Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Sep. 30, 2021 | Oct. 28, 2021 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Fiscal Year Focus | 2022 | |
Document Period End Date | Sep. 30, 2021 | |
Current Fiscal Year End Date | --03-31 | |
Document Transition Report | false | |
Entity File Number | 001-36827 | |
Entity Registrant Name | Anterix Inc. | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 3 Garret Mountain Plaza | |
Entity Address, Address Line Two | Suite 401 | |
Entity Address, City or Town | Woodland Park | |
Entity Address, State or Province | NJ | |
Entity Tax Identification Number | 33-0745043 | |
Entity Address, Postal Zip Code | 07424 | |
City Area Code | 973 | |
Local Phone Number | 771-0300 | |
Title of 12(b) Security | Common Stock, $0.0001 par value | |
Trading Symbol | ATEX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 18,366,428 | |
Amendment Flag | false | |
Document Fiscal Period Focus | Q2 | |
Entity Central Index Key | 0001304492 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Mar. 31, 2021 |
Current Assets | ||
Cash and cash equivalents | $ 100,866 | $ 117,538 |
Accounts receivable | 4 | |
Prepaid expenses and other current assets | 5,514 | 3,508 |
Total current assets | 106,380 | 121,050 |
Property and equipment, net | 3,049 | 3,574 |
Right of use assets, net | 4,522 | 5,100 |
Intangible assets | 130,886 | 122,117 |
Other assets | 1,657 | 1,214 |
Total assets | 246,494 | 253,055 |
Current liabilities | ||
Accounts payable and accrued expenses | 4,685 | 6,256 |
Due to related parties | 120 | 152 |
Operating lease liabilities | 1,432 | 1,470 |
Deferred revenue | 737 | 737 |
Total current liabilities | 6,974 | 8,615 |
Noncurrent liabilities | ||
Operating lease liabilities | 4,903 | 5,601 |
Contingent liability | 20,000 | 20,000 |
Deferred revenue | 7,319 | 2,246 |
Deferred income tax | 3,506 | 3,209 |
Other liabilities | 743 | 876 |
Total liabilities | 43,445 | 40,547 |
Commitments and contingencies | ||
Stockholders' equity | ||
Preferred stock, $0.0001 par value per share, 10,000,000 shares authorized and no shares outstanding at September 30, 2021 and March 31, 2021 | ||
Common stock, $0.0001 par value per share, 100,000,000 shares authorized and 18,333,721 shares issued and outstanding at September 30, 2021 and 17,669,905 shares issued and outstanding at March 31, 2021 | 2 | 2 |
Additional paid-in capital | 487,366 | 472,854 |
Accumulated deficit | (284,319) | (260,348) |
Total stockholders' equity | 203,049 | 212,508 |
Total liabilities and stockholders' equity | $ 246,494 | $ 253,055 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - $ / shares | Sep. 30, 2021 | Mar. 31, 2021 |
Consolidated Balance Sheets [Abstract] | ||
Preferred Stock, par value | $ 0.0001 | $ 0.0001 |
Preferred Stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred Stock, shares outstanding | 0 | 0 |
Common Stock, par value | $ 0.0001 | $ 0.0001 |
Common Stock, shares authorized | 100,000,000 | 100,000,000 |
Common Stock, shares issued | 18,333,721 | 17,669,905 |
Common Stock, shares outstanding | 18,333,721 | 17,669,905 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Operating revenues | ||||
Operating revenues | $ 182,000 | $ 248,000 | $ 364,000 | $ 504,000 |
Operating expenses | ||||
Direct cost of revenue (exclusive of depreciation and amortization) | 515,000 | 1,063,000 | ||
General and administrative | 9,825,000 | 13,955,000 | 19,555,000 | 21,499,000 |
Sales and support | 993,000 | 693,000 | 2,048,000 | 1,394,000 |
Product development | 930,000 | 988,000 | 1,933,000 | 1,789,000 |
Depreciation and amortization | 257,000 | 1,190,000 | 535,000 | 2,398,000 |
Restructuring costs | 8,000 | 21,000 | ||
Impairment of long-lived assets | 112,000 | 0 | 127,000 | 29,000 |
Total operating expenses | 12,117,000 | 17,349,000 | 24,198,000 | 28,193,000 |
(Gain)/loss from disposal of intangible assets, net | (829,000) | 3,849,000 | ||
(Gain)/loss from disposal of long-lived assets, net | 16,000 | (5,000) | 19,000 | (6,000) |
Loss from operations | (11,951,000) | (16,267,000) | (23,853,000) | (31,532,000) |
Interest income | 20,000 | 31,000 | 46,000 | 72,000 |
Other income | 62,000 | 113,000 | 134,000 | 222,000 |
(Loss)/income on equity method investment | (12,000) | (16,000) | ||
Loss before income taxes | (11,869,000) | (16,135,000) | (23,673,000) | (31,254,000) |
Income tax expense | 152,000 | 145,000 | 298,000 | 156,000 |
Net loss | $ (12,021,000) | $ (16,280,000) | $ (23,971,000) | $ (31,410,000) |
Net loss per common share basic and diluted | $ (0.67) | $ (0.94) | $ (1.34) | $ (1.82) |
Weighted-average common shares used to compute basic and diluted net loss per share | 17,876,440 | 17,350,386 | 17,951,885 | 17,279,349 |
Service [Member] | ||||
Operating revenues | ||||
Operating revenues | $ 66,000 | $ 140,000 | ||
Spectrum [Member] | ||||
Operating revenues | ||||
Operating revenues | $ 182,000 | $ 182,000 | $ 364,000 | $ 364,000 |
Consolidated Statement of Stock
Consolidated Statement of Stockholders’ Equity - USD ($) shares in Thousands, $ in Thousands | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Total | |
Balance at Mar. 31, 2020 | $ 2 | $ 450,978 | $ (205,914) | $ 245,066 | |
Balance, Shares at Mar. 31, 2020 | 17,185 | ||||
Equity based compensation | [1] | 10,573 | 10,573 | ||
Equity based compensation, Shares | [1] | 206 | |||
Equity payment of prior year accrued employee related expenses | 1,537 | 1,537 | |||
Equity payment of prior year accrued employee related expenses, Shares | 24 | ||||
Stock option exercises | 1,532 | 1,532 | |||
Stock option exercises, Shares | 72 | ||||
Net loss | (31,410) | (31,410) | |||
Balance at Sep. 30, 2020 | $ 2 | 464,620 | (237,324) | 227,298 | |
Balance, Shares at Sep. 30, 2020 | 17,487 | ||||
Balance at Jun. 30, 2020 | $ 2 | 455,489 | (221,044) | 234,447 | |
Balance, Shares at Jun. 30, 2020 | 17,289 | ||||
Equity based compensation | [1] | 8,618 | 8,618 | ||
Equity based compensation, Shares | [1] | 168 | |||
Equity payment of prior year accrued employee related expenses, Shares | 4 | ||||
Stock option exercises | 513 | 513 | |||
Stock option exercises, Shares | 26 | ||||
Net loss | (16,280) | (16,280) | |||
Balance at Sep. 30, 2020 | $ 2 | 464,620 | (237,324) | 227,298 | |
Balance, Shares at Sep. 30, 2020 | 17,487 | ||||
Balance at Mar. 31, 2021 | $ 2 | 472,854 | (260,348) | 212,508 | |
Balance, Shares at Mar. 31, 2021 | 17,670 | ||||
Equity based compensation | [1] | 6,516 | 6,516 | ||
Equity based compensation, Shares | [1] | 185 | |||
Stock option exercises | 9,304 | 9,304 | |||
Stock option exercises, Shares | 501 | ||||
Shares withheld for taxes | (1,308) | (1,308) | |||
Shares withheld for taxes, Shares | (22) | ||||
Net loss | (23,971) | (23,971) | |||
Balance at Sep. 30, 2021 | $ 2 | 487,366 | (284,319) | 203,049 | |
Balance, Shares at Sep. 30, 2021 | 18,334 | ||||
Balance at Jun. 30, 2021 | $ 2 | 481,521 | (272,298) | 209,225 | |
Balance, Shares at Jun. 30, 2021 | 18,038 | ||||
Equity based compensation | [1] | 3,221 | 3,221 | ||
Equity based compensation, Shares | [1] | 112 | |||
Stock option exercises | 3,932 | 3,932 | |||
Stock option exercises, Shares | 206 | ||||
Shares withheld for taxes | (1,308) | (1,308) | |||
Shares withheld for taxes, Shares | (22) | ||||
Net loss | (12,021) | (12,021) | |||
Balance at Sep. 30, 2021 | $ 2 | $ 487,366 | $ (284,319) | $ 203,049 | |
Balance, Shares at Sep. 30, 2021 | 18,334 | ||||
[1] | includes restricted shares issued. |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 3 Months Ended | 6 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES | |||
Net loss | $ (16,280,000) | $ (23,971,000) | $ (31,410,000) |
Adjustments to reconcile net loss to net cash used by operating activities | |||
Depreciation and amortization | 535,000 | 2,398,000 | |
Non-cash compensation expense attributable to stock awards | 8,600,000 | 6,516,000 | 10,573,000 |
Deferred income taxes | 298,000 | 156,000 | |
Net loss from disposal of intangible assets | (829,000) | 3,849,000 | |
(Gain)/loss on disposal of long-lived assets, net | (5,000) | 19,000 | (6,000) |
Impairment of long-lived assets | 0 | 127,000 | 29,000 |
Loss/(income) on equity method investment | 12,000 | 16,000 | |
Changes in operating assets and liabilities | |||
Accounts receivable | 4,000 | 2,000 | |
Prepaid expenses and other assets | 701,000 | (163,000) | |
Right of use assets | 578,000 | 841,000 | |
Accounts payable and accrued expenses | (1,572,000) | 505,000 | |
Due to related parties | (32,000) | 4,000 | |
Restructuring reserve | (547,000) | ||
Operating lease liabilities | (735,000) | (961,000) | |
Deferred revenue | 5,073,000 | (369,000) | |
Other liabilities | (133,000) | 342,000 | |
Net cash used by operating activities | (12,592,000) | (14,741,000) | |
CASH FLOWS FROM INVESTING ACTIVITIES | |||
Purchases of intangible assets, including refundable deposits | (11,866,000) | (7,829,000) | |
Purchases of equipment | (209,000) | (205,000) | |
Net cash used by investing activities | (12,075,000) | (8,034,000) | |
CASH FLOWS FROM FINANCING ACTIVITIES | |||
Proceeds from stock option exercises | 9,304,000 | 1,532,000 | |
Payments of withholding tax on net issuance of restricted stock | (1,308,000) | ||
Net cash provided by financing activities | 7,996,000 | 1,532,000 | |
Net change in cash and cash equivalents | (16,671,000) | (21,243,000) | |
CASH AND CASH EQUIVALENTS | |||
Beginning of the period | 117,538,000 | 137,453,000 | |
End of the period | $ 116,210,000 | 100,866,000 | 116,210,000 |
Cash paid during the period: | |||
Taxes paid | 7,000 | 33,000 | |
Non-cash investing activity: | |||
Network equipment provided in exchange for wireless licenses | $ 53,000 | 23,000 | |
Non-cash financing activities: | |||
Equity payment of prior year accrued employee related expenses | $ 1,537,000 |
Nature of Operations
Nature of Operations | 6 Months Ended |
Sep. 30, 2021 | |
Nature of Operations [Abstract] | |
Nature of Operations | 1. Nature of Operations Anterix Inc. (the “Company”) is a wireless communications company focused on commercializing its spectrum assets to enable its targeted utility and critical infrastructure customers to deploy private broadband networks, technologies and solutions. The Company is the largest holder of licensed spectrum in the 900 MHz band (896-901/935-940 MHz) with nationwide coverage throughout the contiguous United States, Hawaii, Alaska and Puerto Rico. On May 13, 2020, the Federal Communications Commission (“FCC”) approved the Report and Order to modernize and realign the 900 MHz band to increase its usability and capacity by allowing it to be utilized for the deployment of broadband networks, technologies and solutions (the “Report and Order”). The Report and Order was published in the Federal Register on July 16, 2020 and became effective on August 17, 2020. The Company is now engaged in qualifying for and securing broadband licenses from the FCC. At the same time, the Company is pursuing opportunities to lease the spectrum for which broadband licenses are secured to its targeted utility and critical infrastructure customers. The Company was originally incorporated in California in 1997 and reincorporated in Delaware in 2014. In November 2015, the Company changed its name from Pacific DataVision, Inc. to pdvWireless, Inc. In August 2019, the Company changed its name from pdvWireless, Inc. to Anterix Inc. The Company maintains offices in Woodland Park, New Jersey and McLean, Virginia. In December 2020, the Company entered into its first long-term lease agreement of 900 MHz spectrum authorized for broadband use (“900 MHz Broadband Spectrum”), with Ameren Corporation (“Ameren”), (“Ameren Agreements”). The Ameren Agreements will enable Ameren to deploy a private LTE network in its service territories in Missouri and Illinois, covering approximately 7.5 million people. Each Ameren Agreement is for a term of up to 40 years, consisting of an initial term of 30 years, with a 10-year renewal option for an additional payment. The scheduled prepayments for the 30-year initial terms of the Ameren Agreements total $47.7 million, of which $0.3 million was received by the Company in February 2021, $5.4 million in September 2021 and $17.2 million in October 2021. The prepayments received to date encompass the initial upfront payment(s) due upon signing of the Ameren Agreements and payments for delivery of the relevant 1.4 x 1.4 cleared spectrum in several metropolitan counties throughout Missouri and Illinois, in accordance with the terms of the Ameren Agreements. The remaining prepayments for the 30-year initial term are due by mid-2026, per the terms of the Ameren Agreements and as the Company delivers the relevant cleared 900 MHz Broadband Spectrum and the associated broadband licenses. The Company is working with incumbents to clear the 900 MHz Broadband Spectrum allocation in Ameren’s service territory. In August 2021, the FCC granted the first 900 MHz broadband licenses to the Company for several counties in Ameren’s service territory, for which the Ameren Agreements were also subsequently approved by the FCC. The Company expects to recognize revenue from the Ameren Agreements commencing in the second half of fiscal year 2022. Revenue will be recognized as cleared 900 MHz Broadband Spectrum and the associated broadband licenses are delivered based on straight-line amortization over the initial 30-year terms of the Ameren Agreements. The Company’s board of directors (the “Board”) approved the Ameren Agreements on April 23, 2021, and Ameren’s board of directors approved the Ameren Agreements on May 6, 2021. In February 2021, the Company entered into an agreement with SDG&E (the “SDG&E Agreement”), to provide 900 MHz Broadband Spectrum throughout SDG&E’s California service territory, including San Diego and Imperial Counties and portions of Orange County for a total payment of $50.0 million. The SDG&E Agreement will support SDG&E’s deployment of a private LTE network for its California service territory, with a population of approximately 3.6 million people. As part of the SDG&E Agreement, the