Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2021 | May 06, 2021 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 1-34522 | |
Entity Registrant Name | ASURE SOFTWARE, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 74-2415696 | |
Entity Address, Address Line One | 3700 N. Capital of Texas Hwy #350 | |
Entity Address, City or Town | Austin | |
Entity Address, State or Province | TX | |
Entity Address, Postal Zip Code | 78746 | |
City Area Code | 512 | |
Local Phone Number | 437-2700 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 19,033,872 | |
Current Fiscal Year End Date | --12-31 | |
Amendment Flag | false | |
Entity Central Index Key | 0000884144 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Common Stock, $0.01 par value | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common Stock, $0.01 par value | |
Trading Symbol | ASUR | |
Security Exchange Name | NASDAQ | |
Series A Junior Participating Preferred Share Purchase Rights | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Series A Junior Participating Preferred Share Purchase Rights | |
No Trading Symbol Flag | true |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 24,290 | $ 28,577 |
Accounts receivable, net of allowance for doubtful accounts of $1,909 and $2,194 at March 31, 2021 and December 31, 2020, respectively | 3,873 | 3,354 |
Inventory | 349 | 449 |
Prepaid expenses and other current assets | 3,372 | 3,284 |
Total current assets before funds held for clients | 31,884 | 35,664 |
Funds held for clients | 254,492 | 321,069 |
Total current assets | 286,376 | 356,733 |
Property and equipment, net | 8,662 | 8,281 |
Goodwill | 73,958 | 73,958 |
Intangible assets, net | 61,646 | 64,552 |
Operating lease assets, net | 6,354 | 6,450 |
Other assets, net | 4,107 | 3,953 |
Total assets | 441,103 | 513,927 |
Current liabilities: | ||
Current portion of notes payable | 11,901 | 12,310 |
Accounts payable | 750 | 1,288 |
Accrued compensation and benefits | 3,610 | 2,916 |
Operating lease liabilities, current | 1,985 | 1,833 |
Other accrued liabilities | 1,064 | 1,380 |
Contingent purchase obligation | 3,880 | 3,880 |
Deferred revenue | 1,605 | 4,343 |
Total current liabilities before client fund obligations | 24,795 | 27,950 |
Client fund obligations | 254,241 | 320,577 |
Total current liabilities | 279,036 | 348,527 |
Long-term liabilities: | ||
Deferred revenue | 86 | 111 |
Deferred tax liability | 985 | 888 |
Notes payable, net of current portion | 10,683 | 12,225 |
Operating lease liabilities, noncurrent | 5,076 | 5,366 |
Other liabilities | 586 | 1,157 |
Total long-term liabilities | 17,416 | 19,747 |
Total liabilities | 296,452 | 368,274 |
Stockholders’ equity: | ||
Preferred stock, $0.01 par value; 1,500 shares authorized; none issued or outstanding | 0 | 0 |
Common stock, $0.01 par value; 44,000 and 22,000 shares authorized; 19,405 and 19,354 shares issued, 19,021 and 18,970 shares outstanding at March 31, 2021 and December 31, 2020, respectively | 194 | 193 |
Treasury stock at cost, 384 shares at March 31, 2021 and December 31, 2020 | (5,017) | (5,017) |
Additional paid-in capital | 420,561 | 419,827 |
Accumulated deficit | (271,552) | (269,954) |
Accumulated other comprehensive income | 465 | 604 |
Total stockholders’ equity | 144,651 | 145,653 |
Total liabilities and stockholders’ equity | $ 441,103 | $ 513,927 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) shares in Thousands, $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 1,909 | $ 2,194 |
Preferred stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 1,500 | 1,500 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in USD per share) | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 44,000 | 22,000 |
Common stock, shares issued (in shares) | 19,405 | 19,354 |
Common stock, shares outstanding (in shares) | 19,021 | 18,970 |
Treasury stock, shares (in shares) | 384 | 384 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE LOSS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Revenue: | ||
Total revenue | $ 19,802 | $ 18,947 |
Cost of Sales | 7,310 | 7,840 |
Gross profit | 12,492 | 11,107 |
Operating expenses: | ||
Sales and marketing | 3,611 | 3,575 |
General and administrative | 6,498 | 5,522 |
Research and development | 1,124 | 1,174 |
Amortization of intangible assets | 2,528 | 2,349 |
Total operating expenses | 13,761 | 12,620 |
Loss from operations | (1,269) | (1,513) |
Interest expense and other, net | (224) | (235) |
Loss from operations before income taxes | (1,493) | (1,748) |
Income tax expense | 105 | 19 |
Net loss | (1,598) | (1,767) |
Other comprehensive income: | ||
Unrealized (loss) gain on marketable securities | (139) | 65 |
Comprehensive loss | $ (1,737) | $ (1,702) |
Basic and diluted net loss per share | ||
Basic (in USD per share) | $ (0.08) | $ (0.11) |
Diluted (in USD per share) | $ (0.08) | $ (0.11) |
Weighted average basic and diluted shares | ||
Basic (in shares) | 19,007,000 | 15,727,000 |
Diluted (in shares) | 19,007,000 | 15,727,000 |
Recurring | ||
Revenue: | ||
Total revenue | $ 19,242 | $ 18,436 |
Professional services, hardware and other | ||
Revenue: | ||
Total revenue | $ 560 | $ 511 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid-in Capital | Accumulated Deficit | Other Comprehensive Income (Loss) |
BALANCE (in shares) at Dec. 31, 2019 | 15,714,000 | |||||
BALANCE at Dec. 31, 2019 | $ 137,579 | $ 161 | $ (5,017) | $ 396,102 | $ (253,642) | $ (25) |
Stock issued upon option exercise and vesting of restricted stock units (in shares) | 19,317 | 29,000 | ||||
Stock issued upon option exercise and vesting of restricted stock units | $ 106 | 106 | ||||
Share based compensation | 438 | 438 | ||||
Net loss | (1,767) | (1,767) | ||||
Other comprehensive income (loss) | 65 | 65 | ||||
BALANCE (in shares) at Mar. 31, 2020 | 15,743,000 | |||||
BALANCE at Mar. 31, 2020 | 136,421 | $ 161 | (5,017) | 396,646 | (255,409) | 40 |
BALANCE (in shares) at Dec. 31, 2020 | 18,970,000 | |||||
BALANCE at Dec. 31, 2020 | $ 145,653 | $ 193 | (5,017) | 419,827 | (269,954) | 604 |
Stock issued upon option exercise and vesting of restricted stock units (in shares) | 19,709 | 51,000 | ||||
Stock issued upon option exercise and vesting of restricted stock units | $ 132 | $ 1 | 131 | |||
Share based compensation | 626 | 626 | ||||
Share issuance costs | (23) | (23) | ||||
Net loss | (1,598) | (1,598) | ||||
Other comprehensive income (loss) | (139) | (139) | ||||
BALANCE (in shares) at Mar. 31, 2021 | 19,021,000 | |||||
BALANCE at Mar. 31, 2021 | $ 144,651 | $ 194 | $ (5,017) | $ 420,561 | $ (271,552) | $ 465 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (1,598) | $ (1,767) |
Adjustments to reconcile loss to net cash (used in) provided by operations: | ||
Depreciation and amortization | 3,862 | 3,516 |
Amortization of operating lease assets | 421 | 386 |
Amortization of debt financing costs and discount | 30 | 75 |
Provision for (recovery of) doubtful accounts | 1 | 75 |
Provision for deferred income taxes | 98 | 8 |
Gain on modification of debt | 0 | (36) |
Share-based compensation | 626 | 438 |
Changes in operating assets and liabilities: | ||
Accounts receivable | (210) | 806 |
Inventory | 44 | 84 |
Prepaid expenses and other assets | (552) | (900) |
Accounts payable | (538) | (982) |
Accrued expenses and other long-term obligations | (195) | (1,392) |
Operating lease liabilities | (462) | (405) |
