Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Mar. 30, 2021 | Jun. 30, 2020 | |
Document and Entity Information [Abstract] | |||
Entity Registrant Name | CLEARONE INC | ||
Entity Central Index Key | 0000840715 | ||
Trading Symbol | clro | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity Common Stock, Shares Outstanding (in shares) | 18,775,773 | ||
Entity Public Float | $ 11.5 | ||
Entity Shell Company | false | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Interactive Data Current | Yes | ||
Title of 12(b) Security | Common Stock, $0.001 par value | ||
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 3,803 | $ 4,064 |
Marketable securities | 1,117 | 3,026 |
Receivables, net of allowance for doubtful accounts of $506 and $424, respectively | 5,194 | 5,468 |
Inventories, net | 10,463 | 11,441 |
Income tax receivable | 7,169 | 110 |
Prepaid expenses and other assets | 1,536 | 1,074 |
Total current assets | 29,282 | 25,183 |
Long-term marketable securities | 1,762 | 1,517 |
Long-term inventories, net | 4,590 | 6,284 |
Property and equipment, net | 906 | 1,044 |
Operating lease – right of use assets, net | 1,936 | 2,459 |
Intangible assets, net | 19,248 | 14,009 |
Other assets | 4,599 | 4,614 |
Total assets | 62,323 | 55,110 |
Current liabilities: | ||
Accounts payable | 3,950 | 2,871 |
Accrued liabilities | 2,352 | 3,205 |
Deferred product revenue | 123 | 173 |
Short-term debt | 672 | |
Total current liabilities | 7,097 | 6,249 |
Long-term debt | 3,245 | 2,222 |
Operating lease liability, net of current | 1,489 | 2,021 |
Other long-term liabilities | 678 | 140 |
Total liabilities | 12,509 | 10,632 |
Shareholders’ equity: | ||
Common stock, par value $0.001, 50,000,000 shares authorized, 18,775,773 and 16,650,725 shares issued and outstanding, respectively | 19 | 17 |
Additional paid-in capital | 63,359 | 58,520 |
Accumulated other comprehensive loss | (186) | (176) |
Accumulated deficit | (13,378) | (13,883) |
Total shareholders’ equity | 49,814 | 44,478 |
Total liabilities and shareholders’ equity | $ 62,323 | $ 55,110 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 506 | $ 424 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 18,775,773 | 16,650,725 |
Common stock, shares outstanding (in shares) | 18,775,773 | 16,650,725 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue | $ 29,069 | $ 25,042 |
Cost of goods sold | 16,510 | 13,849 |
Gross profit | 12,559 | 11,193 |
Operating expenses: | ||
Sales and marketing | 6,728 | 7,935 |
Research and product development | 5,512 | 5,775 |
General and administrative | 5,886 | 6,045 |
Total operating expenses | 18,126 | 19,755 |
Operating loss | (5,567) | (8,562) |
Interest expense | (436) | (26) |
Other income, net | 79 | 236 |
Loss before income taxes | (5,924) | (8,352) |
Provision for (benefit from) income taxes | (6,429) | 56 |
Net income (loss) | $ 505 | $ (8,408) |
Basic income (loss) per common share (in dollars per share) | $ 0.03 | $ (0.51) |
Diluted income (loss) per common share (in dollars per share) | $ 0.03 | $ (0.51) |
Basic weighted average shares outstanding (in shares) | 17,271,629 | 16,638,580 |
Diluted weighted average shares outstanding (in shares) | 17,325,351 | 16,638,580 |
Comprehensive income (loss): | ||
Net income (loss) | $ 505 | $ (8,408) |
Other comprehensive income (loss): | ||
Unrealized gain (loss) on available-for-sale securities, net of tax | 8 | 68 |
Change in foreign currency translation adjustment | (18) | (63) |
Comprehensive income (loss) | $ 495 | $ (8,403) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands | Total | Common stock and paid-in capital | Accumulated other comprehensive loss | Accumulated deficit |
Balance at Dec. 31, 2018 | $ 57,857 | $ (181) | $ (5,475) | |
Issuance of common stock | ||||
Issuance of warrants and senior convertible notes | 440 | |||
Share-based compensation expense | 217 | |||
Proceeds from employee stock purchase plan | 23 | |||
Unrealized gain on available-for-sale securities, net of tax | 68 | |||
Foreign currency translation adjustment | $ (63) | (63) | ||
Net income (loss) | (8,408) | (8,408) | ||
Balance at Dec. 31, 2019 | 44,478 | 58,537 | (176) | (13,883) |
Issuance of common stock | 4,764 | |||
Issuance of warrants and senior convertible notes | ||||
Share-based compensation expense | 63 | |||
Proceeds from employee stock purchase plan | 14 | |||
Unrealized gain on available-for-sale securities, net of tax | 8 | |||
Foreign currency translation adjustment | (18) | (18) | ||
Net income (loss) | 505 | 505 | ||
Balance at Dec. 31, 2020 | $ 49,814 | $ 63,378 | $ (186) | $ (13,378) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 505 | $ (8,408) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization expense | 2,313 | 1,914 |
Amortization of right of use of assets | 563 | 561 |
Stock-based compensation expense | 63 | 217 |
Provision for doubtful accounts, net | 82 | (207) |
Write-down of inventory to net realizable value | 1,517 | 891 |
Loss on disposal of assets | 34 | |
Changes in operating assets and liabilities: | ||
Receivables | 192 | 1,511 |
Inventories | 1,155 | 3,565 |
Prepaid expenses and other assets | (417) | (4,148) |
Accounts payable | 1,079 | (858) |
Accrued liabilities | (865) | 627 |
Income taxes receivable | (7,087) | 368 |
Deferred product revenue | (50) | (110) |
Operating lease liabilities | (570) | (557) |
Other long-term liabilities | 538 | (56) |
Net cash used in operating activities | (982) | (4,656) |
Cash flows from investing activities: | ||
Capitalized patent defense costs | (6,728) | (5,086) |
Purchase of property and equipment | (284) | (205) |
Purchase of intangible assets | (205) | (76) |
Proceeds from maturities and sales of marketable securities | 4,605 | 9,243 |
Purchase of marketable securities | (2,932) | (9,003) |
Net cash used in investing activities | (5,544) | (5,127) |
Cash flows from financing activities: | ||
Issuance of common stock | 4,764 | |
Net proceeds from issuance of senior convertible notes | 2,654 | |
Proceeds from Paycheck Protection Program loan | 1,499 | |
Net proceeds from equity-based compensation programs | 14 | 23 |
Net cash provided by financing activities | 6,277 | 2,677 |
Effect of exchange rate changes on cash and cash equivalents | (12) | (41) |
Net increase (decrease) in cash and cash equivalents | (261) | (7,147) |
Cash and cash equivalents at the beginning of the year | 4,064 | 11,211 |
Cash and cash equivalents at the end of the year | 3,803 | 4,064 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes | 79 | 1 |
Interest paid | $ 244 |
Business Description, Basis of
Business Description, Basis of Presentation and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Business Description, Basis of Presentation and Significant Accounting Policies | |
Business Description, Basis of Presentation and Significant Accounting Policies | 1 Business Description: ClearOne, Inc., together with its subsidiaries (collectively, “ClearOne” or the “Company”), is a global market leader enabling conferencing, collaboration, and network streaming solutions. The performance and simplicity of our advanced, comprehensive solutions offer unprecedented levels of functionality, reliability and scalability. Basis of Presentation: Fiscal Year – This report on Form 10-K includes consolidated balance sheets for t he years ended December 31, 2020 2019 and the related consolidated statements of operations and comprehensive income (loss), shareholders' equity, and cash flows for each of the years 2020 2019 . Consolidation – These consolidated financial statements include the financial statements of ClearOne, Inc. and its wholly owned subsidiaries. All inter-Company accounts and transactions have been eliminated in consolidation. Use of Estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and expenses during the reporting periods. Key estimates in the accompanying consolidated financial statements include, among others, revenue recognition, allowances for doubtful accounts receivable and product returns, provisions for obsolete inventory, potential impairment of long-lived assets, and deferred income tax asset valuation allowances. Actual results could differ materially from these estimates. Foreign Currency Translation – We are exposed to foreign currency exchange risk through our foreign subsidiaries. Other than our subsidiaries in India and Spain, all other foreign subsidiaries are U.S. dollar functional, for which gains and losses arising from remeasurement are included in earnings. Our Spanish subsidiary is Euro functional, for which gains and losses arising from translation are included in accumulated other comprehensive income or loss. Our Indian subsidiary is Indian Rupee functional, for which gains and losses arising from translation are included in accumulated other comprehensive income or loss. We translate and remeasure foreign assets and liabilities at exchange rates in effect at the balance sheet dates. We translate revenue and expenses using average rates during the year. Concentration Risk – We depend on an outsourced manufacturing strategy for our products. We outsource the manufacture of all of our products to third party manufacturers located in Asia. If any of these manufacturers experience difficulties in obtaining sufficient supplies of components, component prices significantly exceeding the anticipated costs, an interruption in their operations, or otherwise suffer capacity constraints, we would experience a delay in production and shipping of these products, which would have a negative impact on our revenues. Should there be any disruption in services due to natural disaster, economic or political difficulties, transportation restrictions, acts of terror, quarantine or other restrictions associated with infectious diseases, or other similar events, or any other reason, such disruption may have a material adverse effect on our business. Operating in the international environment exposes us to certain inherent risks, including unexpected changes in regulatory requirements and tariffs, and potentially adverse tax consequences, which could materially affect our results of operations. Currently, we have no second source of manufacturing for a portion of our products. Significant Accounting Policies: Cash Equivalents – The Company considers all highly-liquid investments with a maturity of three Marketable Securities - The Company has classified its marketable securities as available-for-sale securities. These debt securities are carried at estimated fair value with unrealized holding gains and losses included in other comprehensive income (loss) in shareholders’ equity until realized. Gains and losses on marketable security transactions are reported on the specific-identification method. Dividend and interest income are recognized when earned. A decline in the market value of any available-for-sale security below cost that is deemed other than temporary results in a charge to earnings and establishes a new cost basis for the security. Losses are charged against “Other income” when a decline in fair value is determined to be other than temporary. We review several factors to determine whether a loss is other than temporary. These factors include, but are not limited to: ( i ) the extent to which the fair value is less than cost and the cause for the fair value decline, (ii) the financial condition and near term prospects of the issuer, (iii) the length of time a security is in an unrealized loss position and (iv) our ability to hold the security for a period of time sufficient to allow for any anticipated recovery in fair value. There were no other-than-temporary impairments recognized during t he years ended December 31, 2020 2019 . Accounts Receivable – Accounts receivable are recorded at the invoiced amount, net of expected returns and allowance for doubtful accounts. Generally, credit is granted to customers on a short-term basis without requiring collateral, and as such, these accounts receivable, do not bear interest, although a finance charge may be applied to such receivables that are past due. The Company extends credit to customers who it believes have the financial strength to pay. The Company has in place credit policies and procedures, an approval process for sales returns and credit memos, and processes for managing and monitoring channel inventory levels. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing accounts receivable. Management regularly analyzes accounts receivable including current aging, historical write-off experience, customer concentrations, customer creditworthiness, and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. We review customer accounts quarterly by first assessing accounts with aging over a specific duration and balance over a specific amount. We review all other balances on a pooled basis based on past collection experience. Accounts identified in our customer-level review as exceeding certain thresholds are assessed for potential allowance adjustment if we conclude the financial condition of that customer has deteriorated, adversely affecting their ability to make payments. Delinquent account balances are written off if the Company determines that the likelihood of collection is not probable. If the assumptions that are used to determine the allowance for doubtful accounts change, the Company may have to provide for a greater level of expense in future periods or reverse amounts provided in prior periods. The Company’s allowance for doubtful accounts activity for the years ended December 31, 2020 2019 is as follows: Year Ended December 31, 2020 2019 Balance at beginning of the year $ 424 $ 631 Allowance increase 120 92 Write offs, net of recoveries ( 38 ) ( 299 ) Balance at end of the year $ 506 $ 424 Inventories – Inventories are valued at the lower of cost or market, with cost computed on a first-in, first-out (“FIFO”) basis. In addition to the price of the product purchased, the cost of inventory includes the Company’s internal manufacturing costs, including warehousing, engineering, material purchasing, quality and product planning expenses and applicable overhead, not in excess of estimated realizable value. Consideration is given to obsolescence, excessive levels, deterioration, direct selling expenses, and other factors in evaluating net realizable value. The inventory also includes advance replacement units (valued at cost) provided by the Company to end-users to service defective products under warranty. The value of advance replacement units included i n the inventory was $ 35 and $ 102 , as of December 31, 2020 and 2019 , respectively. The inventory consists of current inventory of $ 10,463 and long-term inventory of $ 4,590 . Long term inventory represents inventory held in excess of our current (next 12 Property and Equipment – Property and equipment are stated at cost less accumulated depreciation and amortization. Expenditures that materially increase values or capacities or extend useful lives of property and equipment are capitalized. Routine maintenance, repairs, and renewal costs are expensed as incurred. Gains or losses from the sale, trade-in, or retirement of property and equipment are recorded in current operations and the related book value of the property is removed from property and equipment accounts and the related accumulated depreciation and amortization accounts. Estimated useful lives are generally two ten Intangible Assets – Intangible assets acquired in a purchase business combination are amortized over their useful lives unless these lives are determined to be indefinite. Intangible assets are carried at cost, less accumulated amortization. Amortization is computed over the estimated useful lives of the respective assets, which are generally three ten Impairment of Long-Lived Assets - Long-lived assets, such as property, equipment, and definite-lived intangible assets subject to depreciation and amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset or asset group to estimated future undiscounted net cash flows of the related asset or group of assets over their remaining lives. