Taxes

The significant components of the provision for income taxes for each of the three years in the period ended December 31, 2016 are as follows (in thousands):

	2016		2015		2014
Current income tax expense:
Foreign	$	1,301	$	1,331	$	778
Federal		-		4		-
State and local		1		1		22
		1,302		1,336		800

Deferred income tax expense (benefit):
Foreign		(176)		(133)		(413)
Federal		-		-		19
		(176)		(133)		(394)

Provision for income taxes	$	1,126	$	1,203	$	406

The reconciliation of the U.S. statutory rate with the Company’s effective tax rate for each of the three years in the period ended December 31, 2016 is summarized as follows:

	2016			2015			2014

Federal statutory rate		(34.0)	%		(34.0)	%		(34.0)	%
Effect of:
State income taxes (net of federal tax benefit)		(2.7)			(2.7)			(2.1)
Taxes on foreign income at rates that differ from U.S. statutory rate		17.3			(8.8)			(50.4)
Change in valuation allowance on deferred tax assets		(34.5)			41.1			94.1
Deemed dividend under Section 956 of the Internal Revenue Code		75.9			60.9			-
Increase (decrease) in unrecognized tax benefits		1.6			(25.7)			(21.7)
Incremental accrual for Innodata India transfer pricing		-			19.6			38.7
Other		0.1			4.8			2.1
Effective tax rate		23.7	%		55.2	%		26.7	%

Deferred tax assets and liabilities are classified as non-current. Significant components of the Company’s deferred tax assets and liabilities as of December 31, 2016 and 2015 are as follows (in thousands):

	December 31,
	2016		2015

Deferred income tax assets:
Allowances not currently deductible	$	546	$	312
Depreciation and amortization		1,654		1,762
Equity compensation not currently deductible		1,836		1,547
Net operating loss carryforwards		6,718		6,257
Expenses not deductible until paid		1,079		1,093
Tax credit carryforwards		176		176
Derivatives		-		61
Other		188		275
Total gross deferred income tax assets before valuation allowance		12,197		11,483
Valuation allowance		(10,556)		(9,887)
Net deferred income tax assets		1,641		1,596

Deferred income tax liabilities:
Acquisition of MediaMiser		(471)		(507)
Other		(209)		(217)
Totals		(680)		(724)

Net deferred tax assets	$	961	$	872

Net deferred income tax asset		1,641		1,664
Net deferred income tax liability		(680)		(792)

Net deferred income tax assets	$	961	$	872

In assessing the realization of deferred tax assets, management considers whether it is more likely than not that all or some portion of the deferred tax assets will not be realizable. The ultimate realization of the deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences are deductible and net operating losses are available. As of December 31, 2016, the Company continues to maintain a valuation allowance on all U.S. and Canadian deferred tax assets.

The Company indefinitely reinvests the foreign earnings in its foreign subsidiaries. Unremitted earnings of foreign subsidiaries have been included in the consolidated financial statements without giving effect to the United States taxes that may be payable on distribution to the United States, because such earnings are not anticipated to be remitted to the United States. Undistributed earnings of foreign subsidiaries amount to approximately $31.6 million at December 31, 2016. These earnings are considered to be indefinitely reinvested except for the amount described below, and accordingly, no provision for U.S. federal or state income taxes has been made. When such earnings are repatriated in the future, or are no longer deemed to be indefinitely reinvested, the Company will accrue the applicable amount of taxes associated with such earnings, net of foreign tax credits.

In order to preserve cash in the United States, for the year 2016 the U.S. entity deferred $4.2 million in payments due to its Asian operating subsidiaries, which resulted in a deemed dividend that is taxable income for U.S. tax purposes under Section 956 of the Internal Revenue Code. The taxable income was offset against the net operating loss carryforwards of the U.S. entity.

The Company projects that during the period from 2017 through 2018 the U.S. entity may not have sufficient cash to pay in full amounts that will be payable by it to the Company’s Asian operating subsidiaries and that the cash deficit will amount to approximately $7.0 million. The resulting deferral in payments would result in a deemed dividend that would be taxable income to the U.S. entity and would be offset against its net operating loss carryforwards. The Company adjusted its deferred tax assets and the corresponding valuation allowance as of December 31, 2016 to reflect the projected deferral in payments.

United States and foreign components of income (loss) before provision for income taxes for each of the three years ended December 31, (in thousands) are as follows:

	2016		2015		2014

United States	$	(5,401)	$	(4,992)	$	(4,218)
Foreign		616		2,811		2,698
Total	$	(4,785)	$	(2,181)	$	(1,520)

Certain of the Company’s foreign subsidiaries are subject to preferential tax rates. In addition, one of the foreign subsidiaries enjoys a tax holiday. Due to the tax holiday and the preferential tax rates, the income tax rate for the Company was substantially reduced, the tax benefit from which was approximately $0.2 million, $0.1 million and $0.2 million for each of the three years in the period ended December 31, 2016, respectively.

MediaMiser claims deductions of eligible research and development expenses within the Scientific Research and Experimental Development (SR&ED) Program, a federal tax incentive program, administered by the Canada Revenue Agency. Amounts recorded for the federal and provincial research and development tax credits aggregated $0.2 million and $0.3 million for the year ended December 31, 2016 and 2015, respectively. Such amounts have been recorded as a reduction in the selling and administrative expenses.