Deferred revenue | (2,762) | (3,309) |
Net cash used in operating activities | (1,235) | (3,403) |
Cash flows from investing activities: | ||
Acquisition of intangible asset | 0 | (1,823) |
Purchases of property and equipment | (48) | (241) |
Software capitalization costs | (1,233) | (844) |
Net change in funds held for clients | 66,439 | 27,714 |
Net cash provided by investing activities | 65,158 | 24,806 |
Cash flows from financing activities: | ||
Payments of notes payable | (1,981) | (1,784) |
Debt financing fees | 0 | (20) |
Net proceeds from issuance of common stock | 108 | 106 |
Net change in client fund obligations | (66,337) | (27,751) |
Net cash used in financing activities | (68,210) | (29,449) |
Net decrease in cash and cash equivalents | (4,287) | (8,046) |
Cash and cash equivalents at beginning of period | 28,577 | 28,826 |
Cash and cash equivalents at end of period | 24,290 | 20,780 |
Cash paid for: | ||
Interest | 219 | 99 |
Income taxes | $ 183 | $ 0 |
THE COMPANY AND BASIS OF PRESEN
THE COMPANY AND BASIS OF PRESENTATION | 3 Months Ended |
Mar. 31, 2021 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
THE COMPANY AND BASIS OF PRESENTATION | THE COMPANY AND BASIS OF PRESENTATION Asure Software, Inc., (“Asure”, the “Company”, “we” and “our”), a Delaware corporation, is a leading provider of cloud-based Human Capital Management (“HCM”) software solutions. We help small and mid-sized companies grow by assisting them in building better teams with skills that reach the next level, stay compliant with ever-changing federal, state, and local tax jurisdictions and labor laws, and better allocate cash so they can spend their financial capital on growing their business rather than back-office overhead expenses. Asure’s Human Capital Management suite, named Asure HCM, includes cloud-based Payroll, Tax Services, and Time & Attendance software as well as HR Services ranging from HR projects to completely outsourcing payroll and HR staff. We also offer these products and services through our network of reseller partners. Our platform vision is to help clients grow their business and become the most trusted HCM resource to entrepreneurs everywhere. Our product strategy is driven by three primary challenges that prevent businesses from growing: HR complexity, allocation of both human and financial capital, and the ability to build great teams. The Asure HCM suite includes four product lines: Asure Payroll & Tax, Asure HR, Asure Time & Attendance, and Asure HRServices. We develop, market, sell and support our offerings nationwide through our principal office in Austin, Texas and from our processing hubs in California, Tennessee, Nebraska, New York, Florida, Vermont, and Washington. We have prepared the accompanying unaudited condensed consolidated financial statements in accordance with the rules and regulations of the Securities and Exchange Commission (the "SEC") and accordingly, they do not include all information and footnotes required under U.S. generally accepted accounting principles ("U.S. GAAP") for complete financial statements. Certain reclassifications were made to conform to the current period presentation in the condensed consolidated statements of comprehensive loss. In the opinion of management, these interim financial statements contain all adjustments, consisting of normal, recurring adjustments, necessary for a fair presentation of our financial position as of March 31, 2021 and the results of operations, statements of changes in stockholders' equity for the three months ended March 31, 2021 and March 31, 2020, and our statements of cash flows for the three months ended March 31, 2021 and March 31, 2020. These condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and notes thereto filed with the SEC in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 (our "2020 Annual Report on Form 10-K"). The results for the interim periods are not necessarily indicative of results for a full fiscal year. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | SIGNIFICANT ACCOUNTING POLICIES USE OF ESTIMATES Preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are subjective in nature and involve judgments. The more significant estimates made by management include the valuation allowance for the gross deferred tax assets, useful lives of fixed assets, the determination of the fair value of its long-lived assets, and the fair value of assets acquired and liabilities assumed during acquisitions. We base our estimates on historical experience and on various other assumptions management believes reasonable under the given circumstances. These estimates could be materially different under different conditions and assumptions. Additionally, the actual amounts could differ from the estimates made. Management periodically evaluates estimates used in the preparation of the consolidated financial statements for continued reasonableness. We make appropriate adjustments, if any, to the estimates used prospectively based upon such periodic evaluation. SIGNIFICANT RISKS AND UNCERTAINTIES The coronavirus ("COVID-19") pandemic has resulted in a global economic slowdown and disruptions that have and could continue to negatively impact our business. The pandemic and numerous measures implemented to contain the virus such as business shutdowns, shelter-in-place orders and travel bans and restrictions have caused businesses, especially small and medium sized businesses some of whom are our customers, to reduce headcount or cease operations as customer demand decreased. Given the economic slowdown and other risks and uncertainties associated with the pandemic, we expect that our business, financial condition, results of operations and growth prospects will be adversely affected in the future. Our business is impacted by employment levels as we have contracts that charge clients on a per-employee basis. In addition, the conditions caused by the COVID-19 pandemic could adversely affect our customers’ ability or willingness to purchase our offerings, delay prospective customers’ purchasing decisions, delay the provisioning of our offerings, lengthen payment terms, reduce the value or duration of customer subscription contracts, or affect attrition rates, all of which could adversely affect our future sales, operating results and overall financial performance. The duration and extent of the impact from the COVID-19 pandemic depends on future developments that cannot be accurately predicted at this time, such as the severity and transmission rate of the virus, the extent and effectiveness of containment actions, including the administration of vaccinations and the impact of these and other factors on our employees, customers, partners and vendors. If we are not able to respond to and manage the impact of such events effectively, our business will be harmed. RECENT ACCOUNTING PRONOUNCEMENTS In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-13, Fair Value Measurement (Topic 820). The new guidance modifies disclosure requirements related to fair value measurement. We adopted the standard on January 1, 2020. The adoption of this standard did not have an impact on our financial statements and disclosures. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40). The new guidance reduces complexity for the accounting for costs of implementing a cloud computing service arrangement and aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). We adopted the standard on January 1, 2020 prospectively to all implementation costs incurred after the date of adoption. The effects of this standard on our financial position, results of operations and cash flows were not material. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The standard became effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. We adopted ASU 2019-12 during the quarter beginning January 1, 2021, using the prospective approach except for hybrid tax regimes, which we adopted using the modified retrospective approach. The adoption of ASU 2019-12 resulted in no material impact to the Company's financial statements. CONTINGENCIES Although we have been, and in the future may be, the defendant or plaintiff in various actions arising in the normal course of business, as of March 31, 2021, we were not a party to any pending legal proceedings that are material to our business. ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) As of March 31, 2021 and December 31, 2020, accumulated other comprehensive income consisted of net unrealized gains and losses on available-for-sale securities. |
INVESTMENTS AND FAIR VALUE MEAS
INVESTMENTS AND FAIR VALUE MEASUREMENTS | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
INVESTMENTS AND FAIR VALUE MEASUREMENTS | INVESTMENTS AND FAIR VALUE MEASUREMENTS As of March 31, 2021 and December 31, 2020, funds held for clients invested in available-for-sale securities consisting of government and commercial bonds, including mortgage-backed securities, amounted to $24,233 and $25,919, respectively. As of March 31, 2021, and December 31, 2020, funds held for clients invested in money market funds and other cash equivalents amounted to $1,082 and $63,999, respectively. Additionally, as of March 31, 2021 and December 31, 2020, we had $3,301 and $5,204, respectively, of operating funds in money market funds, classified as cash equivalents. Investments classified as available-for-sale consisted of the following: March 31, 2021 Amortized Gross Unrealized Gains (1) Gross Unrealized Losses (1) Aggregate Funds Held for Clients (2) Certificates of deposit $ 7,119 $ 165 $ — $ 7,284 Corporate debt securities 8,894 213 (4) 9,103 Municipal bonds 7,254 99 — 7,353 US Government agency securities 500 — (7) 493 Asset-backed securities — — — — Total $ 23,767 $ 477 $ (11) $ 24,233 December 31, 2020 Amortized Gross Unrealized Gains (1) Gross Unrealized Losses (1) Aggregate Funds Held for Clients (2) Certificates of deposit $ 7,370 $ 204 $ — $ 7,574 Corporate debt securities 9,415 297 (1) 9,711 Municipal bonds 7,531 103 (1) 7,633 US Government agency securities 500 1 — 501 Asset-backed securities 499 1 — 500 Total $ 25,315 $ 606 $ (2) $ 25,919 (1) Unrealized gains and losses on available-for-sale securities are included as a component of comprehensive loss. As of March 31, 2021 and December 31, 2020, there were 63 and 69 securities, respectively, in an unrealized gain position and there were 2 and 2 securities, respectively, in an unrealized loss position. As of March 31, 2021, we had $(11) in unrealized losses. As of March 31, 2021, these unrealized losses were less than$(7) individually and $(11) in the aggregate. As of December 31, 2020, these unrealized losses were less than $(1) individually and $(2) in the aggregate. No securities have been in a continuous unrealized loss position for more than 12 months. We do not intend to sell these investments and we do not expect to sell these investments before recovery of their amortized cost basis, which may be at maturity. We review our investments to identify and evaluate investments that indicate possible other-than-temporary impairment. Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been less than the cost basis, the financial condition and near-term prospects of the investee, and our intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. (2) At March 31, 2021 and December 31, 2020, none of these securities were classified as cash and cash equivalents on the accompanying condensed consolidated balance sheets. Expected maturities of available-for-sale securities as of March 31, 2021 are as follows: Expected Maturities Amount One year or less $ 4,228 After one year through five years 20,005 After five years through 10 years — After 10 years — $ 24,233 In July 2020, we acquired certain assets of a payroll tax business. The initial purchase price for the assets was $4,250, which we paid cash at closing. The seller will be paid additional consideration for the assets based on the trailing twelve-month revenue at each of April 30, 2021 and October 31, 2021. Contingent purchase consideration, if any, will generally be made by May 30, 2021 and December 30, 2021. The payment of the contingent consideration paid will be contingent on certain thresholds set forth in the asset purchase agreement. We utilized a Monte Carlo simulation to determine the fair value of the contingent consideration. There was no adjustment to the fair value of the contingent consideration at March 31, 2021. Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures defines fair value, establishes a framework for measuring fair value in U.S. GAAP and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy, which is based on the reliability of the inputs used in measuring fair values. These tiers include: Level 1: Quoted prices in active markets for identical assets or liabilities; Level 2: Quoted prices in active markets for similar assets or liabilities; quoted prices in markets that are not active for identical or similar assets or liabilities; and model-driven valuations whose significant inputs are observable; and Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The following table presents the fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020, respectively: March 31, 2021 Total Carrying Value Quoted Prices in Active Market Significant Other Observable Inputs Significant Unobservable Inputs Assets: Cash equivalents Money market funds $ 3,301 $ 3,301 $ — $ — Funds held for clients Money market funds 1,082 1,082 — — Available-for-sale securities 24,233 — 24,233 — Total $ 28,616 $ 4,383 $ 24,233 $ — Liabilities: Contingent purchase consideration $ 3,880 $ — $ — $ 3,880 Total $ 3,880 $ — $ — $ 3,880 December 31, 2020 Total Carrying Value Quoted Prices in Active Market Significant Other Observable Inputs Significant Unobservable Inputs Assets: Cash equivalents Money market funds $ 5,204 $ 5,204 $ — $ — Funds held for clients Money market funds 63,999 63,999 — — Available-for-sale securities 25,919 — 25,919 — Total $ 95,122 $ 69,203 $ 25,919 $ — Liabilities: Contingent purchase consideration $ 3,880 $ — $ — $ 3,880 Total $ 3,880 $ — $ — $ 3,880 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS | GOODWILL AND OTHER INTANGIBLE ASSETS As of March 31, 2021 and December 31, 2020, goodwill was $73,958. The Company evaluates the recoverability of goodwill annually and whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. As of March 31, 2021, there has been no impairment of goodwill based on the qualitative assessments performed by the Company. The gross carrying amount and accumulated amortization of our intangible assets as of March 31, 2021 and December 31, 2020 are as follows: March 31, 2021 Intangible Assets Weighted Average Gross Accumulated Net Customer relationships 