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized for the amount by which the carrying amount exceeds the estimated fair value of the asset. Impairment of long-lived assets is assessed at the lowest levels for which there are identifiable cash flows that are independent of other groups of assets. The impairment of long-lived assets requires judgments and estimates. If circumstances change, such estimates could also change. Assets held for sale are reported at the lower of the carrying amount or fair value, less the estimated costs to sell. Recent accounting standard related to leases: In February 2016, the FASB issued ASU 2016 02 2016 02 12 2016 02 2018 11 2016 02 2019 2,966 3,101 135 Change in accounting policy related to leases: 842 December 31, 2020 December 31, 2019 Revenue Recognition Policy: The Company generates revenue from sales of its audio and video conferencing equipment to distributors, system integrators and value-added resellers. The Company also generates revenue, to a much lesser extent, from sale of software and licenses to distributors, system integrators, value-added resellers and end-users. The Company recognizes revenue when it satisfies a performance obligation in an amount reflecting the consideration to which it expects to be entitled. For sales agreements, the Company has identified the promise to transfer products, each of which are distinct, to be the performance obligation. The Company applies a five 1 identifying the contract with a customer, ( 2 identifying the performance obligations in the contract, ( 3 determining the transaction price, ( 4 allocating the transaction price to the performance obligations in the contract and ( 5 recognizing revenue when the performance obligation is satisfied. Substantially all of the Company’s revenue is recognized at the time control of the products transfers to the customer. Sales agreements with customers are renewable periodically and contain terms and conditions with respect to payment, delivery, warranty and supply, but typically do not require mandatory purchase commitments. In the absence of a sales agreement, the Company’s standard terms and conditions at the time of acceptance of purchase orders apply. The Company considers the customer purchase orders, governed by sales agreements or the Company’s standard terms and conditions, to be the contract with the customer. The Company evaluates certain factors including the customer’s ability to pay (or credit risk). In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. Sales to distributors, are typically made pursuant to agreements that provide return rights with respect to discontinued or slow-moving products, referred to as stock rotation. Sales to distributors can also be subject to price adjustment on certain products, primarily for distributors with drop-shipping rights. Although payment terms vary, most distributor agreements require payment within 45 The Company recognizes revenue when it satisfies a performance obligation. The Company recognizes revenue from sales agreements upon transferring control of a product to the customer. This typically occurs when products are shipped or delivered, depending on the delivery terms, or when products that are consigned at customer locations are sold to dealers or end users. Revenue recognized during the twelve months ended December 31, 2020 28,698 , and for software, licenses, 371 . Sales returns and allowances are estimated based on historical experience. Provisions for discounts and rebates to customers, estimated returns and allowances, ship and credit claims and other adjustments are provided for in the same period the related revenues are recognized, and are netted against revenues. For returns, the Company recognizes a related asset for the right to recover returned products with a corresponding reduction to cost of goods sold. The Company reviews warranty and related claims activity and records provisions, as necessary. Frequently, the Company receives orders with multiple delivery dates that may extend across reporting periods. Since each delivery constitutes a performance obligation, the Company allocates the transaction price of the contract to each performance obligation based on the stand-alone selling price of the products. The Company invoices the customer for each delivery upon shipment and recognizes revenues in accordance with delivery terms. Although payment terms vary, distributors typically pay within 45 30 As scheduled delivery dates are within one The Company has elected to record freight and handling costs associated with outbound freight after control over a product has transferred to a customer as a fulfillment cost and include it in cost of revenues. Taxes assessed by government authorities on revenue-producing transactions, including value-added and excise taxes, are presented on a net basis (excluded from revenues) in the consolidated statements of operations and comprehensive income (loss). The details of deferred revenue and associated cost of goods sold As of December 31, 2020 2019 Deferred revenue $ 123 $ 173 Deferred cost of goods sold — — Deferred gross profit $ 123 $ 173 The Company offers rebates and market development funds to certain of its distributors, dealers/resellers, and end-users based upon the volume of product purchased by them. The Company records rebates as a reduction of revenue in accordance with GAAP. The Company provides, at its discretion, advance replacement units to end-users on defective units of certain products under warranty. Since the purpose of these units is not revenue generating, the Company tracks the units due from the end-user, until the defective unit has been returned. Any amount due from the customer upon failure to return the products is accounted as receivable only after establishing customer's failure to return the products. The inventory due from the customer is accounted at cost or market value whichever is lower. The following table disaggregates the Company’s revenue into primary product groups: Year Ended December 31 2020 2019 Audio Conferencing $ 10,926 $ 11,609 Microphones 9,149 8,818 Video products 8,994 4,615 $ 29,069 $ 25,042 The following table Year Ended December 31, 2020 2019 North and South America $ 18,320 $ 14,040 Asia (including Middle East) and Australia 5,998 7,773 Europe and Africa 4,751 3,229 $ 29,069 $ 25,042 Warranty Costs The details of changes in the Company’s warranty accrual are as follows: Year Ended December 31, 2020 2019 Balance at the beginning of year $ 194 $ 194 Accruals/additions 119 121 Usage/claims ( 119 ) ( 121 ) Balance at end of year $ 194 $ 194 Advertising – The Company expenses advertising costs as incurred. Advertising costs consist of trade shows, magazine advertisements, and other forms of media. Advertising expenses for t he years ended December 31, 2020 2019 totaled $ 440 and $ 902 , respectively, and are included in sales and marketing on the consolidated statements of operations and comprehensive income (loss). Income Taxes The valuation allowance is based on our estimates of future taxable income and the period over which we expect the deferred tax assets to be recovered. Our assessment of future taxable income is based on historical experience and current and anticipated market and economic conditions and trends. In 2018 three As of December 31, 2020 no Recent changes: There were no changes that had a material impact on the Company's consolidated financial position, results of operations or cash flows. Earnings Per Share Year Ended December 31, 2020 2019 Numerator: Net income (loss) $ 505 $ ( 8,408 ) Denominator: Basic weighted average shares 17,271,629 16,638,580 Dilutive common stock equivalents using treasury stock method 53,722 — Diluted weighted average shares 17,325,351 16,638,580 Basic income (loss) per common share: $ 0.03 $ ( 0.51 ) Diluted income (loss) per common share: $ 0.03 $ ( 0.51 ) Weighted average options, warrants and convertible portion of senior convertible notes outstanding 2,611,574 566,200 Anti-dilutive options , warrants and convertible portion of senior convertible notes 3,323,272 566,200 Share-Based Payment – We estimate the fair value of stock options using the Black-Scholes option-pricing model, which requires certain estimates, including an expected forfeiture rate and expected term of options granted. We also make decisions regarding the method of calculating expected volatilities and the risk-free interest rate used in the option-pricing model. The resulting calculated fair value of stock options is recognized as compensation expense over the requisite service period, which is generally the vesting period. When there are changes to the assumptions used in the option-pricing model, including fluctuations in the market price of our common stock, there will be variations in the calculated fair value of our future stock option awards, which results in variation in the compensation cost recognized. Other recent accounting pronouncements: Liquidity: December 31, 2020 3,803 4,064 December 31, 2019 22,185 December 31, 2020 18,934 December 31, 2019 982 3,674 4,656 20,319 2016 2020 9,813,806 in 2019 by issuing senior convertible notes and in 2020 by borrowing through the CARES Act Paycheck Protection Program and issuing common stock and warrants. In addition, we expect to generate additional cash as our inventory levels are brought down to historical levels. We also believe that the measures taken by us will continue to yield higher revenues in the future. We believe all of these and effective management of working capital will provide the liquidity needed to meet our operating needs through at least March 31, 2022. We also believe that our strong portfolio of intellectual property and our solid brand equity in the market will enable us to raise additional capital if and when needed to meet our short and long-term financing needs; however, there can be no assurance that, if needed, we will be successful in obtaining the necessary funds through equity or debt financing. If we need additional capital and are unable to secure financing, we may be required to further reduce expenses, delay product development and enhancement, or revise our strategy regarding ongoing litigation. |
Marketable Securities
Marketable Securities | 12 Months Ended |
Dec. 31, 2020 | |
Marketable Securities | |
Marketable Securities | 2 The Company has classified its marketable securities as available-for-sale securities. These securities are carried at estimated fair value with unrealized holding gains and losses included in accumulated other comprehensive income (loss) in shareholders’ equity until realized. Gains and losses on marketable security transactions are reported on the specific-identification method. Dividend and interest income are recognized when earned. The amortized cost, gross unrealized holding gains, gross unrealized holding losses, and fair value for available-for-sale securities by major security type and class of security at December 31, 2020 2019 were as follows: Amortized cost Gross unrealized holding gains Gross unrealized holding losses Estimated fair value December 31, 2020 Available-for-sale securities: Corporate bonds and notes $ 1,312 26 — 1,338 Municipal bonds 1,536 5 — 1,541 Total available-for-sale securities $ 2,848 31 — 2,879 December 31, 2019 Available-for-sale securities: Corporate bonds and notes $ 1,814 $ 21 $ ( 3 ) $ 1,832 Municipal bonds 2,707 5 ( 1 ) 2,711 Total available-for-sale securities $ 4,521 $ 26 $ ( 4 ) $ 4,543 Maturities of marketable securities classified as available-for-sale securities were as follows at December 31, 2020 : Amortized Estimated cost fair value Due within one $ 1,106 1,117 Due after one five 1,742 1,762 Total available-for-sale securities $ 2,848 2,879 There were no debt securities in an unrealized loss position as of December 31, 2020. |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Intangible Assets | |
Intangible Assets | 3 Intangibl e assets as of December 31, 2020 , an d 2019 consisted of the following: Estimated useful lives As of December 31, (in years) 2020 2019 Tradename 5 to 7 $ 555 $ 555 Patents and techn ologic al know-ho 10 25,427 18,494 Proprietary software 3 to 15 2,981 2,981 Other 3 to 5 323 323 Total intangible assets, gross 29,286 22,353 Accumulated amortization ( 10,038 ) ( 8,344 ) Total intangible assets, net $ 19,248 $ 14,009 Patents and technological know-how include capitalized legal expenses, net of amortization of $ 16,582 related to our defense of patents from infringement by our competitors. Legal expenses have been capitalized upon satisfaction of two Please refer to Note 8 for additional information. During t he years ended December 31, 2020 2019 , amortization of these intangible assets were $ 1,694 and $ 1,402 respectively. The estimated future amortization expense of intangible assets is as follows: Years ending December 31, 2021 $ 1,959 2022 1,959 2023 1,952 2024 1,689 2025 1,628 Thereafter 10,061 Total $ 19,248 |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2020 | |
Inventories | |
Inventories | 4 Inventories, net of reserves, consisted of the following: As of December 31, 2020 2019 Current: Raw materials $ 1,182 $ 847 Finished goods 9,281 10,594 Total $ 10,463 $ 11,441 Long-term: Raw materials $ 1,977 $ 1,915 Finished goods 2,613 4,369 Total $ 4,590 $ 6,284 Long-term inventory represents inventory held in excess of our current (next 12 in the near future . We expect to sell the above inventory, net of reserves, at or above the stated cost and believe that no loss will be incurred on its sale. The losses incurred on valuation of inventory at the lower of cost or market value and write-off of obsolete inv entory amounted to $ 1,517 and $ 891 during t he years ended December 31, 2020 2019 , respectively. |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Property and Equipment | |
