	165,000
Selling, General and Administrative Expenses [Member]
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items]
Allocated Share-Based Compensation	$ 1,966,000	$ 87,000	$ 2,202,000	$ 276,000

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Note 5 - Benefit Plans (Details) - Net Periodic Benefit Cost (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net Periodic Benefit Cost [Abstract]
Service cost	$ 135	$ 130	$ 281	$ 260
Interest cost	98	88	188	176
Expected return on plan assets	(98)	(87)	(198)	(174)
Amortization of net loss	57	41	123	82
Amortization of prior service cost	(2)	(2)	(4)	(4)
	$ 190	$ 170	$ 390	$ 340

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Note 10 - Restructuring (Details) (USD $) In Millions, unless otherwise specified	6 Months Ended
	Jun. 30, 2013
Note 10 - Restructuring (Details) [Line Items]
Number of Positions Reduced	20
Subsequent Event [Member]
Note 10 - Restructuring (Details) [Line Items]
Number of Positions Reduced	20
Severance Costs	$ 0.6
Severance Cost, Remaining	0.3
Modifications of Equity Awards Outstanding Charges	$ 0.4

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Note 8 - Business Combination (Details) - Additional Shares Issued through Revenue Milestones (Parentheticals) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended		12 Months Ended			24 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012	Dec. 31, 2015 Scenario, Forecast [Member] Revenue Milestone Requirement [Member]	Dec. 31, 2014 Scenario, Forecast [Member] Revenue Milestone Requirement [Member]	Dec. 31, 2013 Scenario, Forecast [Member] Revenue Milestone Requirement [Member]	Dec. 31, 2014 Scenario, Forecast [Member] Revenue Milestone Requirement [Member]
Revenue Recognition, Milestone Method [Line Items]
Revenue Milestone	$ 10,716	$ 7,684	$ 18,733	$ 15,561	$ 16,500	$ 16,000	$ 15,500	$ 33,000

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Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) (USD $)	Jun. 30, 2013	Dec. 31, 2012
Preferred stock, par value (in Dollars per share)	$ 1.00	$ 1.00
Preferred stock, shares authorized	1,000,000	1,000,000
Preferred stock, shares issued	0	0
Common stock, par value (in Dollars per share)	$ 0.01	$ 0.01
Common stock, shares issued	30,094,464	17,135,239
Common stock, shares outstanding	30,094,464	17,135,239

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Note 8 - Business Combination

6 Months Ended

Jun. 30, 2013

Business Combinations [Abstract]

Business Combination Disclosure [Text Block]

8.             BUSINESS COMBINATION

On May 22, 2013, Chyron and Hego completed the Business Combination which was structured as a share purchase transaction, pursuant to the terms of a stock purchase agreement (the "Stock Purchase Agreement") whereby a wholly-owned subsidiary of Chyron acquired all of the issued and outstanding shares of Hego. Pursuant to the terms of the Stock Purchase Agreement, Chyron issued 12,199,431 shares of Chyron's common stock to the former Hego stockholders. The number of shares issued was equal to 40% of the total of (i) the issued and outstanding shares of Chyron's common stock as of May 10, 2013, (ii) the shares of Chyron's common stock issuable upon the exercise of all outstanding options and restricted stock units that had an exercise price of less than or equal to $1.25 per share as of May 10, 2013, and (iii) the shares issued at the closing, which are collectively referred to as the "Outstanding Closing Shares." In addition, upon Hego achieving certain revenue milestones during the fiscal years 2013, 2014 and 2015, the Company may issue additional shares, which are referred to as the "Earn-Out Shares" to the former Hego stockholders, such that the aggregate amount of shares of the Company's common stock issued in the transaction would equal up to 18,299,147 shares, or 50% of the total Outstanding Closing Shares and Earn-Out Shares. The Company and Hego entered into the Business Combination to create a market leading company in the fields of TV graphics, data visualization and production services for 'Live' and on line news and sports production. The Company intends to broaden its range of sophisticated products and services offerings to grow in international markets.