Company and SDG&E are collaborating to accelerate the utility industry momentum for private networks. The SDG&E Agreement includes the assignment of 6 MHz of 900 MHz Broadband Spectrum, 936.5 – 939.5 MHz paired with 897.5 – 900.5 MHz, within SDG&E’s service territory following the FCC’s issuance of the broadband licenses to the Company. Delivery of the relevant 900 MHz Broadband Spectrum and the associated broadband licenses by county is expected to commence in fiscal year 2023 and is scheduled for completion before the end of fiscal year 2024. The total payment of $50.0 million is comprised of an initial payment of $20.0 million received in February 2021 and the remaining $30.0 million payment, which is due through fiscal year 2024 as the Company delivers the relevant cleared 900 MHz Broadband Spectrum and the associated broadband licenses to SDG&E. The Company is working with incumbents to clear the 900 MHz Broadband Spectrum allocation in the SDG&E’s California service territory. The SDG&E Agreement is subject to customary provisions regarding remedies, including reduced payment amounts and/or refund of amounts paid, and termination rights, if a party fails to perform its contractual obligations. Both SDG&E and Anterix obtained all necessary internal approvals prior to executing the SDG&E Agreement. A gain or loss will be recognized in each county once the cleared 900 MHz Broadband Spectrum and the associated broadband licenses are delivered to SDG&E. In September 2021, the Company entered into a long-term lease agreement of 900 MHz Broadband Spectrum with Evergy Services, Inc. (“Evergy”), (“Evergy Agreement”). The Evergy service territories covered by the Evergy Agreement are in Kansas and Missouri with a population of approximately 3.9 million people. The Evergy Agreement is for a term of up to 40 years, comprised of an initial term of 20 years with two 10-year renewal options for additional payments. Prepayment in full of the $30.2 million for the 20-year initial term, which was due and payable within thirty (30) days after execution of the Evergy Agreement, was received by the Company in October 2021. The Evergy Agreement is subject to customary provisions regarding remedies for non-delivery, including refund of amounts paid and termination rights, if Anterix fails to perform its contractual obligations, including failure to deliver the relevant cleared 900 MHz Broadband Spectrum, in accordance with the terms of the Evergy Agreement. The Company is working with incumbents to clear the 900 MHz Broadband Spectrum allocation covered by the Evergy Agreement. Evergy and Anterix obtained all necessary internal approvals prior to executing the Evergy Agreement. The Company expects to recognize revenue from the Evergy Agreement commencing in the second half of fiscal year 2022. Revenue will be recognized as the relevant 900 MHz Broadband Spectrum is delivered based on straight-line amortization over the initial 20-year term of the Evergy Agreement. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Sep. 30, 2021 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation and Use of Estimates The unaudited consolidated financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”), certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Because certain information and footnote disclosures have been condensed or omitted, these unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2021, as filed on June 15, 2021 with the SEC. In the Company’s opinion all normal and recurring adjustments considered necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been included. The Company believes that the disclosures made in the unaudited consolidated interim financial statements are adequate to make the information not misleading. The results of operations for the interim periods presented are not necessarily indicative of the results for the year. The Company is also required to make certain estimates with regard to the valuation of awards and forfeiture rates for its share-based award programs. New estimates in the period relate to determining the Company’s estimated incremental borrowing rate in recognizing right of use assets and operating lease liabilities. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the financial statements in the applicable period. Accordingly, actual results could materially differ from those estimates. The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries, including PDV Spectrum Holding Company, LLC formed in April 2014. All significant intercompany accounts and transactions have been eliminated in consolidation. Correction of Immaterial Errors In connection with preparing its financial statements for the year ended March 31, 2021, the Company determined that it incorrectly presented stock-based compensation and loss on disposal of long-lived assets, net in its Consolidated Statement of Operations for the three and six months ended September 30, 2020. The Company previously reported stock compensation expense as a separate line item in the Consolidated Statement of Operations. Stock compensation expense should have been included in the same income statement line or lines as the cash compensation paid to the individuals receiving the stock-based awards such as general and administrative costs, product development and sales and support. For the three months ended September 30, 2020, the separate line item of $8.6 million in stock compensation expense has been changed and split out to report as $8.4 million in general and administrative, $0.2 million in product development, and $62,000 in sales and support in the Consolidated Statement of Operations. For the six months ended September 30, 2020, the separate line item of $10.6 million in stock compensation expense has been changed and split out to report as $10.2 million in general and administrative, $0.3 million in product development, and $0.1 million in sales and support in the Consolidated Statement of Operations. The following table is a comparison of the reported results of operations for the three and six months ended September 30, 2020 as a result of the correction of immaterial errors (in thousands): For the three months ended September 30, 2020 As Originally Reported Impact of Prior Period Errors As RevisedConsolidated Statement of Operations General and administrative 5,582 $8,373 13,955Product development 805 183 988Sales and support 631 62 693Stock compensation expense 8,618 (8,618) — For the six months ended September 30, 2020 As Originally Reported Impact of Prior Period Errors As Revised General and administrative $11,320 $10,179 $21,499Product development 1,497 292 1,789Sales and support 1,292 102 1,394Stock compensation expense 10,573 (10,573) — Intangible Assets Intangible assets are wireless licenses that are used to provide the Company with the exclusive right to utilize designated radio frequency spectrum to provide wireless communication services. While licenses are issued for only a fixed time, generally ten to fifteen years, such licenses are subject to renewal by the FCC. License renewals have occurred routinely and at nominal cost in the past. There are currently no legal, regulatory, contractual, competitive, economic or other factors that limit the useful life of the Company’s wireless licenses. As a result, the Company has determined that the wireless licenses should be treated as an indefinite-lived intangible asset. The Company will evaluate the useful life determination for its wireless licenses each year to determine whether events and circumstances continue to support their treatment as an indefinite useful life asset. Historically, wireless licenses were tested for impairment on an aggregate basis, consistent with the Company’s dispatch business at a national level. Effective in the year ended March 31, 2021, (“Fiscal 2021”), the Company determined the unit of accounting for impairment testing purposes should be based on geographical markets and accordingly, tested the wireless licenses for impairment based on these individual markets. The change in the unit of accounting was due to the Company’s expected use and marketability of its wireless licenses to support broadband operations at an individual market level as a result of the Report and Order. Due to the change in the unit of accounting, the Company performed a step one quantitative impairment test in Fiscal 2021 to determine if the fair value of the wireless licenses exceed the carrying value at the geographical market level. The estimated fair values of each unit of accounting were determined using a market-based approach based on the 600 MHz auction price as noted in the Report and Order. The Company also performed a step zero qualitative assessment on an aggregate basis to test the wireless licenses for impairment due to the change in the unit of accounting in Fiscal 2021. There are no triggering events indicating impairment in the six months ended September 30, 2021. Long-Lived Asset and Right of Use Assets Impairment The Company evaluates long-lived assets, including right of use assets, other than intangible assets with indefinite lives, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. Asset groups are determined at the lowest level for which identifiable cash flows are largely independent from cash flows of other groups of assets and liabilities. When the carrying amount of the asset groups are not recoverable and exceeds its fair value, an impairment loss is recognized equal to the excess of the asset group’s carrying value over the estimated fair value. During the three and six months ended September 30, 2021, the Company recorded $0.1 million for both periods in non-cash impairment charges to reduce the carrying values to zero for long-lived assets consisting of network equipment. During the six months ended September 30, 2020, the Company recorded a $29,000 non-cash impairment charge to reduce the carrying values to zero for long-lived assets consisting of network site costs. There was no impairment charge for the three months ended September 30, 2020. Net Loss Per Share of Common Stock Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for potentially dilutive securities. For purposes of the diluted net loss per share calculation, preferred stock, stock options, restricted stock and warrants are considered to be potentially dilutive securities. Because the Company has reported a net loss for the three and six months ended September 30, 2021 and 2020, respectively, diluted net loss per common share is the same as basic net loss per common share for those periods. Common stock equivalents resulting from potentially dilutive securities approximated 1,454,000 and 1,540,000 at September 30, 2021 and 2020, respectively, and have not been included in the dilutive weighted average shares of common stock outstanding, as their effects are anti-dilutive. Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASC 326, Financial Instruments - Credit Losses and has subsequently modified several areas of the standard in order to provide additional clarity and improvements. The new standard requires entities to use a Current Expected Credit Loss impairment model based on expected losses rather than incurred losses. Under this model, an entity would recognize an impairment allowance equal to its current estimate of all contractual cash flows that the entity does not expect to collect from financial assets measured at amortized cost within the scope of the standard. The entity's estimate would consider relevant information about past events, current conditions and reasonable and supportable forecasts, which will result in recognition of lifetime expected credit losses. As a smaller reporting company, the standard will be effective for the Company's fiscal year beginning April 2023, including interim reporting periods within that fiscal year, although early adoption is permitted. The Company is evaluating the potential impact that ASC 326 and subsequent modifications may have on its consolidated financial statements. Other accounting standards that have been issued or proposed by the FASB or other standard-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption. |
Revenue
Revenue | 6 Months Ended |
Sep. 30, 2021 | |
Revenue [Abstract] | |