Property and Equipment | 5 Major classifications of property and equipment and estimated useful lives were as follows: Estimated useful lives As of December 31, in years 2020 2019 Office furniture and equipment 3 to 10 $ 5,219 $ 4,979 Leasehold improvements 2 to 10 1,610 1,609 Vehicles 5 to 10 206 206 Manufacturing and test equipment 2 to 10 2,833 2,779 9,868 9,573 Accumulated depreciation and amortization ( 8,962 ) ( 8,529 ) Property and equipment, net $ 906 $ 1,044 Depreciation expense on property and equipment for t he years ended December 31, 2020 2019 $ 422 and $ 512 |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases | |
Leases | 6 Rent expense is recognized on a straight-line basis over the period of the lease taking into account future rent escalation and holiday periods. December 31, 2020 2019 Year ended December 31, 2020 2019 Rent expense $ 719 $ 804 W e occup y a 1,350 . The Gainesville facility is used primarily to support our research and development activities. We occupy a 21,443 2024 five years We occupy a 950 22 . This facility support s We occupy a 3,068 square-foot facility in Zaragoza, Spain under the terms of an operating lease expiring in March 2022. We occupy a 6,175 s We occupy a 40,000 Supplemental cash flow information related to leases was as follows: Year ended December 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 718 $ 708 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 97 $ 51 Supplemental balance sheet information related to leases was as follows: December 31, 2020 December 31, 2019 Operating lease right-of-use assets $ 1,936 $ 2,459 Current portion of operating lease liabilities, included in accrued liabilities $ 579 $ 577 Operating lease liabilities, net of current portion 1,489 2,021 Total operating lease liabilities $ 2,068 $ 2,598 Weighted average remaining lease term for operating leases (in years) 3.54 4.43 Weighted average discount rate for operating leases 6.1 % 6.1 % The following represents maturities of operating lease liabilities as of December 31, 2020 Years ending December 31, 2021 $ 689 2022 634 2023 610 2024 306 2025 69 Total lease payments 2,308 Less: Imputed interest ( 240 ) Total $ 2,068 |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2020 | |
Accrued Liabilities | |
Accrued Liabilities | 7 Accrued liabilities consist of the following: As of December 31, 2020 2019 Accrued salaries and other compensation $ 773 $ 835 Sales and marketing programs and customer credit balances 575 378 Product warranty 194 194 Current portion of operating lease liabilities 579 577 Accrued legal fees and costs 78 772 Other accrued liabilities 153 449 Total $ 2,352 $ 3,205 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies | |
Commitments and Contingencies | 8 We establish contingent liabilities when a particular contingency is both probable and estimable. The Company is not aware of any pending claims or assessments, other than as described below, which may have a material adverse impact on the Company’s financial position or results of operations. Outsource Manufacturers. We have manufacturing agreements with electronics manufacturing service (“EMS”) providers related to the outsourced manufacturing of our products. Certain manufacturing agreements establish annual volume commitments. We are also obligated to repurchase Company-forecasted but unused materials. The Company has non-cancellable, non-returnable, and long-lead time commitments with its EMS providers and certain suppliers for inventory components that will be used in production. The Company’s purchase commitments under such agreements is approximately $ 3,369 as of December 31, 2020 . Uncertain Tax Positions. As further discussed in Note 13 - Income Taxes 861 of uncertain tax positions as of December 31, 2020 . Due to the inherent uncertainty of the underlying tax positions, it is not possible to forecast the payment of this liability to any particular year. Legal Proceedings. Intellectual Property Litigation The Company is involved in litigation against Shure Incorporated (“Shure”). Shure, Incorporated v. ClearOne, Inc. , 17-cv-3078 (N.D. of Illinois) Shure filed the first lawsuit on April 24, 2017, by filing a complaint in the U.S. District Court for the Northern District of Illinois seeking a declaratory judgment of non-infringement and invalidity of the Company’s U.S. Patent No. 9,635,186 (“’186 Patent”) and Patent No. 9,264,553 (“’553 Patent”). The matter is Shure Inc. v. ClearOne, Inc. On August 6, 2017, the Company filed a motion seeking a preliminary injunction to enjoin Shure from continuing to infringe on the Company’s ’186 Patent. On March 16, 2018, the Court denied the Company’s motion for preliminary injunction regarding the ’186 Patent. On February 6, 2019, the Company filed a motion for reconsideration in light On April 17, 2018, the Company filed a motion seeking a preliminary injunction to enjoin Shure from continuing to infringe on the Company’s ’806 Patent. On August 6, 2019, the Court granted the Company’s motion for preliminary injunction regarding the ’806 Patent preventing Shure from manufacturing, marketing, and selling the Shure MXA910 Ceiling Array Microphone for use in its “drop-ceiling mounting configuration.” The Court determined that such sales are likely to infringe the ’806 Patent and that Shure had not raised a substantial question of the ’806 Patent validity. The Court’s order also prevents Shure from encouraging others to use the Shure MXA910 beamforming microphone array in the “drop-ceiling mounting configuration” and “applies to Shure’s officers, agents, servants, employees, and attorneys, as well as anyone who is in active concert or participation with those listed persons.” On August 20, 2019, the Company deposited $4,452,149.60 with the Court to satisfy a bond securing the preliminary injunction. On February 21, 2020, the Company asked for a Court order that Shure has been manufacturing, marketing, and selling its redesigned MXA910, the MXA910-A released in December 2019, in violation of a preliminary injunction issued on August 20, 2019. On September 1, 2020, the Court held Shure in contempt of court for violating the Court’s August 2019 preliminary injunction order. The Court held that “Shure has violated the preliminary injunction order and is found in contempt because it designed the MXA910-A in such a way that allows it to be easily installed flush in most ceiling grids.” The Court’s order prohibited Shure from continuing to “manufacture, market, or sell the MXA910-A.” In addition, the Court held that “[t]he record is also clear as to the MXA910-60CM, but in an abundance of caution, the Court will refrain from granting that aspect of the contempt motion to allow for additional discovery” on that and the “possibility that Shure also violated the preliminary injunction order” by “pushing” sales of the MXA910 immediately after the issuance of the August 2019 preliminary injunction order. On July 9, 2020, the Company moved for summary judgment, or partial summary judgment, of infringement by Shure of the ’186 and ’806 patents, and Shure moved on the same day for summary judgment of invalidity of the ’186 and ’806 patents. On August 12, 2020, Shure also moved for summary judgment on various other aspects of the Company’s infringement claims, including arguing that the MXA910 after a recent firmware update does not infringe the ’186 Patent, that the MXA910-A and MXA910-US do not infringe the ’806 Patent, and that the Company is not entitled to lost profits or treble damages. The motions remain pending. Shure Incorporated v. ClearOne, Inc., No. IPR2017-01785 (PTAB) On July 14, 2017, Shure filed a petition with Patent Trial and Appeals Board (“PTAB”) for inter partes Shure Incorporated v. ClearOne, Inc. inter partes ClearOne, Inc. v. Shure Acquisition Holdings, Inc., IPR2019-00683 (PTAB) On February 15, 2019, the Company filed a petition for inter partes ClearOne, Inc. v. Shure Acquisition Holdings, Inc. inter partes ClearOne, On April 10, 2019, the Company filed a lawsuit against ClearOne, Shure, Incorporated v. ClearOne, Inc., 19-cv-1343 (D. of Delaware) On July 18, 2019, Shure, Inc. filed a lawsuit against the Company in the U.S. Court for the District of Delaware alleging that ClearOne’s BMA CT product, launched in February of 2019, infringes Shure’s ’493 Patent and that ClearOne engaged in unfair competition, tortious interference, deceptive trade practices, and false advertising. The matter is Shure, Incorporated v. ClearOne, Inc. inter partes On April 14, 2020, Shure moved for a temporary restraining order and preliminary injunction to prevent the Company from selling the BMA CT and BMA CTH, alleging that these products infringed Shure’s Design Patent. The Company opposed the motions, and on May 1, Magistrate Judge Burke issued a report and recommendation denying Shure’s request for a temporary restraining order, finding that Shure had failed to show that it would suffer irreparable harm in the absence of injunctive relief and that ClearOne had raised a “substantial question” as to the validity of the Design Patent. On July 28, 2020, Judge Burke held a claim construction hearing on the Design Patent and issued a report and recommendation on claim construction in October 2020. Shure, Incorporated v. ClearOne. Inc., PGR2020-00079 (PTAB) Also on July 28, 2020, Shure challenges the patentability of the Company’s U.S. Patent No. 10,728,653 in a post-grant review proceeding before the PTAB. The matter is Shure, Incorporated v. ClearOne. Inc. The Company intends to continue to vigorously enforce and defend its intellectual property rights in these proceedings. The Company capitalized $ 6,728 5,086 In addition, the Company is also involved from time to time in various claims and legal proceedings which arise in the normal course of our business. Such matters are subject to many uncertainties and outcomes that are not predictable. However, based on the information available to us, we do not believe any such other proceedings will have a material adverse effect on our business, results of operations, financial position, or liquidity. Conclusion We believe there are no other items that will have a material adverse impact on the Company’s financial position or results of operations. Legal proceedings are subject to all of The Company believes it has adequately accrued for the aforementioned contingent |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2020 | |
Long-Term Debt | |
Long-Term Debt | 9 Senior Convertible Notes and Warrants On December 17, 2019, the Company completed the issuance and sale of $ 3,000 aggregate principal amount of secured convertible notes of the Company (the “Notes”) and warrants (the “Warrants”) to purchase 340,909 shares of common stock, par value $ 0.001 per share of the Company (the “Common Stock”), in a private placement transaction. The Notes and Warrants were issued and sold to Edward D. Bagley, an affiliate of the Company, on the terms and conditions of a Note Purchase Agreement dated December 8, 2019 between the Company, certain subsidiary guarantors of the Company, and Mr. Bagley. Mr. Bagley is an affiliate of the Company and was the beneficial owner of approximately 46.6 % of the Company’s issued and outstanding shares of Common Stock. The Notes mature on December 17, 2023 (the “Maturity Date”) and accrue interest at a variable rate adjusted on a quarterly basis and equal to two one 2.5 five one 5.25 Prime Rate 2.11 120 90 200 The Warrants have an initial exercise price equal to $ 1.76 Concurrent with the issuance of the Notes and Warrants pursuant to the Note Purchase Agreement, the Company, the Guarantors and Mr. Bagley entered into a Guaranty and Collateral Agreement (the “Collateral Agreement”) pursuant to which the Company and the Guarantors granted Mr. Bagley a first priority lien interest in all of the Company’s assets as security for the Company’s performance of its obligations under the Notes and Warrants. The net proceeds after original issue discount and issuance costs of $ 346 2,654 In accounting for the issuance of the Notes, the Company separated Notes and Warrants into liability and equity components. The carrying amount of Warrants, being an equity component, was first calculated using Black-Scholes method with the following assumptions: Risk-free interest rate 1.82 Expected life of Warrants (years) 7 Expected price volatility 49.94 Expected dividend yield 0 The carrying amount of the Notes was then determined by deducting the fair value of the Warrants from the principal amount of the Notes. The carrying amount of the Notes was further separated into equity and liability components after separating the value of the conversion feature into an equity component and leaving the remaining value as liability. The equity component is not remeasured while the Notes and Warrants continue to meet the conditions for equity classification for equity components. The original issue discount and issuance costs are netted against the liability. The following table represents the carrying value of Notes and Warrants: December 31, 2020 December 31, 2019 Liability component: Principal $ 3,000 $ 3,000 Less: debt discount and issuance costs, net of amortization ( 581 ) ( 778 ) Net carrying amount $ 2,419 $ 2,222 Equity component ( 1 Warrants $ 318 $ 318 Conversion feature 122 122 Net carrying amount $ 440 $ 440 Current portion of liability component included under short-term debt $ 360 $ — Long-term portion of liability component included under long-term debt 2,059 2,222 Liability component total $ 2,419 $ 2,222 ( 1 Recorded on the consolidated balance sheets as additional paid-in capital. Debt discount and issuance costs are amortized over the life of the note to interest expense using the effective interest method. During the year ended December 31, 2020 $ 197 December 31, 2020 Year ending December 31, Principal Amount Maturing 2021 $ 360 2022 720 2023 1,920 Net carrying amount $ 3,000 Paycheck Protection Program Loan On April 18, 2020, the Company, entered into a loan agreement with U.S. Bank National Association Bank, which provided for a loan in the principal amount of $ 1,499 two 1.0 sixteen The PPP Loan may be prepaid at any time prior to maturity with no prepayment penalties. The PPP Loan contains events of default and other provisions customary for a loan of this type. The Paycheck Protection Program provides that the Loans may be partially or wholly forgiven if the funds are used for certain qualifying expenses as described in the CARES Act. The Company intends to use the entire PPP Loan amount for qualifying expenses and to apply for forgiveness of the PPP Loan in accordance with the terms of the CARES Act. December 31, 2020 December 31, 2019 Current portion of the PPP Loan included under short-term debt $ 312 $ — Long-term portion of the PPP Loan included under long-term debt 1,187 — Total $ 1,499 $ — |
Share-Based Payments
Share-Based Payments | 12 Months Ended |
Dec. 31, 2020 | |
Share-Based Payments | |