The total purchase price of $24.6 million is comprised of 12.2 million shares of Chyron common stock (the Closing Shares) valued at $16.6 million, contingent consideration of shares of Chyron common stock (the Earn-Out Shares) valued at an estimated $7.5 million and $0.5 million in cash and other consideration. The $7.5 million represents the value of the Earn-Out Shares based on a probability-based model measuring the likelihood of achieving certain revenue milestones as detailed below, and has been recorded as a liability in the balance sheet. In connection with FASB ASC 805, the fair value of any contingent consideration is established at the date of the Business Combination and included in the total purchase price at fair value. The contingent consideration is then adjusted to the then current fair value as an increase or decrease to earnings in each reporting period which could have a material impact on the Company's financial position or results of operations. As of June 30, 2013 the Company recorded a charge of $55 thousand in order to adjust the contingent consideration to $7.555 million, its current fair value in the level 3 category. Based on the revenue milestones, additional shares could be issued as follows:

Revenue milestones	Additional shares
$15.5 million in 2013		2,772,598
$16.0 million in 2014		1,584,342
$16.5 million in 2015		1,742,776
Total		6,099,716
Or, alternatively, if $33.0 million for 2013 and 2014 combined		6,099.716

The following table summarizes the estimated allocation of the purchase price which is preliminary and subject to adjustment following the completion of the valuation process (in thousands):

Net fair value of assets acquired	$	107
Intangible assets		9,930
Goodwill		14,555
	$	24,592

The Company believes that the goodwill resulting from the Business Combination reflects the unique proprietary image and player tracking technology that strengthens our product and services offerings internationally and provides access to new and existing customers. The Company believes that this preliminary estimate of goodwill will not be deductible for tax purposes.

The components and estimated useful lives of intangible assets acquired as of June 30, 2013 are stated below. Amortization is provided on a straight line method, or in the case of customer relationships, on an accelerated method, over the following estimated useful lives (dollars in thousands):

			Estimated useful life
Definite-lived intangibles:
Customer relationships	$	6,400		10
Proprietary technology		800		15
Other intangibles		830		15
Indefinite-lived intangibles:
Tradename		1,900		-
	$	9,930

In connection with the Business Combination, the Company incurred $0.3 million and $1.0 million in transaction costs in the three and six months ended June 30, 2013, respectively.

Below are the unaudited proforma results of operations for the six months ended June 30, 2013 and 2012 as if the Company had merged with Hego on January 1, 2012. Such proforma results are not necessarily indicative of the annual results of operations that would have been achieved if the Business Combination occurred on the date assumed, nor are they necessarily indicative of future consolidated results of operations (in thousands except per share data):

	June 30,
	2013			2012
Net sales	$	24,607		$	23,310
Net loss		(4,453	)		(2,050	)
Net loss per share - basic and diluted	$	(0.15	)	$	(0.07	)

In future periods, the combined business may incur charges to operations to reflect costs associated with integrating the two businesses that the Company cannot reasonably estimate at this time.

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Consolidated Statements of Comprehensive Income (Loss) (Unaudited) (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Net loss	$ (2,077)	$ (630)	$ (2,994)	$ (1,581)
Other comprehensive income (loss):
Foreign currency translation adjustment	90	(7)	70	3
Comprehensive loss	(1,987)	(637)	(2,924)	(1,578)
Less: Comprehensive income attributable to non controlling interests	8		8
Comprehensive loss attributable to ChyronHego Corporation	$ (1,995)	$ (637)	$ (2,932)	$ (1,578)

