Document and Entity Information
Document and Entity Information - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Mar. 16, 2020 | Jun. 28, 2019 | |
Document And Entity Information | |||
Entity Registrant Name | NTN BUZZTIME INC | ||
Entity Central Index Key | 0000748592 | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2019 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business Flag | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 6,400 | ||
Entity Common Stock, Shares Outstanding | 2,914,744 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2019 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Current Assets: | ||
Cash and cash equivalents | $ 3,209 | $ 2,536 |
Restricted cash | 50 | 50 |
Accounts receivable, net of allowances of $354 and $374, respectively | 1,195 | 1,143 |
Site equipment to be installed | 1,090 | 2,539 |
Prepaid expenses and other current assets | 526 | 517 |
Total current assets | 6,070 | 6,785 |
Restricted cash, long-term | 150 | 200 |
Operating lease right-of-use assets | 2,101 | |
Fixed assets, net | 2,822 | 4,667 |
Software development costs, net of accumulated amortization of $3,341 and $2,973, respectively | 1,915 | 2,018 |
Deferred costs | 274 | 424 |
Goodwill | 696 | 667 |
Other assets | 97 | 103 |
Total assets | 14,125 | 14,864 |
Current Liabilities: | ||
Accounts payable | 835 | 271 |
Accrued compensation | 588 | 572 |
Accrued expenses | 490 | 444 |
Sales taxes payable | 131 | 87 |
Income taxes payable | 3 | 1 |
Current portion of long-term debt | 2,739 | 1,000 |
Current portion of obligations under operating leases | 409 | |
Current portion of obligations under financing leases | 21 | 45 |
Current portion of deferred revenue | 460 | 1,267 |
Other current liabilities | 419 | 337 |
Total current liabilities | 6,095 | 4,024 |
Long-term debt | 2,729 | |
Long-term obligations under operating leases | 2,891 | |
Long-term obligations under financing leases | 20 | 41 |
Long-term deferred revenue | 2 | 30 |
Deferred rent | 1,123 | |
Other liabilities | 26 | |
Total liabilities | 9,034 | 7,947 |
Shareholders' Equity | ||
Series A 10% cumulative convertible preferred stock, $0.005 par value, $156 liquidation preference, 156 shares authorized, issued and outstanding at December 31, 2019 and 2018 | 1 | 1 |
Common stock, $0.005 par value, 15,000 shares authorized at December 31, 2019 and 2018; 2,901 and 2,875 shares issued at December 31, 2019 and 2018, respectively | 14 | 14 |
Treasury stock, at cost, 10 shares at December 31, 2019 and 2018 | (456) | (456) |
Additional paid-in capital | 136,721 | 136,552 |
Accumulated deficit | (131,457) | (129,394) |
Accumulated other comprehensive income | 268 | 200 |
Total shareholders' equity | 5,091 | 6,917 |
Total liabilities and shareholders' equity | $ 14,125 | $ 14,864 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts - accounts receivable | $ 354 | $ 374 |
Software accumulated amortization | $ 3,341 | $ 2,973 |
Series A cumulative preferred stock, percentage | 10.00% | 10.00% |
Preferred stock series A, par value per share | $ 0.005 | $ 0.005 |
Preferred stock series A, liquidation preference | $ 156 | $ 156 |
Preferred stock series A, shares authorized | 156,000 | 156,000 |
Preferred stock series A, shares issued | 156,000 | 156,000 |
Preferred stock series A, shares outstanding | 156,000 | 156,000 |
Common stock, par value | $ 0.005 | $ 0.005 |
Common stock, shares authorized | 15,000,000 | 15,000,000 |
Common stock, shares issued | 2,901,000 | 2,875,000 |
Common stock, shares outstanding | 2,901,000 | 2,875,000 |
Treasury stock, shares | 10,000 | 10,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue from contracts with customers | ||
Total revenue from contracts with customers | $ 19,806,000 | $ 23,335,000 |
Operating expenses: | ||
Direct operating costs (includes depreciation and amortization of $2,517 and $2,449, respectively) | 7,483,000 | 8,070,000 |
Selling, general and administrative | 13,175,000 | 14,463,000 |
Impairment of capitalized software | 550,000 | 23,000 |
Impairment of goodwill | 261,000 | |
Depreciation and amortization (excluding depreciation and amortization included in direct operating costs) | 360,000 | 315,000 |
Total operating expenses | 21,568,000 | 23,132,000 |
Operating (loss) income | (1,762,000) | 203,000 |
Other expense, net: | ||
Interest expense, net | (249,000) | (389,000) |
Other expense | (9,000) | (137,000) |
Total other expense, net | (258,000) | (526,000) |
Loss before income taxes | (2,020,000) | (323,000) |
(Provision) benefit for income taxes | (27,000) | 64,000 |
Net loss | (2,047,000) | (259,000) |
Series A preferred stock dividend | (16,000) | (16,000) |
Net loss attributable to common shareholders | $ (2,063,000) | $ (275,000) |
Net loss per common share - basic and diluted | $ (0.72) | $ (0.10) |
Weighted average shares outstanding - basic and diluted | 2,875 | 2,688 |
Comprehensive loss | ||
Net loss | $ (2,047,000) | $ (259,000) |
Foreign currency translation adjustment | 68,000 | (145,000) |
Total comprehensive loss | (1,979,000) | (404,000) |
Subscription Revenue [Member] | ||
Revenue from contracts with customers | ||
Total revenue from contracts with customers | 14,278,000 | 16,031,000 |
Hardware Revenue [Member] | ||
Revenue from contracts with customers | ||
Total revenue from contracts with customers | 2,350,000 | 3,589,000 |
Other Revenue [Member] | ||
Revenue from contracts with customers | ||
Total revenue from contracts with customers | $ 3,178,000 | $ 3,715,000 |
Consolidated Statements of Op_2
Consolidated Statements of Operations and Comprehensive Loss (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | ||
Depreciation and amortization - part of direct operating costs | $ 2,517 | $ 2,449 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) | Series A Cumulative Convertible Preferred Stock [Member] | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Income [Member] | Total |
Balance at Dec. 31, 2017 | $ 1,000 | $ 13,000 | $ (456,000) | $ 134,752,000 | $ (129,119,000) | $ 345,000 | $ 5,536,000 |
Balance, shares at Dec. 31, 2017 | 156,000 | 2,521,000 | |||||
Foreign currency translation adjustment | (145,000) | (145,000) | |||||
Net proceeds from issuance of common stock related to registered direct offering | $ 1,000 | 1,374,000 | 1,375,000 | ||||
Net proceeds from issuance of common stock related to registered direct offering, shares | 345,000 | ||||||
Issuance of common stock upon vesting of restricted stock units | (17,000) | (17,000) | |||||
Issuance of common stock upon vesting of restricted stock units, shares | 9,000 | ||||||
Dividend paid to Series A preferred stockholders | (16,000) | (16,000) | |||||
Dividend paid to Series A preferred stockholders, shares | |||||||
Non-cash stock based compensation | 443,000 | 443,000 | |||||
Net loss | (259,000) | (259,000) | |||||
Balance at Dec. 31, 2018 | $ 1,000 | $ 14,000 | (456,000) | 136,552,000 | (129,394,000) | 200,000 | 6,917,000 |
Balance, shares at Dec. 31, 2018 | 156,000 | 2,875,000 | |||||
Foreign currency translation adjustment | 68,000 | 68,000 | |||||
Issuance of common stock upon vesting of restricted stock units | (37,000) | (37,000) | |||||
Issuance of common stock upon vesting of restricted stock units, shares | 26,000 | ||||||
Dividend paid to Series A preferred stockholders | (16,000) | (16,000) | |||||
Dividend paid to Series A preferred stockholders, shares | |||||||
Non-cash stock based compensation | 206,000 | 206,000 | |||||
Net loss | (2,047,000) | (2,047,000) | |||||
Balance at Dec. 31, 2019 | $ 1,000 | $ 14,000 | $ (456,000) | $ 136,721,000 | $ (131,457,000) | $ 268,000 | $ 5,091,000 |
Balance, shares at Dec. 31, 2019 | 156,000 | 2,901,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Cash flows provided by operating activities: | ||
Net loss | $ (2,047,000) | $ (259,000) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 2,877,000 | 2,764,000 |
Provision for doubtful accounts | 196,000 | 78,000 |
Transfer of fixed assets to sales-type lease | 10,000 | 23,000 |
Amortization of operating lease right-of-use-assets | 291,000 | |
Stock-based compensation | 206,000 | 443,000 |
Amortization of debt issuance costs | 9,000 | 59,000 |
Loss from the sale or disposition of assets | 689,000 | 242,000 |
Impairment of capitalized software | 550,000 | 23,000 |
Impairment of goodwill | 261,000 | |
Changes in assets and liabilities: | ||
Accounts receivable | (248,000) | (507,000) |
Site equipment to be installed | 337,000 | 431,000 |
Operating lease liabilities | (215,000) | |
Prepaid expenses and other assets | (5,000) | 29,000 |
Accounts payable and accrued liabilities | 669,000 | (186,000) |
Income taxes payable | 1,000 | (10,000) |
Deferred costs | 151,000 | 350,000 |
Deferred revenue | (835,000) | (2,227,000) |
Deferred rent | (190,000) | |
Other liabilities | 108,000 | 41,000 |
Net cash provided by operating activities | 2,744,000 | 1,365,000 |
Cash flows used in investing activities: | ||
Capital expenditures | (128,000) | (648,000) |
Capitalized software development expenditures | (966,000) | (964,000) |
Proceeds from sale of assets | 29,000 | 33,000 |
Net cash used in investing activities | (1,065,000) | (1,579,000) |
Cash flows used in financing activities: | ||
Net proceeds from issuance of common stock related to registered direct offering | 1,375,000 | |
Proceeds from long-term debt | 4,000,000 | |
Payments on long-term debt | (1,000,000) | (5,373,000) |
Debt issuance costs on long-term debt | (23,000) | |
Principal payments on finance leases | (45,000) | (249,000) |
Tax withholding related to net share settlement of vested restricted stock units | (37,000) | (17,000) |
Dividends paid to Series A preferred shareholders | (16,000) | (16,000) |
Net cash used in financing activities | (1,098,000) | (303,000) |
Effect of exchange rate on cash and cash equivalents | 42,000 | (75,000) |
Net increase (decrease) in cash, cash equivalents and restricted cash | 623,000 | (592,000) |
Cash, cash equivalents and restricted cash at beginning of year | 2,786,000 | 3,378,000 |
Cash, cash equivalents and restricted cash at end of year | 3,409,000 | 2,786,000 |
Supplemental disclosures of cash flow information: Cash paid during the period for: | ||
Interest | 246,000 | 336,000 |
Income taxes | 26,000 | 17,000 |
Supplemental disclosure of non-cash investing and financing activities: | ||
Site equipment transferred to fixed assets | 521,000 | 1,865,000 |
Capitalized tenant improvements paid by landlord | 1,131,000 | |
Initial measurement of operating lease right-of-use assets and liabilities | 3,458,000 | |
Assets acquired under operating lease | 57,000 | |
Assets acquired under financing lease | 5,000 | |
Reconciliation of cash, cash equivalents and restricted cash at end of period: | ||
Cash and cash equivalents | 3,209,000 | 2,536,000 |
Restricted cash | 50,000 | 50,000 |
Restricted cash, long-term | 150,000 | 200,000 |
Total cash, cash equivalents and restricted cash at end of period | $ 3,409,000 | $ 2,786,000 |
Organization of Company
Organization of Company | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization of Company | 1. Organization of Company Description of Business NTN Buzztime, Inc. (the “Company”) was incorporated in Delaware in 1984 as Alroy Industries and changed its corporate name to NTN Communications, Inc. in 1985. The Company changed its name to NTN Buzztime, Inc. in 2005 to better reflect the growing role of the Buzztime consumer brand. The Company delivers interactive entertainment and innovative technology to its partners in a wide range of verticals – from bars and restaurants to casinos and senior living centers. By enhancing the overall guest experience, the Company believes it helps its hospitality partners acquire, engage, and retain patrons. Through social fun and friendly competition, the Company’s platform creates bonds between our hospitality partners and their patrons, and between patrons themselves. The Company believes this unique experience increases dwell time, revenue, and repeat business for venues – and has also created a large and engaged audience which it connects with through its in-venue TV network. Over 1 million hours of trivia, card, sports and arcade games are played on our network each month. The Company generates revenue by charging subscription fees to partners for access to its 24/7 trivia network, by charging equipment fees to select partner venues for use of tablets and other equipment, by selling and leasing tablet and hardware equipment for custom usage beyond trivia/entertainment, by selling digital-out-of-home (DOOH) advertising direct to advertisers and on national ad exchanges, by licensing its entertainment and trivia content to other parties, and by providing professional services such as custom game design or development of new platforms on its existing tablet form factor. Up until February 1, 2020, the Company also generated revenue by hosting live trivia events (see Note 18). As of December 31, 2018, 2,639 venues subscribed to the Company’s interactive entertainment network and approximately 56% of its network subscriber venues were affiliated with national and regional restaurant brands. As of December 31, 2019, those numbers declined to 1,440 venues and to approximately 26%, in each case, primarily due to the termination of the Company’s relationship with Buffalo Wild Wings corporate-owned restaurants and most of its franchisees in November 2019. Basis of Accounting Presentation The consolidated financial statements include the accounts of NTN Buzztime, Inc. and its wholly-owned subsidiaries: IWN, Inc., IWN, L.P., Buzztime Entertainment, Inc., NTN Wireless Communications, Inc., NTN Software Solutions, Inc., NTN Canada, Inc., and NTN Buzztime, Ltd., all of which, other than NTN Canada, Inc., are dormant subsidiaries. Unless otherwise indicated, references to the Company include its consolidated subsidiaries. Reclassifications Certain reclassifications have been made to the prior years’ financial statements to conform to the current year presentation. These reclassifications had no effect on previously reported results of operations or retained earnings. |
Going Concern Uncertainty
Going Concern Uncertainty | 12 Months Ended |
Dec. 31, 2019 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Going Concern Uncertainty | 2. Going Concern Uncertainty In connection with preparing its financial statements as of and for the year ended December 31, 2019, the Company’s management evaluated whether there are conditions or events, considered in the aggregate, that are known and reasonably knowable that would raise substantial doubt about the Company’s ability to continue as a going concern through twelve months after the date that such financial statements are issued. During the year ended December 31, 2019, the Company incurred a net loss of $2,047,000, and as a result of the debt reclassification described below, the Company’s current liabilities exceeded its current assets at December 31, 2019 by $25,000. As of December 31, 2019, the Company had $3,209,000 of unrestricted cash and total debt outstanding of $2,750,000, which was the outstanding principal balance of the Company’s term loan with Avidbank. Under the terms of the amendment to the Company’s loan and security agreement that the Company entered into with Avidbank on March 12, 2020, during 2020 the Company will be required to make monthly payments that, if made in accordance with their terms, will result in the Company paying off the term loan by December 31, 2020. Based on this amendment, $1,750,000 of debt outstanding has been reclassified as a current liability in the accompanying balance sheet at December 31, 2019. As a result of the foregoing, and taking into account the Company’s current financial condition, the Company’s management concluded there is substantial doubt about the Company’s ability to continue as a going concern through March 19, 2021. Since January 1, 2020, the Company has reduced headcount by approximately $2.2 million in annualized salaries and implemented measures to preserve capital. The Company may implement additional measures designed to reduce operating expenses and/or preserve capital. The Company needs to raise capital to meet its debt service obligations to Avidbank and to fund its working capital needs. The Company continues to explore and evaluate opportunities to raise capital, including through equity financings, alternative sources of debt, or strategic transactions, which may include selling a portion or all of the Company’s assets. However, none of these potential sources of capital are currently assured, and the actions to reduce operating expenses the Company has implemented may not sufficiently mitigate the conditions and events that raise substantial doubt about the Company’s ability to continue as a going concern through March 19, 2021.See PART I — ITEM 1A, Risk Factors. In addition, any actions the Company took or may take to reduce planned capital expenses or operational cash uses may not cover shortfalls in available funds and may negatively impact the Company’s ability to effectively manage, operate and grow its business, to introduce new offerings to its customers, to increase market awareness and encourage the adoption of the Buzztime brand and the Buzztime network, to retain customers, and to generate revenue. See PART I — ITEM 1A, Risk Factors. The accompanying consolidated financial statements have been prepared on a going-concern basis, which contemplates the realization of assets and the satisfaction of liabilities in the normal course of business. The accompanying consolidated financial statements do not include any adjustments to reflect the possible future effects on the recoverability and classification of assets or the amounts and classifications of liabilities that may result from uncertainty related to the Company’s ability to continue as a going concern. |