Share-Based Payments | 10 Employee Stock Option Plans The Company’s share-based incentive plan offering stock options is primarily through 2007 2007 one is described below. The 2007 2007 granting of up to 2,000,000 incentive and non-qualified stock options, stock appreciation rights, restricted stock and restricted stock units. Options may be granted to employees, officers, non-employee directors All vesting schedules for options granted are based on 3 4 one one 3 4 December 31, 2020 , the Company had 505,946 with contractual lives of ten years 337,500 6 As of December 31, 2020 843,446 2007 As of December 31, 2020 2007 621,408 The Company uses judgment in determining the fair value of the share-based payments on the date of grant using an option-pricing model with assumptions regarding a number of 718 . The Company did not grant any options during the year ended December 31, 2019. Risk free interest rate, average 0.37 Expected option life, average 5 Expected price volatility, average 67.23 Expected dividend yield 0 The risk-free interest rate is determined using the U.S. Treasury rate in effect as of the date of the grant, based on the expected life of the stock option. The expected life of the stock option is determined using historical data. The expected price volatility is determined using a weighted average of daily historical volatility of the Company’s stock price over the corresponding expected option life. Under guidelines of ASC Topic 718 The Company estimated the forfeiture rates based on its historical experience and expectations about future forfeitures. The Company did not grant any options during the years ended December 31, 2020 2019 The following table shows the stock option activity: Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value As of December 31, 2018 624,256 $ 8.87 5.28 $ — Granted — — Expired and canceled ( 78,786 ) 7.85 Forfeited prior to vesting ( 823 ) 11.97 Exercised — — As of December 31, 2019 544,647 $ 9.01 4.93 $ — Granted 337,500 2.50 Expired and canceled ( 38,701 4.81 Forfeited prior to vesting — — Exercised — — As of December 31, 2020 843,446 $ 6.60 4.91 $ — Vested and Expected to Vest at December 31, 2019 544,647 $ 9.01 4.93 $ — Vested at December 31, 2019 527,181 $ 8.97 4.85 $ — Vested and Expected to Vest at December 31, 2020 843,446 $ 6.60 4.91 $ — Vested at December 31, 2020 505,946 $ 9.33 4.21 $ — The total pre-tax compensation cost related to stock options recognized during the years ended December 31, 2020 2019 58 208 December 31, 2020 2019 0 December 31, 2020 457 3.72 Employee Stock Purchase Plan During the years ended December 31, 2020 and 201 9 , the Company issued shares to employees under the Company’s 2016 December 31, 2020 and December 31, 2019 , 413,868 and 422,866 , respectively of the originally approved 500,000 July 1 and continue for a duration of six 5 During each offering period, each eligible employee may purchase shares under the ESPP after authorizing payroll deductions. Under the ESPP, each employee may purchase up to the lesser of 2,500 25 85 15 Shares purchased and compensation expense associated with Employee Stock Purchase Plans were as follows: 2020 2019 Shares purchased under ESPP plan 8,998 20,128 Plan compensation expense $ 5 $ 9 Issuance of Common Stock and Warrants O n September 13 , 2020, the Company, entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain purchasers named therein (the “Purchasers”), pursuant to which the Company issued and sold, in a registered direct offering 2,116,050 0.001 per share (the “Common Stock”) at an offering price of $ 2.4925 5,275 ( 4,764 In a concurrent private placement, the Company issued to the Purchasers who participated in the Registered Offering warrants exercisable for an aggregate of 1,058,025 2.43 five |
Significant Customers
Significant Customers | 12 Months Ended |
Dec. 31, 2020 | |
Significant Customers | |
Significant Customers | 11 Sales to significant customers that represented more than 10 Year ended December 31, 2020 2019 Customer A * 10.7 % The following table summarizes the percentage of total gross accounts receivable from significant customers that represented more than 10 percent of total gross accounts receivable: As of December 31, 2020 2019 Customer A * 14.8 % * Sales and accounts r eceivable from Customer A in 2020 did not exceed 10 otal gross accounts receivable . |
Fair Value Measurements
Fair Value Measurements | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Measurements | |
Fair Value Measurements | 12 The fair value of the Company’s financial instruments reflects the amounts that the Company estimates it will receive in connection with the sale of an asset or pay in connection with the transfer of a liability in an orderly transaction between market participants at the measurement date (exit price). The fair value hierarchy prioritizes the use of inputs used in valuation techniques into the following three Level 1 - Quoted prices in active markets for identical assets and liabilities. Level 2 - Observable inputs other than quoted prices in active markets for identical assets and liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. This category generally includes U.S. Government and agency securities; municipal securities; mutual funds and securities sold and not yet settled. Level 3 - Unobservable inputs. The substantial majority of the Company’s financial instruments are valued using quoted prices in active markets or based on other observable inputs. The following tables set forth the fair value of the financial instruments re-measured by the Company as of December 31, 2020 and 2019 : Level 1 Level 2 Level 3 Total December 31, 2020 Corporate bonds and notes $ — $ 1,338 $ — $ 1,338 Municipal bonds — 1,541 — 1,541 Total $ — $ 2,879 $ — $ 2,879 December 31, 2019 Corporate bonds and notes $ — $ 1,832 $ — $ 1,832 Municipal bonds — 2,711 — 2,711 Total $ — $ 4,543 $ — $ 4,543 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes | |
Income Taxes | 13 Consolidated loss before taxes for domestic and foreign operations consisted of the following: Year ended December 31, 2020 2019 Domestic $ ( 4,574 ) $ ( 6,207 ) Foreign ( 1,350 ) ( 2,145 ) Total $ ( 5,924 ) $ ( 8,352 ) The Company’s benefit from (provision for) income taxes consisted of the following: Year ended December 31, 2020 2019 Current: Federal $ 6,543 $ 26 State ( 36 ) ( 23 ) Foreign ( 78 ) ( 59 ) Total current 6,429 ( 56 ) Deferred: Federal ( 3,104 ) 1,621 State 286 413 Foreign 216 393 Total ( 2,602 ) 2,427 Change in valuation allowance 2,602 ( 2,427 ) Total deferred — — Tax benefit (provision) $ 6,429 $ ( 56 ) The income tax (provision) differs from that computed at the federal statutory corporate income tax rate as follows: Year ended December 31, 2020 2019 Tax benefit at federal statutory rate $ 1,244 $ 1,754 State income tax benefit (provision), net of federal benefit 244 318 Research and development tax credits 272 290 Foreign earnings or losses taxed at different rates ( 38 ) ( 27 ) Tax rate change, due primarily to loss carryback 2,720 ( 31 ) Other ( 615 ) 67 Change in valuation allowance 2,602 ( 2,427 ) Tax provision $ 6,429 $ ( 56 ) The tax effects of significant temporary differences representing net deferred tax assets and liabilities consisted of the following: 2020 2019 Deferred revenue $ 21 $ 36 Basis difference in intangible assets 2,994 3,157 Inventory reserve 2,434 2,247 Net operating loss carryforwards 3,605 6,438 Research and development tax credits 1,272 1,042 Accrued expenses 61 163 Stock-based compensation 309 322 Allowance for sales returns and doubtful accounts 128 107 Difference in property and equipment basis ( 145 ) ( 134 ) Other 479 382 Total net deferred income tax asset 11,158 13,760 Less: Valuation allowance ( 11,158 ) ( 13,760 ) Net deferred income tax asset (liability) $ — $ — T he C oronavir u s Aid, Relief, and Eco nomic Security Act (the “CARES Act”) was enacted on March 27, 2020. The CARES Act, among other things, includes provisions relating to refundable payroll tax credits, deferment of employer side payroll tax, Paycheck Protection Program, net operating loss carryback periods, and modifications to the net interest deduction limitations. The most significant impact to the Company from the CARES Act relates to the Paycheck Protection Program and modifications to the net operating loss car carryb The Company has not provided for foreig n withholding t 740 , Accounting for Income Taxes . It is not practical to estimate the amount of additional taxes that might be payable on such undistributed earnings. The Company routinely evaluates the likelihood of realizing the benefit of its deferred tax assets and may record a valuation allowance if, based on all available evidence, it determines that it is more likely than not some portion of the tax benefit will not be realized. As of December 31, 2020 , the Company had an aggregate of approximately $ 11.2 million in deferred tax assets primarily related to intangible assets, net operating losses, tax credit ● sufficient taxable income within the allowed ● future reversals of existing taxable temporary differences, including any tax planning strategies that could be utilized; ● nature or character (e.g., ordinary vs. capital) of the deferred tax assets and liabilities; and ● future taxable income exclusive of reversing temporary differences and Based on the foregoing criteria, the Company determined that it no longer meets the “more likely than not” threshold that net operating losses, tax credits and other deferred tax assets will be realized. Accordingly, the Company recorded a full valuation allowance at September 30, 2018, and continues to be in a full valuation allowance position at December 31, 2020 . Under the five-year As of December 31, 2020 the Company has federal net operating loss (“NOL”) carryforwards of approximately $ 0.8 million (pre-tax), state NOL carryforwards of approximately $ 20.5 9.9 million (pre-tax). The federal NOL carryforward begins to expire in 2029. T he Spain NOL carryforward does not expire. The state NOL carryforwards expire over various periods. Effective July 1, 2007, the Company adopted the accounting standards related to uncertain tax positions. This standard requires that tax positions be assessed using a two is measured at the largest amount of benefit that is greater than 50 The total amount of unrecognized tax benefits at December 31, 2020 and 2019 , that would favorably impact our effective tax rate if recognized was $ 861 and $ 298 , respectively. As of December 31, 2020 and 2019 , we accrued $ 23 and $ 9 , respectively, in interest and penalties related to unrecognized tax benefits. We account for interest expense and penalties for unrecognized tax benefits as part of our income tax provision. Although we believe our estimates are reasonable, we can make no assurance that the final tax outcome of these matters will not be different from that which we have reflected in our historical income tax provisions and accruals. Such difference could have a material impact on our income tax provision and operating results in the period in which we make such determination. A reconciliation of the beginning and ending amount of liabilities associated with uncertain tax positions is as follows: Year ended December 31, 2020 2019 Balance - beginning of year $ 298 $ 679 Additions based on tax positions related to the current year 661 50 Additions for tax positions of prior years — 43 Reductions for tax positions of prior years — — Settlements ( 43 ) ( 375 ) Lapse in statutes of limitations ( 55 ) ( 99 ) Uncertain tax positions, ending balance $ 861 $ 298 The Company’s U.S. federal income tax returns for 2017 through 2020 are subject to examination. The Company also files in various state and foreign jurisdictions. With few exceptions, the Company is no longer subject to federal, state, or non-U.S. income tax examinations by tax authorities for years prior to 2017. |
Geographic Sales Information
Geographic Sales Information | 12 Months Ended |
Dec. 31, 2020 | |
Geographic Sales Information | |
Geographic Sales Information | 14 The United States was the only country to contribute more than 10 Year ended December 31, 2020 2019 United States $ 17,983 $ 13,463 All other countries 11,086 11,579 Total $ 29,069 $ 25,042 |
The Impact of Covid-19
The Impact of Covid-19 | 12 Months Ended |
Dec. 31, 2020 | |
The Impact of Covid-19 | |
The Impact of Covid-19 | 15 A s of the time of this filing the Company’s operating activities have been curtailed by the impact of Covid-19. Government directives have suspe |
Business Description, Basis o_2
Business Description, Basis of Presentation and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Business Description, Basis of Presentation and Significant Accounting Policies | |
Fiscal Year | Fiscal Year – This report on Form 10-K includes consolidated balance sheets for t he years ended December 31, 2020 2019 and the related consolidated statements of operations and comprehensive income (loss), shareholders' equity, and cash flows for each of the years 2020 2019 . |
Consolidation | Consolidation – These consolidated financial statements include the financial statements of ClearOne, Inc. and its wholly owned subsidiaries. All inter-Company accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates – The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (GAAP) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of sales and expenses during the reporting periods. Key estimates in the accompanying consolidated financial statements include, among others, revenue recognition, allowances for doubtful accounts receivable and product returns, provisions for obsolete inventory, potential impairment of long-lived assets, and deferred income tax asset valuation allowances. Actual results could differ materially from these estimates. |
Foreign Currency Translation | Foreign Currency Translation – We are exposed to foreign currency exchange risk through our foreign subsidiaries. Other than our subsidiaries in India and Spain, all other foreign subsidiaries are U.S. dollar functional, for which gains and losses arising from remeasurement are included in earnings. Our Spanish subsidiary is Euro functional, for which gains and losses arising from translation are included in accumulated other comprehensive income or loss. Our Indian subsidiary is Indian Rupee functional, for which gains and losses arising from translation are included in accumulated other comprehensive income or loss. We translate and remeasure foreign assets and liabilities at exchange rates in effect at the balance sheet dates. We translate revenue and expenses using average rates during the year. |
Concentration Risk | Concentration Risk – We depend on an outsourced manufacturing strategy for our products. We outsource the manufacture of all of our products to third party manufacturers located in Asia. If any of these manufacturers experience difficulties in obtaining sufficient supplies of components, component prices significantly exceeding the anticipated costs, an interruption in their operations, or otherwise suffer capacity constraints, we would experience a delay in production and shipping of these products, which would have a negative impact on our revenues. Should there be any disruption in services due to natural disaster, economic or political difficulties, transportation restrictions, acts of terror, quarantine or other restrictions associated with infectious diseases, or other similar events, or any other reason, such disruption may have a material adverse effect on our business. Operating in the international environment exposes us to certain inherent risks, including unexpected changes in regulatory requirements and tariffs, and potentially adverse tax consequences, which could materially affect our results of operations. Currently, we have no second source of manufacturing for a portion of our products. |