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Consolidated Balance Sheets (Current Period Unaudited) (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Current assets:
Cash and cash equivalents	$ 2,189	$ 2,483
Accounts receivable, net	9,958	5,630
Inventories, net	2,686	2,285
Prepaid expenses and other current assets	1,987	626
Total current assets	16,820	11,024
Property and equipment, net	3,364	1,347
Intangible assets, net	10,238	559
Goodwill	16,621	2,066
Deferred tax asset	253
Other assets	191	119
TOTAL ASSETS	47,487	15,115
Current liabilities:
Accounts payable and accrued expenses	8,977	3,100
Deferred revenue	4,239	3,637
Due to related parties	669
Current portion of pension liability	377	278
Short-term debt	1,269	280
Capital lease obligations	224	20
Total current liabilities	15,755	7,315
Pension liability	4,069	3,873
Deferred revenue	986	1,198
Long-term debt	575	397
Other liabilities	657	351
Total liabilities	29,597	13,134
Commitments and contingencies
Shareholders' equity:
Preferred stock, par value $1.00, without designation Authorized - 1,000,000 shares, Issued - none	0	0
Common stock, par value $.01 Authorized - 150,000,000 shares Issued and outstanding - 30,094,464 at June 30, 2013 and 17,135,239 at December 31, 2012	301	171
Additional paid-in capital	103,103	84,539
Accumulated deficit	(83,406)	(80,404)
Accumulated other comprehensive loss	(2,255)	(2,325)
Total ChyronHego Corporation shareholders' equity	17,743	1,981
Non controlling interests	147
Total shareholders' equity	17,890	1,981
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY	47,487	15,115
Fair Value, Inputs, Level 3 [Member]
Current liabilities:
Contingent consideration	$ 7,555

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Note 11 - Segment and Geographic Information (Details)	3 Months Ended
	Jun. 30, 2013	Mar. 31, 2013
Segment Reporting [Abstract]
Number of Reportable Segments	2	1

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Note 2 - Long-Term Incentive Plans (Details) - Stock Option Fair Value Assumptions (USD $)	3 Months Ended	6 Months Ended
	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Stock Option Fair Value Assumptions [Abstract]
Expected volatility	68.49%	76.23%	69.44%
Risk-free interest rate	0.94%	1.06%	1.32%
Expected dividend yield	0.00%	0.00%	0.00%
Expected life (in years)	6 years	6 years	6 years
Estimated fair value per option granted (in Dollars per share)	$ 0.85	$ 0.87	$ 0.97

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Note 6 - Product Warranty (Tables)

6 Months Ended

Jun. 30, 2013

Product Warranties Disclosures [Abstract]

Schedule of Product Warranty Liability [Table Text Block]

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Balance at beginning of period	$	55		$	50		$	50		$	50
Provisions		41			25			70			59
Warranty services provided, net		(31	)		(25	)		(55	)		(59	)
	$	65		$	50		$	65		$	50

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Note 8 - Business Combination (Details) - Additional Shares Issued through Revenue Milestones	12 Months Ended			24 Months Ended	36 Months Ended
	Dec. 31, 2015	Dec. 31, 2014	Dec. 31, 2013	Dec. 31, 2014	Dec. 31, 2015
Revenue Recognition, Milestone Method [Line Items]
Shares Issuable Upon Milestone Completion	1,742,776	1,584,342	2,772,598	6,099.716	6,099,716

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Note 6 - Product Warranty (Details) - Product Warranty (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Product Warranty [Abstract]
Balance at beginning of period	$ 55	$ 50	$ 50	$ 50
Provisions	41	25	70	59
Warranty services provided, net	(31)	(25)	(55)	(59)
	$ 65	$ 50	$ 65	$ 50

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Note 4 - Long-Term Debt (Details) - Long-Term Debt (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Debt Instrument [Line Items]
Revolving credit facilities - Sweden	$ 824
Other	64
	1,844	677
Less: portion due within one year	(1,269)	(280)
	575	397
Europe [Member]
Debt Instrument [Line Items]
Term loan	419
United States [Member]
Debt Instrument [Line Items]
Term loan	$ 537	$ 677

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Note 5 - Benefit Plans (Details) (USD $) Share data in Thousands, unless otherwise specified	3 Months Ended	6 Months Ended
	Jun. 30, 2013	Jun. 30, 2013	Jun. 30, 2012
Compensation and Retirement Disclosure [Abstract]
Defined Benefit Plan, Contributions by Employer	$ 100,000
Defined Benefit Plans, Estimated Future Employer Contributions in Next Fiscal Year		400,000
Stock Issued During Period, Shares, Employee Benefit Plan (in Shares)		139	110
Defined Contribution Plan, Cost Recognized		$ 128,000	$ 153,000