Summary of Significant Accounti
Summary of Significant Accounting Policies And Estimates | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies And Estimates | 3. Summary of Significant Accounting Policies and Estimates Consolidation Use of Estimates Cash and Cash Equivalents Capital Resources On March 12, 2020, the Company entered into an amendment to its loan and security agreement with Avidbank. In connection with entering into the amendment, the Company made a $433,000 payment on its term loan, which includes the $83,333 monthly principal payment plus accrued interest for March 2020 and a $350,000 principal prepayment, thereby reducing the outstanding principal balance of its term loan to $2.0 million. Under the terms of the amendment, the Company’s financial covenants were changed, the maturity date of its term loan was changed from September 28, 2022 to December 31, 2020 (and as a result, the Company classified the total outstanding principal balance as a current liability on its balance sheet as of December 31, 2019), and commencing on April 30, 2020, the Company must make principal plus accrued interest payments on the last day of each month, such that its term loan will be repaid by December 31, 2020. The principal payment the Company must make each month will be $125,000 for each of April, May and June, $300,000 for each of July, August, September, October and November, and $125,000 for December. Assessments of Functional Currencies Foreign Currency Matters Allowance for Doubtful Accounts Site Equipment to be Installed Due to the termination of our relationship with Buffalo Wild Wing corporate-owned restaurants and most of its franchisees in November 2019, Buffalo Wild Wings offered the Company the opportunity to take back title to all of the tablets, cases and charging trays located at sites that terminated service with the Company at zero cost to the Company other than for shipping and related charges of approximately $175,000. As a result, the Company received approximately 45,000 tablets and cases and approximately 4,500 charging trays during the fourth quarter of 2019. Many of these items are the Company’s newer technology tablets and cases that can be redeployed to its customer sites or used in other possible partnerships. Although the Company has not yet completed its assessment of the items it received to determine how many the Company will ultimately retain, the Company determined that it would no longer have a future use for certain older tablets and cases it had on hand. Accordingly, during the quarter ended December 31, 2019, the Company recognized a loss of approximately $580,000 for the disposition of those older tablets and related cases recorded in site equipment to be installed for which it did not expect to generate future cash flows. Total loss for the disposition of site equipment for the year ended December 31, 2019 was approximately $591,000. There were no indications of impairment for the year ended December 31, 2018. Fixed Assets Depreciation of fixed assets is computed using the straight-line method over the estimated useful lives of the assets. Depreciation of leasehold improvements and fixed assets under finance leases is computed using the straight-line method over the shorter of the estimated useful lives of the assets or the lease period. The Company incurs a relatively significant level of depreciation expense in relation to its operating income. The amount of depreciation expense in any fiscal year is largely related to the equipment located at the Company’s customers’ sites that are not under sales-type lease arrangements. Such equipment includes the Classic Playmaker, tablet, other associated electronics and the computers located at customer’s sites (collectively, “Site Equipment”). The components within Site Equipment are depreciated over one to three years based on the shorter of the contractual finance lease period or the estimated useful life, which considers anticipated technology changes. Machinery and equipment are depreciated over three to five years, furniture and fixtures is depreciated over five to seven years and the vehicle is depreciated over five years. If the Company’s fixed assets turn out to have longer lives, on average, than estimated, then its depreciation expense would be significantly reduced in those future periods. Conversely, if the fixed assets turn out to have shorter lives, on average, than estimated, then its depreciation expense would be significantly increased in those future periods. As of December 31, 2019, the Company determined there were no changes to the estimated useful lives for any of its assets. Goodwill Intangibles – Goodwill and Other. The Company has goodwill resulting from the excess of costs over the fair value of assets it acquired in 2003 related to its Canadian business (the “Reporting Unit”). The Company performed the quantitative impairment test of its goodwill in each of the years ended December 31, 2019 and 2018, as the Company determined that because of declines in revenue of the Reporting Unit, the decline in the Company’s stock price and other general market conditions, it was more likely than not that there were indications of impairment. The Company used three methods of determining the fair value of the reporting unit: the public company market method, the transaction market method and the income method. Each method was equally weighted to calculate the total estimated fair value, and then the Company compared this fair value to the carrying value of the reporting unit. The impairment test performed during 2018resulted in the carrying value exceeding the fair value. Accordingly, the Company recognized a goodwill impairment loss of approximately $261,000 during the year ended December 31, 2018. The impairment test performed during 2019 resulted in the fair value exceeding the carrying value. Therefore, the Company did not record any goodwill impairment for the year ended December 31, 2019. Revenue Recognition Revenue Recognition Revenue from Contracts with Customers 1. Identify the contract(s) with customers 2. Identify the performance obligations 3. Determine the transaction price 4. Allocate the transaction price to the performance obligations 5. Recognize revenue when the performance obligations have been satisfied ASC No. 606 requires revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. The Company generates revenue by charging subscription fees to partners for access to its 24/7 trivia network, charging equipment fees to certain customers for use of tablets and other equipment, by selling and leasing tablet and hardware equipment for custom usage beyond trivia/entertainment, by selling DOOH advertising direct to advertisers and on national ad exchanges, by licensing its entertainment and trivia content to other entities, and by providing professional services such as custom game design or development of new platforms on its existing tablet form factor. Up until February 1, 2020, the Company also generated revenue from hosting live trivia events (see Note 18). In general, when multiple performance obligations are present in a customer contract, the transaction price is allocated to the individual performance obligation based on the relative stand-alone selling prices, and the revenue is recognized when or as each performance obligation has been satisfied. Discounts are treated as a reduction to the overall transaction price and allocated to the performance obligations based on the relative stand-alone selling prices. All revenues are recognized net of sales tax collected from the customer. Revenue Streams The Company disaggregates revenue by material revenue stream as follows: Years ended December 31, 2019 2018 $ % of Total $ % of Total Change $ % Subscription revenue 14,278,000 72.1 % 16,031,000 68.7 % (1,753,000 ) (10.9 )% Hardware revenue 2,350,000 11.9 % 3,589,000 15.4 % (1,239,000 ) (34.5 )% Other revenue 3,178,000 16.0 % 3,715,000 15.9 % (537,000 ) (14.5 )% Total 19,806,000 100.0 % 23,335,000 100.0 % (3,529,000 ) (15.1 )% The following describes how the Company recognizes revenue under ASC No. 606. Subscription Revenue Costs associated with installing the equipment are considered direct costs. Costs associated with sales commissions are considered incremental costs for obtaining the contract because such costs would not have been incurred without obtaining the contract. The Company expects to recover both costs through future fees it collects and both costs are recorded in deferred costs on the balance sheet and amortized on a straight-line basis. For installation costs that are of an amount that is less than or equal to the deferred installation revenue for the related contract, the amortization period approximates the longer of the contract term and the expected term of the customer relationship. For any excess costs that exceed the deferred revenue, the amortization period of the excess cost is the initial term of the contract, which is generally one to two years because the Company can still recover that excess cost in the initial term of the contract. The Company amortizes commissions over the longer of the contract term and the expected term of the customer relationship. Sales-type Lease Revenue Leases. Equipment Sales Advertising Revenue Content Licensing Live Hosted Trivia Revenue Pay-to-Play Revenue Professional Development Revenue Revenue Concentrations The Company’s customers predominantly range from small independently operated bars and restaurants to bars and restaurants operated by national chains. This results in diverse venue sizes and locations. As of December 31, 2018, 2,639 venues in the U.S. and Canada subscribed to our interactive entertainment network, of which approximately 46% were Buffalo Wild Wings corporate-owned restaurants and its franchisees. As of December 31, 2019, the Company’s site count declined to 1,440 venues primarily due to the termination of its agreement with Buffalo Wild Wings corporate-owned restaurants and most of its franchisees in November 2019 in accordance with the terms of the agreement. See Note (1) BASIS OF PRESENTATION—Basis of Accounting Presentation, below and PART I — ITEM 1A, Risk Factors The table below sets forth the approximate amount of revenue the Company generated from Buffalo Wild Wings corporate-owned restaurants and its franchisees during the years ended December 31, 2019 and 2018, and the percentage of total revenue that such amount represents for such periods: Year Ended 2019 2018 Buffalo Wild Wings revenue $ 6,820,000 $ 10,180,000 Percent of total revenue 34 % 44 % As of December 31, 2019 and 2018, approximately $158,000 and $552,000, respectively, was included in accounts receivable from Buffalo Wild Wings corporate-owned restaurants and its franchisees. The geographic breakdown of the Company’s revenue for the years ended December 31, 2019 and 2018 were as follows: For the years ended 2019 2018 United States $ 19,153,000 $ 22,653,000 Canada 653,000 682,000 Total revenue $ 19,806,000 $ 23,335,000 Contract Assets and Liabilities The Company enters into contracts and may recognize contract assets and liabilities that arise from these contracts. The Company recognizes revenue and corresponding cash for customers who auto pay via their bank account or credit card, or the Company recognizes a corresponding accounts receivable for customers the Company invoices. The Company may receive consideration from customers, per the terms of the contract, prior to transferring goods or services to the customer. In such instances, the Company records a contract liability and recognizes the contract liability as revenue when all revenue recognition criteria are met. The table below shows the balance of contract liabilities as of December 31, 2019 and December 31, 2018, including the change during the period. Deferred Balance at January 1, 2019 $ 1,297,000 New performance obligations 1,093,000 Revenue recognized (1,928,000 ) Balance at December 31, 2019 462,000 Less non-current portion (2,000 ) Current portion at December 31, 2019 $ 460,000 The Company capitalizes installation costs associated with installing equipment in a customer location and sales commissions as a deferred cost asset on the balance sheet. For installation costs that are of an amount that is less than or equal to the deferred installation revenue for the related contract, the amortization period approximates the longer of the contract term and the expected term of the customer relationship. For any excess installation costs that exceed the deferred revenue, the amortization period of the excess cost is the initial term of the contract, which is generally one to two years because the Company can still recover that excess cost in the initial term of the contract. The Company amortizes commission costs over the longer of the contract term and the expected term of the customer relationship. The tables below show the balance of the unamortized installation cost and sales commissions as of December 31, 2019 and December 31, 2018, including the change during the period. Installation Sales Total Balance at January 1, 2019 $ 321,000 $ 103,000 $ 424,000 Incremental costs deferred 352,000 161,000 513,000 Deferred costs recognized (486,000 ) (177,000 ) (663,000 ) Balance at December 31, 2019 187,000 87,000 274,000 Research and Development Software Development Costs The Company performed its annual review of software development projects for the years ended December 31, 2019 and 2018, and determined to abandon various software development projects that the Company concluded were no longer a current strategic fit or for which it determined that the marketability of the content had decreased due to obtaining additional information regarding the specific industry for which the content was intended. As a result, for the quarter ended December 31, 2019, the Company recognized an impairment of $498,000. There was no impairment charge for the quarter ended December 31, 2018. For the year ended December 31, 2019 and 2018, the Company recognized an impairment charge of $550,000 and $23,000, respectively. Impairment of capitalized software is shown separately on the Company’s consolidated statement of operations. Advertising Costs – Shipping and Handling Costs Stock-Based Compensation , Compensation – Stock Compensation. Compensation – Stock Compensation (Topic 718) – Improvements to Nonemployee Share-Based Payment Accounting. Income Taxes ASC No. 740, Income Taxes, Earnings Per Share Segment Reporting Segment Reporting Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740) – Simplifying the Accounting for Income Taxes. In November 2019, the FASB issued ASU No. 2019-08, Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606) In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606. In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842); Leases (Topic 842): Targeted Improvements Leases (Topic 842) – Narrow-Scope Improvements for Lessors Topic 842 also allows lessees and lessors to elect certain practical expedients. The Company elected the following practical expedients: ● Transitional practical expedients, which must be elected as a package and applied consistently to all of the Company’s leases: o The Company need not reassess whether any expired or existing contracts are or contain leases. o The Company need not reassess the lease classification for any expired or existing leases (that is, all existing leases that were classified as operating leases in accordance with the previous guidance will be classified as operating leases, and all existing leases that were classified as capital leases in accordance with the previous guidance will be classified as finance leases). o The Company need not reassess initial direct costs for any existing leases. ● Hindsight practical expedient. The Company elected the hindsight practical expedient in determining the lease term (that is, when considering lessee options to extend or terminate the lease and to purchase the underlying asset) and in assessing impairment of the Company’s right-of-use assets. The Company may elect this practical expedient separately or with the “practical expedient package,” and the Company must apply it consistently to all of its leases. Upon adoption of Topic 842, the Company recognized on its consolidated balance sheet as of January 1, 2019 approximately $3.5 million of operating lease liabilities, and approximately $2.3 million of corresponding operating right-of use assets, net of tenant improvement allowances. The Company also shows the initial recognition of the leases as a supplemental noncash financing activity on the statement of cash flows and the amortization of the noncash lease expense in operating activities. The adoption of Topic 842 did not have a material impact on the Company’s consolidated statement of operations. (See Note 14 for more information.) |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2019 | |