Cash Equivalents | Cash Equivalents – The Company considers all highly-liquid investments with a maturity of three |
Marketable Securities | Marketable Securities - The Company has classified its marketable securities as available-for-sale securities. These debt securities are carried at estimated fair value with unrealized holding gains and losses included in other comprehensive income (loss) in shareholders’ equity until realized. Gains and losses on marketable security transactions are reported on the specific-identification method. Dividend and interest income are recognized when earned. A decline in the market value of any available-for-sale security below cost that is deemed other than temporary results in a charge to earnings and establishes a new cost basis for the security. Losses are charged against “Other income” when a decline in fair value is determined to be other than temporary. We review several factors to determine whether a loss is other than temporary. These factors include, but are not limited to: ( i ) the extent to which the fair value is less than cost and the cause for the fair value decline, (ii) the financial condition and near term prospects of the issuer, (iii) the length of time a security is in an unrealized loss position and (iv) our ability to hold the security for a period of time sufficient to allow for any anticipated recovery in fair value. There were no other-than-temporary impairments recognized during t he years ended December 31, 2020 2019 . |
Accounts Receivable | Accounts Receivable – Accounts receivable are recorded at the invoiced amount, net of expected returns and allowance for doubtful accounts. Generally, credit is granted to customers on a short-term basis without requiring collateral, and as such, these accounts receivable, do not bear interest, although a finance charge may be applied to such receivables that are past due. The Company extends credit to customers who it believes have the financial strength to pay. The Company has in place credit policies and procedures, an approval process for sales returns and credit memos, and processes for managing and monitoring channel inventory levels. The allowance for doubtful accounts is the Company’s best estimate of the amount of probable credit losses in the Company’s existing accounts receivable. Management regularly analyzes accounts receivable including current aging, historical write-off experience, customer concentrations, customer creditworthiness, and current economic trends when evaluating the adequacy of the allowance for doubtful accounts. We review customer accounts quarterly by first assessing accounts with aging over a specific duration and balance over a specific amount. We review all other balances on a pooled basis based on past collection experience. Accounts identified in our customer-level review as exceeding certain thresholds are assessed for potential allowance adjustment if we conclude the financial condition of that customer has deteriorated, adversely affecting their ability to make payments. Delinquent account balances are written off if the Company determines that the likelihood of collection is not probable. If the assumptions that are used to determine the allowance for doubtful accounts change, the Company may have to provide for a greater level of expense in future periods or reverse amounts provided in prior periods. The Company’s allowance for doubtful accounts activity for the years ended December 31, 2020 2019 is as follows: Year Ended December 31, 2020 2019 Balance at beginning of the year $ 424 $ 631 Allowance increase 120 92 Write offs, net of recoveries ( 38 ) ( 299 ) Balance at end of the year $ 506 $ 424 |
Inventories | Inventories – Inventories are valued at the lower of cost or market, with cost computed on a first-in, first-out (“FIFO”) basis. In addition to the price of the product purchased, the cost of inventory includes the Company’s internal manufacturing costs, including warehousing, engineering, material purchasing, quality and product planning expenses and applicable overhead, not in excess of estimated realizable value. Consideration is given to obsolescence, excessive levels, deterioration, direct selling expenses, and other factors in evaluating net realizable value. The inventory also includes advance replacement units (valued at cost) provided by the Company to end-users to service defective products under warranty. The value of advance replacement units included i n the inventory was $ 35 and $ 102 , as of December 31, 2020 and 2019 , respectively. The inventory consists of current inventory of $ 10,463 and long-term inventory of $ 4,590 . Long term inventory represents inventory held in excess of our current (next 12 |
Property and Equipment | Property and Equipment – Property and equipment are stated at cost less accumulated depreciation and amortization. Expenditures that materially increase values or capacities or extend useful lives of property and equipment are capitalized. Routine maintenance, repairs, and renewal costs are expensed as incurred. Gains or losses from the sale, trade-in, or retirement of property and equipment are recorded in current operations and the related book value of the property is removed from property and equipment accounts and the related accumulated depreciation and amortization accounts. Estimated useful lives are generally two ten |
Intangible Assets | Intangible Assets – Intangible assets acquired in a purchase business combination are amortized over their useful lives unless these lives are determined to be indefinite. Intangible assets are carried at cost, less accumulated amortization. Amortization is computed over the estimated useful lives of the respective assets, which are generally three ten |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets - Long-lived assets, such as property, equipment, and definite-lived intangible assets subject to depreciation and amortization, are reviewed for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of the carrying amount of an asset or asset group to estimated future undiscounted net cash flows of the related asset or group of assets over their remaining lives. If the carrying amount of an asset exceeds its estimated future undiscounted cash flows, an impairment charge is recognized for the amount by which the carrying amount exceeds the estimated fair value of the asset. Impairment of long-lived assets is assessed at the lowest levels for which there are identifiable cash flows that are independent of other groups of assets. The impairment of long-lived assets requires judgments and estimates. If circumstances change, such estimates could also change. Assets held for sale are reported at the lower of the carrying amount or fair value, less the estimated costs to sell. |
New accounting pronouncements, policy | Recent accounting standard related to leases: In February 2016, the FASB issued ASU 2016 02 2016 02 12 2016 02 2018 11 2016 02 2019 2,966 3,101 135 Change in accounting policy related to leases: 842 December 31, 2020 December 31, 2019 |
Revenue Recognition Policy | Revenue Recognition Policy: The Company generates revenue from sales of its audio and video conferencing equipment to distributors, system integrators and value-added resellers. The Company also generates revenue, to a much lesser extent, from sale of software and licenses to distributors, system integrators, value-added resellers and end-users. The Company recognizes revenue when it satisfies a performance obligation in an amount reflecting the consideration to which it expects to be entitled. For sales agreements, the Company has identified the promise to transfer products, each of which are distinct, to be the performance obligation. The Company applies a five 1 identifying the contract with a customer, ( 2 identifying the performance obligations in the contract, ( 3 determining the transaction price, ( 4 allocating the transaction price to the performance obligations in the contract and ( 5 recognizing revenue when the performance obligation is satisfied. Substantially all of the Company’s revenue is recognized at the time control of the products transfers to the customer. Sales agreements with customers are renewable periodically and contain terms and conditions with respect to payment, delivery, warranty and supply, but typically do not require mandatory purchase commitments. In the absence of a sales agreement, the Company’s standard terms and conditions at the time of acceptance of purchase orders apply. The Company considers the customer purchase orders, governed by sales agreements or the Company’s standard terms and conditions, to be the contract with the customer. The Company evaluates certain factors including the customer’s ability to pay (or credit risk). In determining the transaction price, the Company evaluates whether the price is subject to refund or adjustment to determine the net consideration to which the Company expects to be entitled. Sales to distributors, are typically made pursuant to agreements that provide return rights with respect to discontinued or slow-moving products, referred to as stock rotation. Sales to distributors can also be subject to price adjustment on certain products, primarily for distributors with drop-shipping rights. Although payment terms vary, most distributor agreements require payment within 45 The Company recognizes revenue when it satisfies a performance obligation. The Company recognizes revenue from sales agreements upon transferring control of a product to the customer. This typically occurs when products are shipped or delivered, depending on the delivery terms, or when products that are consigned at customer locations are sold to dealers or end users. Revenue recognized during the twelve months ended December 31, 2020 28,698 , and for software, licenses, 371 . Sales returns and allowances are estimated based on historical experience. Provisions for discounts and rebates to customers, estimated returns and allowances, ship and credit claims and other adjustments are provided for in the same period the related revenues are recognized, and are netted against revenues. For returns, the Company recognizes a related asset for the right to recover returned products with a corresponding reduction to cost of goods sold. The Company reviews warranty and related claims activity and records provisions, as necessary. Frequently, the Company receives orders with multiple delivery dates that may extend across reporting periods. Since each delivery constitutes a performance obligation, the Company allocates the transaction price of the contract to each performance obligation based on the stand-alone selling price of the products. The Company invoices the customer for each delivery upon shipment and recognizes revenues in accordance with delivery terms. Although payment terms vary, distributors typically pay within 45 30 As scheduled delivery dates are within one The Company has elected to record freight and handling costs associated with outbound freight after control over a product has transferred to a customer as a fulfillment cost and include it in cost of revenues. Taxes assessed by government authorities on revenue-producing transactions, including value-added and excise taxes, are presented on a net basis (excluded from revenues) in the consolidated statements of operations and comprehensive income (loss). The details of deferred revenue and associated cost of goods sold As of December 31, 2020 2019 Deferred revenue $ 123 $ 173 Deferred cost of goods sold — — Deferred gross profit $ 123 $ 173 The Company offers rebates and market development funds to certain of its distributors, dealers/resellers, and end-users based upon the volume of product purchased by them. The Company records rebates as a reduction of revenue in accordance with GAAP. The Company provides, at its discretion, advance replacement units to end-users on defective units of certain products under warranty. Since the purpose of these units is not revenue generating, the Company tracks the units due from the end-user, until the defective unit has been returned. Any amount due from the customer upon failure to return the products is accounted as receivable only after establishing customer's failure to return the products. The inventory due from the customer is accounted at cost or market value whichever is lower. The following table disaggregates the Company’s revenue into primary product groups: Year Ended December 31 2020 2019 Audio Conferencing $ 10,926 $ 11,609 Microphones 9,149 8,818 Video products 8,994 4,615 $ 29,069 $ 25,042 The following table Year Ended December 31, 2020 2019 North and South America $ 18,320 $ 14,040 Asia (including Middle East) and Australia 5,998 7,773 Europe and Africa 4,751 3,229 $ 29,069 $ 25,042 Warranty Costs The details of changes in the Company’s warranty accrual are as follows: Year Ended December 31, 2020 2019 Balance at the beginning of year $ 194 $ 194 Accruals/additions 119 121 Usage/claims ( 119 ) ( 121 ) Balance at end of year $ 194 $ 194 Advertising – The Company expenses advertising costs as incurred. Advertising costs consist of trade shows, magazine advertisements, and other forms of media. Advertising expenses for t he years ended December 31, 2020 2019 totaled $ 440 and $ 902 , respectively, and are included in sales and marketing on the consolidated statements of operations and comprehensive income (loss). |
Warranty Costs | Warranty Costs The details of changes in the Company’s warranty accrual are as follows: Year Ended December 31, 2020 2019 Balance at the beginning of year $ 194 $ 194 Accruals/additions 119 121 Usage/claims ( 119 ) ( 121 ) Balance at end of year $ 194 $ 194 |
Income Taxes | Income Taxes The valuation allowance is based on our estimates of future taxable income and the period over which we expect the deferred tax assets to be recovered. Our assessment of future taxable income is based on historical experience and current and anticipated market and economic conditions and trends. In 2018 three As of December 31, 2020 no Recent changes: There were no changes that had a material impact on the Company's consolidated financial position, results of operations or cash flows. Earnings Per Share Year Ended December 31, 2020 2019 Numerator: Net income (loss) $ 505 $ ( 8,408 ) Denominator: Basic weighted average shares 17,271,629 16,638,580 Dilutive common stock equivalents using treasury stock method 53,722 — Diluted weighted average shares 17,325,351 16,638,580 Basic income (loss) per common share: $ 0.03 $ ( 0.51 ) Diluted income (loss) per common share: $ 0.03 $ ( 0.51 ) Weighted average options, warrants and convertible portion of senior convertible notes outstanding 2,611,574 566,200 Anti-dilutive options , warrants and convertible portion of senior convertible notes 3,323,272 566,200 |