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Note 7 - Income Taxes

6 Months Ended

Jun. 30, 2013

Income Tax Disclosure [Abstract]

Income Tax Disclosure [Text Block]

7.             INCOME TAXES

The components of deferred income taxes are as follows (in thousands):

	June 30, 2013			December 31, 2012
Deferred tax assets:
Net operating loss carryforwards	$	14,743		$	14,491
Inventory		1,771			1,769
Other liabilities		3,365			3,055
Fixed assets		409			440
Other temporary differences		681			589
		20,969			20,344
Deferred tax valuation allowance		(20,716	)		(20,344	)
	$	253		$	-

Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. In accordance with accounting standards the Company has not recorded a deferred tax asset of approximately $1.0 million related to the net operating losses that resulted from the exercise of disqualifying stock options. If the Company is able to utilize this benefit in the future it would result in a credit to additional paid in capital.

Accounting standards require that the Company continually assess the likelihood that its deferred taxes will be realizable. All available evidence, both positive and negative, must be considered in determining whether it is more likely than not that the deferred tax assets will be realized. In making such assessments, significant weight is given to evidence that can be objectively verified. A company's current or previous losses are given more weight than its future outlook. As of June 30, 2013 and December 31, 2012, using that standard, the Company concluded that a valuation allowance was required for the majority of its deferred tax assets. The Company will continue to assess the likelihood that its deferred tax assets will be realizable, and its valuation allowance will be adjusted accordingly, which could materially impact its financial position and results of operations in future periods.

At June 30, 2013, the Company had approximately $44 million in U.S. Federal net operating loss carryforwards ("NOLs") expiring between 2018 and 2032. The Company files U.S. federal income tax returns as well as income tax returns in various states and foreign jurisdictions. It may be subject to examination by the Internal Revenue Service ("IRS") for calendar years 2009 through 2012 under the normal statute of limitations. Additionally, any net operating losses that were generated in prior years and utilized in these years may also be subject to examination by the IRS. Generally, for state tax purposes, the Company's 2008 through 2012 tax years remain open for examination by the tax authorities under a four year statute of limitations, however, certain states may keep their review period open for six to ten years.

The components of the provision for income tax (expense) benefit for the periods ended are as follows (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Current:
State and foreign	$	(37	)	$	(11	)	$	(48	)	$	(23	)
Deferred:
State		-			22			10			31
Federal		(4	)		465			339			589
Foreign		(33	)		-			(33	)		-
		(37	)		487			316			620
Valuation allowance		(19	)		-			(372	)		-
Income tax (expense) benefit, net	$	(93	)	$	476		$	(104	)	$	597

The difference between the Company's effective income tax rate and the federal statutory rate is primarily due to the transaction costs associated with the Hego business combination that will not be deductible for tax purposes and the amount of expense associated with the Company's share-based payment arrangements and the portion thereof that will give rise to tax deductions. Furthermore, share-based payments may result in tax deductions that do not result in a tax benefit in the accompanying financial statements because it will not result in the reduction of income taxes payable, due to the existence of net operating loss carryforwards.

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Note 2 - Long-Term Incentive Plans (Details) - Stock Option Activity	6 Months Ended
	Jun. 30, 2013
Stock Option Activity [Abstract]
Outstanding at January 1, 2013	4,294,273
Outstanding at June 30, 2013	4,188,927
Granted	60,000
Exercised	(52,428)
Forfeited and cancelled	(112,918)

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Note 7 - Income Taxes (Details) - Income Tax Benefit (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Current:
State and foreign	$ (37)	$ (11)	$ (48)	$ (23)
Deferred:
State		22	10	31
Federal	(4)	465	339	589
Foreign	(33)		(33)
	(37)	487	316	620
Valuation allowance	(19)		(372)
Income tax (expense) benefit, net	$ (93)	$ 476	$ (104)	$ 597

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Note 10 - Restructuring

6 Months Ended

Jun. 30, 2013

Subsequent Events [Abstract]

Subsequent Events [Text Block]

10.           RESTRUCTURING

On May 2, 2013, the Company's Board of Directors approved a restructuring plan to reduce operating costs. As a result, the Company reduced the size of its workforce by 20 positions and recorded a charge of $0.6 million in severance pay and benefits expense. As of June 30, 2013 the remaining liability was approximately $0.3 million and the Company expects that this will be paid in the third quarter of 2013. Also in the quarter ended June 30, 2013 the Company incurred a charge of $0.4 million associated with modifications of equity awards for the affected employees that were outstanding on their termination date.