8.9 $ 88,310 $ (31,350) $ 56,960 Developed technology 6.6 12,001 (7,987) 4,014 Reseller relationships 7.0 853 (853) — Trade names 3.0 880 (379) 501 Noncompete agreements 5.2 1,032 (861) 171 8.6 $ 103,076 $ (41,430) $ 61,646 December 31, 2020 Intangible Assets Weighted Average Gross Accumulated Net Customer relationships 8.9 $ 88,310 $ (28,898) $ 59,412 Developed technology 6.6 12,001 (7,608) 4,393 Reseller relationships 7.0 853 (853) — Trade names 3.0 880 (312) 568 Noncompete agreements 5.2 1,032 (853) 179 8.5 $ 103,076 $ (38,524) $ 64,552 We record amortization expenses using the straight-line method over the estimated useful lives of the intangible assets, as noted above. Amortization expenses recorded in Operating Expenses were $2,528 and $2,349 for the three months ended March 31, 2021 and 2020, respectively. Amortization expenses recorded in Cost of Sales were $379 and $431 for the three months ended March 31, 2021 and 2020, respectively. There is no impairment of intangibles during the three months ended March 31, 2021 based on the qualitative assessment performed by the Company. The following table summarizes the future estimated amortization expense relating to our intangible assets as of March 31, 2021: Calendar Years Amount 2021 (April to December) $ 8,695 2022 11,068 2023 9,942 2024 9,682 2025 8,896 Thereafter 13,363 $ 61,646 |
NOTES PAYABLE
NOTES PAYABLE | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
NOTES PAYABLE | NOTES PAYABLE The following table summarizes our outstanding debt as of the dates indicated: 1 Maturity Stated Interest Rate March 31, 2021 December 31, 2020 Subordinated Notes Payable – acquisitions 7/1/2021 – 7/1/2022 2.00% - 3.00% $ 4,263 $ 6,182 PPP Loan – Pinnacle Bank 1 4/15/2022 1.00 % 8,856 8,856 Term Loan – Wells Fargo Syndicate Partner 12/31/2024 5.25 % 9,813 9,875 Total Notes Payable $ 22,932 $ 24,913 Short-term Notes Payable 12,024 12,388 Long-term Notes Payable $ 10,908 $ 12,525 (1) Information presented in each of the tables this Note 5 includes principal and interest due under the terms of a promissory note with Pinnacle Bank. This loan was issued to us in connection with the Paycheck Protection Program pursuant to Title I of the Coronavirus Aid, Relief and Economic Security Act ("the PPP"). Under the terms of the PPP, the principal balance and interest due under the promissory note will be forgiven if we meet certain conditions related to the use of the loan proceeds. Under the terms of our promissory note with Pinnacle Bank, we would have been required to make payments on this promissory note in November 2020; however, the Small Business Administration ("the SBA") issued guidance, prior to that date, that deferred all payments that would be owed on this loan until after the SBA makes a decision on our loan forgiveness application. While we expect that the entire loan will be forgiven, we cannot be certain that the SBA will grant forgiveness of our entire loan or a significant portion of the loan. If we do not receive forgiveness of our entire loan, we will be obligated to start making payments on the portion of the principal and interest that is not forgiven so that it will be fully repaid no later than April 15, 2022, unless we are able to negotiate new payment terms with Pinnacle Bank. We filed our initial application for forgiveness in December 2020, and completed our application in early February 2021. The following table summarizes the debt issuance costs as of the dates indicated: March 31, 2021 Gross Notes Payable Debt Issuance Costs and Debt Discount Net Notes Payable Notes payable, current portion 1 $ 12,024 $ (123) $ 11,901 Notes payable, net of current portion 2 10,908 (226) 10,682 Total $ 22,932 $ (349) $ 22,583 (1) Net Notes Payable includes $8,358 of Gross Notes Payables and $0 Debt Issuance Cost and Debt Discount related to our PPP loan with Pinnacle Bank, all or a portion of which we expect will be forgiven and for which we are not obligated to make any payments until the Small Business Administration has made a decision regarding our application for loan forgiveness. (2) Net Notes Payable, includes $498 of Gross Notes Payables and $0 Debt Issuance Cost and Debt Discount related to our PPP loan with Pinnacle Bank, all or a portion of which we expect will be forgiven and for which we are not obligated to make payments until the SBA has made a decision regarding our application for loan forgiveness. December 31, 2020 Gross Notes Payable Debt Issuance Costs and Debt Discount Net Notes Payable Notes payable, current portion 1 $ 12,388 $ (78) $ 12,310 Notes payable, net of current portion 2 12,525 (300) 12,225 Total $ 24,913 $ (378) $ 24,535 (1) Net Notes Payable includes $6,866 of Gross Notes Payables and $0 Debt Issuance Cost and Debt Discount related to our PPP loan with Pinnacle Bank, all or a portion of which we expect will be forgiven and for which we are not obligated to make any payments until the SBA has made a decision regarding our application for loan forgiveness. (2) Net Notes Payable, includes $1,989 of Gross Notes Payables and $0 Debt Issuance Cost and Debt Discount related to our PPP loan with Pinnacle Bank, all or a portion of which we expect will be forgiven and for which we are not obligated to make payments until the SBA has made a decision regarding our application for loan forgiveness. The following table summarizes the future principal payments related to our outstanding debt as of March 31, 2021: Year Ending Amount 2021 (remainder) $ 10,407 2022 3,400 2023 500 2024 8,625 2025 — Total $ 22,932 Senior Credit Facility with Wells Fargo N.A. In March 2014, we entered into a credit agreement (the “Credit Agreement”) with Wells Fargo, as administrative agent, and the lenders that are party thereto. The Credit Agreement contains customary events of default, including, among others, payment defaults, covenant defaults, judgment defaults, bankruptcy and insolvency events, cross defaults to certain indebtedness, incorrect representations or warranties, and change of control. In some cases, the defaults are subject to customary notice and grace period provisions. In March 2014 and in connection with the Credit Agreement, we and our wholly owned active subsidiaries entered into a Guaranty and Security Agreement with Wells Fargo Bank. Under the Guaranty and Security Agreement, we and each of our wholly owned active subsidiaries have guaranteed all obligations under the Credit Agreement and granted a security interest in substantially all of our and our subsidiaries’ assets. The Credit Agreement has been amended and restated multiple times, with the most recent amendment and restatement effective December 31, 2019. As described below, the Credit Agreement was amended during 2020, with the most recent amendment effective August 10, 2020. Following the amendment, the Credit Agreement provided for $10,000 in term loans and a $5,000 revolver and provided for new applicable margin rates for determining the interest payable on loans and amended certain of our financial covenants as described in our Form 10-K filed with the SEC on March 9, 2021. We expect to be in compliance with these amended financial covenants over the next twelve months. As of March 31, 2021 and December 31, 2020, no amount was outstanding and $4,500, respectively, was available for borrowing under the revolver. PPP Loan |
CONTRACTS WITH CUSTOMERS AND RE