Earnings Per Share | Earnings Per Share Year Ended December 31, 2020 2019 Numerator: Net income (loss) $ 505 $ ( 8,408 ) Denominator: Basic weighted average shares 17,271,629 16,638,580 Dilutive common stock equivalents using treasury stock method 53,722 — Diluted weighted average shares 17,325,351 16,638,580 Basic income (loss) per common share: $ 0.03 $ ( 0.51 ) Diluted income (loss) per common share: $ 0.03 $ ( 0.51 ) Weighted average options, warrants and convertible portion of senior convertible notes outstanding 2,611,574 566,200 Anti-dilutive options , warrants and convertible portion of senior convertible notes 3,323,272 566,200 |
Share-Based Payment | Share-Based Payment – We estimate the fair value of stock options using the Black-Scholes option-pricing model, which requires certain estimates, including an expected forfeiture rate and expected term of options granted. We also make decisions regarding the method of calculating expected volatilities and the risk-free interest rate used in the option-pricing model. The resulting calculated fair value of stock options is recognized as compensation expense over the requisite service period, which is generally the vesting period. When there are changes to the assumptions used in the option-pricing model, including fluctuations in the market price of our common stock, there will be variations in the calculated fair value of our future stock option awards, which results in variation in the compensation cost recognized. |
Other recent accounting pronouncements | Other recent accounting pronouncements: |
Liquidity | December 31, 2020 3,803 4,064 December 31, 2019 22,185 December 31, 2020 18,934 December 31, 2019 982 3,674 4,656 20,319 2016 2020 9,813,806 in 2019 by issuing senior convertible notes and in 2020 by borrowing through the CARES Act Paycheck Protection Program and issuing common stock and warrants. In addition, we expect to generate additional cash as our inventory levels are brought down to historical levels. We also believe that the measures taken by us will continue to yield higher revenues in the future. We believe all of these and effective management of working capital will provide the liquidity needed to meet our operating needs through at least March 31, 2022. We also believe that our strong portfolio of intellectual property and our solid brand equity in the market will enable us to raise additional capital if and when needed to meet our short and long-term financing needs; however, there can be no assurance that, if needed, we will be successful in obtaining the necessary funds through equity or debt financing. If we need additional capital and are unable to secure financing, we may be required to further reduce expenses, delay product development and enhancement, or revise our strategy regarding ongoing litigation. |
Business Description, Basis o_3
Business Description, Basis of Presentation and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Description, Basis of Presentation and Significant Accounting Policies | |
Schedule of allowance for doubtful accounts activity | Year Ended December 31, 2020 2019 Balance at beginning of the year $ 424 $ 631 Allowance increase 120 92 Write offs, net of recoveries ( 38 ) ( 299 ) Balance at end of the year $ 506 $ 424 |
Schedule of deferred revenue and associated cost of goods sold and gross profit | As of December 31, 2020 2019 Deferred revenue $ 123 $ 173 Deferred cost of goods sold — — Deferred gross profit $ 123 $ 173 |
Schedule of disaggregates the Company’s revenue into primary product groups and major regions | Year Ended December 31 2020 2019 Audio Conferencing $ 10,926 $ 11,609 Microphones 9,149 8,818 Video products 8,994 4,615 $ 29,069 $ 25,042 The following table Year Ended December 31, 2020 2019 North and South America $ 18,320 $ 14,040 Asia (including Middle East) and Australia 5,998 7,773 Europe and Africa 4,751 3,229 $ 29,069 $ 25,042 Warranty Costs The details of changes in the Company’s warranty accrual are as follows: Year Ended December 31, 2020 2019 Balance at the beginning of year $ 194 $ 194 Accruals/additions 119 121 Usage/claims ( 119 ) ( 121 ) Balance at end of year $ 194 $ 194 Year Ended December 31, 2020 2019 North and South America $ 18,320 $ 14,040 Asia (including Middle East) and Australia 5,998 7,773 Europe and Africa 4,751 3,229 $ 29,069 $ 25,042 |
Schedule of changes in the warranty accrual | Year Ended December 31, 2020 2019 Balance at the beginning of year $ 194 $ 194 Accruals/additions 119 121 Usage/claims ( 119 ) ( 121 ) Balance at end of year $ 194 $ 194 |
Schedule of the computation of basic and diluted loss per common share | Year Ended December 31, 2020 2019 Numerator: Net income (loss) $ 505 $ ( 8,408 ) Denominator: Basic weighted average shares 17,271,629 16,638,580 Dilutive common stock equivalents using treasury stock method 53,722 — Diluted weighted average shares 17,325,351 16,638,580 Basic income (loss) per common share: $ 0.03 $ ( 0.51 ) Diluted income (loss) per common share: $ 0.03 $ ( 0.51 ) Weighted average options, warrants and convertible portion of senior convertible notes outstanding 2,611,574 566,200 Anti-dilutive options , warrants and convertible portion of senior convertible notes 3,323,272 566,200 |
Marketable Securities (Tables)
Marketable Securities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Marketable Securities | |
Schedule of amortized cost, gross unrealized holding gains, gross unrealized holding losses, and fair value for available-for-sale securities by major security type and class of security | Amortized cost Gross unrealized holding gains Gross unrealized holding losses Estimated fair value December 31, 2020 Available-for-sale securities: Corporate bonds and notes $ 1,312 26 — 1,338 Municipal bonds 1,536 5 — 1,541 Total available-for-sale securities $ 2,848 31 — 2,879 December 31, 2019 Available-for-sale securities: Corporate bonds and notes $ 1,814 $ 21 $ ( 3 ) $ 1,832 Municipal bonds 2,707 5 ( 1 ) 2,711 Total available-for-sale securities $ 4,521 $ 26 $ ( 4 ) $ 4,543 |
Schedule of maturities of marketable securities classified as available-for-sale securities | Amortized Estimated cost fair value Due within one $ 1,106 1,117 Due after one five 1,742 1,762 Total available-for-sale securities $ 2,848 2,879 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Intangible Assets | |
Schedule of intangible assets and estimated useful lives | Estimated useful lives As of December 31, (in years) 2020 2019 Tradename 5 to 7 $ 555 $ 555 Patents and techn ologic al know-ho 10 25,427 18,494 Proprietary software 3 to 15 2,981 2,981 Other 3 to 5 323 323 Total intangible assets, gross 29,286 22,353 Accumulated amortization ( 10,038 ) ( 8,344 ) Total intangible assets, net $ 19,248 $ 14,009 |
Schedule of estimated future amortization expense of intangible assets | Years ending December 31, 2021 $ 1,959 2022 1,959 2023 1,952 2024 1,689 2025 1,628 Thereafter 10,061 Total $ 19,248 |
Disclosure - Inventories (Table
Disclosure - Inventories (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Inventories | |
Schedule of Inventories, net of reserves | As of December 31, 2020 2019 Current: Raw materials $ 1,182 $ 847 Finished goods 9,281 10,594 Total $ 10,463 $ 11,441 Long-term: Raw materials $ 1,977 $ 1,915 Finished goods 2,613 4,369 Total $ 4,590 $ 6,284 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property and Equipment | |
Schedule of major classifications of property and equipment and estimated useful lives | Estimated useful lives As of December 31, in years 2020 2019 Office furniture and equipment 3 to 10 $ 5,219 $ 4,979 Leasehold improvements 2 to 10 1,610 1,609 Vehicles 5 to 10 206 206 Manufacturing and test equipment 2 to 10 2,833 2,779 9,868 9,573 Accumulated depreciation and amortization ( 8,962 ) ( 8,529 ) Property and equipment, net $ 906 $ 1,044 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases | |
Schedule of Rent expense | Year ended December 31, 2020 2019 Rent expense $ 719 $ 804 |
Schedule of Supplemental cash flow and balance sheet information related to leases | Year ended December 31, 2020 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 718 $ 708 Right-of-use assets obtained in exchange for lease obligations: Operating leases $ 97 $ 51 December 31, 2020 December 31, 2019 Operating lease right-of-use assets $ 1,936 $ 2,459 Current portion of operating lease liabilities, included in accrued liabilities $ 579 $ 577 Operating lease liabilities, net of current portion 1,489 2,021 Total operating lease liabilities $ 2,068 $ 2,598 Weighted average remaining lease term for operating leases (in years) 3.54 4.43 Weighted average discount rate for operating leases 6.1 % 6.1 % |
Schedule of maturities of operating lease liabilities | Years ending December 31, 2021 $ 689 2022 634 2023 610 2024 306 2025 69 Total lease payments 2,308 Less: Imputed interest ( 240 ) Total $ 2,068 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accrued Liabilities | |
Schedule of Accrued Liabilities | As of December 31, 2020 2019 Accrued salaries and other compensation $ 773 $ 835 Sales and marketing programs and customer credit balances 575 378 Product warranty 194 194 Current portion of operating lease liabilities 579 577 Accrued legal fees and costs 78 772 Other accrued liabilities 153 449 Total $ 2,352 $ 3,205 |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Long-Term Debt | |
Schedule of Warrants, Valuation assumptions, Black-Scholes method | Risk-free interest rate 1.82 Expected life of Warrants (years) 7 Expected price volatility 49.94 Expected dividend yield 0 |
Schedule of carrying value of Notes and Warrants | December 31, 2020 December 31, 2019 Liability component: Principal $ 3,000 $ 3,000 Less: debt discount and issuance costs, net of amortization ( 581 ) ( 778 ) Net carrying amount $ 2,419 $ 2,222 Equity component ( 1 Warrants $ 318 $ 318 Conversion feature 122 122 Net carrying amount $ 440 $ 440 Current portion of liability component included under short-term debt $ 360 $ — Long-term portion of liability component included under long-term debt 2,059 2,222 Liability component total $ 2,419 $ 2,222 |
Schedule of maturities of principal amount contained in the Notes | Year ending December 31, Principal Amount Maturing 2021 $ 360 2022 720 2023 1,920 Net carrying amount $ 3,000 |
Schedule of paycheck protection program loan liabilities | December 31, 2020 December 31, 2019 Current portion of the PPP Loan included under short-term debt $ 312 $ — Long-term portion of the PPP Loan included under long-term debt 1,187 — Total $ 1,499 $ — |
Share-based Payments (Tables)
Share-based Payments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-Based Payments | |
Schedule of valuation assumptions for applying the Black-Scholes methodology to the options granted under share-based payments | Risk free interest rate, average 0.37 Expected option life, average 5 Expected price volatility, average 67.23 Expected dividend yield 0 |
Schedule of stock option activity | Number of Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Aggregate Intrinsic Value As of December 31, 2018 624,256 $ 8.87 5.28 $ — Granted — — Expired and canceled ( 78,786 ) 7.85 Forfeited prior to vesting ( 823 ) 11.97 Exercised — — As of December 31, 2019 544,647 $ 9.01 4.93 $ — Granted 337,500 2.50 Expired and canceled ( 38,701 4.81 Forfeited prior to vesting — — Exercised — — As of December 31, 2020 843,446 $ 6.60 4.91 $ — Vested and Expected to Vest at December 31, 2019 544,647 $ 9.01 4.93 $ — Vested at December 31, 2019 527,181 $ 8.97 4.85 $ — Vested and Expected to Vest at December 31, 2020 843,446 $ 6.60 4.91 $ — Vested at December 31, 2020 505,946 $ 9.33 4.21 $ — |
Schedule of shares purchased and compensation expense associated with Employee Stock Purchase Plans | 2020 2019 Shares purchased under ESPP plan 8,998 20,128 Plan compensation expense $ 5 $ 9 |
Significant Customers (Tables)
Significant Customers (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Significant Customers | |
Schedule of sales to significant customers that represented more than 10 percent of total revenues | Year ended December 31, 2020 2019 Customer A * 10.7 % As of December 31, 2020 2019 Customer A * 14.8 % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Measurements | |
Schedule of fair value of the financial instruments | Level 1 Level 2 Level 3 Total December 31, 2020 Corporate bonds and notes $ — $ 1,338 $ — $ 1,338 Municipal bonds — 1,541 — 1,541 Total $ — $ 2,879 $ — $ 2,879 December 31, 2019 Corporate bonds and notes $ — $ 1,832 $ — $ 1,832 Municipal bonds — 2,711 — 2,711 Total $ — $ 4,543 $ — $ 4,543 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Taxes | |
Schedule of consolidated income before taxes for domestic and foreign operations | Year ended December 31, 2020 2019 Domestic $ ( 4,574 ) $ ( 6,207 ) Foreign ( 1,350 ) ( 2,145 ) Total $ ( 5,924 ) $ ( 8,352 ) |
Schedule of components of (provision) for income taxes | Year ended December 31, 2020 2019 Current: Federal $ 6,543 $ 26 State ( 36 ) ( 23 ) Foreign ( 78 ) ( 59 ) Total current 6,429 ( 56 ) Deferred: Federal ( 3,104 ) 1,621 State 286 413 Foreign 216 393 Total ( 2,602 ) 2,427 Change in valuation allowance 2,602 ( 2,427 ) Total deferred — — Tax benefit (provision) $ 6,429 $ ( 56 ) |
Schedule of income tax (provision) differs from that computed at the federal statutory corporate income tax rate | Year ended December 31, 2020 2019 Tax benefit at federal statutory rate $ 1,244 $ 1,754 State income tax benefit (provision), net of federal benefit 244 318 Research and development tax credits 272 290 Foreign earnings or losses taxed at different rates ( 38 ) ( 27 ) Tax rate change, due primarily to loss carryback 2,720 ( 31 ) Other ( 615 ) 67 Change in valuation allowance 2,602 ( 2,427 ) Tax provision $ 6,429 $ ( 56 ) |
Schedule of tax effects of significant temporary differences representing net deferred tax assets and liabilities | 2020 2019 Deferred revenue $ 21 $ 36 Basis difference in intangible assets 2,994 3,157 Inventory reserve 2,434 2,247 Net operating loss carryforwards 3,605 6,438 Research and development tax credits 1,272 1,042 Accrued expenses 61 163 Stock-based compensation 309 322 Allowance for sales returns and doubtful accounts 128 107 Difference in property and equipment basis ( 145 ) ( 134 ) Other 479 382 Total net deferred income tax asset 11,158 13,760 Less: Valuation allowance ( 11,158 ) ( 13,760 ) Net deferred income tax asset (liability) $ — $ — |