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Note 6 - Product Warranty

6 Months Ended

Jun. 30, 2013

Product Warranties Disclosures [Abstract]

Product Warranty Disclosure [Text Block]

6.             PRODUCT WARRANTY

The Company provides product warranties for its various products, typically for one year. Liabilities for the estimated future costs of repair or replacement are established and charged to cost of sales at the time the sale is recognized. The Company established its reserve based on historical data, taking into consideration specific product information. The following table sets forth the movement in the warranty reserve (in thousands):

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Balance at beginning of period	$	55		$	50		$	50		$	50
Provisions		41			25			70			59
Warranty services provided, net		(31	)		(25	)		(55	)		(59	)
	$	65		$	50		$	65		$	50

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Note 1 - Basis of Presentation

6 Months Ended

Jun. 30, 2013

Disclosure Text Block [Abstract]

Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block]

1.             BASIS OF PRESENTATION

Nature of Business

On May 22, 2013 Chyron Corporation ("Chyron") acquired the outstanding stock of Hego Aktiebolag ("Hego" or "Hego AB"), creating ChyronHego Corporation (the "Company" or "ChyronHego"). Hego is a global graphics services company based in Stockholm, Sweden that develops real-time graphics products for the broadcast and sports industries. The companies combined in a cash and stock-for-stock transaction and the Company will continue to trade on the NASDAQ under the symbol "CHYR." The combination of these two companies, which is referred to in these consolidated financial statements as the "Business Combination," forms a leading global provider of broadcast graphics creation, playout and real-time data visualization.

General

The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany amounts have been eliminated. The results of operations include the operating results of Hego since the completion of the Business Combination on May 22, 2013. See Note 8 of these consolidated financial statements.

In the opinion of management of the Company, the unaudited consolidated interim financial statements reflect all adjustments (consisting of normal recurring adjustments) necessary to present fairly the financial position of the Company as of June 30, 2013 and the consolidated results of its operations, its comprehensive income (loss) and its cash flows for the periods ended June 30, 2013 and 2012. The results of operations for such interim periods are not necessarily indicative of the results that may be expected for any other interim period or for the year ending December 31, 2013. In addition, management is required to make estimates and assumptions that affect the amounts reported and related disclosures. Estimates made by management include inventory valuations, stock and bonus compensation, allowances for doubtful accounts, income taxes, pension assumptions, allocations of purchase price, contingent consideration, valuation of intangible assets and reserves for warranty and incurred but not reported health insurance claims. Estimates, by their nature, are based on judgment and available information. Also, during interim periods, certain costs and expenses are allocated among periods based on an estimate of time expired, benefit received, or other activity associated with the periods. Accordingly, actual results could differ from those estimates. The Company has not segregated its cost of sales between costs of products and costs of services as it is not practicable to segregate such costs. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted pursuant to the rules and regulations of the Securities and Exchange Commission. For further information, refer to the audited consolidated financial statements and footnotes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2012. The December 31, 2012 figures included herein were derived from such audited consolidated financial statements.

Recent Accounting Pronouncements

In February 2013, the FASB issued amendments to disclosure requirements for presentation of comprehensive income. The standard requires presentation (either in a single note or parenthetically on the face of the financial statements) of the effect of significant amounts reclassified from each component of accumulated other comprehensive income based on its source and the income statement line items affected by the reclassification. If a component is not required to be reclassified to net income in its entirety, a cross reference to the related footnote for additional information will be required. The amendments are effective prospectively for reporting periods beginning after December 15, 2012. The implementation of the amended accounting guidance has not had a material impact on the Company's consolidated financial position or results of operations.