Receivables [Abstract] | |
Restricted Cash | 4. Restricted Cash When the Company entered the lease for its corporate headquarters, the Company’s bank, Avidbank, issued a $250,000 letter of credit to the lessor as security, which amount will be reduced by $50,000 on December 1 of each year beginning on December 1, 2019, provided there has been no default under the lease. Avidbank required the Company to deposit $250,000 in a restricted cash account maintained with the bank, which amount will be reduced as the amount required under the letter of credit is reduced. As of December 31, 2019, the letter of credit and the corresponding restricted cash recorded on the accompanying consolidated balance sheet was $200,000, with $50,000 plus any earned interest being recorded in short-term restricted cash and the balance being recorded in long-term restricted cash. The amount deposited in the restricted cash account does not count toward the covenant in the Avidbank loan and security agreement (see Note 13) that requires the Company to have an aggregate amount of unrestricted cash in deposit accounts or securities accounts maintained with Avidbank of not less than $2,000,000 at all times. |
Fixed Assets, Net
Fixed Assets, Net | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Fixed Assets, Net | 5. Fixed Assets, Net Fixed assets are recorded at cost and consist of the following at December 31, 2019 and 2018: As of December 31, 2019 2018 Site equipment $ 8,856,000 $ 11,566,000 Machinery and equipment 1,570,000 1,887,000 Furniture and fixtures 314,000 461,000 Leasehold improvements 1,240,000 1,240,000 Vehicle 15,000 15,000 11,995,000 15,169,000 Accumulated depreciation (9,173,000 ) (10,502,000 ) Total $ 2,822,000 $ 4,667,000 Depreciation expense totaled $2,358,000 and $2,382,000 for the years ended December 31, 2019 and 2018, respectively. The geographic breakdown of the Company’s long-term tangible assets for the last two fiscal years were as follows: As of December 31, 2019 2018 United States $ 2,760,000 $ 4,526,000 Canada 62,000 141,000 Total fixed assets $ 2,822,000 $ 4,667,000 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | 6. Goodwill The Company’s goodwill balance of $696,000 and $667,000 as of December 31, 2019 and 2018, respectively, relates to the excess of costs over the fair value of assets the Company acquired in 2003 related to its Canadian business (the “Reporting Unit”). The Company performed the quantitative impairment test of its goodwill in each of the years ended December 31, 2019 and 2018, as it determined that because of declines in revenue of the Reporting Unit, the decline in the Company’s stock price and other general market conditions, it was more likely than not that there were indications of impairment. The Company used three methods to determine the fair value of the reporting unit: the public company market method, the transaction market method and the income method. Each method was equally weighted to calculate the total estimated fair value, and then the Company compared this fair value to the carrying value of the reporting unit. The impairment test performed during 2018resulted in the carrying value exceeding the fair value. Accordingly, the Company recognized a goodwill impairment loss of $261,000. The impairment test performed during 2019 resulted in the fair value exceeding the carrying value. Therefore, the Company did not record any goodwill impairment for the year ended December 31, 2019. In addition to the impairment loss recognized, fluctuations in the amount of goodwill shown on the accompanying balance sheets can occur due to changes in the foreign currency exchange rates used when translating NTN Canada’s financial statement from Canadian dollars to US dollars during consolidation. The following table shows the changes in the carrying amount of goodwill for the years ended December 31, 2019 and 2018: For the year ended For the year ended December 31, 2019 December 31, 2018 Gross Effects of Net Gross Impairment Losses Effects of Net Goodwill $ 667,000 $ 29,000 $ 696,000 $ 1,004,000 $ (261,000 ) $ (76,000 ) $ 667,000 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 7. Fair Value of Financial Instruments The carrying values of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, and accrued liabilities approximate fair value due to the short maturity of these instruments. The fair value of long-term debt is based on the Company’s current borrowing rate for similar types of borrowing arrangements. ASC No. 820, Fair Value Measurements and Disclosures, Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. Assets and Liabilities that are Measured at Fair Value on a Recurring Basis: The Company does not have assets or liabilities that are measured at fair value on a recurring basis. Assets and Liabilities that are Measured at Fair Value on a Nonrecurring Basis: Certain assets are measured at fair value on a non-recurring basis and are subject to fair value adjustments only in certain circumstances. Goodwill is written down to fair value when determined to be impaired, and long-lived assets, including capitalized software, are written down to fair value when they are held for sale or determined to be impaired. The valuation methods for goodwill and long-lived assets involve assumptions concerning interest and discount rates, growth projections, and/or other assumptions of future business conditions. As all of the assumptions employed to measure these assets and liabilities on a nonrecurring basis are based on management’s judgment using internal and external data, these fair value determinations are classified in Level 3 of the valuation hierarchy. There were no transfers between fair value measurement levels during the year ended December 31, 2019. |
Accrued Compensation
Accrued Compensation | 12 Months Ended |
Dec. 31, 2019 | |
Compensation Related Costs [Abstract] | |
Accrued Compensation | 8. Accrued Compensation Accrued compensation consisted of the following at December 31, 2019 and 2018: As of December 31, 2019 2018 Accrued vacation $ 260,000 $ 267,000 Accrued salaries 236,000 251,000 Accrued bonuses 77,000 32,000 Accrued commissions 15,000 22,000 Total accrued compensation $ 588,000 $ 572,000 |
Concentrations of Risk
Concentrations of Risk | 12 Months Ended |
Dec. 31, 2019 | |
Risks and Uncertainties [Abstract] | |
Concentrations of Risk | 9. Concentrations of Risk Credit Risk At times, the Company’s cash balances held in financial institutions are in excess of federally insured limits. The Company performs periodic evaluations of the relative credit standing of financial institutions and seeks to limit the amount of risk by selecting financial institutions with a strong credit standing. The Company believes it is not exposed to any significant credit risk with respect to its cash and cash equivalents. The Buzztime network provides services to group viewing locations, generally restaurants, sports bars and lounges throughout North America. Concentration of credit risk with respect to trade receivables is limited due to the large number of customers comprising the Company’s customer base, and their dispersion across many different geographic locations. The Company performs credit evaluations of new customers and generally requires no collateral. The Company maintains an allowance for doubtful accounts to provide for credit losses. Significant Customer For the years ended December 31, 2019 and 2018, the Company generated approximately $6,820,000 and $10,180,000, respectively, of total revenue from Buffalo Wild Wings corporate-owned restaurants and its franchisees, which represented approximately 34% and 44% of total revenue in each of those years, respectively. As of December 31, 2019 and 2018, approximately $158,000 and $552,000, respectively, was included in accounts receivable from Buffalo Wild Wings corporate-owned restaurants and its franchisees. In November 2018, the Company’s relationship with Buffalo Wild Wings corporate-owned and most of the franchisee-owned restaurants terminated in accordance with the terms of the agreements the Company had with Buffalo Wild Wings and such franchisees. Certain Buffalo Wild Wings franchisee-owned locations extended their relationship with the Company through the end of 2020. Sole Equipment Supplier The Company currently purchases the tablets, cases and charging trays used in its tablet platform from one unaffiliated third-party manufacturer. The Company currently does not have an alternative manufacturer for its tablets or an alternative manufacturer or device for the tablet cases or tablet charging trays. The Company no longer purchases playmakers for its Classic platform. As of December 31, 2019 and 2018, approximately $629,000 and $15,000, respectively, was included in accounts payable or accrued expenses for the tablet equipment purchased from its sole supplier. |
Basic and Diluted Earnings Per
Basic and Diluted Earnings Per Common Share | 12 Months Ended |
Dec. 31, 2019 | |
Earnings Per Share [Abstract] | |
Basic and Diluted Earnings Per Common Share | 10. Basic and Diluted Earnings Per Common Share Basic net loss per share is calculated by dividing net loss by the weighted-average number of common shares outstanding during the period, without consideration of potential common shares. Diluted net loss per share is calculated by dividing net loss by the weighted-average number of common shares outstanding plus potential common shares. Stock options, restricted stock units, and other convertible securities are considered potential common shares and are included in the calculation of diluted net loss per share using the treasury method when their effect is dilutive. Options, restricted stock units and convertible preferred stock representing approximately 210,000 and 219,000 shares of common stock were excluded from the computations of diluted net loss per common share for the years ended December 31, 2019 and 2018, respectively, as their effect was anti-dilutive. |
Shareholders' Equity
Shareholders' Equity | 12 Months Ended |
Dec. 31, 2019 | |
Shareholders' Equity | |
Shareholders' Equity | 11. Shareholders’ Equity Registered Direct Offerings In June 2018, the Company sold approximately 345,000 shares of its common stock at a purchase price of $4.50 per share and received net proceeds of approximately $1,375,000, after deducting estimated offering expenses. The Company used the net proceeds from the offering for general corporate purposes, which included working capital, general and administrative expenses, capital expenditures and implementation of its strategic priorities. There were no equity offerings during the year ended December 31, 2019. Equity Incentive Plans The Company’s stock-based compensation plans include the NTN Buzztime, Inc. 2019 Performance Incentive Plan (the “2019 Plan”), the NTN Buzztime, Inc. Amended 2010 Performance Incentive Plan (the “2010 Plan”) and the NTN Buzztime, Inc. 2014 Inducement Plan (the “2014 Plan”). The Company’s board of directors designated its nominating and corporate governance/compensation committee as the administrator of the foregoing plans (the “Plan Administrator”). Among other things, the Plan Administrator selects persons to receive awards and determines the number of shares subject to each award and the terms, conditions, performance measures, if any, and other provisions of the award. At the Company’s 2019 Annual Meeting of Stockholders, the Company’s stockholders approved the 2019 Plan, which provides for the issuance of up to 240,000 shares of Company common stock. Awards the under the 2019 Plan may be granted to officers, directors, employees and consultants of the Company. Stock options granted under the 2019 Plan may either be incentive stock options or nonqualified stock options, have a term of up to ten years, and are exercisable at a price per share not less than the fair market value on the date of grant. As of December 31, 2019, there were stock options to purchase approximately 2,000 shares of common stock and 30,000 restricted stock units outstanding under the 2019 Plan. As a result of stockholder approval of the 2019 Plan, no future grants will be made under the 2010 Plan. All awards that are outstanding under the 2010 Plan will continue to be governed by the 2010 Plan until they are exercised or expire in accordance with the terms of the applicable award or the 2010 Plan. As of December 31, 2019, there were stock options to purchase approximately 55,000 shares of common stock and 27,000 restricted stock units outstanding under the 2010 Plan. The 2014 Plan provides for the grant of up to 85,000 share-based awards to a new employee as an inducement material to the new employee entering into employment with the Company and expires in September 2024. As of December 31, 2019, there were stock options to purchase approximately 85,000 shares of common stock and no restricted stock units outstanding under the 2014 Plan. Stock-Based Compensation Valuation Assumptions The Company records stock-based compensation in accordance with ASC No. 718 , Compensation – Stock Compensation. Compensation – Stock Compensation (Topic 718) – Improvements to Nonemployee Share-Based Payment Accounting. The Company uses the historical stock price volatility as an input to value its stock options under ASC No. 718. The expected term of stock options represents the period of time options are expected to be outstanding and is based on observed historical exercise patterns of the Company, which the Company believes are indicative of future exercise behavior. For the risk-free interest rate, the Company uses the observed interest rates appropriate for the term of time options are expected to be outstanding. The dividend yield assumption is based on the Company’s history and expectation of dividend payouts. The following weighted-average assumptions were used for grants issued during 2019 and 2018 under the ASC No. 718 requirements: 2019 2018 Weighted average risk-free rate 1.68 % 2.87 % Weighted average volatility 105.53 % 113.20 % Dividend yield 0.00 % 0.00 % Expected term 5.37 years 7.06 years The Company estimates forfeitures, based on historical activity, at the time of grant and revised if necessary in subsequent periods if actual forfeiture rates differ from those estimates. Stock-based compensation expense for employees during the years ended December 31, 2019 and 2018 was $206,000 and $443,000, respectively, and is expensed in selling, general and administrative expenses and credited to the additional paid-in-capital account. Stock Option Activity The following table summarizes stock option activities for the years ended December 31, 2019 and 2018: Outstanding Weighted Weighted (in years) Aggregate Intrinsic Outstanding January 1, 2018 156,000 $ 17.74 7.12 $ - Granted 2,000 4.44 - - Exercised - - - - Cancelled (6,000 ) 10.42 - - Forfeited (4,000 ) 6.38 - - Expired (1,000 ) 16.00 - - Outstanding December 31, 2018 147,000 18.20 6.08 - Granted 3,000 3.15 - - Exercised - - - - Cancelled (6,000 ) 13.32 - - Forfeited (2,000 ) 6.24 - - Expired - - - - Outstanding December 31, 2019 142,000 $ 18.26 5.14 $ - Options vested and exercisable at December 31, 2019 140,000 $ 18.43 5.10 $ - The per share weighted average grant-date fair value of stock options granted during the years ended December 31, 2019 and 2018 was $2.49 and $3.90, respectively. As of December 31, 2019, the unamortized stock based compensation expense related to outstanding unvested options was approximately $8,000 with a weighted average remaining requisite service period of 0.9 years. The Company expects to amortize this expense over the remaining requisite service period of these stock options. A deferred tax asset generally would be recorded related to the expected future tax benefit from the exercise of the non-qualified stock options. However, due to a history of net operating losses (“NOLs”), a full valuation allowance has been recorded related to the tax benefit for non-qualified stock options. Restricted Stock Unit Activity