CONTRACTS WITH CUSTOMERS AND REVENUE CONCENTRATION | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
CONTRACTS WITH CUSTOMERS AND REVENUE CONCENTRATION | CONTRACTS WITH CUSTOMERS AND REVENUE CONCENTRATION Receivables Receivables from contracts with customers, net of allowance for doubtful accounts of $1,909 were $3,873 at March 31, 2021. Receivables from contracts with customers, net of allowance for doubtful accounts of $2,194 were $3,354 at December 31, 2020. As of March 31, 2021, one customer represented 5% of our net accounts receivable balance. No customers represented more than 10% of our net accounts receivable balance as of December 31, 2020. Deferred Commissions Deferred commission costs from contracts with customers were $4,128 and $3,792 at March 31, 2021 and December 31, 2020, respectively. The amount of amortization recognized for the three months ended March 31, 2021 and for the three months ended March 31, 2020 was $232 and $249, respectively. Deferred Revenue During the three months ended March 31, 2021 and 2020, revenue of $3,406 and $2,704 was recognized from the deferred revenue balance at the beginning of each period. Transaction Price Allocated to the Remaining Performance Obligations As of March 31, 2021, approximately $24,563 of revenue is expected to be recognized from remaining performance obligations. We expect to recognize revenue on approximately 65% of these remaining performance obligations over the next 12 months, with the balance recognized thereafter. Revenue Concentration During the three months ended March 31, 2021 and 2020, there were no customers that individually represented 10% or more of consolidated revenue. |
LEASES
LEASES | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
LEASES | LEASES We have entered into office space lease agreements, which qualify as operating leases under ASU No. 2016-02, “Leases (Topic 842)”. Under such leases, the lessors receive annual minimum (base) rent. The leases have original terms (excluding extension options) ranging from one We record base rent expense under the straight-line method over the term of the lease. In the accompanying condensed consolidated statements of comprehensive loss, rent expense is included in operating expenses under selling, general and administrative expenses. The components of the rent expense for the three months ended March 31, 2021 and 2020 were as follows: Three Months Ended March 31, 2021 2020 Operating lease cost $ 570 $ 552 Sublease income (11) (48) Net rent expense $ 559 $ 504 For purposes of calculating the operating lease assets and lease liabilities, extension options are not included in the lease term unless it is reasonably certain we will exercise the option, or the lessor has the sole ability to exercise the option. The weighted average discount rate of our operating leases is 8% and 9% as of March 31, 2021 and December 31, 2020, respectively. The weighted average remaining lease term is five Supplemental cash flow information related to operating leases for the three months ended March 31, 2021 and 2020 follow: Three Months Ended March 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 609 $ 573 Non-cash operating activities: Operating lease assets obtained in exchange for new operating lease liabilities $ 325 $ — Future minimum commitments over the life of all operating leases, which exclude variable rent payments, are as follows: Year Ending December 31 Operating Leases 2021 (remainder) $ 1,854 2022 1,949 2023 1,256 2024 1,037 2025 828 Thereafter 1,803 Total minimum lease payments 8,727 Less imputed interest (1,666) Total lease liabilities $ 7,061 |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION | SHARE-BASED COMPENSATION We have one active equity plan, the 2018 Incentive Award Plan (the “2018 Plan”). The 2018 Plan, approved by our shareholders, replaced our 2009 Equity Incentive Plan, as amended (the “2009 Plan”), however, the terms and conditions of the 2009 Plan continue to govern any outstanding awards previously granted under the 2009 Plan. The number of shares available for issuance under the 2018 Plan is equal to the sum of (i) 2,350,000 shares, and (ii) any shares subject to issued and outstanding awards under the 2009 Plan as of the effective date of the 2018 Plan that expire, are canceled or otherwise terminate following the effective date of the 2018 Plan. We have outstanding options to purchase 1,465,985 shares at a weighted average exercise price of $7.89. During the three months ending March 31, 2021 we issued 307,500 of employee stock options. The weighted average exercise price of these awards was $7.53 for the three months ended March 31, 2021. These awards will vest over a three-year period. We also had 388,273 outstanding restricted stock units as of March 31, 2021. As of March 31, 2021, we had 1,008,506 shares available for grant pursuant to the 2018 Plan. Share based compensation for our stock option plans for the three months ended March 31, 2021 and March 31, 2020 were $626 and $438, respectively. We issued 19,709 and 19,317 shares of common stock related to exercises of stock options for the three months ended March 31, 2021 and 2020, respectively. We issued 34,920 and 9,944 shares of common stock related to the issuance of vested restricted stock units for the three months ended March 31, 2021 and 2020, respectively. |
NET LOSS PER SHARE
NET LOSS PER SHARE | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
NET LOSS PER SHARE | NET LOSS PER SHAREWe compute net loss per share based on the weighted average number of common shares outstanding for the period. Diluted net loss per share reflects the maximum dilution that would have resulted from incremental common shares issuable upon the exercise of stock options. We compute the number of common share equivalents, which includes stock options, using the treasury stock method. We have excluded stock options and restricted stock units of approximately 1,854,000 and 1,264,000 shares for the three months ended March 31, 2021 and 2020, respectively, from the computation of the diluted shares because the effect of including the stock options and restricted stock units would have been anti-dilutive. The following table sets forth the computation of basic and diluted net loss per common share for the three months ended March 31, 2021 and March 31, 2020: Three Months Ended March 31, 2021 2020 Net loss $ (1,598) $ (1,767) Weighted-average shares of common stock outstanding, basic and diluted 19,007,000 15,727,000 Basic and diluted loss per share $ (0.08) $ (0.11) |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTSWe evaluated subsequent events through the date of the filing of this Quarterly Report on Form 10-Q with the SEC, to ensure that this filing includes appropriate disclosure of events both recognized in the condensed consolidated financial statements as of March 31, 2021, and events which occurred subsequent to March 31, 2021 but were not recognized in the condensed consolidated financial statements. Based on this evaluation, we have determined there were no subsequent events to report. |
SIGNIFICANT ACCOUNTING POLICI_2