In February 2013, the FASB issued new accounting guidance clarifying the accounting for obligations resulting from joint and several liability arrangements for which the total amount under the arrangement is fixed at the reporting date. The new standard is effective for fiscal years, and interim periods within those fiscal years, beginning on or after December 15, 2013. The implementation of the new accounting guidance is not expected to have a material impact on the Company's consolidated financial position or results of operations.

In March 2013, the FASB issued amendments to address the accounting for the cumulative translation adjustment when a parent either sells a part or all of its investment in a foreign entity or no longer holds a controlling financial interest in a subsidiary or group of assets that is a nonprofit activity or a business within a foreign entity. The amendments are effective prospectively for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2013 (early adoption is permitted). The implementation of the amended accounting guidance is not expected to have a material impact on the Company's consolidated financial position or results of operations.

Earnings (Loss) Per Share

Basic earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of shares of common stock outstanding. Diluted earnings (loss) per share is computed by dividing net income (loss) by the weighted-average number of shares of common stock outstanding during the period, increased to include the number of shares of common stock that would have been outstanding had potential dilutive shares of common stock been issued. The dilutive effect of stock options and restricted stock units are reflected in diluted net income (loss) per share by applying the treasury stock method.

The Company recorded net losses for the three and six months ended June 30, 2013 and 2012. Potential common shares are anti-dilutive in periods in which the Company records a net loss because they would reduce the respective period's net loss per share. Anti-dilutive potential common shares are excluded from the calculation of diluted earnings per share. As a result, net diluted loss per share was equal to basic net loss per share in all periods presented.

Shares used to calculate net loss per share are as follows (in thousands):

	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Basic weighted average shares outstanding		22,989		16,898		20,191		16,852
Effect of dilutive stock options		-		-		-		-
Effect of dilutive restricted stock units		-		-		-		-
Diluted weighted average shares outstanding		22,989		16,898		20,191		16,852
Weighted average shares which are not included in the calculation of diluted earnings (loss) per share because their impact is anti-dilutive:
Stock options		3,340		2,738		3,172		2,684
Restricted stock units		-		186		60		190
		3,340		2,924		3,232		2,874

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Note 11 - Segment and Geographic Information (Details) - Revenues by Geography (USD $) In Thousands, unless otherwise specified	3 Months Ended		6 Months Ended
	Jun. 30, 2013	Jun. 30, 2012	Jun. 30, 2013	Jun. 30, 2012
Note 11 - Segment and Geographic Information (Details) - Revenues by Geography [Line Items]
Revenues	$ 10,716	$ 7,684	$ 18,733	$ 15,561
North America [Member]
Note 11 - Segment and Geographic Information (Details) - Revenues by Geography [Line Items]
Revenues	6,499	5,148	11,752	10,820
EMEA [Member]
Note 11 - Segment and Geographic Information (Details) - Revenues by Geography [Line Items]
Revenues	3,660	808	4,872	1,809
Latin America [Member]
Note 11 - Segment and Geographic Information (Details) - Revenues by Geography [Line Items]
Revenues	374	710	965	1,482
Asia [Member]
Note 11 - Segment and Geographic Information (Details) - Revenues by Geography [Line Items]
Revenues	$ 183	$ 1,018	$ 1,144	$ 1,450

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Note 8 - Business Combination (Details) - Intangible Assets (USD $) In Thousands, unless otherwise specified	6 Months Ended
	Jun. 30, 2013
Indefinite-lived intangibles:
Tradename	$ 1,900
	9,930
Customer Relationships [Member]
Definite-lived intangibles:
Carrying Value	6,400
Estimated Useful Life	10 years
Patented Technology [Member]
Definite-lived intangibles:
Carrying Value	800
Estimated Useful Life	15 years
Other Intangible Assets [Member]
Definite-lived intangibles:
Carrying Value	$ 830
Estimated Useful Life	15 years

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Note 3 - Inventories (Details) - Inventories, net (USD $) In Thousands, unless otherwise specified	Jun. 30, 2013	Dec. 31, 2012
Inventories, net [Abstract]
Finished goods	$ 241	$ 465
Work-in-progress	487	468
Raw material	1,958	1,352
	$ 2,686	$ 2,285