Schedule of reconciliation of the beginning and ending amount of liabilities associated with uncertain tax positions | Year ended December 31, 2020 2019 Balance - beginning of year $ 298 $ 679 Additions based on tax positions related to the current year 661 50 Additions for tax positions of prior years — 43 Reductions for tax positions of prior years — — Settlements ( 43 ) ( 375 ) Lapse in statutes of limitations ( 55 ) ( 99 ) Uncertain tax positions, ending balance $ 861 $ 298 |
Geographic Sales Information (T
Geographic Sales Information (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Geographic Sales Information | |
Schedule of revenues by geographical areas | Year ended December 31, 2020 2019 United States $ 17,983 $ 13,463 All other countries 11,086 11,579 Total $ 29,069 $ 25,042 |
Business Description, Basis o_4
Business Description, Basis of Presentation and Significant Accounting Policies (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | 60 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | |
Business Description, Basis of Presentation and Significant Accounting Policies | ||||
Current inventory | $ 10,463 | $ 11,441 | $ 10,463 | |
Long-term inventory | 4,590 | 6,284 | 4,590 | |
Operating lease right-of-use assets | 1,936 | 2,459 | 1,936 | |
Operating lease liability, net of current | 1,489 | 2,021 | 1,489 | |
Decreased revenue due to the impact of the adoption of the New Revenue Standard | 29,069 | 25,042 | ||
Advertising expenses | 440 | 902 | ||
Net deferred tax assets | 0 | 0 | ||
Working capital | 22,185 | 18,934 | 22,185 | |
Net cash used in operating activities | 982 | 4,656 | ||
Decrease of cash used in operating activities | 3,674 | |||
Litigation for Intellectual Property Infringement | ||||
Business Description, Basis of Presentation and Significant Accounting Policies | ||||
Litigation Settlement, Expense | 20,319 | |||
Equipment Sales | ||||
Business Description, Basis of Presentation and Significant Accounting Policies | ||||
Decreased revenue due to the impact of the adoption of the New Revenue Standard | 28,698 | |||
Software and Licenses | ||||
Business Description, Basis of Presentation and Significant Accounting Policies | ||||
Decreased revenue due to the impact of the adoption of the New Revenue Standard | $ 371 | |||
Accounting Standards Update 2016-02 | ||||
Business Description, Basis of Presentation and Significant Accounting Policies | ||||
Operating lease right-of-use assets | $ 2,966 | |||
Operating lease liability, net of current | 3,101 | |||
Deferred rent | $ 135 | |||
Minimum | ||||
Business Description, Basis of Presentation and Significant Accounting Policies | ||||
Intangible assets, estimated useful lives | 3 years | |||
Maximum | ||||
Business Description, Basis of Presentation and Significant Accounting Policies | ||||
Intangible assets, estimated useful lives | 10 years | |||
Replacement Parts | ||||
Business Description, Basis of Presentation and Significant Accounting Policies | ||||
Current inventory | $ 35 | $ 102 | $ 35 |
Business Description, Basis o_5
Business Description, Basis of Presentation and Significant Accounting Policies - Allowance for Doubtful Accounts Activity (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Allowance for doubtful accounts activity | ||
Balance at beginning of the year | $ 424 | $ 631 |
Allowance increase | 120 | 92 |
Write offs, net of recoveries | (38) | (299) |
Balance at end of the year | $ 506 | $ 424 |
Business Description, Basis o_6
Business Description, Basis of Presentation and Significant Accounting Policies - Deferred Revenue and Associated Costs of Goods Sold and Gross Profit (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Business Description, Basis of Presentation and Significant Accounting Policies | ||
Deferred revenue | $ 123 | $ 173 |
Deferred cost of goods sold | ||
Deferred gross profit | $ 123 | $ 173 |
Business Description, Basis o_7
Business Description, Basis of Presentation and Significant Accounting Policies - Revenue by Product Group (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue | ||
Revenue | $ 29,069 | $ 25,042 |
North and South America | ||
Revenue | ||
Revenue | 18,320 | 14,040 |
Asia (including Middle East) and Australia | ||
Revenue | ||
Revenue | 5,998 | 7,773 |
Europe and Africa | ||
Revenue | ||
Revenue | 4,751 | 3,229 |
Audio Conferencing | ||
Revenue | ||
Revenue | 10,926 | 11,609 |
Microphones | ||
Revenue | ||
Revenue | 9,149 | 8,818 |
Video products | ||
Revenue | ||
Revenue | $ 8,994 | $ 4,615 |
Business Description, Basis o_8
Business Description, Basis of Presentation and Significant Accounting Policies - Warranty Liability (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Business Description, Basis of Presentation and Significant Accounting Policies | ||
Balance at the beginning of year | $ 194 | $ 194 |
Accruals/additions | 119 | 121 |
Usage/claims | (119) | (121) |
Balance at end of year | $ 194 | $ 194 |
Business Description, Basis o_9
Business Description, Basis of Presentation and Significant Accounting Policies - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Business Description, Basis of Presentation and Significant Accounting Policies | ||
Net income (loss) | $ 505 | $ (8,408) |
Basic weighted average shares (in shares) | 17,271,629 | 16,638,580 |
Dilutive common stock equivalents using treasury stock method (in shares) | 53,722 | |
Diluted weighted average shares (in shares) | 17,325,351 | 16,638,580 |
Basic income (loss) per common share: (in dollars per share) | $ 0.03 | $ (0.51) |
Diluted income (loss) per common share: (in dollars per share) | $ 0.03 | $ (0.51) |
Weighted average options, warrants and convertible portion of senior convertible notes outstanding (in shares) | 2,611,574 | 566,200 |
Anti-dilutive options, warrants and convertible portion of senior convertible notes not included in the computation (in shares) | 3,323,272 | 566,200 |
Marketable Securities - Availab
Marketable Securities - Available-for-sale Securities by Major Security Type (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Marketable Securities | ||
Amortized cost | $ 2,848 | $ 4,521 |
Gross unrealized holding gains | 31 | 26 |
Gross unrealized holding losses | (4) | |
Estimated fair value | 2,879 | 4,543 |
Corporate bonds and notes | ||
Marketable Securities | ||
Amortized cost | 1,312 | 1,814 |
Gross unrealized holding gains | 26 | 21 |
Gross unrealized holding losses | (3) | |
Estimated fair value | 1,338 | 1,832 |
Municipal bonds | ||
Marketable Securities | ||
Amortized cost | 1,536 | 2,707 |
Gross unrealized holding gains | 5 | 5 |
Gross unrealized holding losses | (1) | |
Estimated fair value | $ 1,541 | $ 2,711 |
Marketable Securities - Maturit
Marketable Securities - Maturities of Available-for-sale Securities (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Marketable Securities | |
Due within one year, amortized cost | $ 1,106 |
Due after one year through five years, amortized cost | 1,742 |
Total available-for-sale securities, amortized cost | 2,848 |
Due within one year, estimated fair value | 1,117 |
Due after one year through five years, estimated fair value | 1,762 |
Total available-for-sale securities, estimated fair value | $ 2,879 |
Business Combinations, Goodwill
Business Combinations, Goodwill and Intangible Assets (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Intangible Assets | ||
Capitalized legal expenses, net of amortization | $ 16,582 | |
Amortization of intangible assets | $ 1,694 | $ 1,402 |
Business Combinations, Goodwi_2
Business Combinations, Goodwill and Intangible Assets - Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Intangible Assets | ||
Total intangible assets, gross | $ 29,286 | $ 22,353 |
Accumulated amortization | (10,038) | (8,344) |
Total | $ 19,248 | 14,009 |
Minimum | ||
Intangible Assets | ||
Estimated useful lives (Year) | 3 years | |
Maximum | ||
Intangible Assets | ||
Estimated useful lives (Year) | 10 years | |
Tradenames | ||
Intangible Assets | ||
Total intangible assets, gross | $ 555 | 555 |
Tradenames | Minimum | ||
Intangible Assets | ||
Estimated useful lives (Year) | 5 years | |
Tradenames | Maximum | ||
Intangible Assets | ||
Estimated useful lives (Year) | 7 years | |
Patents and Technological Know-how | ||
Intangible Assets | ||
Estimated useful lives (Year) | 10 years | |
Total intangible assets, gross | $ 25,427 | 18,494 |
Proprietary software | ||
Intangible Assets | ||
Total intangible assets, gross | $ 2,981 | 2,981 |
Proprietary software | Minimum | ||
Intangible Assets | ||
Estimated useful lives (Year) | 3 years | |
Proprietary software | Maximum | ||
Intangible Assets | ||
Estimated useful lives (Year) | 15 years | |
Other | ||
Intangible Assets | ||
Total intangible assets, gross | $ 323 | $ 323 |
Other | Minimum | ||
Intangible Assets | ||
Estimated useful lives (Year) | 3 years | |
Other | Maximum | ||
Intangible Assets | ||
Estimated useful lives (Year) | 5 years |
Business Combinations, Goodwi_3
Business Combinations, Goodwill and Intangible Assets - Estimated Future Amortization Expense of Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Intangible Assets | ||
2021 | $ 1,959 | |
2022 | 1,959 | |
2023 | 1,952 | |
2024 | 1,689 | |
2025 | 1,628 | |
Thereafter | 10,061 | |
Total | $ 19,248 | $ 14,009 |
Inventories (Details Textual)
Inventories (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Inventories | ||
Write-down of inventory to net realizable value | $ 1,517 | $ 891 |
Inventories - Inventories (Deta
Inventories - Inventories (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Current: | ||
Raw materials | $ 1,182 | $ 847 |
Finished goods | 9,281 | 10,594 |
Total | 10,463 | 11,441 |
Long-term: | ||
Raw materials | 1,977 | 1,915 |
Finished goods | 2,613 | 4,369 |
Total | $ 4,590 | $ 6,284 |
Property and Equipment (Details
Property and Equipment (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Property and Equipment | ||
Depreciation expense | $ 422 | $ 512 |
Property and Equipment - Proper
Property and Equipment - Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, gross | $ 9,868 | $ 9,573 |
Accumulated depreciation and amortization | (8,962) | (8,529) |
Property and equipment, net | 906 | 1,044 |
Office furniture and equipment | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, gross | 5,219 | 4,979 |
Leasehold improvements | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, gross | 1,610 | 1,609 |
Vehicles | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, gross | 206 | 206 |
Manufacturing and test equipment | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, gross | $ 2,833 | $ 2,779 |
Minimum | Office furniture and equipment | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, useful life (in years) | 3 years | |
Minimum | Leasehold improvements | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, useful life (in years) | 2 years | |
Minimum | Vehicles | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, useful life (in years) | 5 years | |
Minimum | Manufacturing and test equipment | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, useful life (in years) | 2 years | |
Maximum | Office furniture and equipment | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, useful life (in years) | 10 years | |
Maximum | Leasehold improvements | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, useful life (in years) | 10 years | |
Maximum | Vehicles | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, useful life (in years) | 10 years | |
Maximum | Manufacturing and test equipment | ||
Major classifications of property and equipment and estimated useful lives | ||
Property and equipment, useful life (in years) | 10 years |
Leases (Details Textual)
Leases (Details Textual) | Dec. 31, 2020ft² |
Facility to support, research and development activity | Gainesville, Florida | |
Leases | |
Area of facility | 1,350 |
Facility to support, principal administrative, sales, marketing, customer support, and research and product development activity | Salt Lake City, Utah | |
Leases | |
Area of facility | 21,443 |
Facility to support, principal administrative, sales, marketing, customer support, and research and product development activity | Austin, Texas | |
Leases | |
Area of facility | 950 |
Facility to support, principal administrative, sales, marketing, customer support, and research and product development activity | Zaragoza, Spain | |
Leases | |
Area of facility | 3,068 |
Facility to support, principal administrative, sales, marketing, customer support, and research and product development activity | Chennai, India | |
Leases | |
Area of facility | 6,175 |
Warehouse to support, primary inventory fulfillment and repair center | Salt Lake City, Utah | |
Leases | |
Area of facility | 40,000 |
Leases - Rent expense (Details)
Leases - Rent expense (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases | ||
Rent Expense | $ 719 | $ 804 |
Leases - Supplemental cash flow
Leases - Supplemental cash flow information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash flows from operating leases | $ 718 | $ 708 |
Right-of-use assets obtained in exchange for lease obligations: | ||
Operating leases | $ 97 | $ 51 |
Leases - Supplemental balance s
Leases - Supplemental balance sheet information (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Leases | ||
Operating lease – right of use assets, net | $ 1,936 | $ 2,459 |
Current portion of operating lease liabilities, included in accrued liabilities | 579 | 577 |
Operating lease liabilities, net of current portion | 1,489 | 2,021 |
Total operating lease liabilities | $ 2,068 | $ 2,598 |
Weighted average remaining lease term for operating leases (in years) | 3 years 6 months 14 days | 4 years 5 months 5 days |
Weighted average discount rate for operating leases | 6.10% | 6.10% |
Leases - Maturities of operatin
Leases - Maturities of operating lease liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Leases | ||
2021 | $ 689 | |
2022 | 634 | |
2023 | 610 | |
2024 | 306 | |
2025 | 69 | |
Total lease payments | 2,308 | |
Less: Imputed interest | (240) | |
Total operating lease liabilities | $ 2,068 | $ 2,598 |
Accrued Liabilities - Accrued L
Accrued Liabilities - Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Accrued Liabilities | ||
Accrued salaries and other compensation | $ 773 | $ 835 |
Sales and marketing programs | 575 | 378 |
Product warranty | 194 | 194 |
Current portion of operating lease liabilities | 579 | 577 |
Accrued legal fees and costs | 78 | 772 |
Other accrued liabilities | 153 | 449 |
Total | $ 2,352 | $ 3,205 |
Commitments and Contingencies (
Commitments and Contingencies (Details Textual) - USD ($) $ in Thousands | 12 Months Ended | 60 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2018 | |
Commitments and Contingencies | ||||
Purchase commitment, amount | $ 3,369 | |||
Uncertain tax positions | 861 | $ 298 | $ 861 | $ 679 |
Litigation for Intellectual Property Infringement | ||||
Commitments and Contingencies | ||||
Litigation Settlement, Expense | $ 20,319 | |||
Litigation expense, capitalized | $ 6,728 | $ 5,086 |
Long-Term Debt (Details Textual
Long-Term Debt (Details Textual) | Apr. 18, 2020USD ($) | Dec. 17, 2019USD ($)d$ / sharesshares | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($)$ / shares | Sep. 13, 2020$ / shares |