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Use of Estimates | USE OF ESTIMATES Preparation of the consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of the assets and liabilities, the disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. These estimates are subjective in nature and involve judgments. The more significant estimates made by management include the valuation allowance for the gross deferred tax assets, useful lives of fixed assets, the determination of the fair value of its long-lived assets, and the fair value of assets acquired and liabilities assumed during acquisitions. We base our estimates on historical experience and on various other assumptions management believes reasonable under the given circumstances. These estimates could be materially different under different conditions and assumptions. Additionally, the actual amounts could differ from the estimates made. Management periodically evaluates estimates used in the preparation of the consolidated financial statements for continued reasonableness. We make appropriate adjustments, if any, to the estimates used prospectively based upon such periodic evaluation. |
Significant Risks and Uncertainties | SIGNIFICANT RISKS AND UNCERTAINTIES The coronavirus ("COVID-19") pandemic has resulted in a global economic slowdown and disruptions that have and could continue to negatively impact our business. The pandemic and numerous measures implemented to contain the virus such as business shutdowns, shelter-in-place orders and travel bans and restrictions have caused businesses, especially small and medium sized businesses some of whom are our customers, to reduce headcount or cease operations as customer demand decreased. Given the economic slowdown and other risks and uncertainties associated with the pandemic, we expect that our business, financial condition, results of operations and growth prospects will be adversely affected in the future. Our business is impacted by employment levels as we have contracts that charge clients on a per-employee basis. In addition, the conditions caused by the COVID-19 pandemic could adversely affect our customers’ ability or willingness to purchase our offerings, delay prospective customers’ purchasing decisions, delay the provisioning of our offerings, lengthen payment terms, reduce the value or duration of customer subscription contracts, or affect attrition rates, all of which could adversely affect our future sales, operating results and overall financial performance. The duration and extent of the impact from the COVID-19 pandemic depends on future developments that cannot be accurately predicted at this time, such as the severity and transmission rate of the virus, the extent and effectiveness of containment actions, including the administration of vaccinations and the impact of these and other factors on our employees, customers, partners and vendors. If we are not able to respond to and manage the impact of such events effectively, our business will be harmed. |
Recent Accounting Pronouncements | RECENT ACCOUNTING PRONOUNCEMENTS In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-13, Fair Value Measurement (Topic 820). The new guidance modifies disclosure requirements related to fair value measurement. We adopted the standard on January 1, 2020. The adoption of this standard did not have an impact on our financial statements and disclosures. In August 2018, the FASB issued ASU No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40). The new guidance reduces complexity for the accounting for costs of implementing a cloud computing service arrangement and aligns the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). We adopted the standard on January 1, 2020 prospectively to all implementation costs incurred after the date of adoption. The effects of this standard on our financial position, results of operations and cash flows were not material. In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740. The amendments also improve consistent application of and simplify GAAP for other areas of Topic 740 by clarifying and amending existing guidance. The standard became effective for interim and annual periods beginning after December 15, 2020, with early adoption permitted. We adopted ASU 2019-12 during the quarter beginning January 1, 2021, using the prospective approach except for hybrid tax regimes, which we adopted using the modified retrospective approach. The adoption of ASU 2019-12 resulted in no material impact to the Company's financial statements. |
Contingencies | CONTINGENCIES Although we have been, and in the future may be, the defendant or plaintiff in various actions arising in the normal course of business, as of March 31, 2021, we were not a party to any pending legal proceedings that are material to our business. |
Accumulated Other Comprehensive Income (Loss) | ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) As of March 31, 2021 and December 31, 2020, accumulated other comprehensive income consisted of net unrealized gains and losses on available-for-sale securities. |
Fair Value Measurement | Accounting Standards Codification (“ASC”) 820, Fair Value Measurements and Disclosures defines fair value, establishes a framework for measuring fair value in U.S. GAAP and expands disclosures about fair value measurements. ASC 820 establishes a three-tier fair value hierarchy, which is based on the reliability of the inputs used in measuring fair values. These tiers include: Level 1: Quoted prices in active markets for identical assets or liabilities; Level 2: Quoted prices in active markets for similar assets or liabilities; quoted prices in markets that are not active for identical or similar assets or liabilities; and model-driven valuations whose significant inputs are observable; and Level 3: Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. |
INVESTMENTS AND FAIR VALUE ME_2
INVESTMENTS AND FAIR VALUE MEASUREMENTS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Debt Securities, Available-for-sale | Investments classified as available-for-sale consisted of the following: March 31, 2021 Amortized Gross Unrealized Gains (1) Gross Unrealized Losses (1) Aggregate Funds Held for Clients (2) Certificates of deposit $ 7,119 $ 165 $ — $ 7,284 Corporate debt securities 8,894 213 (4) 9,103 Municipal bonds 7,254 99 — 7,353 US Government agency securities 500 — (7) 493 Asset-backed securities — — — — Total $ 23,767 $ 477 $ (11) $ 24,233 December 31, 2020 Amortized Gross Unrealized Gains (1) Gross Unrealized Losses (1) Aggregate Funds Held for Clients (2) Certificates of deposit $ 7,370 $ 204 $ — $ 7,574 Corporate debt securities 9,415 297 (1) 9,711 Municipal bonds 7,531 103 (1) 7,633 US Government agency securities 500 1 — 501 Asset-backed securities 499 1 — 500 Total $ 25,315 $ 606 $ (2) $ 25,919 (1) Unrealized gains and losses on available-for-sale securities are included as a component of comprehensive loss. As of March 31, 2021 and December 31, 2020, there were 63 and 69 securities, respectively, in an unrealized gain position and there were 2 and 2 securities, respectively, in an unrealized loss position. As of March 31, 2021, we had $(11) in unrealized losses. As of March 31, 2021, these unrealized losses were less than$(7) individually and $(11) in the aggregate. As of December 31, 2020, these unrealized losses were less than $(1) individually and $(2) in the aggregate. No securities have been in a continuous unrealized loss position for more than 12 months. We do not intend to sell these investments and we do not expect to sell these investments before recovery of their amortized cost basis, which may be at maturity. We review our investments to identify and evaluate investments that indicate possible other-than-temporary impairment. Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been less than the cost basis, the financial condition and near-term prospects of the investee, and our intent and ability to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value. (2) At March 31, 2021 and December 31, 2020, none of these securities were classified as cash and cash equivalents on the accompanying condensed consolidated balance sheets. |