Revenue | 3. Revenue Long-Term Leases of 900 MHz Broadband Spectrum. In December 2020, the Company entered into its first long-term lease agreement of 900 MHz Broadband Spectrum with Ameren. The Ameren Agreements will enable Ameren to deploy a private LTE network in its service territories in Missouri and Illinois, covering approximately 7.5 million people. Each Ameren Agreement is for a term of up to 40 years, consisting of an initial term of 30 years, with a 10-year renewal option for an additional payment. The scheduled prepayments for the 30-year initial terms of the Ameren Agreements total $47.7 million, of which $0.3 million was received by the Company in February 2021, $5.4 million in September 2021 and $17.2 million in October 2021. The prepayments received to date encompass the initial upfront payment(s) due upon signing of the Ameren Agreements and payments for delivery of the relevant 1.4 x 1.4 cleared spectrum in several metropolitan counties throughout Missouri and Illinois, in accordance with the terms of the Ameren Agreements. The remaining prepayments for the 30-year initial term are due by mid-2026, per the terms of the Ameren Agreements and as the Company delivers the relevant cleared 900 MHz Broadband Spectrum and the associated broadband licenses. The Company is working with incumbents to clear the 900 MHz Broadband Spectrum allocation in Ameren’s service territory. In August 2021, the FCC granted the first 900 MHz broadband licenses to the Company for several counties in Ameren’s service territory, for which the Ameren Agreements were also subsequently approved by the FCC. The Company expects to recognize revenue from the Ameren Agreements commencing in the second half of fiscal year 2022. In accordance with ASC 606, the payments of prepaid fees under the Ameren Agreements will be accounted for as deferred revenue on the Company’s Consolidated Balance Sheets and will be recognized ratably as cleared 900 MHz Broadband Spectrum and the associated broadband licenses are delivered by county over the contractual term of approximately 30-years. The Company’s Board approved the Ameren Agreements on April 23, 2021, and Ameren’s board of directors approved the Ameren Agreements on May 6, 2021. In September 2021, the Company entered into a long-term lease agreement of 900 MHz Broadband Spectrum with Evergy. The Evergy service territories covered by the Evergy Agreement are in Kansas and Missouri with a population of approximately 3.9 million people. The Evergy Agreement is for a term of up to 40 years, comprised of an initial term of 20 years with two 10-year renewal options for additional payments. Prepayment in full of the $30.2 million for the 20-year initial term, which was due and payable within thirty (30) days after execution of the Evergy Agreement, was received by the Company in October 2021. The Evergy Agreement is subject to customary provisions regarding remedies for non-delivery, including refund of amounts paid and termination rights, if Anterix fails to perform its contractual obligations, including failure to deliver the relevant cleared 900 MHz Broadband Spectrum, in accordance with the terms of the Evergy Agreement. The Company is working with incumbents to clear the 900 MHz Broadband Spectrum allocation covered by the Evergy Agreement. Evergy and Anterix obtained all necessary internal approvals prior to executing the Evergy Agreement. The Company expects to recognize revenue from the Evergy Agreement commencing in the second half of fiscal year 2022. In accordance with ASC 606, the payments of prepaid fees under the Evergy Agreement will be accounted for as deferred revenue on the Company’s Consolidated Balance Sheets and will be recognized ratably as cleared 900 MHz Broadband Spectrum and the associated broadband licenses are delivered by county over the contractual term of approximately 20-years. Service Revenue. The Company has historically derived its service revenue from a fixed monthly recurring unit price per user, with 30-day payment terms, for its pdvConnect and TeamConnect service offerings. In June 2018, the Company announced its plan to restructure its operations to align and focus its business priorities on its broadband spectrum initiatives. Consistent with this restructuring plan, the Company transferred its TeamConnect business in December 2018 to A BEEP LLC (“A BEEP”) and Goosetown Enterprises, Inc (“Goosetown”), with the Company continuing to provide customer care, billing and collection services through April 1, 2019. On December 31, 2018, the Company entered into a memorandum of understanding (“MOU”) with the principals of Goosetown. Under the terms of the MOU, the Company assigned the intellectual property rights to its TeamConnect and pdvConnect related applications to TeamConnect LLC (the “LLC”). The LLC assumed customer care services related to the pdvConnect service, with the Company providing transition services to the LLC through April 1, 2019. On April 1, 2020, the Company transferred its pdvConnect customers to the LLC and the LLC agreed to pay the Company a certain portion of the recurring revenues from these customers. The Company did not recognize any service revenue for the three and six months ended September 30, 2021. The Company recognized $66,000 and $140,000, respectively, for the three and six months ended September 30, 2020. Narrowband Spectrum Revenue. In September 2014, Motorola paid the Company an upfront, fully-paid fee of $7.5 million in order to use a portion of the Company’s narrowband spectrum licenses. The payment of the fee is accounted for as deferred revenue on the Company’s Consolidated Balance Sheets and is recognized ratably as the service is provided over the contractual term of approximately ten years. The revenue recognized for the three and six months ended September 30, 2021 and 2020 was approximately $182,000 and $364,000, respectively for each period. Contract Assets. The Company recognizes a contract asset for the incremental costs of obtaining a contract with a customer. These costs include sales commissions. These costs are amortized ratably using the portfolio approach over the estimated customer contract period. The Company will review the contract asset on a periodic basis to determine if an impairment exists. If it is determined that there is an impairment, the contract asset will be expensed. For the six months ended September 30, 2021, the Company incurred commission and stock compensation costs to obtain its long-term 900 MHz Broadband Spectrum lease agreements amounting to approximately $127,000, which was capitalized and will be amortized over the contractual term of approximately 30-years.The following table presents the activity for the Company’s contract assets (in thousands): Contract AssetsBalance at March 31, 2021$ 381Additions 127Amortization —Impairment —Balance at September 30, 2021 508Less amount classified as current assets - prepaid expenses and other current assets (102)Noncurrent assets - included in other assets$ 406 Contract liabilities. Contract liabilities primarily relate to advance consideration received from customers for spectrum services, for which revenue is recognized over time, as the services are performed. These contract liabilities are recorded as deferred revenue on the balance sheet. The following table presents the activity for the Company’s contract liabilities (in thousands): Contract LiabilitiesBalance at March 31, 2021$ 2,983Additions 5,438Revenue recognized (364)Balance at September 30, 2021 8,056Less amount classified as current liabilities (737)Noncurrent liabilities$ 7,319 |
Intangible Assets
Intangible Assets | 6 Months Ended |
Sep. 30, 2021 | |
Intangible Assets [Abstract] | |
Intangible Assets | 4. Intangible Assets Wireless licenses are considered indefinite-lived intangible assets. Indefinite-lived intangible assets are not subject to amortization but instead are tested for impairment annually, or more frequently if an event indicates that the asset might be impaired. There were no impairment charges related to the Company’s indefinite-lived intangible assets during the three and six months ended September 30, 2021 and 2020. During the six months ended September 30, 2021, the Company acquired wireless licenses for cash consideration of $8.8 million, after receiving FCC approval, of which $6.8 million was spent on licenses acquired by entering into agreements with several third parties in multiple U.S. markets and $2.0 million was paid to the U.S. Treasury for Anti-Windfall payments, i.e. payments to secure the broadband channels to cover any shortfall of channels needed in a given county to reach the requisite 240 channels to be surrendered to secure a broadband license for such county, for 11 U.S. counties. As of September 30, 2021 and March 31, 2021, the Company recorded initial deposits to incumbents amounting to approximately $5.4 million and $2.3 million, respectively, that are refundable if the FCC does not approve the sale of the spectrum. Of the $5.4 million initial refundable deposit balance as of September 30, 2021, $4.8 million was included in prepaid expenses and other current assets and the remaining $0.6 million in other assets in the Consolidated Balance Sheets. Of the $2.3 million initial refundable deposit balance as of March 31, 2021, $1.9 million was included in prepaid expenses and other current assets and the remaining $0.5 million in other assets in the Consolidated Balance Sheets. Intangible assets consist of the following at September 30, 2021 and March 31, 2021 (in thousands): Wireless LicensesBalance at March 31, 2021 $ 122,117Acquisitions 8,769Balance at September 30, 2021 $ 130,886 |
Related Party Transactions
Related Party Transactions | 6 Months Ended |
Sep. 30, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | 5. Related Party Transactions Under the terms of the MOU, the Company was obligated to pay the LLC a monthly service fee for a 24-month period that ended on January 7, 2021 for its assumption of the Company’s support obligations under the A BEEP and Goosetown agreements. The Company is also obligated to pay the LLC a certain portion of the billed revenue received by the Company from pdvConnect customers for a 48-month period. For the three and six months ended September 30, 2021 the Company incurred $15,000 and $30,000 under the MOU, respectively. For the three and six months ended September 30, 2020 the Company incurred $176,000 and $353,000 under the MOU, respectively. As of September 30, 2021, the Company did not have any outstanding liabilities to the LLC. As of March 31, 2021, the Company owed $32,000 to the LLC. The Company did not purchase any equipment from Motorola for the three and six months ended September 30, 2021 and 2020, respectively. The revenue recognized for the three and six months ended September 30, 2021 and 2020 was approximately $182,000 and $364,000, respectively for each period. As of September 30, 2021 and March 31, 2021, the Company owed $120,000 to Motorola at the end of each period. On May 5, 2020, the Company entered into a consulting agreement with Rachelle B. Chong under which Ms. Chong will serve as a Senior Advisor to the Company’s management team effective May 15, 2020. In connection with the consulting agreement, Ms. Chong submitted her resignation from the Company’s Board and as a member of the Board’s Nominating and Corporate Governance Committee. During the three and six months ended September 30, 2021 the Company incurred $36,000 and $72,000 in consulting fees to Ms. Chong, respectively. During the three and six months ended September 30, 2020 the Company incurred $36,000 and $60,000 in consulting fees to Ms. Chong, respectively. As of September 30, 2021 and March 31, 2021, the Company did not owe Ms. Chong fees for consulting services. On June 25, 2020, as part of its Executive Succession Plan, the Company announced that Brian D. McAuley had submitted his resignation as Executive Chairman of the Board, effective on July 1, 2020. On August 27, 2020, the Company entered into a consulting agreement (the “Consulting Agreement”) with Mr. McAuley under which Mr. McAuley will serve as a Senior Advisor to the Company’s management team and provide strategic, corporate governance and Board advisory services. The Consulting Agreement provides that Mr. McAuley will receive cash compensation of $40,000 per year. Pursuant to the existing terms of his outstanding equity awards, Mr. McAuley will continue to vest in his outstanding equity awards as he continues to provide services to the Company pursuant to the Consulting Agreement. The Consulting Agreement was effective as of September 2, 2020 and terminates by its terms on September 1, 2021, unless terminated earlier by either party or extended upon the mutual agreement of the parties at least thirty (30) days before the end of the term. The Consulting agreement was extended by an additional twelve (12) months with a termination date of September 1, 2022. The Consulting Agreement contains standard confidentiality, indemnification and intellectual property assignment provisions in favor of the Company. The Consulting Agreement also contains a waiver by Mr. McAuley to any severance benefits that he might be entitled to receive under the Company’s Executive Severance Plan in connection with his resignation and the Executive Succession Plan. In consideration for this waiver, in the event the Company terminates the Consulting Agreement without cause, Mr. McAuley dies or becomes disabled during the term of the Consulting Agreement, or the Company elects not to extend the term of the Consulting Agreement through September 1, 2023, then the vesting of all outstanding time-based equity awards held by Mr. McAuley shall accelerate on the date his consulting services end such that he will be deemed to have vested in a total of 18,761 shares of Common Stock for his services under the Consulting Agreement. In addition, Mr. McAuley’s performance-based equity awards shall remain outstanding (and shall not terminate) and he shall continue to be eligible to obtain vested option shares and vested restricted stock units under his outstanding performance-based equity awards if the “Vesting Conditions” set forth in the performance-based equity awards are satisfied. For the three and six months ended September 30, 2021, the Company incurred approximately $10,000 and $20,000, respectively, in consulting fees to Mr. McAuley. For the three and six months ended September 30, 2020, the Company did not incur any consulting fees to Mr. McAuley. As of September 30, 2021, the Company owed $40,000 to Mr. McAuley. As of March 31, 2021, the Company did not have any outstanding liabilities to Mr. McAuley. |
Impairment and Restructuring Ch
Impairment and Restructuring Charges | 6 Months Ended |
Sep. 30, 2021 | |
Impairment and Restructuring Charges [Abstract] | |
Impairment and Restructuring Charges | 6. Impairment and Restructuring Charges Long-lived Assets and Right of Use Assets Impairment. During the three and six months ended September 30, 2021, the Company recorded $0.1 million for both periods in non-cash impairment charges to reduce the carrying values to zero for long-lived assets consisting of network equipment. During the six months ended September 30, 2020, the Company recorded a $29,000 non-cash impairment charge to reduce the carrying values to zero for long-lived assets consisting of network site costs. There was no impairment charge for the three months ended September 30, 2020. Restructuring Charges. December 2018 cost reductions. On December 31, 2018, the Company’s board of directors approved the following cost reduction actions: (i) the elimination of approximately 20 positions, or 30% of the Company’s workforce and (ii) the closure of its office in San Diego, California (collectively, the “December 2018 Cost-Reduction Actions”). For the three and six months ended September 30, 2020, the Company reduced restructuring charges relating to the December 2018 Cost-Reduction Actions in the amounts of $17,000 and $3,000, respectively, related to employee severance and benefit costs. The Company did not incur restructuring charges for the three and six months ended September 30, 2021. |