Outstanding restricted stock units are settled in an equal number of shares of common stock on the vesting date of the award. A stock unit award is settled only to the extent vested. Vesting generally requires the continued employment or service by the award recipient through the respective vesting date. Because restricted stock units are settled in an equal number of shares of common stock without any offsetting payment by the recipient, the measurement of cost is based on the quoted market price of the stock at the measurement date, which is the grant date. The weighted average grant date fair value of the restricted stock units awarded during the years ended December 31, 2019 and 2018 was $3.35 and $5.13 per restricted stock unit, respectively. During the year ended December 31, 2019, 30,000 restricted stock units were awarded as a performance-based award granted to the Company’s former chief executive officer in connection with his resignation. The award will vest in full upon the effective date of a change in control transaction in which an individual, entity or group acquires all of the Company’s then-outstanding equity interests on or before March 17, 2020, or in which an individual, entity or group acquires 51% of our then-outstanding equity interests on or before March 17, 2020, and then that same individual, entity or group acquires the remaining equity so that it holds all of the Company’s then-outstanding equity interests on or before June 17, 2020. Continuing service is not required for vesting to occur. Because a change in control is not considered probable until a change in control occurs, the Company will not recognize stock compensation expense on this award until such change in control occurs. In connection with the resignation of the Company’s former chief executive officer, the vesting of 10,000 of his restricted stock units was accelerated, 5,000 in September 2019 and 5,000 in October 2019. The modification of this award resulted in the Company recognizing stock compensation expense for the accelerated vesting of restricted stock units in the period in which the vesting was accelerated. With the exception of the performance-based award and the acceleration of vesting of restricted stock units discussed above, all restricted stock units granted vest as to 16.67% of the total underlying shares on the six month anniversary of the grant date and as to the balance of the total underlying shares in 30 substantially equal monthly installments, beginning on the seven month anniversary of the grant date, subject to accelerated vesting in the event of a change in control. The following table summarizes restricted stock unit activity for the years ended December 31, 2019 and 2018: Outstanding Restricted Stock Units Weighted Average Fair Value per Share January 1, 2018 - $ - Granted 74,000 5.13 Released (13,000 ) 6.04 Canceled - - December 31, 2018 61,000 $ 4.94 Granted 77,000 3.35 Released (38,000 ) 4.09 Cancelled (43,000 ) 4.17 December 31, 2019 57,000 $ 3.57 Balance expected to vest at December 31, 2019 19,000 Under the 2010 Plan, in lieu of paying cash to satisfy withholding taxes due upon the settlement of vested restricted stock units, an employee may elect to have shares of common stock withheld that would otherwise be issued at settlement, the value of which is equal to the amount of withholding taxes payable. During the years ended December 31, 2019 and 2018, approximately 38,000 and 13,000 restricted stock units vested and were settled, respectively, and as a result of employees electing to satisfy applicable withholding taxes by having the Company withhold shares, approximately 26,000 and 9,000 shares of common stock were issued, respectively. Warrant Activity The following summarizes warrant activities for the years ended December 31, 2019 and 2018: Outstanding Warrants Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life (in years) Outstanding January 1, 2018 72,000 $ 20.00 0.87 Granted - - - Exercised - - - Forfeited (72,000 ) - - Outstanding December 31, 2018 - $ - - During 2013, the Company issued warrants to purchase an aggregate of 72,000 shares of common stock in connection with a private placement. The fair value of the warrants was approximately $1,379,000 in aggregate and was determined using the Black-Scholes model using the following weighted-average assumptions: risk-free interest rates of 1.06%; dividend yield of 0%; expected volatility of 80.25%; and a term of 5 years. The Company concluded that these warrants qualify as equity instruments and not liabilities. None of these warrants were exercised, and as of December 31, 2018, all outstanding warrants expired. There were no new warrants granted during the year ended December 31, 2019. Cumulative Convertible Preferred Stock The Company has authorized 156,000 shares of preferred stock, all of which is designated as Series A Cumulative Convertible Preferred Stock (the “Series A Preferred Stock”), and all of which were issued and outstanding as of December 31, 2019 and 2018. The Series A Preferred Stock provides for a cumulative annual dividend of $0.10 per share, payable in semi-annual installments in June and December. Dividends may be paid in cash or with shares of common stock. The Company paid approximately $16,000 in cash for payment of dividends in each of the years ended December 31, 2019 and 2018. The Series A Preferred Stock has no voting rights and has a $1.00 per share liquidation preference over common stock. The registered holder has the right at any time to convert shares of Series A Preferred Stock into that number of shares of common stock that equals the number of shares of Series A Preferred Stock that are surrendered for conversion divided by the conversion rate. At December 31, 2019, the conversion rate was 13.434 and, based on that conversion rate, all outstanding shares of Series A Preferred Stock would have converted into approximately 12,000 shares of common stock. The conversion rate is subject to adjustment in certain events and is established at the time of conversion. There were no conversions during either of the years ended December 31, 2019 and 2018. There is no mandatory conversion term, date or any redemption features associated with the Series A Preferred Stock. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 12. Income Taxes For each of the years ended December 31, 2019 and 2018, current tax provisions and current deferred tax provisions were recorded as follows: As of December 31, 2019 2018 Current Tax Provision Federal $ - $ 21,000 State (25,000 ) (21,000 ) Foreign 2,000 (5,000 ) (23,000 ) (5,000 ) Deferred Tax Provision Federal - - State 2,000 6,000 Foreign (6,000 ) 63,000 (4,000 ) 69,000 Total Tax Provision Federal - 21,000 State (23,000 ) (15,000 ) Foreign (4,000 ) 58,000 $ (27,000 ) $ 64,000 The net deferred tax assets and liabilities have been reported in other liabilities in the consolidated balance sheets at December 31, 2019 and 2018 as follows: As of December 31, 2019 2018 Deferred Tax Assets: NOL carryforwards $ 14,730,000 $ 15,756,000 UK NOL carryforwards 552,000 534,000 Allowance for doubtful accounts 92,000 97,000 Compensation and vacation accrual 57,000 58,000 Operating accruals 6,000 285,000 Research and experimentation, AMT and foreign tax credits 126,000 126,000 Texas margin tax credit 106,000 120,000 Lease liabilities 854,000 - Other 846,000 850,000 Total gross deferred tax assets 17,369,000 17,826,000 Valuation allowance (16,218,000 ) (17,149,000 ) Net deferred tax assets 1,151,000 677,000 Deferred Tax Liabilities: Capitalized software 497,000 523,000 Right of use assets 544,000 - Fixed assets and intangibles 45,000 86,000 Foreign 47,000 45,000 Total gross deferred liabilities 1,133,000 654,000 Net deferred taxes $ 18,000 $ 23,000 The reconciliation of computed expected income taxes to effective income taxes by applying the federal statutory rate of 21% is as follows: As of December 31, 2019 2018 Tax at federal income tax rate $ 424,000 $ 68,000 State provision (23,000 ) (15,000 ) Foreign tax differential (2,000 ) 13,000 Change in valuation allowance (429,000 ) (20,000 ) Permanent items 3,000 (3,000 ) Other - 21,000 Total Provision $ (27,000 ) $ 64,000 The net change in the total valuation allowance for the year ended December 31, 2019 was an increase of $429,000. The net change in the total valuation allowance for the year ended December 31, 2018 was an increase of $20,000. In assessing the realizability of deferred tax assets, the Company considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities, projected future taxable income, and planning strategies in making this assessment. Based on the level of historical operating results and projections for the taxable income for the future, the Company has determined that it is more likely than not that the portion of deferred taxes not utilized through the reversal of deferred tax liabilities will not be realized. Accordingly, the Company has recorded a valuation allowance to reduce deferred tax assets to the amount that is more likely than not to be realized. At December 31, 2019, the Company had NOL carryforwards of approximately $63,354,000 for federal income tax purposes, which will continue expiring in 2020, and approximately $29,195,000 for state income tax purposes, which will continue expiring in 2020. There can be no assurance that the Company will ever be able to realize the benefit of some or all of the federal and state NOL carryforwards due to continued operating losses. Under Internal Revenue Code (“IRC”) Section 382 and similar state provisions, ownership changes may limit the annual utilization of NOL carryforwards existing prior to a change in control that are available to offset future taxable income. Such limitations would reduce, potentially significantly, the gross deferred tax assets disclosed in the table above related to the NOL carryforwards. The Company performed a Section 382 analysis as of December 31, 2018 to determine the impact of any changes in ownership. Based on this analysis, no ownership change occurred that would limit the use of the NOLs. The Company does not believe there has been a material change in its ownership between the Section 382 analysis completed through December 31, 2018 and the year ended December 31, 2019 that would indicate a limit on the use of the NOLs. The Company continues to disclose the NOL carryforwards at their original amount in the table above as no potential limitation has been quantified. The Company also established a full valuation allowance for substantially all deferred tax assets, including the NOL carryforwards, since the Company could not conclude that it was more likely than not able to generate future taxable income to realize these assets. In addition, the Company has approximately $133,000 of state tax credit tax carryforwards that expire in the years 2020 through 2026. The deferred tax assets as of December 31, 2019 include a deferred tax asset of $442,000 representing NOLs arising from the exercise of stock options by Company employees for 2005 and prior years. To the extent the Company realizes any tax benefit for the NOLs attributable to the stock option exercises, such amount would be credited directly to stockholders’ equity. United States income taxes were not provided on unremitted earnings from non-United States subsidiaries. Such unremitted earnings are considered to be indefinitely reinvested and determination of the amount of taxes that might be paid on these undistributed earnings is not practicable. The Company and its subsidiaries are subject to federal income tax as well as income tax of multiple state jurisdictions. With few exceptions, the Company is no longer subject to income tax examination by tax authorities in major jurisdictions for years prior to 2015. However, to the extent allowed by law, the taxing authorities may have the right to examine prior periods where NOLs were generated and carried forward, and make adjustments up to the amount of the carryforwards. The Company is not currently under examination by the IRS or state taxing authorities. |
Long-term Debt
Long-term Debt | 12 Months Ended |
Dec. 31, 2019 | |
Debt Disclosure [Abstract] | |
Long-term Debt | 13. Long-term Debt Term Loan In September 2018, the Company entered into a loan and security agreement with Avidbank for a 48-month term loan in the amount of $4,000,000. The Company makes monthly electronic principal payments initiated by Avidbank of approximately $83,000 plus accrued and unpaid interest. As of December 31, 2019, $2,750,000 of the term loan was outstanding. The Company recorded debt issuance costs of $23,000, which includes a $20,000 facility fee. The debt issuance costs are amortized to interest expense using the effective interest rate method over the life of the loan. The unamortized balance of the debt issuance costs as of December 31, 2019 was approximately $11,000 and is recorded as a reduction of long-term debt. Through the year ended December 31, 2019, the Company was required to comply with the following financial covenants: ● EBITDA (as defined below) must be at least $1,000,000 for the trailing six-month period as of the last day of each fiscal quarter. The Company refers to this covenant as the EBITDA covenant. “EBITDA” means (a) net profit (or loss), after provision for taxes, plus (b) interest expense, plus (c) to the extent deducted in the calculation of net profit (or loss), depreciation expense and amortization expense, plus (d) income tax expense, plus (e) to the extent approved by Avidbank, other noncash expenses and charges, other onetime charges, and any losses arising from the sale, exchange, transfer or other disposition of assets not in the ordinary course of business. ● The aggregate amount of unrestricted cash the Company has in deposit accounts or securities accounts maintained with Avidbank must be not less than $2,000,000 at all times. The Company refers to this covenant as the minimum liquidity covenant. As of December 31, 2019, the Company was in compliance with these covenants. In February 2020, the Company made a pre-payment on its long-term debt with Avidbank of approximately $150,000 as a result of selling certain assets related to the Company’s Stump! Trivia product line. (See Note 18). Pursuant to the amended agreement the Company entered into with Avidbank on March 12, 2020, the total outstanding principal of $2,750,000 was classified as a current liability as of December 31, 2019 and will be paid in full by December 31, 2020. (See Note 18.) Interest expense related to long-term debt for the years ended December 31, 2019 and 2018 was $236,000 and $296,000, respectively. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Leases | 14. Leases On January 1, 2019, the Company adopted ASC No. 842, Leases ASC No. 842 also allows lessees and lessors to elect certain practical expedients. The Company elected the following practical expedients: ● Transitional practical expedients: o The Company need not reassess whether any expired or existing contracts are or contain leases. o The Company need not reassess the lease classification for any expired or existing leases (that is, all existing leases that were classified as operating leases in accordance with the previous guidance will be classified as operating leases, and all existing leases that were classified as capital leases in accordance with the previous guidance will be classified as finance leases). o The Company need not reassess initial direct costs for any existing leases. ● Hindsight practical expedient. The Company elected the hindsight practical expedient in determining the lease term (that is, when considering lessee options to extend or terminate the lease and to purchase the underlying asset) and in assessing impairment of the Company’s right-of-use assets. ● As a lessor, the Company elected to not separate nonlease components from lease components when both of the following are met: o The timing and patterns of transfer for the lease component and nonlease component associated with that lease component are the same; and o The lease component, if accounted for separately, would be classified as an operating lease. As Lessee The Company has entered into operating leases for office and production facilities and equipment under agreements that expire at various dates through 2026. Certain of these leases contain renewal provisions and escalating rental clauses and generally require the Company to pay utilities, insurance, taxes and other operating expenses. The Company also has property held under finance leases that expire at various dates through 2021. The Company’s leases do not contain any residual value guarantees or material restrictive covenants. Upon adoption of ASC No. 842, the Company recognized on its consolidated balance sheet as of January 1, 2019 an initial measurement of approximately $3,458,000 of operating lease liabilities, and approximately $2,336,000 of corresponding operating right-of use assets, net of tenant improvement allowances. The initial measurement of the finance leases under ASC No. 842 did not have a material change from the balances of the finance lease liabilities and assets recorded prior to the adoption of ASC No. 842. There was also no cumulative effect adjustment to retained earnings as a result of the transition to ASC No. 842. The Company recorded the initial recognition of the operating leases as a supplemental noncash financing activity on the accompanying consolidated statement of cash flows. The adoption of ASC No. 842 did not have a material impact on the Company’s consolidated statement of operations. The tables below show the initial measurement of the operating lease right-of-use assets and liabilities as of January 1, 2019 and the balances as of December 31, 2019, including the changes during the year. Operating lease right-of-use assets Initial measurement at January 1, 2019 $ 3,458,000 Less tenant improvement allowance (1,122,000 ) Net right-of-use assets at January 1, 2019 2,336,000 Initial measurement of new operating lease right-of-use-assets 57,000 Less amortization of operating lease right-of-use assets (292,000 ) Operating lease right-of-use assets at December 31, 2019 $ 2,101,000 Operating lease liabilities Initial measurement at January 1, 2019 $ 3,458,000 Initial measurement of new operating lease liabilities 57,000 Less principal payments on operating lease liabilities (215,000 ) Operating lease liabilities at December 31, 2019 3,300,000 Less non-current portion (2,891,000 ) Current portion at December 31, 2019 $ 409,000 As of December 31, 2019, the Company’s operating leases have a weighted-average remaining lease term of 6.3 years and a weighted-average discount rate of 7.25%. The maturities of the operating lease liabilities are as follows: As of December 31, 2019 2020 $ 635,000 2021 620,000 2022 634,000 2023 655,000 2024 670,000 Thereafter 932,000 Total operating lease payments 4,146,000 Less imputed interest (846,000 ) Present value of operating lease liabilities $ 3,300,000 Total lease expense was approximately $542,000 and $407,000 for the twelve months ended December 31, 2019 and 2018, respectively. Lease expense was recorded in selling, general and administrative expenses. The tables below show the initial measurement of the finance lease right-of-use assets and liabilities as of January 1, 2019 and the balances as of December 31, 2019, including the changes during the year. The Company’s finance lease right-of-use assets are included in “Fixed assets, net” on the accompanying consolidated balance sheet. Finance lease right-of-use assets Initial measurement at January 1, 2019 $ 80,000 Less depreciation of Finace lease right-of-use assets (39,000 ) Finace lease right-of-use assets at December 31, 2019 $ 41,000 Finace lease liabilities Initial measurement at January 1, 2019 $ 86,000 Less principal payments on Finace lease liabilities (45,000 ) Finace lease liabilities as of December 31, 2019 41,000 Less non-current portion (20,000 ) Current portion at December 31, 2019 $ 21,000 As of December 31, 2019, the Company’s finance leases have a weighted-average remaining lease term of 1.9 years and a weighted-average discount rate of 5.51%. The maturities of the finance lease liabilities are as follows: As of December 31, 2019 2020 23,000 2021 21,000 Total Finace lease payments 44,000 Less imputed interest (3,000 ) Present value of Finace lease liabilities $ 41,000 For the twelve months ended December 31, 2019 and 2018, total lease costs under finance leases were approximately $48,000 and $191,000, respectively. As Lessor ASC No. 842 did not make fundamental changes to lease accounting guidance for lessors. Therefore there was no financial statement impact due to the adoption of ASC No. 842. As a lessor, the Company has two types of customer contracts that involve leases: right-to-use operating leases and sales-type leases. Right-to-use operating leases. Revenue from Contracts with Customers, Sales-type leases. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. Commitments and Contingencies Litigation The Company is subject to litigation from time to time in the ordinary course of its business. There can be no assurance that any claims will be decided in the Company’s favor and the Company is not insured against all claims made. During the pendency of such claims, the Company will continue to incur the costs of its legal defense. Currently, there is no material litigation pending or threatened against the Company. Sales and Use Tax From time to time, state tax authorities will make inquiries as to whether or not a portion of the Company’s services require the collection of sales and use taxes from customers in those states. Many states have expanded their interpretation of their sales and use tax statutes to subject more activities to tax. The Company evaluates such inquiries on a case-by-case basis and has favorably resolved the majority of these tax issues in the past without any material adverse consequences. There were no liabilities recorded in either of the years ended December 31, 2019 or 2018. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income | 12 Months Ended |
Dec. 31, 2019 | |
Shareholders' Equity | |
Accumulated Other Comprehensive Income | 16. Accumulated Other Comprehensive Income Accumulated other comprehensive income includes the accumulated gains or losses from foreign currency translation adjustments. The Company translated the assets and liabilities on the balance sheet of its subsidiary, NTN Canada Inc., into U.S. dollars using the period end exchange rate. Revenue and expenses were translated using the weighted-average exchange rates for the reporting period. As of December 31, 2019 and 2018, $268,000 and $200,000, respectively, of accumulated foreign currency translation adjustments were recorded in accumulated other comprehensive income. |
Retirement Savings Plan
Retirement Savings Plan | 12 Months Ended |
Dec. 31, 2019 | |
Postemployment Benefits [Abstract] | |
Retirement Savings Plan | 17. Retirement Savings Plan In 1994, the Company established a defined contribution plan, organized under Section 401(k) of the Internal Revenue Code, which allows employees who have completed at least three months of service, have worked a minimum of 250 hours in a quarter, and have reached age 18 to defer up to 50% of their pay on a pre-tax basis. The Company does not contribute a match to the employees’ contribution. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2019 | |
Subsequent Events [Abstract] | |
Subsequent Events | 18. Subsequent Events Asset Sale On January 13, 2020, the Company entered into an asset purchase agreement with Sporcle, Inc., a Delaware corporation (“Sporcle”), pursuant to which the Company agreed to sell to Sporcle all of its assets necessary for Sporcle to conduct the live hosted knowledge-based trivia events known as Stump! Trivia and OpinioNation for $1,360,000. The transaction closed on January 31, 2020, and the Company recorded a net gain of approximately $1,265,000 in January 2020. Amendment to Loan and Security Agreement On March 12, 2020, the Company entered into an amendment to the loan and security agreement it entered into with Avidbank in September 2018. In connection with entering into the amendment, the Company made a $433,000 payment on its term loan, which includes the $83,333 monthly principal payment plus accrued interest for March 2020 and a $350,000 principal prepayment, thereby reducing the outstanding principal balance of its term loan to $2,000,000. Under the terms of the amendment, the Company’s financial covenants were changed, the maturity date of its term loan was changed from September 28, 2022 to December 31, 2020 (and as a result, the Company classified the total outstanding principal balance as a current liability on its balance sheet as of December 31, 2019), and commencing on April 30, 2020, the Company must make principal plus accrued interest payments on the last day of each month, such that its term loan will be repaid by December 31, 2020. The principal payment the Company must make each month will be $125,000 for each of April, May and June, $300,000 for each of July, August, September, October and November, and $125,000 for December. Under the terms of the original loan and security agreement, the Company’s EBITDA was required to be at least $1,000,000 for the trailing six-month period as of the last day of each fiscal quarter and the aggregate amount of unrestricted cash it had in deposit accounts or securities accounts maintained with Avidbank must be not less than $2,000,000 at all times. As of December 31, 2019, the Company was in compliance with both of those covenants. Under the terms of the amendment, the minimum EBITDA covenant was replaced with a monthly minimum asset coverage ratio covenant, which the Company refers to as the ACR covenant, and the minimum liquidity covenant was amended to provide that the aggregate amount of unrestricted cash the Company has in deposit accounts or securities accounts maintained with Avidbank must be at all times not less than the principal balance outstanding under the term loan. Under the ACR covenant, the ratio of (i) the Company’s unrestricted cash at Avidbank as of the last day of a calendar month plus 75% of its outstanding accounts receivable accounts that are within 90 days of invoice date to (ii) the outstanding principal balance of the term loan on such day must be no less than 1.25 to 1.00. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies And Estimates (Policies) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Consolidation | Consolidation |
Use of Estimates | Use of Estimates |
Cash and Cash Equivalents | Cash and Cash Equivalents—The Company considers all highly liquid investment instruments with original maturities of three months or less, or any investment redeemable without penalty or loss of interest, to be cash equivalents. |
Capital Resources | Capital Resources On March 12, 2020, the Company entered into an amendment to its loan and security agreement with Avidbank. In connection with entering into the amendment, the Company made a $433,000 payment on its term loan, which includes the $83,333 monthly principal payment plus accrued interest for March 2020 and a $350,000 principal prepayment, thereby reducing the outstanding principal balance of its term loan to $2.0 million. Under the terms of the amendment, the Company’s financial covenants were changed, the maturity date of its term loan was changed from September 28, 2022 to December 31, 2020 (and as a result, the Company classified the total outstanding principal balance as a current liability on its balance sheet as of December 31, 2019), and commencing on April 30, 2020, the Company must make principal plus accrued interest payments on the last day of each month, such that its term loan will be repaid by December 31, 2020. The principal payment the Company must make each month will be $125,000 for each of April, May and June, $300,000 for each of July, August, September, October and November, and $125,000 for December. |
Assessments of Functional Currencies | Assessments of Functional Currencies Foreign Currency Matters |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts |
Site Equipment to be Installed | Site Equipment to be Installed Due to the termination of our relationship with Buffalo Wild Wing corporate-owned restaurants and most of its franchisees in November 2019, Buffalo Wild Wings offered the Company the opportunity to take back title to all of the tablets, cases and charging trays located at sites that terminated service with the Company at zero cost to the Company other than for shipping and related charges of approximately $175,000. As a result, the Company received approximately 45,000 tablets and cases and approximately 4,500 charging trays during the fourth quarter of 2019. Many of these items are the Company’s newer technology tablets and cases that can be redeployed to its customer sites or used in other possible partnerships. Although the Company has not yet completed its assessment of the items it received to determine how many the Company will ultimately retain, the Company determined that it would no longer have a future use for certain older tablets and cases it had on hand. Accordingly, during the quarter ended December 31, 2019, the Company recognized a loss of approximately $580,000 for the disposition of those older tablets and related cases recorded in site equipment to be installed for which it did not expect to generate future cash flows. Total loss for the disposition of site equipment for the year ended December 31, 2019 was approximately $591,000. There were no indications of impairment for the year ended December 31, 2018. |
Fixed Assets | Fixed Assets Depreciation of fixed assets is computed using the straight-line method over the estimated useful lives of the assets. Depreciation of leasehold improvements and fixed assets under finance leases is computed using the straight-line method over the shorter of the estimated useful lives of the assets or the lease period. The Company incurs a relatively significant level of depreciation expense in relation to its operating income. The amount of depreciation expense in any fiscal year is largely related to the equipment located at the Company’s customers’ sites that are not under sales-type lease arrangements. Such equipment includes the Classic Playmaker, tablet, other associated electronics and the computers located at customer’s sites (collectively, “Site Equipment”). The components within Site Equipment are depreciated over one to three years based on the shorter of the contractual finance lease period or the estimated useful life, which considers anticipated technology changes. Machinery and equipment are depreciated over three to five years, furniture and fixtures is depreciated over five to seven years and the vehicle is depreciated over five years. If the Company’s fixed assets turn out to have longer lives, on average, than estimated, then its depreciation expense would be significantly reduced in those future periods. Conversely, if the fixed assets turn out to have shorter lives, on average, than estimated, then its depreciation expense would be significantly increased in those future periods. As of December 31, 2019, the Company determined there were no changes to the estimated useful lives for any of its assets. |
Goodwill | Goodwill Intangibles – Goodwill and Other. The Company has goodwill resulting from the excess of costs over the fair value of assets it acquired in 2003 related to its Canadian business (the “Reporting Unit”). The Company performed the quantitative impairment test of its goodwill in each of the years ended December 31, 2019 and 2018, as the Company determined that because of declines in revenue of the Reporting Unit, the decline in the Company’s stock price and other general market conditions, it was more likely than not that there were indications of impairment. The Company used three methods of determining the fair value of the reporting unit: the public company market method, the transaction market method and the income method. Each method was equally weighted to calculate the total estimated fair value, and then the Company compared this fair value to the carrying value of the reporting unit. The impairment test performed during 2018resulted in the carrying value exceeding the fair value. Accordingly, the Company recognized a goodwill impairment loss of approximately $261,000 during the year ended December 31, 2018. The impairment test performed during 2019 resulted in the fair value exceeding the carrying value. Therefore, the Company did not record any goodwill impairment for the year ended December 31, 2019. |