At December 31, 2016, the Company has available U.S. federal and New Jersey state net operating loss carryforwards of approximately $24.5 million and $26.1 million, respectively. These net operating loss carryforwards expire at various times through the year 2035. Stock option exercises resulted in tax deductions in excess of previously recorded benefits based on the option value at the time of grant (a “windfall”). The Company adopted the provisions of ASU 2016-9 whereby these benefits were reflected in the net operating losses and resulting deferred tax assets for 2016 and 2015. Windfalls included in net operating losses as of December 31, 2016 were approximately $5.2 million.

At December 31, 2016, MediaMiser has available net operating loss carryforwards of approximately $4.0 million in Canada which begin to expire in 2028. In addition, MediaMiser also has research and development expenditures of approximately $1.7 million available to reduce taxable income in future years which may be carried forward indefinitely. The potential benefits from these balances have not been recognized for financial statement purposes.

The Company had established a valuation allowance of approximately $10.6 million and $9.9 million at December 31, 2016 and 2015, respectively. The valuation allowance relates to U.S. deferred tax assets and the Company’s Canadian subsidiary. The net change in the total valuation for the three years ended December 31, 2016, 2015 and 2014 was an increase of $0.7 million, $0.3 million and $1.5 million, respectively. The adoption of the provisions of ASU 2016-9 resulted in a $1.8 million increase in the valuation allowance in 2016.

The Company had unrecognized tax benefits of $1.2 million at both December 31, 2016 and 2015. The portion of unrecognized tax benefits relating to interest and penalties was $0.5 million for both December 31, 2016 and 2015. The unrecognized tax benefits as of December 31, 2016 and 2015, if recognized, would have an impact on the Company’s effective tax rate.

The following table represents a roll forward of the Company’s unrecognized tax benefits and associated interest for the years ended (amounts in thousands):

	December 31
	2016		2015
Balance at January 1	$	1,207	$	1,760
Increase for tax position		40		27
Decrease for tax position on account of settlement		(108)		(588)
Interest accrual		51		-
Foreign currency revaluation		(6)		8
Balance at December 31	$	1,184	$	1,207

The Company is subject to Federal income tax, as well as income tax in various states and foreign jurisdictions. The Company is no longer subject to examination by Federal tax authorities for years prior to 2006 and by New Jersey tax authorities for years prior to 2012. Various foreign subsidiaries currently have open tax years from 2003 through 2016.

Pursuant to an income tax audit by the Indian Bureau of Taxation in 2009, the Company’s Indian subsidiaries received a tax assessment approximating $309,000 including interest, through December 31, 2016 for the fiscal year ended March 31, 2006. Management disagrees with the basis of these tax assessments, has filed an appeal against the assessments and is contesting them vigorously. In January 2012, the Indian subsidiary received a final tax assessment of approximately $1.0 million, including interest, for the fiscal year ended March 31, 2008, from the Indian Bureau of Taxation. Management disagrees with the basis of this tax assessment, and has filed an appeal against it. Due to this assessment, the Company recorded a tax provision amounting to $493,000 including interest through December 31, 2016. In April 2015, the Company received a favorable judgment whereby the Appeal Officer reduced the tax assessment to $0.3 million. Under the Indian Income Tax Act, however, the income tax assessing officer has the right to appeal against the judgment passed by the Appeal Officer. In the third quarter of 2015, the income tax assessing officer exercised this right and filed an appeal. Based on recent experience, management believes that the tax provision of $493,000 including interest is adequate. As the Company is continually subject to tax audits by the Indian Bureau of Taxation, the Company continuously assesses the likelihood of an unfavorable assessment for all fiscal years for which the Company has not been audited and, as of December 31, 2016, the Company recorded a tax provision amounting to $158,000 including interest, through December 31, 2016.

In 2015, the Company’s Indian subsidiary was subject to an inquiry by the Service Tax Bureau in India regarding the classification of services provided by this subsidiary, asserting that the services provided by this subsidiary fall under the category of online information and database access or retrieval services (OID Services), and not under the category of business support services (BS Services) that are exempt from service tax as historically indicated in the subsidiary’s service tax filings. In the event the Service Tax Bureau is successful in proving that the services fall under the category of OID Services the revenues earned by the Company’s Indian subsidiary would be subject to a service tax of approximately 14.5% and this would increase the operating costs of the Company by an equivalent amount. The revenues of the Company’s Indian subsidiary for the year ended December 31, 2016 were $16.8 million. The Company disagrees with the Service Tax Bureau’s position and is contesting these assertions vigorously.

In 2016, the Company’s Indian subsidiary received notices of appeal from the Commissioner, Service Tax, seeking to reverse service tax refunds previously granted to our Indian subsidiary for certain quarters in 2014, asserting that the services provided by this subsidiary fall under the category of OID Services and not BS Services. The Company disagrees with the basis of these appeals and is contesting them vigorously. The Company expects delays in receiving service tax refunds until such time as the appeals are adjudicated with finality.

The Company from time to time is also subject to various other tax proceedings and claims for its Philippines subsidiaries. The Company has recorded a tax provision amounting to $224,000 including interest through December 31, 2016, for several ongoing tax proceedings in the Philippines. Although the ultimate outcome cannot be determined at this time, the Company continues to contest these claims vigorously.