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Note 2 - Long-Term Incentive Plans (Tables)

6 Months Ended

Jun. 30, 2013

Disclosure of Compensation Related Costs, Share-based Payments [Abstract]

Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block]

	Three Months Ended June 30,			Six Months Ended June 30,
	2012			2013			2012
Expected volatility		68.49	%		76.23	%		69.44	%
Risk-free interest rate		0.94	%		1.06	%		1.32	%
Expected dividend yield		0.00	%		0.00	%		0.00	%
Expected life (in years)		6.0			6.0			6.0
Estimated fair value per option granted		$0.85			$0.87			$0.97

Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block]

	Number of Options
Outstanding at January 1, 2013		4,294,273
Granted		60,000
Exercised		(52,428	)
Forfeited and cancelled		(112,918	)
Outstanding at June 30, 2013		4,188,927

Schedule of Share-based Compensation, Restricted Stock Units Award Activity [Table Text Block]

	Shares
Nonvested at January 1, 2013		343,161
Granted		329,164
Vested		(672,325	)
Nonvested at June 30, 2013		-

Schedule of Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Table Text Block]

	Three Months Ended June 30,				Six Months Ended June 30,
	2013		2012		2013		2012
Cost of sales	$	11	$	19	$	28	$	38
Research and development		67		69		154		165
Selling, general and administrative		1,966		87		2,202		276
	$	2,044	$	175	$	2,384	$	479

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Note 9 - Due to Related Parties

6 Months Ended

Jun. 30, 2013

Related Party Transactions [Abstract]

Related Party Transactions Disclosure [Text Block]

9.             DUE TO RELATED PARTIES

The balance due to related parties represents amounts that are due to certain former shareholders or employees of Hego AB that are now shareholders or employees of the Company. The balance resulted from loans to Hego AB, and dividends declared but not paid by Hego AB, prior to its merger with Chyron. Interest is accrued on the outstanding balance at the rate of 5.95%.

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Note 5 - Benefit Plans (Tables)

6 Months Ended

Jun. 30, 2013

Compensation and Retirement Disclosure [Abstract]

Schedule of Net Benefit Costs [Table Text Block]

	Three Months Ended June 30,						Six Months Ended June 30,
	2013			2012			2013			2012
Service cost	$	135		$	130		$	281		$	260
Interest cost		98			88			188			176
Expected return on plan assets		(98	)		(87	)		(198	)		(174	)
Amortization of net loss		57			41			123			82
Amortization of prior service cost		(2	)		(2	)		(4	)		(4	)
	$	190		$	170		$	390		$	340

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Note 3 - Inventories (Tables)

6 Months Ended

Jun. 30, 2013

Inventory Disclosure [Abstract]

Schedule of Inventory, Current [Table Text Block]

	June 30, 2013		December 31, 2012
Finished goods	$	241	$	465
Work-in-progress		487		468
Raw material		1,958		1,352
	$	2,686	$	2,285

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Document And Entity Information	6 Months Ended
	Jun. 30, 2013	Aug. 09, 2013
Document and Entity Information [Abstract]
Entity Registrant Name	ChyronHego Corp
Document Type	10-Q
Current Fiscal Year End Date	--12-31
Entity Common Stock, Shares Outstanding		30,110,068
Amendment Flag	false
Entity Central Index Key	0000020232
Entity Current Reporting Status	Yes
Entity Voluntary Filers	No
Entity Filer Category	Smaller Reporting Company
Entity Well-known Seasoned Issuer	No
Document Period End Date	Jun. 30, 2013
Document Fiscal Year Focus	2013
Document Fiscal Period Focus	Q2

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Note 4 - Long-Term Debt (Tables)

6 Months Ended

Jun. 30, 2013

Debt Disclosure [Abstract]

Schedule of Long-term Debt Instruments [Table Text Block]

	June 30, 2013			December 31, 2012
Revolving credit facilities - Sweden	$	824		$	-
Term loans - Europe		419			-
Term loan - US		537			677
Other		64			-
		1,844			677
Less: portion due within one year		(1,269	)		(280	)
	$	575		$	397