Senior Convertible Notes and Warrants | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | |||
Net proceeds from issuance of senior convertible notes | $ 2,654,000 | ||||
Proceeds of the Loan | 1,499,000 | ||||
Common Stock | |||||
Senior Convertible Notes and Warrants | |||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||||
Warrants, Initial exercise price per share | $ / shares | $ 2.43 | ||||
Common Stock | Beneficial owner | |||||
Senior Convertible Notes and Warrants | |||||
Beneficial owner of the Company’s issued and outstanding shares of Common Stock | 46.60% | ||||
Senior Convertible Notes and Warrants | |||||
Senior Convertible Notes and Warrants | |||||
Issuance and sale of secured convertible notes | $ 3,000 | ||||
Original issue discount and issuance costs | 346,000 | ||||
Net proceeds from issuance of senior convertible notes | $ 2,654,000 | ||||
Amortization of debt issuance costs and discounts | $ 197,000 | ||||
Senior Convertible Notes and Warrants | Common Stock | |||||
Senior Convertible Notes and Warrants | |||||
Warrants to purchase of common stock, shares | shares | 340,909 | ||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | ||||
Senior Convertible Notes | |||||
Senior Convertible Notes and Warrants | |||||
Interest accrual at a variable rate adjusted on a quarterly basis, percent | 2.50% | ||||
Published in the Wall Street Journal (New York edition) as of the beginning of such calendar quarter | Prime Rate | ||||
Senior Convertible Notes | Greater of | |||||
Senior Convertible Notes and Warrants | |||||
Interest accrual at a variable rate adjusted on a quarterly basis, percent | 5.25% | ||||
Senior Convertible Notes | Common Stock | |||||
Senior Convertible Notes and Warrants | |||||
Senior Convertible Notes, Initial conversion price per share | $ / shares | $ 2.11 | ||||
Senior Convertible Notes, Threshold percentage of stock price trigger | 120.00% | ||||
Senior Convertible Notes, Threshold consecutive trading days | d | 90 | ||||
Senior Convertible Notes | Common Stock | Greater of | |||||
Senior Convertible Notes and Warrants | |||||
Senior Convertible Notes, Threshold percentage of stock price trigger | 200.00% | ||||
Warrants | Common Stock | |||||
Senior Convertible Notes and Warrants | |||||
Warrants, Initial exercise price per share | $ / shares | $ 1.76 | ||||
Paycheck Protection Program Loan | |||||
Senior Convertible Notes and Warrants | |||||
Proceeds of the Loan | $ 1,499,000 | ||||
Loan term | 2 years | ||||
Interest rate of the loan | 1.00% |
Long-Term Debt (Schedule Of War
Long-Term Debt (Schedule Of Warrants Valuation Assumptions) (Details) | Dec. 31, 2020 |
Risk-free interest rate | |
Warrants, Valuation assumptions, Black-Scholes method | |
Warrants, assumptions rate | 1.82% |
Expected life of Warrants (years) | |
Warrants, Valuation assumptions, Black-Scholes method | |
Expected life of Warrants (years) | 7 years |
Expected price volatility | |
Warrants, Valuation assumptions, Black-Scholes method | |
Warrants, assumptions rate | 49.94% |
Expected dividend yield | |
Warrants, Valuation assumptions, Black-Scholes method | |
Warrants, assumptions rate | 0.00% |
Long-Term Debt (Schedule of car
Long-Term Debt (Schedule of carrying value of Notes and Warrants) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 | |
Equity component: | |||
Warrants | [1] | $ 318 | $ 318 |
Conversion feature | [1] | 122 | 122 |
Net carrying amount | [1] | 440 | 440 |
Secured convertible notes | |||
Liability component: | |||
Principal | 3,000 | 3,000 | |
Less: debt discount and issuance costs, net of amortization | (581) | (778) | |
Net carrying amount | 2,419 | 2,222 | |
Equity component: | |||
Current portion of liability component included under short-term debt | 360 | ||
Long-term portion of liability component included under long-term debt | 2,059 | 2,222 | |
Liability component total | $ 2,419 | $ 2,222 | |
[1] | Recorded on the consolidated balance sheets as additional paid-in capital. |
Long-Term Debt (Schedule of ope
Long-Term Debt (Schedule of operating lease liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Long-Term Debt | ||
Current portion of liability component | $ 579 | $ 577 |
Operating lease liabilities, net of current portion | 1,489 | 2,021 |
Total operating lease liabilities | $ 2,068 | $ 2,598 |
Weighted average remaining lease term for operating leases (in years) | 3 years 6 months 14 days | 4 years 5 months 5 days |
Weighted average discount rate for operating leases | 6.10% | 6.10% |
Long-Term Debt (Schedule of mat
Long-Term Debt (Schedule of maturities of principal amount contained in the Notes) (Details) - Secured convertible notes - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Senior Convertible Notes, Principal Amount Maturing | ||
2021 | $ 360 | |
2022 | 720 | |
2023 | 1,920 | |
Net carrying amount | $ 3,000 | $ 3,000 |
Long-Term Debt (Schedule of pay
Long-Term Debt (Schedule of paycheck protection program loan liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Long-Term Debt | ||
Current portion of the PPP Loan included under short-term debt | $ 312 | |
Long-term portion of the PPP Loan included under long-term debt | 1,187 | |
Total | $ 1,499 |
Share-based Payments (Details T
Share-based Payments (Details Textual) - USD ($) $ / shares in Units, $ in Thousands | Sep. 13, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 12, 2016 |
Share-Based Payments | |||||
Number of options, outstanding | 843,446 | 544,647 | 624,256 | ||
Share based compensation recognized | $ 58 | $ 208 | |||
Tax benefit from compensation cost | 0 | $ 0 | |||
Total compensation cost related to stock options not yet recognized | $ 457 | ||||
Compensation cost related to stock options expected to be recognized (in years) | 3 years 8 months 19 days | ||||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 | |||
Proceeds from issuance of common stock, net of issuance costs | $ 4,764 | ||||
Common Stock | |||||
Share-Based Payments | |||||
Number fo shares were agreed to issue and sell in a registered direct offering | 2,116,050 | ||||
Common stock, par value (in dollars per share) | $ 0.001 | ||||
Offering price (Per share) | $ 2.4925 | ||||
Proceeds from issuance of common stock, gross | $ 5,275 | ||||
Proceeds from issuance of common stock, net of issuance costs | $ 4,764 | ||||
Common stock shares issued | 1,058,025 | ||||
Exercise price of warrants | $ 2.43 | ||||
Expiry term of warrants | 5 years | ||||
Directors and officers | |||||
Share-Based Payments | |||||
Options vesting period (years) | 3 years | ||||
Other employees | |||||
Share-Based Payments | |||||
Options vesting period (years) | 4 years | ||||
2007 Equity Incentive Plan | |||||
Share-Based Payments | |||||
Number of shares authorized | 2,000,000 | ||||
Number of options, outstanding | 843,446 | ||||
Number of authorized unissued options | 621,408 | ||||
2007 Equity Incentive Plan | Minimum | |||||
Share-Based Payments | |||||
Options vesting period (years) | 3 years | ||||
2007 Equity Incentive Plan | Maximum | |||||
Share-Based Payments | |||||
Options vesting period (years) | 4 years | ||||
Employee Stock Purchase Plan | |||||
Share-Based Payments | |||||
Number of shares authorized | 500,000 | ||||
Number of shares available for grant | 413,868 | 422,866 | |||
Percentage of voting rights | 5.00% | ||||
Shares purchased under ESPP plan | 8,998 | 20,128 | |||
Purchase price of common stock, percentage | 85.00% | ||||
Discount on purchase price of common stock, percentage | 15.00% | ||||
Employee Stock Purchase Plan | Maximum | |||||
Share-Based Payments | |||||
Shares purchased under ESPP plan | 2,500 | ||||
Proceeds from employee stock purchase plan | $ 25 |
Share-based Payments - Black-sc
Share-based Payments - Black-scholes Assumptions (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Share-Based Payments | |
Risk-free interest rate, average | 0.37% |
Expected option life, average (Year) | 5 years |
Expected price volatility, average | 67.23% |
Expected dividend yield | 0.00% |
Share-based Payments - Stock Op
Share-based Payments - Stock Option Activity (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |||
Number of shares, outstanding at beginning of period (in shares) | 544,647 | 624,256 | |
Number of shares, granted (in shares) | 337,500 | ||
Number of shares, expired and canceled (in shares) | (38,701) | (78,786) | |
Number of shares, forfeited prior to vesting (in shares) | (823) | ||
Number of shares, exercised (in shares) | |||
Number of shares, outstanding at end of period (in shares) | 843,446 | 544,647 | 624,256 |
Number of shares, vested and expected to vest at end of period (in shares) | 843,446 | 544,647 | |
Number of shares, vested at end of period (in shares) | 505,946 | 527,181 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract] | |||
Weighted average exercise price, beginning of period (in dollars per share) | $ 9.01 | $ 8.87 | |
Weighted average exercise price, granted (in dollars per share) | 2.50 | ||
Weighted average exercise price, expired and canceled (in dollars per share) | 4.81 | 7.85 | |
Weighted average exercise price, forfeited prior to vesting (in dollars per share) | 11.97 | ||
Weighted average exercise price, exercised (in dollars per share) | |||
Weighted average exercise price, end of period (in dollars per share) | 6.60 | 9.01 | $ 8.87 |
Weighted average exercise price, vested and expected to vest at end of period (in dollars per share) | 6.60 | 9.01 | |
Weighted average exercise price, vested at end of period (in dollars per share) | $ 9.33 | $ 8.97 | |
Weighted Average Remaining Contractual Term (Years) | 4 years 10 months 28 days | 4 years 11 months 5 days | 5 years 3 months 11 days |
Weighted average remaining contractual term, vested and expected to vest (Years) | 4 years 10 months 28 days | 4 years 11 months 5 days | |
Weighted average remaining contractual term, vested (Years) | 4 years 2 months 16 days | 4 years 10 months 6 days | |
Aggregate intrinsic value | |||
Aggregate intrinsic value, vested and expected to vest | |||
Aggregate intrinsic value, vested |
Share-based Payments - Employee
Share-based Payments - Employee Stock Purchase Plans (Details) - Employee Stock Purchase Plan - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Employee Stock Purchase Plans | ||
Shares purchased under ESPP plan | 8,998 | 20,128 |
Plan compensation expense | $ 5 | $ 9 |
Significant Customers - Concent
Significant Customers - Concentration Risk by Risk Factor of Sales Revenue and Accounts Receivable (Details) - Customer Concentration Risk - Customer A | 12 Months Ended | ||
Dec. 31, 2020 | [1] | Dec. 31, 2019 | |
Sales Revenue, Net | |||
Significant customers | |||
Concentration risk, percentage | 10.70% | ||
Accounts Receivable | |||
Significant customers | |||
Concentration risk, percentage | 14.80% | ||
[1] | Sales and accounts receivable from Customer A in 2020did not exceed 10% of revenue and total gross accounts receivable. |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Assets: | ||
Total | $ 2,879 | $ 4,543 |
Level 1 | ||
Assets: | ||
Total | ||
Level 2 | ||
Assets: | ||
Total | 2,879 | 4,543 |
Level 3 | ||
Assets: | ||
Total | ||
Corporate bonds and notes | ||
Assets: | ||
Total | 1,338 | 1,832 |
Corporate bonds and notes | Level 1 | ||
Assets: | ||
Total | ||
Corporate bonds and notes | Level 2 | ||
Assets: | ||
Total | 1,338 | 1,832 |
Corporate bonds and notes | Level 3 | ||
Assets: | ||
Total | ||
Municipal bonds | ||
Assets: | ||
Total | 1,541 | 2,711 |
Municipal bonds | Level 1 | ||
Assets: | ||
Total | ||
Municipal bonds | Level 2 | ||
Assets: | ||
Total | 1,541 | 2,711 |
Municipal bonds | Level 3 | ||
Assets: | ||
Total |
Income Taxes (Details Textual)
Income Taxes (Details Textual) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Income Taxes | ||
Unrecognized tax benefits impacting effective tax rate | $ 861 | $ 298 |
Unrecognized tax benefits, interest and penalties | 23 | $ 9 |
Domestic tax authority | Internal revenue service (IRS) | ||
Income Taxes | ||
Net operating loss carryforwards | 800 | |
State and local jurisdiction | ||
Income Taxes | ||
Net operating loss carryforwards | 20,500 | |
Foreign tax authority | Tax authority, spain | ||
Income Taxes | ||
Net operating loss carryforwards | $ 9,900 |
Income Taxes - Consolidated Inc
Income Taxes - Consolidated Income Before Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes | ||
Domestic | $ (4,574) | $ (6,207) |
Foreign | (1,350) | (2,145) |
Loss before income taxes | $ (5,924) | $ (8,352) |
Income Taxes - Provision for In
Income Taxes - Provision for Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Current: | ||
Federal | $ 6,543 | $ 26 |
State | (36) | (23) |
Foreign | (78) | (59) |
Total current | 6,429 | (56) |
Deferred: | ||
Federal | (3,104) | 1,621 |
State | 286 | 413 |
Foreign | 216 | 393 |
Total | (2,602) | 2,427 |
Change in valuation allowance | 2,602 | (2,427) |
Total deferred | ||
Tax provision | $ 6,429 | $ (56) |
Income Taxes - Income Tax (Prov
Income Taxes - Income Tax (Provision) for Federal Statutory Corporate Income Tax Rate (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes | ||
Tax benefit at federal statutory rate | $ 1,244 | $ 1,754 |
State income tax benefit (provision), net of federal benefit | 244 | 318 |
Research and development tax credits | 272 | 290 |
Foreign earnings or losses taxed at different rates | (38) | (27) |
Tax rate change | 2,720 | (31) |
Other | (615) | 67 |
Change in valuation allowance | 2,602 | (2,427) |
Tax provision | $ 6,429 | $ (56) |
Income Taxes - Net Deferred Tax
Income Taxes - Net Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Income Taxes | ||
Deferred revenue | $ 21 | $ 36 |
Basis difference in intangible assets | 2,994 | 3,157 |
Inventory reserve | 2,434 | 2,247 |
Net operating loss carryforwards | 3,605 | 6,438 |
Research and development tax credits | 1,272 | 1,042 |
Accrued expenses | 61 | 163 |
Stock-based compensation | 309 | 322 |
Allowance for sales returns and doubtful accounts | 128 | 107 |
Difference in property and equipment basis | (145) | (134) |
Other | 479 | 382 |
Total net deferred income tax asset | 11,158 | 13,760 |
Less: Valuation allowance | (11,158) | (13,760) |
Net deferred income tax asset (liability) |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Uncertain Tax Positions (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | ||
Balance - beginning of year | $ 298 | $ 679 |
Additions based on tax positions related to the current year | 661 | 50 |
Additions for tax positions of prior years | 43 | |
Reductions for tax positions of prior years | ||
Settlements | (43) | (375) |
Lapse in statutes of limitations | (55) | (99) |
Uncertain tax positions, ending balance | $ 861 | $ 298 |
Geographic Sales Information -
Geographic Sales Information - Revenue by Geographic Area (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues | ||
Revenue | $ 29,069 | $ 25,042 |
United States | ||
Revenues | ||
Revenue | 17,983 | 13,463 |
All other countries | ||
Revenues | ||
Revenue | $ 11,086 | $ 11,579 |