Revenue Recognition | Revenue Recognition Revenue Recognition Revenue from Contracts with Customers 1. Identify the contract(s) with customers 2. Identify the performance obligations 3. Determine the transaction price 4. Allocate the transaction price to the performance obligations 5. Recognize revenue when the performance obligations have been satisfied ASC No. 606 requires revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. The Company generates revenue by charging subscription fees to partners for access to its 24/7 trivia network, charging equipment fees to certain customers for use of tablets and other equipment, by selling and leasing tablet and hardware equipment for custom usage beyond trivia/entertainment, by selling DOOH advertising direct to advertisers and on national ad exchanges, by licensing its entertainment and trivia content to other entities, and by providing professional services such as custom game design or development of new platforms on its existing tablet form factor. Up until February 1, 2020, the Company also generated revenue from hosting live trivia events (see Note 18). In general, when multiple performance obligations are present in a customer contract, the transaction price is allocated to the individual performance obligation based on the relative stand-alone selling prices, and the revenue is recognized when or as each performance obligation has been satisfied. Discounts are treated as a reduction to the overall transaction price and allocated to the performance obligations based on the relative stand-alone selling prices. All revenues are recognized net of sales tax collected from the customer. Revenue Streams The Company disaggregates revenue by material revenue stream as follows: Years ended December 31, 2019 2018 $ % of Total $ % of Total Change $ % Subscription revenue 14,278,000 72.1 % 16,031,000 68.7 % (1,753,000 ) (10.9 )% Hardware revenue 2,350,000 11.9 % 3,589,000 15.4 % (1,239,000 ) (34.5 )% Other revenue 3,178,000 16.0 % 3,715,000 15.9 % (537,000 ) (14.5 )% Total 19,806,000 100.0 % 23,335,000 100.0 % (3,529,000 ) (15.1 )% The following describes how the Company recognizes revenue under ASC No. 606. Subscription Revenue Costs associated with installing the equipment are considered direct costs. Costs associated with sales commissions are considered incremental costs for obtaining the contract because such costs would not have been incurred without obtaining the contract. The Company expects to recover both costs through future fees it collects and both costs are recorded in deferred costs on the balance sheet and amortized on a straight-line basis. For installation costs that are of an amount that is less than or equal to the deferred installation revenue for the related contract, the amortization period approximates the longer of the contract term and the expected term of the customer relationship. For any excess costs that exceed the deferred revenue, the amortization period of the excess cost is the initial term of the contract, which is generally one to two years because the Company can still recover that excess cost in the initial term of the contract. The Company amortizes commissions over the longer of the contract term and the expected term of the customer relationship. Sales-type Lease Revenue Leases. Equipment Sales Advertising Revenue Content Licensing Live Hosted Trivia Revenue Pay-to-Play Revenue Professional Development Revenue Revenue Concentrations The Company’s customers predominantly range from small independently operated bars and restaurants to bars and restaurants operated by national chains. This results in diverse venue sizes and locations. As of December 31, 2018, 2,639 venues in the U.S. and Canada subscribed to our interactive entertainment network, of which approximately 46% were Buffalo Wild Wings corporate-owned restaurants and its franchisees. As of December 31, 2019, the Company’s site count declined to 1,440 venues primarily due to the termination of its agreement with Buffalo Wild Wings corporate-owned restaurants and most of its franchisees in November 2019 in accordance with the terms of the agreement. See Note (1) BASIS OF PRESENTATION—Basis of Accounting Presentation, below and PART I — ITEM 1A, Risk Factors The table below sets forth the approximate amount of revenue the Company generated from Buffalo Wild Wings corporate-owned restaurants and its franchisees during the years ended December 31, 2019 and 2018, and the percentage of total revenue that such amount represents for such periods: Year Ended 2019 2018 Buffalo Wild Wings revenue $ 6,820,000 $ 10,180,000 Percent of total revenue 34 % 44 % As of December 31, 2019 and 2018, approximately $158,000 and $552,000, respectively, was included in accounts receivable from Buffalo Wild Wings corporate-owned restaurants and its franchisees. The geographic breakdown of the Company’s revenue for the years ended December 31, 2019 and 2018 were as follows: For the years ended 2019 2018 United States $ 19,153,000 $ 22,653,000 Canada 653,000 682,000 Total revenue $ 19,806,000 $ 23,335,000 Contract Assets and Liabilities The Company enters into contracts and may recognize contract assets and liabilities that arise from these contracts. The Company recognizes revenue and corresponding cash for customers who auto pay via their bank account or credit card, or the Company recognizes a corresponding accounts receivable for customers the Company invoices. The Company may receive consideration from customers, per the terms of the contract, prior to transferring goods or services to the customer. In such instances, the Company records a contract liability and recognizes the contract liability as revenue when all revenue recognition criteria are met. The table below shows the balance of contract liabilities as of December 31, 2019 and December 31, 2018, including the change during the period. Deferred Balance at January 1, 2019 $ 1,297,000 New performance obligations 1,093,000 Revenue recognized (1,928,000 ) Balance at December 31, 2019 462,000 Less non-current portion (2,000 ) Current portion at December 31, 2019 $ 460,000 The Company capitalizes installation costs associated with installing equipment in a customer location and sales commissions as a deferred cost asset on the balance sheet. For installation costs that are of an amount that is less than or equal to the deferred installation revenue for the related contract, the amortization period approximates the longer of the contract term and the expected term of the customer relationship. For any excess installation costs that exceed the deferred revenue, the amortization period of the excess cost is the initial term of the contract, which is generally one to two years because the Company can still recover that excess cost in the initial term of the contract. The Company amortizes commission costs over the longer of the contract term and the expected term of the customer relationship. The tables below show the balance of the unamortized installation cost and sales commissions as of December 31, 2019 and December 31, 2018, including the change during the period. Installation Sales Total Balance at January 1, 2019 $ 321,000 $ 103,000 $ 424,000 Incremental costs deferred 352,000 161,000 513,000 Deferred costs recognized (486,000 ) (177,000 ) (663,000 ) Balance at December 31, 2019 187,000 87,000 274,000 |
Research and Development | Research and Development |
Software Development Costs | Software Development Costs The Company performed its annual review of software development projects for the years ended December 31, 2019 and 2018, and determined to abandon various software development projects that the Company concluded were no longer a current strategic fit or for which it determined that the marketability of the content had decreased due to obtaining additional information regarding the specific industry for which the content was intended. As a result, for the quarter ended December 31, 2019, the Company recognized an impairment of $498,000. There was no impairment charge for the quarter ended December 31, 2018. For the year ended December 31, 2019 and 2018, the Company recognized an impairment charge of $550,000 and $23,000, respectively. Impairment of capitalized software is shown separately on the Company’s consolidated statement of operations. |
Advertising Costs | Advertising Costs – |
Shipping and Handling Costs | Shipping and Handling Costs |
Stock-Based Compensation | Stock-Based Compensation , Compensation – Stock Compensation. Compensation – Stock Compensation (Topic 718) – Improvements to Nonemployee Share-Based Payment Accounting. |
Income Taxes | Income Taxes ASC No. 740, Income Taxes, |
Earnings Per Share | Earnings Per Share |
Segment Reporting | Segment Reporting Segment Reporting |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (the “FASB”) issued ASU No. 2019-12, Income Taxes (Topic 740) – Simplifying the Accounting for Income Taxes. In November 2019, the FASB issued ASU No. 2019-08, Compensation – Stock Compensation (Topic 718) and Revenue from Contracts with Customers (Topic 606) In November 2018, the FASB issued ASU No. 2018-18, Collaborative Arrangements (Topic 808): Clarifying the Interaction between Topic 808 and Topic 606. In August 2018, the FASB issued ASU No. 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842); Leases (Topic 842): Targeted Improvements Leases (Topic 842) – Narrow-Scope Improvements for Lessors Topic 842 also allows lessees and lessors to elect certain practical expedients. The Company elected the following practical expedients: ● Transitional practical expedients, which must be elected as a package and applied consistently to all of the Company’s leases: o The Company need not reassess whether any expired or existing contracts are or contain leases. o The Company need not reassess the lease classification for any expired or existing leases (that is, all existing leases that were classified as operating leases in accordance with the previous guidance will be classified as operating leases, and all existing leases that were classified as capital leases in accordance with the previous guidance will be classified as finance leases). o The Company need not reassess initial direct costs for any existing leases. ● Hindsight practical expedient. The Company elected the hindsight practical expedient in determining the lease term (that is, when considering lessee options to extend or terminate the lease and to purchase the underlying asset) and in assessing impairment of the Company’s right-of-use assets. The Company may elect this practical expedient separately or with the “practical expedient package,” and the Company must apply it consistently to all of its leases. Upon adoption of Topic 842, the Company recognized on its consolidated balance sheet as of January 1, 2019 approximately $3.5 million of operating lease liabilities, and approximately $2.3 million of corresponding operating right-of use assets, net of tenant improvement allowances. The Company also shows the initial recognition of the leases as a supplemental noncash financing activity on the statement of cash flows and the amortization of the noncash lease expense in operating activities. The adoption of Topic 842 did not have a material impact on the Company’s consolidated statement of operations. (See Note 14 for more information.) |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies And Estimates (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Accounting Policies [Abstract] | |
Schedule of Disaggregation of Revenue | The Company disaggregates revenue by material revenue stream as follows: Years ended December 31, 2019 2018 $ % of Total $ % of Total Change $ % Subscription revenue 14,278,000 72.1 % 16,031,000 68.7 % (1,753,000 ) (10.9 )% Hardware revenue 2,350,000 11.9 % 3,589,000 15.4 % (1,239,000 ) (34.5 )% Other revenue 3,178,000 16.0 % 3,715,000 15.9 % (537,000 ) (14.5 )% Total 19,806,000 100.0 % 23,335,000 100.0 % (3,529,000 ) (15.1 )% The table below sets forth the approximate amount of revenue the Company generated from Buffalo Wild Wings corporate-owned restaurants and its franchisees during the years ended December 31, 2019 and 2018, and the percentage of total revenue that such amount represents for such periods: Year Ended 2019 2018 Buffalo Wild Wings revenue $ 6,820,000 $ 10,180,000 Percent of total revenue 34 % 44 % |
Schedule of Revenues Geographic Breakdown | The geographic breakdown of the Company’s revenue for the years ended December 31, 2019 and 2018 were as follows: For the years ended 2019 2018 United States $ 19,153,000 $ 22,653,000 Canada 653,000 682,000 Total revenue $ 19,806,000 $ 23,335,000 |
Schedule of Contract Liabilities | The table below shows the balance of contract liabilities as of December 31, 2019 and December 31, 2018, including the change during the period. Deferred Balance at January 1, 2019 $ 1,297,000 New performance obligations 1,093,000 Revenue recognized (1,928,000 ) Balance at December 31, 2019 462,000 Less non-current portion (2,000 ) Current portion at December 31, 2019 $ 460,000 |
Schedule of Unamortized Installation Cost and Sales Commissions | The tables below show the balance of the unamortized installation cost and sales commissions as of December 31, 2019 and December 31, 2018, including the change during the period. Installation Sales Total Balance at January 1, 2019 $ 321,000 $ 103,000 $ 424,000 Incremental costs deferred 352,000 161,000 513,000 Deferred costs recognized (486,000 ) (177,000 ) (663,000 ) Balance at December 31, 2019 187,000 87,000 274,000 |
Fixed Assets, Net (Tables)
Fixed Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment | Fixed assets are recorded at cost and consist of the following at December 31, 2019 and 2018: As of December 31, 2019 2018 Site equipment $ 8,856,000 $ 11,566,000 Machinery and equipment 1,570,000 1,887,000 Furniture and fixtures 314,000 461,000 Leasehold improvements 1,240,000 1,240,000 Vehicle 15,000 15,000 11,995,000 15,169,000 Accumulated depreciation (9,173,000 ) (10,502,000 ) Total $ 2,822,000 $ 4,667,000 |
Schedule of Asset Geographic Breakdown | The geographic breakdown of the Company’s long-term tangible assets for the last two fiscal years were as follows: As of December 31, 2019 2018 United States $ 2,760,000 $ 4,526,000 Canada 62,000 141,000 Total fixed assets $ 2,822,000 $ 4,667,000 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table shows the changes in the carrying amount of goodwill for the years ended December 31, 2019 and 2018: For the year ended For the year ended December 31, 2019 December 31, 2018 Gross Effects of Net Gross Impairment Losses Effects of Net Goodwill $ 667,000 $ 29,000 $ 696,000 $ 1,004,000 $ (261,000 ) $ (76,000 ) $ 667,000 |
Accrued Compensation (Tables)
Accrued Compensation (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Compensation Related Costs [Abstract] | |
Schedule of Accrued Compensation | Accrued compensation consisted of the following at December 31, 2019 and 2018: As of December 31, 2019 2018 Accrued vacation $ 260,000 $ 267,000 Accrued salaries 236,000 251,000 Accrued bonuses 77,000 32,000 Accrued commissions 15,000 22,000 Total accrued compensation $ 588,000 $ 572,000 |
Shareholders' Equity (Tables)
Shareholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Shareholders' Equity | |
Schedule of Weighted Average Assumptions | The following weighted-average assumptions were used for grants issued during 2019 and 2018 under the ASC No. 718 requirements: 2019 2018 Weighted average risk-free rate 1.68 % 2.87 % Weighted average volatility 105.53 % 113.20 % Dividend yield 0.00 % 0.00 % Expected term 5.37 years 7.06 years |
Summary of Stock Option Activity | The following table summarizes stock option activities for the years ended December 31, 2019 and 2018: Outstanding Weighted Weighted (in years) Aggregate Intrinsic Outstanding January 1, 2018 156,000 $ 17.74 7.12 $ - Granted 2,000 4.44 - - Exercised - - - - Cancelled (6,000 ) 10.42 - - Forfeited (4,000 ) 6.38 - - Expired (1,000 ) 16.00 - - Outstanding December 31, 2018 147,000 18.20 6.08 - Granted 3,000 3.15 - - Exercised - - - - Cancelled (6,000 ) 13.32 - - Forfeited (2,000 ) 6.24 - - Expired - - - - Outstanding December 31, 2019 142,000 $ 18.26 5.14 $ - Options vested and exercisable at December 31, 2019 140,000 $ 18.43 5.10 $ - |
Summary of Restricted Stock Unit Activity | The following table summarizes restricted stock unit activity for the years ended December 31, 2019 and 2018: Outstanding Restricted Stock Units Weighted Average Fair Value per Share January 1, 2018 - $ - Granted 74,000 5.13 Released (13,000 ) 6.04 Canceled - - December 31, 2018 61,000 $ 4.94 Granted 77,000 3.35 Released (38,000 ) 4.09 Cancelled (43,000 ) 4.17 December 31, 2019 57,000 $ 3.57 Balance expected to vest at December 31, 2019 19,000 |
Summary of Warrant Activities | The following summarizes warrant activities for the years ended December 31, 2019 and 2018: Outstanding Warrants Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Life (in years) Outstanding January 1, 2018 72,000 $ 20.00 0.87 Granted - - - Exercised - - - Forfeited (72,000 ) - - Outstanding December 31, 2018 - $ - - |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Current and Deferred Income Tax Provision (Benefit) | For each of the years ended December 31, 2019 and 2018, current tax provisions and current deferred tax provisions were recorded as follows: As of December 31, 2019 2018 Current Tax Provision Federal $ - $ 21,000 State (25,000 ) (21,000 ) Foreign 2,000 (5,000 ) (23,000 ) (5,000 ) Deferred Tax Provision Federal - - State 2,000 6,000 Foreign (6,000 ) 63,000 (4,000 ) 69,000 Total Tax Provision Federal - 21,000 State (23,000 ) (15,000 ) Foreign (4,000 ) 58,000 $ (27,000 ) $ 64,000 |