Leases
Leases | 6 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | 7. Leases A lease is defined as a contract that conveys the right to control the use of identified property, plant or equipment for a period of time in exchange for consideration. On April 1, 2019, the Company adopted ASC 842 and it primarily affected the accounting treatment for operating lease agreements in which the Company is the lessee. Substantially all of the leases in which the Company is the lessee are comprised of corporate office space and tower space. The Company is obligated under certain lease agreements for office space with lease terms expiring on various dates from October 31, 2024 through June 30, 2027, which includes a 10-year lease extension for its corporate headquarters. The Company entered into multiple lease agreements for tower space. The lease expiration dates range from October 31, 2021 to November 30, 2027. Substantially all of the Company’s leases are classified as operating leases, and as such, were previously not recognized on the Company’s Consolidated Balance Sheet. With the adoption of Topic 842, operating lease agreements are required to be recognized on the Consolidated Balance Sheet as Right of Use (“ROU”) assets and corresponding lease liabilities. ROU assets include any prepaid lease payments and exclude any lease incentives and initial direct costs incurred. Lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The lease terms may include options to extend or terminate the lease if it is reasonably certain that the Company will exercise that option. Weighted-average remaining lease term and discount rate for the Company’s operating leases are as follows: Six months ended September 30, 2021 2020Weighted average term - operating lease liabilities 4.04 years 4.69 yearsWeighted average incremental borrowing rate - operating lease liabilities 13% 13% Rent expense amounted to approximately $0.5 million and $1.0 million, respectively, for the three and six months ended September 30, 2021 and are included in general and administrative expenses in the Consolidated Statements of Operations. Rent expense amounted to approximately $0.6 million for the three months ended September 30, 2020, of which approximately $0.4 million was included as direct cost of revenue and the remainder of approximately $0.2 million was included in general and administrative expenses in the Consolidated Statements of Operations. Rent expense amounted to approximately $1.3 million for the six months ended September 30, 2020, of which approximately $0.8 million was included as direct cost of revenue and the remainder of approximately $0.5 million was included in general and administrative expenses in the Consolidated Statements of Operations. In June 2020, the Company terminated an operating tower space lease early resulting in a non-cash reductions in ROU assets by $19,000, operating lease liabilities by $20,000 and gain in disposal of long-lived asset by $1,000. The following table presents net lease cost for the three and six months ended September 30, 2021 and 2020 (in thousands): Three months ended September 30, Six months ended September 30, 2021 2020 2021 2020Lease cost Operating lease cost (cost resulting from lease payments) $ 495 $ 612 $ 1,008 $ 1,271Short term lease cost 6 40 10 43Sublease income - (3) - (6)Net lease cost $ 501 $ 649 $ 1,018 $ 1,308 The following table presents supplemental cash flow and non-cash activity information for the three and six months ended September 30, 2021 and 2020 (in thousands): Six months ended September 30, 2021 2020Operating cash flow information: Operating lease - operating cash flows (fixed payments) $ 1,155 $ 1,411Operating lease - operating cash flows (liability reduction) $ 735 $ 961Non-cash activity: Right of use assets obtained in exchange for new operating lease liabilities $ 66 $ 18 The following table presents supplemental balance sheet information as of September 30, 2021 and March 31, 2021 (in thousands): September 30, 2021 March 31, 2021Non-current assets - right of use assets, net $ 4,522 $ 5,100Current liabilities - operating lease liabilities $ 1,432 $ 1,470Non-current liabilities - operating lease liabilities $ 4,903 $ 5,601 Future minimum payments under non-cancelable leases for office and tower spaces (exclusive of real estate tax, utilities, maintenance and other costs borne by the Company), for the remaining terms of the leases following the six months ended September 30, 2021 are as follows (in thousands): Operating Fiscal Year Leases2022 (excluding the six months ended September 30, 2021) $ 1,1002023 2,0992024 1,9532025 1,5532026 866After 2026 596Total future minimum lease payments 8,167Amount representing interest (1,832)Present value of net future minimum lease payments $ 6,335 |
Income Taxes
Income Taxes | 6 Months Ended |
Sep. 30, 2021 | |
Income Taxes [Abstract] | |
Income Taxes | 8. Income Taxes The Company's net operating losses (“NOLs’) generated after March 31, 2018 may be used as an indefinite-lived asset to offset its deferred tax liability, but limited to 80 percent of future taxable income. The deferred tax liabilities as of September 30, 2021 are approximately $2.1 million for federal and $1.4 million for state. For the year ended March 31, 2021, the Company had federal and state NOL carryforwards of approximately $266.3 million and $152.3 million, respectively. Of these federal and state NOLs, approximately $125.1 million and $114.4 million respectively, are expiring in various amounts from 2021 through 2041. The remaining federal and state NOLs of approximately $141.2 million and $37.9 million, respectively, have an indefinite life but the federal NOLs may only offset 80% of taxable income when used. For the six months ended September 30, 2021, the Company incurred federal and state net operating losses of approximately $45.7 million and $36.8 million, respectively, to offset future taxable income, of which $58.4 million can be carried forward indefinitely, but can only offset 80% of taxable income when used. The Company used a discrete effective tax rate method to calculate taxes for the three and six months ended September 30, 2021. The Company determined that applying an estimate of the annual effective tax rate would not provide a reasonable estimate as small changes in estimated “ordinary” loss would result in significant changes in the estimated annual effective tax rate. Accordingly, for the three and six months ended September 30, 2021, the Company recorded a total deferred tax expense of $0.2 million and $0.3 million, respectively, due to the inability to use some portion of federal and state NOL carryforwards against the deferred tax liability created by amortization of indefinite-lived intangibles. |
Stockholders_ Equity and Stock
Stockholders’ Equity and Stock Compensation | 6 Months Ended |
Sep. 30, 2021 | |
Stockholders’ Equity and Stock Compensation [Abstract] | |
Stockholders’ Equity and Stock Compensation | 9. Stockholders’ Equity and Stock Compensation The Company established the 2014 Stock Plan (the “2014 Stock Plan”) to attract, retain and reward individuals who contribute to the achievement of the Company’s goals and objectives. This 2014 Stock Plan superseded previous stock plans. The Board has reserved 5,027,201 shares of common stock for issuance under the 2014 Stock Plan as of September 30, 2021, of which 1,205,398 shares are available for future issuance. Historically, the number of shares reserved under the 2014 Stock Plan were increased, based on Board approval, each January 1 by an amount equal to the lesser of (i) 5% of the number of shares of common stock issued and outstanding on the immediately preceding December 31 or (ii) a lesser amount determined by the Board (the “evergreen provision”). Effective January 1, 2021, the Board elected to increase the shares authorized under the 2014 Stock Plan by 879,216 shares, which represented 5% of the of the Company’s common stock issued and outstanding as of December 31, 2020. On June 15, 2021, the Compensation Committee of the Board approved Amendment No. 1 to 2014 Stock Plan to eliminate the evergreen provision for all future years (i.e., January 1, 2022 through January 1, 2024). Restricted Stock and Restricted Stock Units A summary of non-vested restricted stock activity for the six months ended September 30, 2021 is as follows: Weighted Average Restricted Grant Day Stock Fair ValueNon-vested restricted stock outstanding at March 31, 2021 475,759 $ 42.48Granted 348,683 46.79Vested (177,356) (39.38)Forfeited (39,588) (45.25)Non-vested restricted stock outstanding at September 30, 2021 607,498 $ 45.70 The Company recognizes compensation expense for restricted stock on a straight-line basis over the explicit vesting period. Vested restricted stock units are settled and issuable upon the earlier of the date the employee ceases to be an employee of the Company or a date certain in the future. Stock compensation expense related to restricted stock was approximately $2.4 million for the three months ended September 30, 2021 of which $2.0 million is included in general and administrative expenses, $0.2 million is included in product and development and $0.2 million is included in sales and support expenses in the Consolidated Statement of Operations. Stock compensation expense related to restricted stock was approximately $5.0 million for the six months ended September 30, 2021 of which $4.3 million is included in general and administrative expenses, $0.4 million is included in product and development and $0.3 million is included in sales and support expenses in the Consolidated Statement of Operations. Stock compensation expense related to restricted stock was approximately $4.0 million for the three months ended September 30, 2020 of which $3.7 million is included in general and administrative expenses, $0.2 million is included in product and development and the remainder of the expense, $62,000, is included in sales and support in the Consolidated Statement of Operations. Stock compensation expense related to restricted stock was approximately $5.7 million for the six months ended September 30, 2020 of which $5.3 million included in general and administrative expenses, $0.3 million is included in product and development and $0.1 million is included in sales and support in the Consolidated Statement of Operations. On August 23, 2021, the Compensation Committee approved the grant of restricted stock units to the Company’s President and CEO of 50,000 units. These restricted stock units vest in four equal annual installments measured from the grant date based on the CEO’s continued services to the Company. At September 30, 2021, there was $24.5 million of unvested compensation expense for restricted stock, which is expected to be recognized over a weighted average period of 3.0 years. Performance Stock Units A summary of the performance stock unit activity for the six months ended September 30, 2021 is as follows: Weighted Average Performance Grant Day Stock Fair ValuePerformance stock outstanding at March 31, 2021 75,049 $ 58.65Granted — —Vested — —Forfeited/cancelled — —Performance stock outstanding at September 30, 2021 75,049 $ 58.65 President & CEO Performance Stock Units Cumulative Spectrum Proceeds Monetized On December 31, 2020, the Compensation Committee awarded performance-based restricted units to the Company’s President and Chief Executive Officer (“CEO”) as part of the Succession Plan, (the “CEO Performance Units”). The performance-based restricted units will vest on a determination date of June 24, 2024 (“Determination Date”) (unless sooner triggered by an earlier involuntary termination), based on Cumulative Spectrum Proceeds Monetized (“CSPM”) metric over a four-year measurement period commencing on June 24, 2020, with 15,025 units vesting if the minimum CSPM level is achieved, 30,049 units vesting if the target CSPM metric is achieved and up to 60,098 vesting if the maximum CSPM metric is achieved. For the three and six months ended September 30, 2021, the Company recorded approximately $0.1 million and $0.2 million, respectively, of stock compensation expense included in general and administrative expenses reported in the Consolidated Statements of Operations relating to the CEO Performance Units – CSPM. As of September 30, 2021, there was approximately $1.0 million of unvested compensation expense for the outstanding performance-based restricted stock units related to the December 31, 2020 CEO Performance Units, which is expected to be recognized over a weighted average period of 3.0 years. Total Stockholder Return On February 1, 2021, the Compensation Committee awarded performance-based restricted units to the CEO based on Total Stockholder Return metrics (“TSR Performance Units”). The performance-based restricted units will vest upon continued service and achievement of certain stock price levels calculated using a four-year compound annual growth rate and based on the average closing bid price per share of the Company’s common stock measured over a sixty-trading day period (“Stock Price Levels”). Shares will vest in a range of 25% to 350% of the 45,000 target reported units based on achieving specified Stock Price Levels. The vesting end measurement date is February 1, 2025, with earlier vesting determination dates upon a change in control of the Company, involuntary termination of the CEO or twelve months following the achievement of the maximum stock price level. If after February 1, 2023, the CEO achieves a Stock Price Level, there will be a vesting determination date the earlier of twelve months thereafter or February 1, 2025. For the three and six months ended September 30, 2021, the Company recorded approximately $0.2 million