Investments Classified by Contractual Maturity Date | Expected maturities of available-for-sale securities as of March 31, 2021 are as follows: Expected Maturities Amount One year or less $ 4,228 After one year through five years 20,005 After five years through 10 years — After 10 years — $ 24,233 |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis | The following table presents the fair value hierarchy for our financial assets and liabilities measured at fair value on a recurring basis as of March 31, 2021 and December 31, 2020, respectively: March 31, 2021 Total Carrying Value Quoted Prices in Active Market Significant Other Observable Inputs Significant Unobservable Inputs Assets: Cash equivalents Money market funds $ 3,301 $ 3,301 $ — $ — Funds held for clients Money market funds 1,082 1,082 — — Available-for-sale securities 24,233 — 24,233 — Total $ 28,616 $ 4,383 $ 24,233 $ — Liabilities: Contingent purchase consideration $ 3,880 $ — $ — $ 3,880 Total $ 3,880 $ — $ — $ 3,880 December 31, 2020 Total Carrying Value Quoted Prices in Active Market Significant Other Observable Inputs Significant Unobservable Inputs Assets: Cash equivalents Money market funds $ 5,204 $ 5,204 $ — $ — Funds held for clients Money market funds 63,999 63,999 — — Available-for-sale securities 25,919 — 25,919 — Total $ 95,122 $ 69,203 $ 25,919 $ — Liabilities: Contingent purchase consideration $ 3,880 $ — $ — $ 3,880 Total $ 3,880 $ — $ — $ 3,880 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Finite-Lived Intangible Assets | The gross carrying amount and accumulated amortization of our intangible assets as of March 31, 2021 and December 31, 2020 are as follows: March 31, 2021 Intangible Assets Weighted Average Gross Accumulated Net Customer relationships 8.9 $ 88,310 $ (31,350) $ 56,960 Developed technology 6.6 12,001 (7,987) 4,014 Reseller relationships 7.0 853 (853) — Trade names 3.0 880 (379) 501 Noncompete agreements 5.2 1,032 (861) 171 8.6 $ 103,076 $ (41,430) $ 61,646 December 31, 2020 Intangible Assets Weighted Average Gross Accumulated Net Customer relationships 8.9 $ 88,310 $ (28,898) $ 59,412 Developed technology 6.6 12,001 (7,608) 4,393 Reseller relationships 7.0 853 (853) — Trade names 3.0 880 (312) 568 Noncompete agreements 5.2 1,032 (853) 179 8.5 $ 103,076 $ (38,524) $ 64,552 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | The following table summarizes the future estimated amortization expense relating to our intangible assets as of March 31, 2021: Calendar Years Amount 2021 (April to December) $ 8,695 2022 11,068 2023 9,942 2024 9,682 2025 8,896 Thereafter 13,363 $ 61,646 |
NOTES PAYABLE (Tables)
NOTES PAYABLE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Debt | The following table summarizes our outstanding debt as of the dates indicated: 1 Maturity Stated Interest Rate March 31, 2021 December 31, 2020 Subordinated Notes Payable – acquisitions 7/1/2021 – 7/1/2022 2.00% - 3.00% $ 4,263 $ 6,182 PPP Loan – Pinnacle Bank 1 4/15/2022 1.00 % 8,856 8,856 Term Loan – Wells Fargo Syndicate Partner 12/31/2024 5.25 % 9,813 9,875 Total Notes Payable $ 22,932 $ 24,913 Short-term Notes Payable 12,024 12,388 Long-term Notes Payable $ 10,908 $ 12,525 (1) Information presented in each of the tables this Note 5 includes principal and interest due under the terms of a promissory note with Pinnacle Bank. This loan was issued to us in connection with the Paycheck Protection Program pursuant to Title I of the Coronavirus Aid, Relief and Economic Security Act ("the PPP"). Under the terms of the PPP, the principal balance and interest due under the promissory note will be forgiven if we meet certain conditions related to the use of the loan proceeds. Under the terms of our promissory note with Pinnacle Bank, we would have been required to make payments on this promissory note in November 2020; however, the Small Business Administration ("the SBA") issued guidance, prior to that date, that deferred all payments that would be owed on this loan until after the SBA makes a decision on our loan forgiveness application. While we expect that the entire loan will be forgiven, we cannot be certain that the SBA will grant forgiveness of our entire loan or a significant portion of the loan. If we do not receive forgiveness of our entire loan, we will be obligated to start making payments on the portion of the principal and interest that is not forgiven so that it will be fully repaid no later than April 15, 2022, unless we are able to negotiate new payment terms with Pinnacle Bank. We filed our initial application for forgiveness in December 2020, and completed our application in early February 2021. |
Schedule of Debt and Debt Issuance Costs | The following table summarizes the debt issuance costs as of the dates indicated: March 31, 2021 Gross Notes Payable Debt Issuance Costs and Debt Discount Net Notes Payable Notes payable, current portion 1 $ 12,024 $ (123) $ 11,901 Notes payable, net of current portion 2 10,908 (226) 10,682 Total $ 22,932 $ (349) $ 22,583 (1) Net Notes Payable includes $8,358 of Gross Notes Payables and $0 Debt Issuance Cost and Debt Discount related to our PPP loan with Pinnacle Bank, all or a portion of which we expect will be forgiven and for which we are not obligated to make any payments until the Small Business Administration has made a decision regarding our application for loan forgiveness. (2) Net Notes Payable, includes $498 of Gross Notes Payables and $0 Debt Issuance Cost and Debt Discount related to our PPP loan with Pinnacle Bank, all or a portion of which we expect will be forgiven and for which we are not obligated to make payments until the SBA has made a decision regarding our application for loan forgiveness. December 31, 2020 Gross Notes Payable Debt Issuance Costs and Debt Discount Net Notes Payable Notes payable, current portion 1 $ 12,388 $ (78) $ 12,310 Notes payable, net of current portion 2 12,525 (300) 12,225 Total $ 24,913 $ (378) $ 24,535 (1) Net Notes Payable includes $6,866 of Gross Notes Payables and $0 Debt Issuance Cost and Debt Discount related to our PPP loan with Pinnacle Bank, all or a portion of which we expect will be forgiven and for which we are not obligated to make any payments until the SBA has made a decision regarding our application for loan forgiveness. (2) Net Notes Payable, includes $1,989 of Gross Notes Payables and $0 Debt Issuance Cost and Debt Discount related to our PPP loan with Pinnacle Bank, all or a portion of which we expect will be forgiven and for which we are not obligated to make payments until the SBA has made a decision regarding our application for loan forgiveness. |