Schedule of Deferred Tax Assets and Liabilities | The net deferred tax assets and liabilities have been reported in other liabilities in the consolidated balance sheets at December 31, 2019 and 2018 as follows: As of December 31, 2019 2018 Deferred Tax Assets: NOL carryforwards $ 14,730,000 $ 15,756,000 UK NOL carryforwards 552,000 534,000 Allowance for doubtful accounts 92,000 97,000 Compensation and vacation accrual 57,000 58,000 Operating accruals 6,000 285,000 Research and experimentation, AMT and foreign tax credits 126,000 126,000 Texas margin tax credit 106,000 120,000 Lease liabilities 854,000 - Other 846,000 850,000 Total gross deferred tax assets 17,369,000 17,826,000 Valuation allowance (16,218,000 ) (17,149,000 ) Net deferred tax assets 1,151,000 677,000 Deferred Tax Liabilities: Capitalized software 497,000 523,000 Right of use assets 544,000 - Fixed assets and intangibles 45,000 86,000 Foreign 47,000 45,000 Total gross deferred liabilities 1,133,000 654,000 Net deferred taxes $ 18,000 $ 23,000 |
Schedule of Reconciliation of Expected Income Taxes | The reconciliation of computed expected income taxes to effective income taxes by applying the federal statutory rate of 21% is as follows: As of December 31, 2019 2018 Tax at federal income tax rate $ 424,000 $ 68,000 State provision (23,000 ) (15,000 ) Foreign tax differential (2,000 ) 13,000 Change in valuation allowance (429,000 ) (20,000 ) Permanent items 3,000 (3,000 ) Other - 21,000 Total Provision $ (27,000 ) $ 64,000 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2019 | |
Leases [Abstract] | |
Schedule of Operating Lease Right-of-use Assets and Liabilities | The tables below show the initial measurement of the operating lease right-of-use assets and liabilities as of January 1, 2019 and the balances as of December 31, 2019, including the changes during the year. Operating lease right-of-use assets Initial measurement at January 1, 2019 $ 3,458,000 Less tenant improvement allowance (1,122,000 ) Net right-of-use assets at January 1, 2019 2,336,000 Initial measurement of new operating lease right-of-use-assets 57,000 Less amortization of operating lease right-of-use assets (292,000 ) Operating lease right-of-use assets at December 31, 2019 $ 2,101,000 Operating lease liabilities Initial measurement at January 1, 2019 $ 3,458,000 Initial measurement of new operating lease liabilities 57,000 Less principal payments on operating lease liabilities (215,000 ) Operating lease liabilities at December 31, 2019 3,300,000 Less non-current portion (2,891,000 ) Current portion at December 31, 2019 $ 409,000 |
Schedule of Maturities of Operating Leases | As of December 31, 2019, the Company’s operating leases have a weighted-average remaining lease term of 6.3 years and a weighted-average discount rate of 7.25%. The maturities of the operating lease liabilities are as follows: As of December 31, 2019 2020 $ 635,000 2021 620,000 2022 634,000 2023 655,000 2024 670,000 Thereafter 932,000 Total operating lease payments 4,146,000 Less imputed interest (846,000 ) Present value of operating lease liabilities $ 3,300,000 |
Schedule of Financing Lease Right-of-use Assets and Liabilities | The tables below show the initial measurement of the finance lease right-of-use assets and liabilities as of January 1, 2019 and the balances as of December 31, 2019, including the changes during the year. The Company’s finance lease right-of-use assets are included in “Fixed assets, net” on the accompanying consolidated balance sheet. Finance lease right-of-use assets Initial measurement at January 1, 2019 $ 80,000 Less depreciation of Finace lease right-of-use assets (39,000 ) Finace lease right-of-use assets at December 31, 2019 $ 41,000 Finace lease liabilities Initial measurement at January 1, 2019 $ 86,000 Less principal payments on Finace lease liabilities (45,000 ) Finace lease liabilities as of December 31, 2019 41,000 Less non-current portion (20,000 ) Current portion at December 31, 2019 $ 21,000 |
Schedule of Maturities of Financing Leases | The maturities of the finance lease liabilities are as follows: As of December 31, 2019 2020 23,000 2021 21,000 Total Finace lease payments 44,000 Less imputed interest (3,000 ) Present value of Finace lease liabilities $ 41,000 |
Organization of Company (Detail
Organization of Company (Details Narrative) - Number | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Number of venues | 2,639 | |
Percentage of entertainment network | 56.00% | |
Number of venues declined | 1,440 | |
Number of venues declined percentage | 26.00% |
Going Concern Uncertainty (Deta
Going Concern Uncertainty (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Jan. 02, 2020 | |
Net loss | $ (2,047,000) | $ (259,000) | |
Reclassification of debt exceeds currrent assets | 25,000 | ||
Debt outstanding reclassified as current liabilities | 1,750,000 | ||
Subsequent Event [Member] | |||
Annualized salaries and implemented measures to preserve capital amount | $ 2,200,000 | ||
Avid Bank Term Loan [Member] | |||
Unrestricted cash | 3,209,000 | ||
Debt instrument principal amount | $ 2,750,000 | ||
Debt instrument, maturity date | Sep. 28, 2022 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies and Estimates (Details Narrative) | Mar. 12, 2020USD ($) | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2019USD ($)Number | Dec. 31, 2018USD ($)Number | Jan. 02, 2019USD ($) | Sep. 30, 2018USD ($) |
Term loan amount | |||||||
Debt issuance costs | 23,000 | 23,000 | |||||
Facility fee | 20,000 | ||||||
Unamortized debt issuance cost | 11,000 | 11,000 | |||||
Foreign currency transaction gain loss | 48,000 | $ 41,000 | |||||
Impairment charges | 498,000 | ||||||
Impairment loss on goodwill | $ 261,000 | ||||||
Number of venues | Number | 2,639 | ||||||
Percentage of entertainment network | 56.00% | ||||||
Number of venues declined | Number | 1,440 | ||||||
Research and development costs | $ 26,000 | $ 72,000 | |||||
Amortization expense for capitalized software development | 519,000 | 382,000 | |||||
Capitalized software costs not subject to amortization | 177,000 | 1,296,000 | 177,000 | 1,296,000 | |||
Advertising costs | |||||||
Operating lease liabiliteis | 3,300,000 | 3,458,000 | 3,300,000 | 3,458,000 | $ 3,458,000 | ||
Operating right of use assets | 2,101,000 | $ 2,101,000 | 2,336,000 | ||||
Adoption of Topic 842 [Member] | |||||||
Operating lease liabiliteis | 3,500,000 | ||||||
Operating right of use assets | $ 2,300,000 | ||||||
Machinery and Equipment [Member] | Minimum [Member] | |||||||
Estimated useful lives | P3Y | ||||||
Machinery and Equipment [Member] | Maximum [Member] | |||||||
Estimated useful lives | P5Y | ||||||
Furniture and Fixtures [Member] | Minimum [Member] | |||||||
Estimated useful lives | P5Y | ||||||
Furniture and Fixtures [Member] | Maximum [Member] | |||||||
Estimated useful lives | P7Y | ||||||
Vehicles [Member] | |||||||
Estimated useful lives | P5Y | ||||||
Software Development Projects [Member] | |||||||
Impairment charges | $ 550,000 | 23,000 | |||||
Buffalo Wild Wing [Member] | |||||||
Shipping and related charges | 175,000 | ||||||
Loss for the disposition of site equipment | 580,000 | $ 591,000 | |||||
Impairment charges | |||||||
Number of venues | Number | 2,639 | ||||||
Percentage of entertainment network | 46.00% | ||||||
Number of venues declined | Number | 1,440 | ||||||
Accounts receivable from related party | 158,000 | $ 552,000 | $ 158,000 | $ 552,000 | |||
Buffalo Wild Wing [Member] | Fixed Assets [Member] | |||||||
Loss for the disposition of site equipment | 96,000 | 127,000 | |||||
Impairment charges | |||||||
Avid Bank Term Loan [Member] | |||||||
Debt instrument principal amount | 2,750,000 | 2,750,000 | |||||
Loan and Security Agreement [Member] | |||||||
Term loan amount | 2,750,000 | 2,750,000 | |||||
Debt issuance costs | 11,000 | 11,000 | |||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | |||||||
Term loan amount | $ 4,000,000 | ||||||
Term of the loan | 48 months | ||||||
Debt instrument principal amount | $ 2,750,000 | $ 2,750,000 | $ 4,050,000 | ||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | |||||||
Term loan amount | $ 433,000 | ||||||
Debt instrument, periodic payment | 83,333 | ||||||
Principal prepayment of debt | 350,000 | ||||||
Debt instrument, reducing outstanding principal balance | $ 2,000,000 | ||||||
Debt instrument maturity date, description | Under the terms of the amendment, the Company's financial covenants were changed, the maturity date of its term loan was changed from September 28, 2022 to December 31, 2020 (and as a result, the Company classified the total outstanding principal balance as a current liability on its balance sheet as of December 31, 2019), and commencing on April 30, 2020, the Company must make principal plus accrued interest payments on the last day of each month, such that its term loan will be repaid by December 31, 2020. | ||||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | April 2020 [Member] | |||||||
Debt instrument, periodic payment | $ 125,000 | ||||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | May 2020 [Member] | |||||||
Debt instrument, periodic payment | 125,000 | ||||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | June 2020 [Member] | |||||||
Debt instrument, periodic payment | 125,000 | ||||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | July 2020 [Member] | |||||||
Debt instrument, periodic payment | 300,000 | ||||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | August 2020 [Member] | |||||||
Debt instrument, periodic payment | 300,000 | ||||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | September 2020 [Member] | |||||||
Debt instrument, periodic payment | 300,000 | ||||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | October 2020 [Member] | |||||||
Debt instrument, periodic payment | 300,000 | ||||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | November 2020 [Member] | |||||||
Debt instrument, periodic payment | 300,000 | ||||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | Subsequent Event [Member] | December 2020 [Member] | |||||||
Debt instrument, periodic payment | $ 125,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies and Estimates - Schedule of Disaggregation of Revenues (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 19,806 | $ 23,335 |
Percentage of Total Revenue | 100.00% | 100.00% |
Change in revenue | $ (3,529) | |
Change in revenue percentage | (15.10%) | |
Buffalo Wild Wings [Member] | ||
Total revenue | $ 6,820 | $ 10,180 |
Percentage of Total Revenue | 34.00% | 44.00% |
Subscription Revenue [Member] | ||
Total revenue | $ 14,278 | $ 16,031 |
Percentage of Total Revenue | 72.10% | 68.70% |
Change in revenue | $ (1,753) | |
Change in revenue percentage | (10.90%) | |
Hardware Revenue [Member] | ||
Total revenue | $ 2,350 | $ 3,589 |
Percentage of Total Revenue | 11.90% | 15.40% |
Change in revenue | $ (1,239) | |
Change in revenue percentage | (34.50%) | |
Other Revenue [Member] | ||
Total revenue | $ 3,178 | $ 3,715 |
Percentage of Total Revenue | 16.00% | 15.90% |
Change in revenue | $ (537) | |
Change in revenue percentage | (14.50%) |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies and Estimates - Schedule of Revenues Geographic Breakdown (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Total revenue | $ 19,806 | $ 23,335 |
United States [Member] | ||
Total revenue | 19,153 | 22,653 |
Canada [Member] | ||
Total revenue | $ 653 | $ 682 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies and Estimates - Schedule of Contract Liabilities (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Accounting Policies [Abstract] | |
Balance | $ 1,297 |
New performance obligations | 1,093 |
Revenue recognized | (1,928) |
Balance | 462 |
Less non-current portion | (2) |
Current portion | $ 460 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies and Estimates - Schedule of Unamortized Installation Cost and Sales Commissions (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Balance, beginning | $ 424 |
Incremental costs deferred | 513 |
Deferred costs recognized | (663) |
Balance, ending | 274 |
Installation Costs [Member] | |
Balance, beginning | 321 |
Incremental costs deferred | 352 |
Deferred costs recognized | (486) |
Balance, ending | 187 |
Sales Commissions [Member] | |
Balance, beginning | 103 |
Incremental costs deferred | 161 |
Deferred costs recognized | (177) |
Balance, ending | $ 87 |
Restricted Cash (Details Narrat
Restricted Cash (Details Narrative) - USD ($) $ in Thousands | 1 Months Ended | 12 Months Ended | |
Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | |
Restricted cash | $ 50 | $ 50 | |
Short-term restricted cash | 50 | $ 50 | |
Loan and Security Agreement [Member] | Avidbank [Member] | Minimum [Member] | |||
Aggregate amount of unrestricted cash to be maintained | $ 2,000 | 2,000 | |
Avidbank [Member] | |||
Line of credit facility | 250 | ||
Reduction in line of credit facility | 50 | ||
Deposit | 250 | ||
Restricted cash | 200 | ||
Short-term restricted cash | $ 50 |
Fixed Assets, Net (Details Narr
Fixed Assets, Net (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | ||
Depreciation expenses | $ 2,358 | $ 2,382 |
Fixed Assets, Net - Schedule of
Fixed Assets, Net - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Property and equipment, gross | $ 11,995 | $ 15,169 |
Accumulated depreciation | (9,173) | (10,502) |
Property and equipment, net | 2,822 | 4,667 |
Site Equipment [Member] | ||
Property and equipment, gross | 8,856 | 11,566 |
Machinery and Equipment [Member] | ||
Property and equipment, gross | 1,570 | 1,887 |
Furniture and Fixtures [Member] | ||
Property and equipment, gross | 314 | 461 |
Leasehold Improvements [Member] | ||
Property and equipment, gross | 1,240 | 1,240 |
Vehicles [Member] | ||
Property and equipment, gross | $ 15 | $ 15 |
Fixed Assets, Net - Schedule _2
Fixed Assets, Net - Schedule of Asset Geographic Breakdown (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Total fixed assets | $ 2,822 | $ 4,667 |
United States [Member] | ||
Total fixed assets | 2,760 | 4,526 |
Canada [Member] | ||
Total fixed assets | $ 62 | $ 141 |
Goodwill (Details Narrative)
Goodwill (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Goodwill balance | $ 696 | $ 667 |
Impairment loss on goodwill | $ 261 |
Goodwill - Schedule of Goodwill
Goodwill - Schedule of Goodwill (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Gross Carrying Value | $ 667 | $ 1,004 |
Effects of Foreign Currency | 29 | (76) |
Impairment Losses for the period | (261) | |
Net Carrying Value | $ 696 | $ 667 |
Accrued Compensation - Schedule
Accrued Compensation - Schedule of Accrued Compensation (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Compensation Related Costs [Abstract] | ||
Accrued vacation | $ 260 | $ 267 |
Accrued salaries | 236 | 251 |
Accrued bonuses | 77 | 32 |
Accrued commissions | 15 | 22 |
Total accrued compensation | $ 588 | $ 572 |
Concentrations of Risk (Details
Concentrations of Risk (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues | $ 19,806 | $ 23,335 |
Concentration risk percentage | 100.00% | 100.00% |
Accounts receivable from customer | $ 1,195 | $ 1,143 |
Buffalo Wild Wings Corporate-owned Restaurants and Its Franchisees [Member] | ||
Accounts payable | 629 | 15 |
Sales Revenue, Net [Member] | Buffalo Wild Wings Corporate-owned Restaurants and Its Franchisees [Member] | ||
Revenues | $ 6,820 | $ 10,180 |
Supplier Concentration Risk [Member] | ||
Concentration risk percentage | 34.00% | 44.00% |
Accounts Receivable [Member] | Buffalo Wild Wings Corporate-owned Restaurants and Its Franchisees [Member] | ||
Accounts receivable from customer | $ 158 | $ 552 |
Basic and Diluted Earnings Pe_2
Basic and Diluted Earnings Per Common Share (Details Narrative) - shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | ||
Antidilutive shares excluded from earnings per share | 210,000 | 219,000 |
Shareholders' Equity (Details N
Shareholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Oct. 31, 2019 | Sep. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2013 | |
Sale of stock common, shares | 346,000 | |||||
Common stock at purchase price per share | $ 4.50 | |||||
Proceeds from offering expenses | $ 1,375 | $ 1,375 | ||||
Share based compensation | $ 206 | $ 443 | ||||
Weighted average grant-date fair value per share price | $ 2.49 | $ 3.90 | ||||
Unamortized compensation expense | $ 8 | |||||
Unamortized compensation expense remaining service period | 10 months 25 days | |||||
Equity percentage | 51.00% | |||||
Restricted stock units vested and settled | 38,000 | 13,000 | ||||
Common stock issued, withholding taxes | 26,000 | 9,000 | ||||
Preferred stock series A, shares authorized | 156,000 | 156,000 | ||||
Preferred stock series A, shares issued | 156,000 | 156,000 | ||||
Preferred stock series A, shares outstanding | 156,000 | 156,000 | ||||
Number of shares converted | ||||||
Restricted Stock Units (RSUs) [Member] | ||||||
Weighted average grant-date fair value per share price | $ 3.35 | $ 5.13 | ||||
Restricted stock units awarded | 77,000 | 74,000 | ||||
Restricted Stock Units [Member] | ||||||
Weighted average grant-date fair value per share price | $ 3.35 | $ 5.13 | ||||