and $0.4 million, respectively, of stock compensation expense relating to the TSR Performance Units included in general and administrative expenses reported in the Consolidated Statements of Operations. As of September 30, 2021, there was approximately $2.6 million of unvested compensation expense for the outstanding performance-based restricted stock units related to the February 1, 2021 TSR Performance Units, which is expected to be recognized over a weighted average period of 3.42 years. Performance-Based related to Report and Order and Long-Term Agreement(s) On February 28, 2020, the Company awarded 95,538 performance-based restricted stock units. The performance goals were: (A) Target Goal: 50% of the shares vest upon (i) achievement by December 31, 2020 of a Final Order from the FCC providing for the creation and allocation of licenses for spectrum in the 900 MHz band consisting of paired blocks of contiguous spectrum, each containing at least 3 MHz of contiguous spectrum, authorized for broadband wireless communications uses and (ii) the lack of objection by the Company’s Board to the terms and conditions (including, but not limited to, the rebanding, clearing and relocation procedures, license assignment and award mechanisms and technical and operational rules) set forth or referenced in the Final Order; and (B) Stretch Goal: The remaining 50% of the performance shares vest and settle upon the occurrence of all three of the following conditions: (i) the Company enters into one or more long-term agreement(s) with critical infrastructure or enterprise business(es) to enable such business(es) to utilize the Company’s spectrum for broadband connectivity; (ii) the combined total contract dollars payable to the Company over the initial term(s) of such agreement(s) equals or exceeds a certain amount as specified by the Board; and (iii) the agreement(s) is/are binding on such business(es) and is/are either not contingent on prior Board approval(s) or such approval(s) has/have been received. As of December 31, 2020, not all of these conditions had been achieved by December 30, 2020, and therefore, the applicable 50% of the performance shares expired unvested. Additionally, on February 28, 2020, the Company awarded 43,446 performance-based restricted stock units. The performance goal related to these units was: 100% of the shares will vest upon (i) achievement by December 31, 2020 of a Final Order from the FCC providing for the creation and allocation of licenses for spectrum in the 900 MHz band consisting of paired blocks of contiguous spectrum, each containing at least 3 MHz of contiguous spectrum, authorized for broadband wireless communications uses and (ii) the lack of objection by the Company’s Board to the terms and conditions (including, but not limited to, the rebanding, clearing and relocation procedures, license assignment and award mechanisms and technical and operational rules) set forth or referenced in the Final Order. The goal was achieved when the Report and Order was effective in August 2020. On September 30, 2020, the Company recorded stock compensation expense amounting to approximately $4.3 million included in general and administrative expenses reported in the Consolidated Statements of Operations based on the achievement of the Target Goal or approximately 91,216 shares under the performance-based restricted stock units, upon the Report and Order becoming effective in August 2020. Stock Options A summary of stock option activity for the six months ended September 30, 2021 is as follows: Options Weighted AverageExercise PriceOptions outstanding at March 31, 2021 1,663,223 $ 24.96Options granted 165,768 58.56Options exercised (548,767) (21.53)Options forfeited/expired — —Options outstanding at September 30, 2021 1,280,224 $ 30.77 On August 23, 2021, the Compensation Committee approved the grant of a stock option to the Company’s CEO for 100,000 shares of common stock at an exercise price of $57.00 per share. These option shares vest in four equal annual installments measured from the grant date based on the CEO’s continued services to the Company. The Black-Scholes option model requires weighted average assumptions to be used for the calculation of the Company’s stock compensation expense. The assumptions used for this grant were: the expected life of the award was 6.02 years; the risk free interest rate was 0.92%; the expected volatility rate was 53.18%; the expected dividend yield was 0.0%; and the expected forfeiture rate was 0%. On September 7, 2021, the Compensation Committee approved the grant of a stock option to the Company’s Executive Chairman for 65,768 shares of common stock at an exercise price of $60.92 per share. These option shares vest in three equal annual installments measured from the grant date based on the Executive Chairman’s continued services to the Company. The Black-Scholes option model requires weighted average assumptions to be used for the calculation of the Company’s stock compensation expense. The assumptions used for this grant were: the expected life of the award was 5.92 years; the risk free interest rate was 0.96%; the expected volatility rate was 53.45%; the expected dividend yield was 0.0%; and the expected forfeiture rate was 0%. In May 2021, the Company reacquired 20,132 shares when a participant surrendered already-owned shares of the Company’s common stock to cover the exercise price of an outstanding stock option exercised by the participant. The 20,132 shares surrendered are constructively retired by the Company as of September 30, 2021 which resulted in the reduction of approximately $1.0 million in additional paid in capital in the Consolidated Statement of Stockholders’ Equity. For the three and six months ended September 30, 2021, stock compensation expense related to the amortization of the fair value of stock options issued was approximately $0.5 million and $0.9 million, respectively, and is included in general and administrative expenses reported in the Consolidated Statements of Operations. For the three and six months ended September 30, 2020, stock compensation expense related to the amortization of the fair value of stock options issued was approximately $0.3 million and $0.5 million, respectively, and is included in general and administrative expenses reported in the Consolidated Statements of Operations. As of September 30, 2021, there was approximately $5.8 million of unrecognized compensation expense related to non-vested stock options granted under the Company’s stock option plans which is expected to be recognized over a weighted-average period of 1.9 years. Performance Stock Options A summary of the performance stock options as of September 30, 2021 is as follows: Performance Options Weighted AverageExercise PricePerformance Options outstanding at March 31, 2021 48,417 $ 46.85Performance Options granted — —Performance Options exercised (6,635) (46.85)Performance Options forfeited/expired — —Performance Options outstanding at September 30, 2021 41,782 $ 46.85 There were no performance stock options granted for the six months ended September 30, 2021. Motorola Investment On September 15, 2014, Motorola invested $10.0 million to purchase 500,000 Class B Units of the Company’s subsidiary, PDV Spectrum Holding Company, LLC (at a price equal to $20.00 per unit). The Company owns 100% of the Class A Units in this subsidiary. Motorola has the right at any time to convert its 500,000 Class B Units into 500,000 shares of the Company’s common stock. The Company also has the right to force Motorola’s conversion of these Class B Units into shares of its common stock at its election. Motorola is not entitled to any assets, profits or distributions from the operations of the subsidiary. In addition, Motorola’s conversion ratio from Class B Units to shares of the Company’s common stock is fixed on a one-for-one basis, and is not dependent on the performance or valuation of either the Company or the subsidiary. The Class B Units have no redemption or call provisions and can only be converted into shares of the Company’s common stock. Management has determined that this investment does not meet the criteria for temporary equity or non-controlling interest due to the limited rights that Motorola has as a holder of Class B Units, and accordingly has presented this investment as part of its permanent equity within Additional Paid-in Capital in the accompanying consolidated financial statements. Share Repurchase Program On September 29, 2021, the Company’s Board authorized a share repurchase program (the “Share Repurchase Program”) pursuant to which the Company may repurchase up to $50.0 million of the Company’s common stock on or before September 29, 2023. The manner, timing and amount of any share repurchases will be determined by the Company based on a variety of factors, including price, general business and market conditions and alternative investment opportunities. The share repurchase program authorization does not obligate the Company to acquire any specific number of shares. Under the program, shares may be repurchased in privately negotiated and/or open market transactions, including under plans complying with Rule 10b5-1 under the Securities Exchange Act of 1934. |
Contingencies
Contingencies | 6 Months Ended |
Sep. 30, 2021 | |
Contingencies [Abstract] | |
Contingencies | 10. Contingencies Contingent Liability In February 2021, the Company entered into an agreement with SDG&E to provide 900 MHz Broadband Spectrum throughout SDG&E’s California service territory, including San Diego and Imperial Counties and portions of Orange County for a total payment of $50.0 million. The SDG&E Agreement will support SDG&E’s deployment of a private LTE network for its California service territory, with a population of approximately 3.6 million people. As part of the SDG&E Agreement, the Company and SDG&E are collaborating to accelerate the utility industry momentum for private networks. The SDG&E Agreement includes the assignment of 6 MHz of 900 MHz Broadband Spectrum, 936.5 – 939.5 MHz paired with 897.5 – 900.5 MHz, within SDG&E’s service territory following the FCC’s issuance of the broadband licenses to the Company. Delivery of the relevant 900 MHz Broadband Spectrum and the associated broadband licenses by county is expected to commence in fiscal year 2023 and is scheduled for completion before the end of fiscal year 2024. The total payment of $50.0 million is comprised of an initial payment of $20.0 million received in February 2021 and the remaining $30.0 million payment, which is due through fiscal year 2024 as the Company delivers the relevant cleared 900 MHz Broadband Spectrum and the associated broadband licenses to SDG&E. The Company is working with incumbents to clear the 900 MHz Broadband Spectrum allocation in the SDG&E’s California service territory. The SDG&E Agreement is subject to customary provisions regarding remedies, including reduced payment amounts and/or refund of amounts paid, and termination rights, if a party fails to perform its contractual obligations. Both SDG&E and Anterix obtained all necessary internal approvals prior to executing the SDG&E Agreement. A gain or loss will be recognized in each county once the cleared 900 MHz Broadband Spectrum and the associated broadband licenses are delivered to SDG&E. As the Company is required to refund the initial payment in the event of termination or non-delivery of the 900 MHz Broadband Spectrum, it recorded $20.0 million for the upfront payment received from SDG&E in February 2021 as contingent liability in the Consolidated Balance Sheet as of March 31, 2021. There was no additional contingent liability incurred for the quarter ended September 30, 2021. Litigation From time to time, the Company may be involved in litigation that arises from the ordinary operations of the business, such as contractual or employment disputes or other general actions. The Company is not involved in any material legal proceedings at this time. COVID-19 Pandemic In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (“COVID-19”) as a pandemic and COVID-19 continues to cause significant disruptions throughout the United States. The Company instituted numerous precautionary measures intended to help ensure the well-being as majority of the Company’s employees continue to work from home, remotely negotiate and work with customers, covered incumbents and the FCC. Virtually all employees remain subject to travel restrictions and access to the Company’s premises is restricted. The Company will continue to closely monitor the risks posed by COVID-19 and adjust its practices accordingly. In order to manage the financial impact caused by the pandemic, the Company also deferred payroll taxes under the CARES Act amounting to approximately $0.3 million as of September 30, 2021. As a result of prioritizing the use of our cash and measures implemented, no significant adverse impact on our results of operations through and financial position as of September 30, 2021, has occurred as a result of the pandemic. The ultimate extent of the impact of COVID-19 on future financial performance of the Company and its ability to secure broadband licenses pursuant to the terms of the 900 MHz Report and Order and to commercialize any broadband licenses it secures, will depend on ongoing developments, including the duration and further spread of COVID-19, the laws, orders and restrictions imposed by federal, state and local governmental agencies, and the overall economy, all of which remain uncertain and cannot be predicted. If the financial markets and/or the overall economy are impacted for an extended period, the Company's operating results may be materially and adversely affected. The Company is managing its cash flow and believes that it has adequate liquidity. |
Concentrations of Credit Risk
Concentrations of Credit Risk | 6 Months Ended |
Sep. 30, 2021 | |
Concentrations of Credit Risk [Abstract] | |
Concentrations of Credit Risk | 11. Concentrations of Credit Risk Financial instruments which potentially expose the Company to concentrations of credit risk consist primarily of cash and trade accounts receivable. The Company places its cash and temporary cash investments with financial institutions for which credit loss is not anticipated. |
Business Concentrations
Business Concentrations | 6 Months Ended |
Sep. 30, 2021 | |
Business Concentrations [Abstract] | |
Business Concentrations | 12. Business Concentrations For the three and six months ended September 30, 2021, the Company’s operating revenue was entirely from the upfront, fully-paid fee received from Motorola, as discussed in Note 3 to the Consolidated Financial Statements in this Quarterly Report. For the three and six months ended September 30, 2020, the Company had one Tier 1 domestic carrier and one reseller that accounted for approximately 21% of total operating revenues, respectively. As of September 30, 2021, the Company does not have an outstanding accounts receivable balance. As of March 31, 2021, the Company had one Tier 1 domestic carrier that accounted for the entire total accounts receivable. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Sep. 30, 2021 | |
Summary of Significant Accounting Policies [Abstract] | |
Basis of Presentation and Use of Estimates | Basis of Presentation and Use of Estimates The unaudited consolidated financial statements and accompanying notes are prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information. Pursuant to the rules and regulations of the U.S. Securities and Exchange Commission (the “SEC”), certain information and footnote disclosures normally included in annual consolidated financial statements prepared in accordance with U.S. GAAP have been condensed or omitted. Because certain information and footnote disclosures have been condensed or omitted, these unaudited consolidated financial statements should be read in conjunction with the audited consolidated financial statements and related notes in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2021, as filed on June 15, 2021 with the SEC. In the Company’s opinion all normal and recurring adjustments considered necessary for a fair presentation of the financial position, results of operations and cash flows for the periods presented have been included. The Company believes that the disclosures made in the unaudited consolidated interim financial statements are adequate to make the information not misleading. The results of operations for the interim periods presented are not necessarily indicative of the results for the year. The Company is also required to make certain estimates with regard to the valuation of awards and forfeiture rates for its share-based award programs. New estimates in the period relate to determining the Company’s estimated incremental borrowing rate in recognizing right of use assets and operating lease liabilities. Estimates and assumptions are reviewed periodically, and the effects of revisions are reflected in the financial statements in the applicable period. Accordingly, actual results could materially differ from those estimates. The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries, including PDV Spectrum Holding Company, LLC formed in April 2014. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Correction of Immaterial Errors | Correction of Immaterial Errors In connection with preparing its financial statements for the year ended March 31, 2021, the Company determined that it incorrectly presented stock-based compensation and loss on disposal of long-lived assets, net in its Consolidated Statement of Operations for the three and six months ended September 30, 2020. The Company previously reported stock compensation expense as a separate line item in the Consolidated Statement of Operations. Stock compensation expense should have been included in the same income statement line or lines as the cash compensation paid to the individuals receiving the stock-based awards such as general and administrative costs, product development and sales and support. For the three months ended September 30, 2020, the separate line item of $8.6 million in stock compensation expense has been changed and split out to report as $8.4 million in general and administrative, $0.2 million in product development, and $62,000 in sales and support in the Consolidated Statement of Operations. For the six months ended September 30, 2020, the separate line item of $10.6 million in stock compensation expense has been changed and split out to report as $10.2 million in general and administrative, $0.3 million in product development, and $0.1 million in sales and support in the Consolidated Statement of Operations. The following table is a comparison of the reported results of operations for the three and six months ended September 30, 2020 as a result of the correction of immaterial errors (in thousands): For the three months ended September 30, 2020 As Originally Reported Impact of Prior Period Errors As RevisedConsolidated Statement of Operations General and administrative 5,582 $8,373 13,955Product development 805 183 988Sales and support 631 62 693Stock compensation expense 8,618 (8,618) — For the six months ended September 30, 2020 As Originally Reported Impact of Prior Period Errors As Revised General and administrative $11,320 $10,179 $21,499Product development 1,497 292 1,789Sales and support 1,292 102 1,394Stock compensation expense 10,573 (10,573) — |
Intangible Assets | Intangible Assets Intangible assets are wireless licenses that are used to provide the Company with the exclusive right to utilize designated radio frequency spectrum to provide wireless communication services. While licenses are issued for only a fixed time, generally ten to fifteen years, such licenses are subject to renewal by the FCC. License renewals have occurred routinely and at nominal cost in the past. There are currently no legal, regulatory, contractual, competitive, economic or other factors that limit the useful life of the Company’s wireless licenses. As a result, the Company has determined that the wireless licenses should be treated as an indefinite-lived intangible asset. The Company will evaluate the useful life determination for its wireless licenses each year to determine whether events and circumstances continue to support their treatment as an indefinite useful life asset. Historically, wireless licenses were tested for impairment on an aggregate basis, consistent with the Company’s dispatch business at a national level. Effective in the year ended March 31, 2021, (“Fiscal 2021”), the Company determined the unit of accounting for impairment testing purposes should be based on geographical markets and accordingly, tested the wireless licenses for impairment based on these individual markets. The change in the unit of accounting was due to the Company’s expected use and marketability of its wireless licenses to support broadband operations at an individual market level as a result of the Report and Order. Due to the change in the unit of accounting, the Company performed a step one quantitative impairment test in Fiscal 2021 to determine if the fair value of the wireless licenses exceed the carrying value at the geographical market level. The estimated fair values of each unit of accounting were determined using a market-based approach based on the 600 MHz auction price as noted in the Report and Order. The Company also performed a step zero qualitative assessment on an aggregate basis to test the wireless licenses for impairment due to the change in the unit of accounting in Fiscal 2021. There are no triggering events indicating impairment in the six months ended September 30, 2021. |
Long-Lived Asset and Right of Use Assets Impairment | Long-Lived Asset and Right of Use Assets Impairment The Company evaluates long-lived assets, including right of use assets, other than intangible assets with indefinite lives, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset group may not be recoverable. Asset groups are determined at the lowest level for which identifiable cash flows are largely independent from cash flows of other groups of assets and liabilities. When the carrying amount of the asset groups are not recoverable and exceeds its fair value, an impairment loss is recognized equal to the excess of the asset group’s carrying value over the estimated fair value. |
Net Loss Per Share of Common Stock | Net Loss Per Share of Common Stock Basic net loss per common share is calculated by dividing the net loss attributable to common stockholders by the weighted-average number of common shares outstanding during the period, without consideration for potentially dilutive securities. For purposes of the diluted net loss per share calculation, preferred stock, stock options, restricted stock and warrants are considered to be potentially dilutive securities. Because the Company has reported a net loss for the three and six months ended September 30, 2021 and 2020, respectively, diluted net loss per common share is the same as basic net loss per common share for those periods. Common stock equivalents resulting from potentially dilutive securities approximated 1,454,000 and 1,540,000 at September 30, 2021 and 2020, respectively, and have not been included in the dilutive weighted average shares of common stock outstanding, as their effects are anti-dilutive. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In June 2016, the FASB issued ASC 326, Financial Instruments - Credit Losses and has subsequently modified several areas of the standard in order to provide additional clarity and improvements. The new standard requires entities to use a Current Expected Credit Loss impairment model based on expected losses rather than incurred losses. Under this model, an entity would recognize an impairment allowance equal to its current estimate of all contractual cash flows that the entity does not expect to collect from financial assets measured at amortized cost within the scope of the standard. The entity's estimate would consider relevant information about past events, current conditions and reasonable and supportable forecasts, which will result in recognition of lifetime expected credit losses. As a smaller reporting company, the standard will be effective for the Company's fiscal year beginning April 2023, including interim reporting periods within that fiscal year, although early adoption is permitted. The Company is evaluating the potential impact that ASC 326 and subsequent modifications may have on its consolidated financial statements. Other accounting standards that have been issued or proposed by the FASB or other standard-setting bodies that do not require adoption until a future date are not expected to have a material impact on the Company’s consolidated financial statements upon adoption. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Summary of Significant Accounting Policies [Abstract] | |
Summary of Errors Corrections | For the three months ended September 30, 2020 As Originally Reported Impact of Prior Period Errors As RevisedConsolidated Statement of Operations General and administrative 5,582 $8,373 13,955Product development 805 183 988Sales and support 631 62 693Stock compensation expense 8,618 (8,618) — For the six months ended September 30, 2020 As Originally Reported Impact of Prior Period Errors As Revised General and administrative $11,320 $10,179 $21,499Product development 1,497 292 1,789Sales and support 1,292 102 1,394Stock compensation expense 10,573 (10,573) — |
Revenue (Tables)
Revenue (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Revenue [Abstract] | |
Schedule of Contract Assets | Contract AssetsBalance at March 31, 2021$ 381Additions 127Amortization —Impairment —Balance at September 30, 2021 508Less amount classified as current assets - prepaid expenses and other current assets (102)Noncurrent assets - included in other assets$ 406 |
Schedule of Contract Liabilities | Contract LiabilitiesBalance at March 31, 2021$ 2,983Additions 5,438Revenue recognized (364)Balance at September 30, 2021 8,056Less amount classified as current liabilities (737)Noncurrent liabilities$ 7,319 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Intangible Assets [Abstract] | |
Schedule of Indefinite-Lived Intangible Assets | Wireless LicensesBalance at March 31, 2021 $ 122,117Acquisitions 8,769Balance at September 30, 2021 $ 130,886 |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Additional Lease Cost Information | Six months ended September 30, 2021 2020Weighted average term - operating lease liabilities 4.04 years 4.69 yearsWeighted average incremental borrowing rate - operating lease liabilities 13% 13% |
Lease Cost | Three months ended September 30, Six months ended September 30, 2021 2020 2021 2020Lease cost Operating lease cost (cost resulting from lease payments) $ 495 $ 612 $ 1,008 $ 1,271Short term lease cost 6 40 10 43Sublease income - (3) - (6)Net lease cost $ 501 $ 649 $ 1,018 $ 1,308 |
Supplemental Lease Information | The following table presents supplemental cash flow and non-cash activity information for the three and six months ended September 30, 2021 and 2020 (in thousands): Six months ended September 30, 2021 2020Operating cash flow information: Operating lease - operating cash flows (fixed payments) $ 1,155 $ 1,411Operating lease - operating cash flows (liability reduction) $ 735 $ 961Non-cash activity: Right of use assets obtained in exchange for new operating lease liabilities $ 66 $ 18 The following table presents supplemental balance sheet information as of September 30, 2021 and March 31, 2021 (in thousands): September 30, 2021 March 31, 2021Non-current assets - right of use assets, net $ 4,522 $ 5,100Current liabilities - operating lease liabilities $ 1,432 $ 1,470Non-current liabilities - operating lease liabilities $ 4,903 $ 5,601 |
Future Minimum Payments | Operating Fiscal Year Leases2022 (excluding the six months ended September 30, 2021) $ 1,1002023 2,0992024 1,9532025 1,5532026 866After 2026 596Total future minimum lease payments 8,167Amount representing interest (1,832)Present value of net future minimum lease payments $ 6,335 |