Restricted stock units awarded | 30,000 | |||||
Restricted Stock Units [Member] | Six Month Anniversary [Member] | ||||||
Number of restricted stock vesting, percentage | 16.67% | |||||
Restricted Stock Units [Member] | Former Chief Executive Officer [Member] | ||||||
Accelerate restricted stock units outstanding | 5,000 | 5,000 | 10,000 | |||
Warrants [Member] | ||||||
Warrants issued to purchase number of common stock | 72,000 | |||||
Fair value of the warrants | $ 1,379 | |||||
Warrants [Member] | Risk Free Interest Rate [Member] | ||||||
Fair value assumptions, measurement input, percentages | 1.06% | |||||
Warrants [Member] | Dividend Yield [Member] | ||||||
Fair value assumptions, measurement input, percentages | 0.00% | |||||
Warrants [Member] | Expected Volatility [Member] | ||||||
Fair value assumptions, measurement input, percentages | 80.25% | |||||
Warrants [Member] | Expected Term [Member] | ||||||
Fair value assumptions, measurement input, term | 5 years | |||||
Series A Cumulative Convertible Preferred Stock [Member] | ||||||
Preferred stock series A, shares authorized | 156,000 | 156,000 | ||||
Preferred stock series A, shares issued | 156,000 | 156,000 | ||||
Preferred stock series A, shares outstanding | 156,000 | 156,000 | ||||
Share price | $ 0.10 | |||||
Payment of dividend | $ 16 | $ 16 | ||||
Preferred Stock, Liquidation Preference Per Share | $ 1 | |||||
Debt instrument, conversion price | $ 13.439 | |||||
Number of shares converted | 12,000 | |||||
2019 Performance Incentive Plan [Member] | ||||||
Stock option granted terms description | Stock options granted under the 2019 Plan may either be incentive stock options or nonqualified stock options, have a term of up to ten years, and are exercisable at a price per share not less than the fair market value on the date of grant. | |||||
2019 Performance Incentive Plan [Member] | Restricted Stock Units (RSUs) [Member] | ||||||
Stock option to purchase common stock | 30,000 | |||||
2019 Performance Incentive Plan [Member] | Common Stock [Member] | ||||||
Stock option to purchase common stock | 2,000 | |||||
2019 Performance Incentive Plan [Member] | Maximum [Member] | ||||||
Number of option available for grants | 240,000 | |||||
2010 Performance Incentive Plan [Member] | Common Stock [Member] | ||||||
Stock option to purchase common stock | 55,000 | |||||
2010 Performance Incentive Plan [Member] | Restricted Stock Units [Member] | ||||||
Stock option to purchase common stock | 27,000 | |||||
2014 Inducement Plan [Member] | New Employee [Member] | ||||||
Share-based awards, expiration date | Sep. 30, 2024 | |||||
2014 Inducement Plan [Member] | Common Stock [Member] | ||||||
Stock option to purchase common stock | 85,000 | |||||
2014 Inducement Plan [Member] | Maximum [Member] | New Employee [Member] | ||||||
Number of option available for grants | 85,000 |
Shareholders' Equity - Schedule
Shareholders' Equity - Schedule of Weighted Average Assumptions (Details) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Shareholders' Equity | ||
Weighted average risk-free rate | 1.68% | 2.87% |
Weighted average volatility | 105.53% | 113.20% |
Dividend yield | 0.00% | 0.00% |
Expected term | 5 years 4 months 13 days | 7 years 22 days |
Shareholders' Equity - Summary
Shareholders' Equity - Summary of Stock Option Activity (Details) - Stock Option Grants [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Options Outstanding, beginning balance | 147,000 | 156,000 |
Options Granted | 3,000 | 2,000 |
Options Exercised | ||
Options Cancelled | (6,000) | (6,000) |
Options Forfeited | (2,000) | (4,000) |
Options Expired | (1,000) | |
Options Outstanding, ending balance | 142,000 | 147,000 |
Options vested and exercisable | 140,000 | |
Weighted Average Exercise Price Per Share Outstanding, beginning balance | $ 18.20 | $ 17.74 |
Weighted Average Exercise Price Per Share Granted | 3.15 | 4.44 |
Weighted Average Exercise Price Per Share Exercised | ||
Weighted Average Exercise Price Per Share Cancelled | 13.32 | 10.42 |
Weighted Average Exercise Price Per Share Forfeited | 6.24 | 6.38 |
Weighted Average Exercise Price Per Share Expired | 16 | |
Weighted Average Exercise Price Per Share Outstanding, ending balance | 18.26 | $ 18.20 |
Weighted Average Exercise Price Per Share vested and exercisable | $ 18.43 | |
Weighted Average Remaining Contractual Life (in years) Outstanding, beginning balance | 7 years 1 month 13 days | |
Weighted Average Remaining Contractual Life (in years) Outstanding, ending balance | 5 years 1 month 20 days | 6 years 29 days |
Weighted Average Remaining Contractual Life (in years) vested and exercisable | 5 years 1 month 6 days | |
Aggregate Intrinsic Value Outstanding, beginning balance | ||
Aggregate Intrinsic Value Outstanding, ending balance | ||
Aggregate Intrinsic Value vested and exercisable |
Shareholders' Equity - Summar_2
Shareholders' Equity - Summary of Restricted Stock Unit Activity (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Weighted Average Fair Value Per Share, Granted | $ 2.49 | $ 3.90 |
Restricted Stock Units (RSUs) [Member] | ||
Outstanding Restricted Stock Units, Beginning | 61,000 | |
Outstanding Restricted Stock Units, Granted | 77,000 | 74,000 |
Outstanding Restricted Stock Units, Released | (38,000) | (13,000) |
Outstanding Restricted Stock Units, Cancelled | (43,000) | |
Outstanding Restricted Stock Units, Ending | 57,000 | 61,000 |
Outstanding Restricted Stock Units, Exercisable | 19,000 | |
Weighted Average Fair Value Per Share, Beginning | $ 4.94 | |
Weighted Average Fair Value Per Share, Granted | 3.35 | 5.13 |
Weighted Average Fair Value Per Share, Released | 4.09 | 6.04 |
Weighted Average Fair Value Per Share, Cancelled | 4.17 | |
Weighted Average Fair Value Per Share, Ending | $ 3.57 | $ 4.94 |
Shareholders' Equity - Summar_3
Shareholders' Equity - Summary of Warrant Activities (Details) - Warrants [Member] | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Warrants Outstanding, beginning balance | shares | 72,000 |
Warrants Granted | shares | |
Warrants Exercised | shares | |
Warrants Forfeited | shares | (72,000) |
Warrants Outstanding, ending balance | shares | |
Weighted Average Exercise Price Per Share Outstanding, beginning balance | $ / shares | $ 20 |
Weighted Average Exercise Price Per Share Granted | $ / shares | |
Weighted Average Exercise Price Per Share Exercised | $ / shares | |
Weighted Average Exercise Price Per Share Forfeited | $ / shares | |
Weighted average exercise price per share outstanding, ending balance | $ / shares | |
Weighted Average Remaining Contractual Life (in years) Outstanding, beginning balance | 10 months 14 days |
Weighted average remaining contractual life (in years) Outstanding, ending balance | 0 years |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Net change in valuation allowance | $ 429 | $ 20 |
Deferred tax asset NOLs | 14,730 | $ 15,756 |
2005 and Prior Year [Member] | ||
Deferred tax asset NOLs | 442 | |
Federal Income Tax Purposes [Member] | ||
NOL carryforwards | $ 63,354 | |
NOL carryforward expiration date | Dec. 31, 2020 | |
State Income Tax Purposes [Member] | ||
NOL carryforwards | $ 29,195 | |
NOL carryforward expiration date | Dec. 31, 2020 | |
State Tax [Member] | ||
State tax credit tax carryforwards | $ 133 | |
Tax carryforwards description | expire in the years 2020 through 2026. |
Income Taxes - Schedule of Curr
Income Taxes - Schedule of Current and Deferred Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Current Tax Provision, Federal | $ 21 | |
Current Tax Provision, State | (25) | (21) |
Current Tax Provision, Foreign | 2 | (5) |
Current Tax Provision, net | (23) | (5) |
Deferred Tax Provision, Federal | ||
Deferred Tax Provision, State | 2 | 6 |
Deferred Tax Provision, Foreign | (6) | 63 |
Deferred Tax Provision, net | (4) | 69 |
Total Tax Provision, Federal | 21 | |
Total Tax Provision, State | (23) | (15) |
Total Tax Provision, Foreign | (4) | 58 |
Total Tax Provision, net | $ (27) | $ 64 |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Income Tax Disclosure [Abstract] | ||
NOL carryforwards | $ 14,730 | $ 15,756 |
UK NOL carryforwards | 552 | 534 |
Allowance for doubtful accounts | 92 | 97 |
Compensation and vacation accrual | 57 | 58 |
Operating accruals | 6 | 285 |
Research and experimentation, AMT and foreign tax credits | 126 | 126 |
Texas margin tax credit | 106 | 120 |
Lease liabilities | 854 | |
Other | 846 | 850 |
Total gross deferred tax assets | 17,369 | 17,826 |
Valuation allowance | (16,218) | (17,149) |
Net deferred tax assets | 1,151 | 677 |
Capitalized software | 497 | 523 |
Right of use assets | 544 | |
Fixed assets and intangibles | 45 | 86 |
Foreign | 47 | 45 |
Total gross deferred liabilities | 1,133 | 654 |
Net deferred taxes | $ 18 | $ 23 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation of Expected Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | ||
Tax at federal income tax rate | $ 424 | $ 68 |
State provision | (23) | (15) |
Foreign tax differential | (2) | 13 |
Change in valuation allowance | (429) | (20) |
Permanent items | 3 | (3) |
Other | 21 | |
Total Provision | $ (27) | $ 64 |
Long-term Debt (Details Narrati
Long-term Debt (Details Narrative) - USD ($) | 1 Months Ended | 12 Months Ended | |||
Feb. 29, 2020 | Sep. 30, 2018 | Dec. 31, 2019 | Dec. 31, 2018 | Mar. 12, 2020 | |
Term loan amount | |||||
Debt issuance costs | 23,000 | ||||
Interest expense debt | 236,000 | $ 296,000 | |||
Subsequent Event [Member] | Avidbank [Member] | |||||
Prepayment of debt | $ 150,000 | ||||
Debt instrument principle amount | $ 2,750,000 | ||||
Loan and Security Agreement [Member] | |||||
Term loan amount | 2,750,000 | ||||
Debt issuance costs | 11,000 | ||||
Loan and Security Agreement [Member] | Avidbank [Member] | |||||
Term of the loan | 48 months | ||||
Term loan amount | $ 4,000,000 | ||||
Debt instrument monthly principal payments | 83,000 | ||||
Debt issuance costs | 23,000 | ||||
Facility fee | 20,000 | ||||
Minimum EBITDA amount | 1,000,000 | ||||
Loan and Security Agreement [Member] | Avidbank [Member] | Minimum [Member] | |||||
Aggregate amount of unrestricted cash to be maintained | $ 2,000,000 | $ 2,000,000 |
Leases (Details Narrative)
Leases (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2019 | Dec. 31, 2018 | Jan. 02, 2019 | |
Operating leases description | The Company has entered into operating leases for office and production facilities and equipment under agreements that expire at various dates through 2026. | ||
Financing leases description | The Company also has property held under finance leases that expire at various dates through 2021. | ||
Operating lease liabilities | $ 3,300 | $ 3,458 | $ 3,458 |
Operating lease right-of-use assets | $ 2,101 | $ 2,336 | |
Operating leases weighted-average remaining lease term | 6 years 3 months 19 days | ||
Operating leases weighted-average discount rate lease | 7.25% | ||
Financing leases weighted-average remaining lease term | 1 year 10 months 25 days | ||
Financing leases weighted-average discount rate lease | 5.51% | ||
Financing lease cost | $ 48 | 191 | |
Selling, General and Administrative Expenses [Member] | |||
Operating lease expense | $ 542 | $ 407 |
Leases - Schedule of Operating
Leases - Schedule of Operating Lease Right-of-use Assets and Liabilities (Details) - USD ($) $ in Thousands | Jan. 02, 2019 | Dec. 31, 2019 |
Leases [Abstract] | ||
Initial measurement at January 1, 2019 | $ 3,458 | |
Less tenant improvement allowance | (1,122) | |
Net right-of-use assets at January 1, 2019 | 2,336 | $ 2,336 |
Initial measurement of new operating lease right-of-use-assets | 57 | |
Less amortization of operating lease right-of-use assets | (292) | |
Operating lease right-of-use assets | 2,336 | 2,101 |
Initial measurement at January 1, 2019 | 3,458 | |
Initial measurement of new operating lease liabilities | 57 | |
Less principal payments on operating lease liabilities | (215) | |
Operating lease liabilities at December 31, 2019 | $ 3,458 | 3,300 |
Less non-current portion | (2,891) | |
Current portion at December 31, 2019 | $ 409 |
Leases - Schedule of Maturities
Leases - Schedule of Maturities of Operating Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Jan. 02, 2019 | Dec. 31, 2018 |
Leases [Abstract] | |||
2020 | $ 635 | ||
2021 | 620 | ||
2022 | 634 | ||
2023 | 655 | ||
2024 | 670 | ||
Thereafter | 932 | ||
Total operating lease payments | 4,146 | ||
Less imputed interest | (846) | ||
Present value of operating lease liabilities | $ 3,300 | $ 3,458 | $ 3,458 |
Leases - Schedule of Financing
Leases - Schedule of Financing Lease Right-of-use Assets and Liabilities (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2019USD ($) | |
Leases [Abstract] | |
Initial measurement at January 1, 2019 | $ 80 |
Less depreciation of Finance lease right-of-use assets | (39) |
Finace lease right-of-use assets at December 31, 2019 | 41 |
Initial measurement at January 1, 2019 | 86 |
Less principal payments on finance lease liabilities | (45) |
Finance lease liabilities as of December 31, 2019 | 41 |
Less non-current portion | (20) |
Current portion at December 31, 2019 | $ 21 |
Leases - Schedule of Maturiti_2
Leases - Schedule of Maturities of Financing Leases (Details) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Leases [Abstract] | ||
2020 | $ 23 | |
2021 | 21 | |
Total Finance lease payments | 44 | |
Less imputed interest | (3) | |
Present value of Finance lease liabilities | $ 41 | $ 86 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2019 | Dec. 31, 2018 |
Shareholders' Equity | ||
Accumulated foreign currency translation adjustments | $ 268 | $ 200 |
Retirement Savings Plan (Detail
Retirement Savings Plan (Details Narrative) | 12 Months Ended |
Dec. 31, 2019 | |
Postemployment Benefits [Abstract] | |
Contribution plan description | Employees who have completed at least three months of service, have worked a minimum of 250 hours in a quarter, and have reached age 18 to defer up to 50% of their pay on a pre-tax basis. The Company does not contribute a match to the employees' contribution. |
Matches percentage of employer contribution | 50.00% |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) - USD ($) | Mar. 12, 2020 | Jan. 13, 2020 | Jan. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2018 |
Term loan | |||||
Loan and Security Agreement [Member] | |||||
Term loan | $ 2,750,000 | ||||
Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | |||||
Term loan | $ 4,000,000 | ||||
Subsequent Event [Member] | Asset Purchase Agreement [Member] | Sporcle, Inc [Member] | |||||
Sale of asset transaction amount | $ 1,360,000 | ||||
Net gain on sale of asset | $ 1,265,000 | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | |||||
Term loan | $ 433,000 | ||||
Debt instrument, periodic payment | 83,333 | ||||
Prepayment of debt | 350,000 | ||||
Debt instrument, reducing the outstanding principal balance | $ 2,000,000 | ||||
Debt instrument maturity date, description | Under the terms of the amendment, the Company's financial covenants were changed, the maturity date of its term loan was changed from September 28, 2022 to December 31, 2020 (and as a result, the Company classified the total outstanding principal balance as a current liability on its balance sheet as of December 31, 2019), and commencing on April 30, 2020, the Company must make principal plus accrued interest payments on the last day of each month, such that its term loan will be repaid by December 31, 2020. | ||||
EBITDA amount | $ 1,000,000 | ||||
Aggregate amount of unrestricted cash | $ 2,000,000 | ||||
Accounts receivable percentage | 75.00% | ||||
Debt description | The outstanding principal balance of the term loan on such day must be no less than 1.25 to 1.00. | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | April 2020 [Member] | |||||
Debt instrument, periodic payment | $ 125,000 | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | May 2020 [Member] | |||||
Debt instrument, periodic payment | 125,000 | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | June 2020 [Member] | |||||
Debt instrument, periodic payment | 125,000 | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | July 2020 [Member] | |||||
Debt instrument, periodic payment | 300,000 | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | August 2020 [Member] | |||||
Debt instrument, periodic payment | 300,000 | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | September 2020 [Member] | |||||
Debt instrument, periodic payment | 300,000 | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | October 2020 [Member] | |||||
Debt instrument, periodic payment | 300,000 | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | November 2020 [Member] | |||||
Debt instrument, periodic payment | 300,000 | ||||
Subsequent Event [Member] | Loan and Security Agreement [Member] | Avid Bank Term Loan [Member] | December 2020 [Member] | |||||
Debt instrument, periodic payment | $ 125,000 |