Stockholders_ Equity and Stoc_2
Stockholders’ Equity and Stock Compensation (Tables) | 6 Months Ended |
Sep. 30, 2021 | |
Stockholders’ Equity and Stock Compensation [Abstract] | |
Summary of Restricted Stock and Restricted Stock Units Activity | Weighted Average Restricted Grant Day Stock Fair ValueNon-vested restricted stock outstanding at March 31, 2021 475,759 $ 42.48Granted 348,683 46.79Vested (177,356) (39.38)Forfeited (39,588) (45.25)Non-vested restricted stock outstanding at September 30, 2021 607,498 $ 45.70 |
Summary of Performance Stock Activity | Weighted Average Performance Grant Day Stock Fair ValuePerformance stock outstanding at March 31, 2021 75,049 $ 58.65Granted — —Vested — —Forfeited/cancelled — —Performance stock outstanding at September 30, 2021 75,049 $ 58.65 |
Summary of Stock Option Activity | Options Weighted AverageExercise PriceOptions outstanding at March 31, 2021 1,663,223 $ 24.96Options granted 165,768 58.56Options exercised (548,767) (21.53)Options forfeited/expired — —Options outstanding at September 30, 2021 1,280,224 $ 30.77 |
Summary of Performance Stock Options | Performance Options Weighted AverageExercise PricePerformance Options outstanding at March 31, 2021 48,417 $ 46.85Performance Options granted — —Performance Options exercised (6,635) (46.85)Performance Options forfeited/expired — —Performance Options outstanding at September 30, 2021 41,782 $ 46.85 |
Nature of Operations (Details)
Nature of Operations (Details) item in Millions | 1 Months Ended | 6 Months Ended | 30 Months Ended | ||
Oct. 31, 2021USD ($) | Sep. 30, 2021USD ($) | Feb. 28, 2021USD ($)item | Sep. 30, 2021USD ($)item | Mar. 31, 2024USD ($) | |
Conversion of Stock [Line Items] | |||||
Lease term | 30 years | 30 years | |||
Lease extension | 10 years | 10 years | |||
Forecast [Member] | |||||
Conversion of Stock [Line Items] | |||||
Payments to Acquire Productive Assets | $ 30,000,000 | ||||
Ameren [Member] | |||||
Conversion of Stock [Line Items] | |||||
Number of people | item | 7.5 | ||||
Lessor Operating Lease Term Of Contract, Combined | 40 years | ||||
Lease term | 30 years | 30 years | |||
Lease extension | 10 years | 10 years | |||
Scheduled prepayments | $ 47,700,000 | $ 47,700,000 | |||
Lessor Operating Lease Payments Received | 5,400,000 | $ 300,000 | |||
Ameren [Member] | Subsequent Event [Member] | |||||
Conversion of Stock [Line Items] | |||||
Lessor Operating Lease Payments Received | $ 17,200,000 | ||||
SDG&E [Member] | |||||
Conversion of Stock [Line Items] | |||||
Number of people | item | 3.6 | 3.6 | |||
Payments to Acquire Productive Assets | $ 20,000,000 | ||||
Asset Acquisition, Consideration Transferred | $ 50,000,000 | ||||
Asset Acquisition, Contingent Consideration, Liability | $ 0 | $ 0 | |||
Evergy [Member] | |||||
Conversion of Stock [Line Items] | |||||
Number of people | item | 3.9 | ||||
Lease term | 20 years | 20 years | |||
Lease extension | 10 years | 10 years | |||
Scheduled prepayments | $ 30,200,000 | $ 30,200,000 | |||
Maximum [Member] | Ameren [Member] | |||||
Conversion of Stock [Line Items] | |||||
Lease term | 40 years | 40 years | |||
Maximum [Member] | Evergy [Member] | |||||
Conversion of Stock [Line Items] | |||||
Lease term | 40 years | 40 years |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Narrative) (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)shares | Sep. 30, 2020USD ($)shares | Mar. 31, 2021USD ($)item | |
Summary Of Significant Accounting Policies [Line Items] | |||||
Equity based compensation | $ 8,600,000 | $ 6,516,000 | $ 10,573,000 | ||
Impairment of long-lived assets | $ 112,000 | 0 | 127,000 | $ 29,000 | |
Property and equipment, net | 3,049,000 | $ 3,049,000 | $ 3,574,000 | ||
Potentially dilutive securities outstanding but excluded from computation of earnings per share | shares | 1,454,000 | 1,540,000 | |||
Selling, General and Administrative Expenses [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Equity based compensation | 8,400,000 | $ 10,200,000 | |||
Research and Development Expense [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Equity based compensation | 200,000 | 300,000 | |||
Sales And Support [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Equity based compensation | 62,000 | 100,000 | |||
Property, Plant and Equipment [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Impairment of long-lived assets | 100,000 | $ 100,000 | 29,000 | ||
Minimum [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Wireless licenses term | 10 years | ||||
Maximum [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Wireless licenses term | 15 years | ||||
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Tier 1 Carrier Partner [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Number of carriers | item | 1 | ||||
Network Equipment [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Impairment of long-lived assets | 100,000 | $ 100,000 | |||
Property and equipment, net | $ 0 | $ 0 | |||
Network Sites [Member] | |||||
Summary Of Significant Accounting Policies [Line Items] | |||||
Impairment of long-lived assets | 29,000 | ||||
Property and equipment, net | $ 0 | $ 0 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Comparison of Reported Results of Operations and Cash Flows as a Result of Reclassifications) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
General and administrative | $ 9,825 | $ 13,955 | $ 19,555 | $ 21,499 |
Product development | 930 | 988 | 1,933 | 1,789 |
Sales and support | $ 993 | 693 | $ 2,048 | 1,394 |
As Originally Reported [Member] | ||||
General and administrative | 5,582 | 11,320 | ||
Product development | 805 | 1,497 | ||
Sales and support | 631 | 1,292 | ||
Stock compensation expense | 8,618 | 10,573 | ||
Impact of Prior Period Errors [Member] | ||||
General and administrative | 8,373 | 10,179 | ||
Product development | 183 | 292 | ||
Sales and support | 62 | 102 | ||
Stock compensation expense | $ (8,618) | $ (10,573) |
Revenue (Narrative) (Details)
Revenue (Narrative) (Details) item in Millions | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||||||
Oct. 31, 2021USD ($) | Sep. 30, 2021USD ($) | Feb. 28, 2021USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($)item | Sep. 30, 2020USD ($) | Mar. 31, 2021USD ($) | Sep. 30, 2014USD ($) | |
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Lease term | 30 years | 30 years | 30 years | ||||||
Lease extension | 10 years | 10 years | 10 years | ||||||
Revenue recognized | $ (364,000) | ||||||||
Contract liability | $ 8,056,000 | $ 8,056,000 | 8,056,000 | $ 2,983,000 | |||||
Contract and contract acquisition costs | 127,000 | ||||||||
Spectrum [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Revenue recognized | $ 182,000 | $ 182,000 | $ 364,000 | $ 364,000 | |||||
Contract liability | $ 7,500,000 | ||||||||
Contractual term | 10 years | 10 years | 10 years | ||||||
TeamConnect LLC [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Service fee term | 24 months | ||||||||
Ameren [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Number of people | item | 7.5 | ||||||||
Lease term | 30 years | 30 years | 30 years | ||||||
Lease extension | 10 years | 10 years | 10 years | ||||||
Scheduled prepayments | $ 47,700,000 | $ 47,700,000 | $ 47,700,000 | ||||||
Lessor Operating Lease Payments Received | $ 5,400,000 | $ 300,000 | |||||||
Ameren [Member] | Subsequent Event [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Lessor Operating Lease Payments Received | $ 17,200,000 | ||||||||
Ameren [Member] | Maximum [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Lease term | 40 years | 40 years | 40 years | ||||||
TeamConnect LLC [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Revenue recognized | $ 0 | $ 66,000 | $ 0 | $ 140,000 | |||||
Evergy [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Number of people | item | 3.9 | ||||||||
Lease term | 20 years | 20 years | 20 years | ||||||
Lease extension | 10 years | 10 years | 10 years | ||||||
Scheduled prepayments | $ 30,200,000 | $ 30,200,000 | $ 30,200,000 | ||||||
Evergy [Member] | Maximum [Member] | |||||||||
Revenue, Initial Application Period Cumulative Effect Transition [Line Items] | |||||||||
Lease term | 40 years | 40 years | 40 years |
Revenue (Schedule of Contract A
Revenue (Schedule of Contract Assets) (Details) $ in Thousands | 6 Months Ended |
Sep. 30, 2021USD ($) | |
Revenue [Abstract] | |
Balance | $ 381 |
Additions | 127 |
Balance | 508 |
Capitalized Contract Cost, Net, Classified [Abstract] | |
Balance | 508 |
Less amount classified as current assets - included in prepaid expenses and other current assets | (102) |
Noncurrent assets - included in other assets | $ 406 |
Revenue (Schedule of Contract L
Revenue (Schedule of Contract Liabilities) (Details) $ in Thousands | 6 Months Ended | |
Sep. 30, 2021USD ($) | Mar. 31, 2021USD ($) | |
Revenue [Abstract] | ||
Balance | $ 2,983 | |
Additions | 5,438 | |
Revenue recognized | (364) | |
Balance | 8,056 | |
Contract with Customer, Liability [Abstract] | ||
Balance | 8,056 | $ 2,983 |
Less amount classified as current liabilities | (737) | (737) |
Noncurrent liabilities | $ 7,319 | $ 2,246 |
Intangible Assets (Narrative) (
Intangible Assets (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Feb. 28, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2021 | |
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||
Initial Deposits | $ 5,400,000 | $ 5,400,000 | $ 2,300,000 | |||
Impairment charges | 0 | $ 0 | 0 | $ 0 | ||
Wireless Licenses [Member] | ||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||
Asset Acquisition, Consideration Transferred | 8,800,000 | |||||
Prepaid Expenses and Other Current Assets [Member] | ||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||
Initial Deposits | 4,800,000 | 4,800,000 | 1,900,000 | |||
Other Assets [Member] | ||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||
Initial Deposits | $ 600,000 | 600,000 | $ 500,000 | |||
Wireless Licenses [Member] | ||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||
Acquisitions | 8,769,000 | |||||
SDG&E [Member] | ||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||
Asset Acquisition, Consideration Transferred | $ 50,000,000 | |||||
Third Parties [Member] | Wireless Licenses [Member] | ||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||
Asset Acquisition, Consideration Transferred | 6,800,000 | |||||
Anti-Windfall [Member] | Wireless Licenses [Member] | ||||||
Acquired Indefinite-lived Intangible Assets [Line Items] | ||||||
Asset Acquisition, Consideration Transferred | $ 2,000,000 |
Intangible Assets (Schedule of
Intangible Assets (Schedule of Indefinite-Lived Intangible Assets) (Details) $ in Thousands | 6 Months Ended |
Sep. 30, 2021USD ($) | |
Indefinite-lived Intangible Assets [Line Items] | |
Balance | $ 122,117 |
Balance | 130,886 |
Wireless Licenses [Member] | |
Indefinite-lived Intangible Assets [Line Items] | |
Balance | 122,117 |
Acquisitions | 8,769 |
Balance | $ 130,886 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2021 | |
Related Party Transaction [Line Items] | ||||||
Revenue recognized | $ (364,000) | |||||
Contract liability | $ 8,056,000 | 8,056,000 | $ 2,983,000 | |||
Motorola [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue recognized | 182,000 | $ 182,000 | 364,000 | $ 364,000 | ||
Purchase of equipment | 0 | 0 | 0 | 0 | ||
Equipment Supplier [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Payable to related parties | 120,000 | 120,000 | 120,000 | |||
Rachelle B. Chong [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Consulting fees | 36,000 | 36,000 | 72,000 | 60,000 | ||
Payable to related parties | 0 | 0 | 0 | |||
Brian D. McAuley [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Consulting fees | 10,000 | 20,000 | ||||
Payable to related parties | 40,000 | 40,000 | 0 | |||
Consulting agreement, cash compensation per year | 40,000 | $ 40,000 | ||||
Shares issued for services | 18,761 | |||||
Early Termination, Term | 30 days | |||||
TeamConnect LLC [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Service fee term | 24 months | |||||
TeamConnect LLC [Member] | PDVConnect [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Contract liability | 0 | $ 0 | $ 32,000 | |||
Recurring revenue term | 48 months | |||||
Goosetown And A BEEP [Member] | PDVConnect [Member] | ||||||
Related Party Transaction [Line Items] | ||||||
Revenue recognized | $ 15,000 | $ 176,000 | $ 30,000 | $ 353,000 |
Impairment and Restructuring _2
Impairment and Restructuring Charges (Details) | Dec. 31, 2018employee | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) | Sep. 30, 2021USD ($) | Sep. 30, 2020USD ($) |
Restructuring Cost and Reserve [Line Items] | |||||
Impairment of long-lived assets | $ 112,000 | $ 0 | $ 127,000 | $ 29,000 | |
December 2018 Cost Reductions [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Positions eliminated | employee | 20 | ||||
Percentage of positions eliminated | 30.00% | ||||
Severance Costs | $ 17,000 | 3,000 | |||
Restructuring charges incurred | 0 | 0 | |||
Property, Plant and Equipment [Member] | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Impairment of long-lived assets | $ 100,000 | $ 100,000 | $ 29,000 |
Leases (Narrative) (Details)
Leases (Narrative) (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Lease [Line Items] | |||||
Lease extension | 10 years | 10 years | |||
Lease rent expense | $ 500 | $ 600 | $ 1,000 | $ 1,300 | |
Decrease in ROU | $ 19 | ||||
Decrease in liability | 20 | ||||
Gain on disposal of long-lived assets | $ 1 | $ (16) | 5 | $ (19) | 6 |
Cost of Revenue [Member] | |||||
Lease [Line Items] | |||||
Lease rent expense | 400 | 800 | |||
Selling, General and Administrative Expenses [Member] | |||||
Lease [Line Items] | |||||
Lease rent expense | $ 200 | $ 500 |
Leases (Additional Lease Cost I
Leases (Additional Lease Cost Information) (Details) | Sep. 30, 2021 | Sep. 30, 2020 |
Lease, Cost [Abstract] | ||
Weighted average term - operating lease liabilities | 4 years 14 days | 4 years 8 months 8 days |
Weighted average incremental borrowing rate – operating lease liabilities | 13.00% | 13.00% |
Leases (Lease Cost) (Details)
Leases (Lease Cost) (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Lease, Cost [Abstract] | ||||
Operating lease cost (cost resulting from lease payments) | $ 495 | $ 612 | $ 1,008 | $ 1,271 |
Short term lease cost | 6 | 40 | 10 | 43 |
Sublease income | (3) | (6) | ||
Net lease cost | $ 501 | $ 649 | $ 1,018 | $ 1,308 |
Leases (Supplemental Lease Info
Leases (Supplemental Lease Information) (Details) - USD ($) $ in Thousands | 6 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Mar. 31, 2021 | |
Leases [Abstract] | |||
Operating lease - operating cash flows (fixed payments) | $ 1,155 | $ 1,411 | |
Operating lease - operating cash flows (liability reduction) | 735 | 961 | |
Right of use assets obtained in exchange for new operating lease liabilities | 66 | $ 18 | |
Non-current assets - right of use assets, net | 4,522 | $ 5,100 | |
Current liabilities - operating lease liabilities | 1,432 | 1,470 | |
Non-current liabilities - operating lease liabilities | $ 4,903 | $ 5,601 |
Leases (Future Minimum Payments
Leases (Future Minimum Payments) (Details) $ in Thousands | Sep. 30, 2021USD ($) |
Leases [Abstract] | |
2022 (excluding the six months ended September 30, 2021) | $ 1,100 |
2023 | 2,099 |
2024 | 1,953 |
2025 | 1,553 |
2026 | 866 |
After 2026 | 596 |
Total future minimum lease payments | 8,167 |
Amount representing interest | (1,832) |
Present value of net future minimum lease payments | $ 6,335 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | |
Income Tax Disclosure [Line Items] | |||
Net operating loss carryforwards, no expiration | $ 58.4 | $ 58.4 | |
Federal and State [Member] | |||
Income Tax Disclosure [Line Items] | |||
Deferred tax expenses | 0.2 | 0.3 | |
Federal [Member] | |||
Income Tax Disclosure [Line Items] | |||
Deferred tax liability | 2.1 | 2.1 | |
Net NOL carryforwards | 45.7 | 45.7 | $ 266.3 |
Net operating loss carryforwards | 125.1 | ||
Net operating loss carryforwards, no expiration | 141.2 | ||
State [Member] | |||
Income Tax Disclosure [Line Items] | |||
Deferred tax liability | 1.4 | 1.4 | |
Net NOL carryforwards | $ 36.8 | $ 36.8 | 152.3 |
Net operating loss carryforwards | 114.4 | ||
Net operating loss carryforwards, no expiration | $ 37.9 |
Stockholders_ Equity and Stoc_3
Stockholders’ Equity and Stock Compensation (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 07, 2021 | Aug. 23, 2021 | Feb. 01, 2021 | Dec. 31, 2020 | Feb. 28, 2020 | Sep. 15, 2014 | May 31, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | Dec. 31, 2020 | Sep. 29, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Subsidiary equity units for which investor has right to convert to common stock | 500,000 | 500,000 | ||||||||||||
Stock Repurchase Program, Authorized Amount | $ 50,000 | |||||||||||||
2014 Stock Plan [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Common stock authorized and reserved for issuance | 5,027,201 | 5,027,201 | ||||||||||||
Shares available | 1,205,398 | 1,205,398 | ||||||||||||
Percentage of increase in number of shares of common stock issued and outstanding | 5.00% | 5.00% | ||||||||||||
Additional common stock authorized and reserved for future issuance | 879,216 | |||||||||||||
Common Class B Units [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Conversion ratio | one | |||||||||||||
Common Class A [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Percentage of units owned | 100.00% | 100.00% | ||||||||||||
PDV Spectrum Holding Company, LLC [Member] | Common Class B Units [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock issued during period value to purchase of assets | $ 10,000 | |||||||||||||
Proceeds from investment, shares | 500,000 | |||||||||||||
Sale of stock, price per share | $ 20 | |||||||||||||
Restricted Stock [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock compensation expense | $ 2,400 | $ 4,000 | $ 5,000 | $ 5,700 | ||||||||||
Unvested compensation expense | 24,500 | $ 24,500 | ||||||||||||
Weighted average period of recognition of unrecognized compensation cost | 3 years | |||||||||||||
Awards issued | 348,683 | |||||||||||||
Restricted Stock [Member] | Selling, General and Administrative Expenses [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock compensation expense | 2,000 | 3,700 | $ 4,300 | 5,300 | ||||||||||
Restricted Stock [Member] | Research and Development Expense [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock compensation expense | 200 | 200 | 400 | 300 | ||||||||||
Restricted Stock [Member] | Sales And Support [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock compensation expense | 200 | $ 62 | 300 | $ 100 | ||||||||||
Restricted Stock [Member] | Chief Executive Officer [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Awards issued | 50,000 | |||||||||||||
Performance-Based Restricted Stock Units [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Percentage share payout | 50.00% | 50.00% | ||||||||||||
Awards issued | 95,538 | 91,216 | ||||||||||||
Performance-Based Restricted Stock Units [Member] | Lease Agreements, 900 MHz [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Awards issued | 43,446 | |||||||||||||
Performance-Based Restricted Stock Units [Member] | Selling, General and Administrative Expenses [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock compensation expense | $ 4,300 | |||||||||||||
Performance-Based Restricted Stock Units [Member] | Chief Executive Officer [Member] | CSPM [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Unvested compensation expense | 1,000 | $ 1,000 | ||||||||||||
Weighted average period of recognition of unrecognized compensation cost | 3 years | |||||||||||||
Performance Metric | 4 years | |||||||||||||
Performance-Based Restricted Stock Units [Member] | Chief Executive Officer [Member] | Selling, General and Administrative Expenses [Member] | CSPM [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock compensation expense | 100 | $ 200 | ||||||||||||
Performance-Based Restricted Stock Units [Member] | Stretch Goal [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Percentage share payout | 50.00% | |||||||||||||
Performance-Based Restricted Stock Units [Member] | First Anniversary [Member] | Lease Agreements, 900 MHz [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Percentage of vesting for stock granted to employees | 100.00% | |||||||||||||
Performance-Based Restricted Stock Units [Member] | First Anniversary [Member] | Chief Executive Officer [Member] | CSPM [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Vesting if target metric achieved | 15,025 | |||||||||||||
Performance-Based Restricted Stock Units [Member] | Second Anniversary [Member] | Chief Executive Officer [Member] | CSPM [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Vesting if target metric achieved | 30,049 | |||||||||||||
Performance-Based Restricted Stock Units [Member] | Third Anniversary [Member] | Chief Executive Officer [Member] | CSPM [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Vesting if target metric achieved | 60,098 | |||||||||||||
Stock Options [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock compensation expense | 500 | 900 | ||||||||||||
Unvested compensation expense | 5,800 | $ 5,800 | ||||||||||||
Weighted average period of recognition of unrecognized compensation cost | 1 year 10 months 24 days | |||||||||||||
Stock options forfeited | 20,132 | |||||||||||||
Adjustments to Additional Paid in Capital, Other | $ (1,000) | |||||||||||||
Stock options awarded | 300,000 | 165,768 | 500,000 | |||||||||||
Stock Options [Member] | Chief Executive Officer [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock options awarded | 100,000 | |||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award, Expected Life | 6 years 7 days | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price | $ 57 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.92% | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 53.18% | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||||||
Share based compensation arrangement by share based payment award, fair value assumptions, expected forfeiture rate | 0.00% | |||||||||||||
Stock Options [Member] | Executive Chairman [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock options awarded | 65,768 | |||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award, Expected Life | 5 years 11 months 1 day | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price | $ 60.92 | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Risk Free Interest Rate | 0.96% | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Volatility Rate | 53.45% | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate | 0.00% | |||||||||||||
Share based compensation arrangement by share based payment award, fair value assumptions, expected forfeiture rate | 0.00% | |||||||||||||
Performance-Based Stock Options [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock options awarded | 0 | |||||||||||||
TSR Performance Units [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Stock compensation expense | 200 | $ 400 | ||||||||||||
Unvested compensation expense | $ 2,600 | $ 2,600 | ||||||||||||
Weighted average period of recognition of unrecognized compensation cost | 3 years 5 months 1 day | |||||||||||||
Awards issued | 45,000 | |||||||||||||
TSR Performance Units [Member] | Continued Service And Stock Price Levels [Member] | Minimum [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Percentage of vesting for stock granted to employees | 25.00% | |||||||||||||
TSR Performance Units [Member] | Continued Service And Stock Price Levels [Member] | Maximum [Member] | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||
Percentage of vesting for stock granted to employees | 350.00% |
Stockholders_ Equity and Stoc_4
Stockholders’ Equity and Stock Compensation (Summary of Restricted Stock and Restricted Stock Units Activity) (Details) - Restricted Stock [Member] | 6 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock Outstanding | shares | 475,759 |
Stock, Granted | shares | 348,683 |
Stock, Vested | shares | (177,356) |
Stock, Forfeited | shares | (39,588) |
Stock Outstanding | shares | 607,498 |
Weighted Average Grant Date Fair Value, Stock Outstanding | $ / shares | $ 42.48 |
Weighted Average Grant Date Fair Value, Stock, Granted | $ / shares | 46.79 |
Weighted Average Grant Date Fair Value, Stock, Vested | $ / shares | (39.38) |
Weighted Average Grant Date Fair Value, Stock, Forfeited | $ / shares | (45.25) |
Weighted Average Grant Date Fair Value, Stock Outstanding | $ / shares | $ 45.70 |
Stockholders_ Equity and Stoc_5
Stockholders’ Equity and Stock Compensation (Summary of Performance Stock Activity) (Details) - Performance-Based Restricted Stock Units [Member] - $ / shares | Feb. 28, 2020 | Sep. 30, 2020 | Sep. 30, 2021 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock Outstanding | 75,049 | ||
Stock, Granted | 95,538 | 91,216 | |
Stock Outstanding | 75,049 | ||
Weighted Average Grant Date Fair Value, Stock Outstanding | $ 58.65 | ||
Weighted Average Grant Date Fair Value, Stock Outstanding | $ 58.65 |
Stockholders_ Equity and Stoc_6
Stockholders’ Equity and Stock Compensation (Summary of Stock Option Activity) (Details) - Stock Options [Member] - $ / shares | 3 Months Ended | 6 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options Outstanding | 1,663,223 | ||
Options, Granted | 300,000 | 165,768 | 500,000 |
Options, Exercised | (548,767) | ||
Options Outstanding | 1,280,224 | ||
Weighted Average Exercise Price, Options outstanding | $ 24.96 | ||
Weighted Average Exercise Price, Granted | 58.56 | ||
Weighted Average Exercise Price, Exercised | 21.53 | ||
Weighted Average Exercise Price, Options outstanding | $ 30.77 |
Stockholders_ Equity and Stoc_7
Stockholders’ Equity and Stock Compensation (Summary of Performance Stock Options) (Details) - Performance-Based Stock Options [Member] | 6 Months Ended |
Sep. 30, 2021$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options Outstanding | 48,417 |
Options, Granted | 0 |
Options, Exercised | (6,635) |
Options Outstanding | 41,782 |
Weighted Average Exercise Price, Options outstanding | $ / shares | $ 46.85 |
Weighted Average Exercise Price, Exercised | $ / shares | (46.85) |
Weighted Average Exercise Price, Options outstanding | $ / shares | $ 46.85 |
Contingencies (Details)
Contingencies (Details) item in Millions | 1 Months Ended | 6 Months Ended | 30 Months Ended | |
Feb. 28, 2021USD ($)item | Sep. 30, 2021USD ($)item | Mar. 31, 2024USD ($) | Mar. 31, 2021USD ($) | |
Commitments And Contingencies [Line Items] | ||||
Contingent liability | $ 20,000,000 | $ 20,000,000 | ||
Deferred Tax Liabilities, Deferred Expense | $ 300,000 | |||
SDG&E [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Number of people | item | 3.6 | 3.6 | ||
Asset Acquisition, Consideration Transferred | $ 50,000,000 | |||
Payments to Acquire Productive Assets | $ 20,000,000 | |||
Asset Acquisition, Contingent Consideration, Liability | $ 0 | |||
Forecast [Member] | ||||
Commitments And Contingencies [Line Items] | ||||
Payments to Acquire Productive Assets | $ 30,000,000 |
Business Concentrations (Detail
Business Concentrations (Details) | 3 Months Ended | 6 Months Ended | 12 Months Ended | |
Sep. 30, 2020item | Sep. 30, 2020item | Mar. 31, 2021USD ($)item | Sep. 30, 2021USD ($) | |
Concentration Risk [Line Items] | ||||
Accounts receivable | $ | $ 4,000 | |||
Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||||
Concentration Risk [Line Items] | ||||
Accounts receivable | $ | $ 0 | |||
Tier 1 Carrier Partner [Member] | Accounts Receivable [Member] | Customer Concentration Risk [Member] | ||||
Concentration Risk [Line Items] | ||||
Number of carriers | item | 1 | |||
Domestic Carrier And Reseller [Member] | Sales Revenue, Services, Net [Member] | Customer Concentration Risk [Member] | ||||
Concentration Risk [Line Items] | ||||
Number of resellers | item | 1 | 1 | ||
Concentration risk, percentage | 21.00% | 21.00% |