Schedule of Maturities of Long-term Debt | The following table summarizes the future principal payments related to our outstanding debt as of March 31, 2021: Year Ending Amount 2021 (remainder) $ 10,407 2022 3,400 2023 500 2024 8,625 2025 — Total $ 22,932 |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Lease, Cost | The components of the rent expense for the three months ended March 31, 2021 and 2020 were as follows: Three Months Ended March 31, 2021 2020 Operating lease cost $ 570 $ 552 Sublease income (11) (48) Net rent expense $ 559 $ 504 Three Months Ended March 31, 2021 2020 Cash paid for amounts included in the measurement of lease liabilities: Operating cash outflows from operating leases $ 609 $ 573 Non-cash operating activities: Operating lease assets obtained in exchange for new operating lease liabilities $ 325 $ — |
Lessee, Operating Lease, Liability, Maturity | Future minimum commitments over the life of all operating leases, which exclude variable rent payments, are as follows: Year Ending December 31 Operating Leases 2021 (remainder) $ 1,854 2022 1,949 2023 1,256 2024 1,037 2025 828 Thereafter 1,803 Total minimum lease payments 8,727 Less imputed interest (1,666) Total lease liabilities $ 7,061 |
NET LOSS PER SHARE (Tables)
NET LOSS PER SHARE (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per common share for the three months ended March 31, 2021 and March 31, 2020: Three Months Ended March 31, 2021 2020 Net loss $ (1,598) $ (1,767) Weighted-average shares of common stock outstanding, basic and diluted 19,007,000 15,727,000 Basic and diluted loss per share $ (0.08) $ (0.11) |
THE COMPANY AND BASIS OF PRES_2
THE COMPANY AND BASIS OF PRESENTATION (Details) | 3 Months Ended |
Mar. 31, 2021challengeproductLine | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of challenges driving product strategy | challenge | 3 |
Number of product lines | productLine | 4 |
INVESTMENTS AND FAIR VALUE ME_3
INVESTMENTS AND FAIR VALUE MEASUREMENTS - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |
Jul. 31, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Securities, Available-for-sale [Line Items] | |||
Adjustment to fair value of contingent consideration | $ 0 | ||
July 2020 Acquisition | |||
Debt Securities, Available-for-sale [Line Items] | |||
Initial purchase price | $ 4,250,000 | ||
Funds Held For Clients | |||
Debt Securities, Available-for-sale [Line Items] | |||
Available-for-sale securities | 24,233,000 | $ 25,919,000 | |
Money market funds and other cash equivalents | 1,082,000 | 63,999,000 | |
Cash and Cash Equivalents | |||
Debt Securities, Available-for-sale [Line Items] | |||
Money market funds and other cash equivalents | $ 3,301,000 | $ 5,204,000 |
INVESTMENTS AND FAIR VALUE ME_4
INVESTMENTS AND FAIR VALUE MEASUREMENTS - Debt Securities, Available-for-sale (Details) $ in Thousands | Mar. 31, 2021USD ($)security | Dec. 31, 2020USD ($)security |
Funds Held for Clients | ||
Amortized Cost | $ 23,767 | $ 25,315 |
Gross Unrealized Gains | 477 | 606 |
Gross Unrealized Losses | (11) | (2) |
Aggregate Estimated Fair Value | $ 24,233 | $ 25,919 |
Number of securities in unrealized gain position | security | 63 | 69 |
Number of securities in unrealized loss position | security | 2 | 2 |
Certificates of deposit | ||
Funds Held for Clients | ||
Amortized Cost | $ 7,119 | $ 7,370 |
Gross Unrealized Gains | 165 | 204 |
Gross Unrealized Losses | 0 | 0 |
Aggregate Estimated Fair Value | 7,284 | 7,574 |
Corporate debt securities | ||
Funds Held for Clients | ||
Amortized Cost | 8,894 | 9,415 |
Gross Unrealized Gains | 213 | 297 |
Gross Unrealized Losses | (4) | (1) |
Aggregate Estimated Fair Value | 9,103 | 9,711 |
Municipal bonds | ||
Funds Held for Clients | ||
Amortized Cost | 7,254 | 7,531 |
Gross Unrealized Gains | 99 | 103 |
Gross Unrealized Losses | 0 | (1) |
Aggregate Estimated Fair Value | 7,353 | 7,633 |
US Government agency securities | ||
Funds Held for Clients | ||
Amortized Cost | 500 | 500 |
Gross Unrealized Gains | 0 | 1 |
Gross Unrealized Losses | (7) | 0 |
Aggregate Estimated Fair Value | 493 | 501 |
Asset-backed securities | ||
Funds Held for Clients | ||
Amortized Cost | 0 | 499 |
Gross Unrealized Gains | 0 | 1 |
Gross Unrealized Losses | 0 | 0 |
Aggregate Estimated Fair Value | 0 | 500 |
Individually | ||
Funds Held for Clients | ||
Gross Unrealized Losses | $ (7) | $ (1) |
INVESTMENTS AND FAIR VALUE ME_5
INVESTMENTS AND FAIR VALUE MEASUREMENTS - Investments Classified by Contractual Maturity Date (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Fair Value Disclosures [Abstract] | |
One year or less | $ 4,228 |
After one year through five years | 20,005 |
After five years through 10 years | 0 |
After 10 years | 0 |
Available-for-sale debt securities total fair value | $ 24,233 |
INVESTMENTS AND FAIR VALUE ME_6
INVESTMENTS AND FAIR VALUE MEASUREMENTS - Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis (Details) - Recurring - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Funds held for clients | ||
Total | $ 28,616 | $ 95,122 |
Liabilities: | ||
Contingent purchase consideration | 3,880 | 3,880 |
Total | 3,880 | 3,880 |
Money market funds | ||
Funds held for clients | ||
Funds held for clients | 1,082 | 63,999 |
Available-for-sale securities | ||
Funds held for clients | ||
Funds held for clients | 24,233 | 25,919 |
Money market funds | ||
Cash equivalents | ||
Cash equivalents | 3,301 | 5,204 |
Quoted Prices in Active Market (Level 1) | ||
Funds held for clients | ||
Total | 4,383 | 69,203 |
Liabilities: | ||
Contingent purchase consideration | 0 | 0 |
Total | 0 | 0 |
Quoted Prices in Active Market (Level 1) | Money market funds | ||
Funds held for clients | ||
Funds held for clients | 1,082 | 63,999 |
Quoted Prices in Active Market (Level 1) | Available-for-sale securities | ||
Funds held for clients | ||
Funds held for clients | 0 | 0 |
Quoted Prices in Active Market (Level 1) | Money market funds | ||
Cash equivalents | ||
Cash equivalents | 3,301 | 5,204 |
Significant Other Observable Inputs (Level 2) | ||
Funds held for clients | ||
Total | 24,233 | 25,919 |
Liabilities: | ||
Contingent purchase consideration | 0 | 0 |
Total | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Money market funds | ||
Funds held for clients | ||
Funds held for clients | 0 | 0 |
Significant Other Observable Inputs (Level 2) | Available-for-sale securities | ||
Funds held for clients | ||
Funds held for clients | 24,233 | 25,919 |
Significant Other Observable Inputs (Level 2) | Money market funds | ||
Cash equivalents | ||
Cash equivalents | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Funds held for clients | ||
Total | 0 | 0 |
Liabilities: | ||
Contingent purchase consideration | 3,880 | 3,880 |
Total | 3,880 | 3,880 |
Significant Unobservable Inputs (Level 3) | Money market funds | ||
Funds held for clients | ||
Funds held for clients | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Available-for-sale securities | ||
Funds held for clients | ||
Funds held for clients | 0 | 0 |
Significant Unobservable Inputs (Level 3) | Money market funds | ||
Cash equivalents | ||
Cash equivalents | $ 0 | $ 0 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS - Narrative (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill | $ 73,958,000 | $ 73,958,000 | |
Goodwill impairment | $ 0 | ||
Finite-lived intangible assets, amortization method | straight-line method | ||
Amortization of intangible assets | $ 2,528,000 | $ 2,349,000 | |
Amortization in cost of sales | 379,000 | $ 431,000 | |
Impairment of intangible assets, (excluding goodwill) | $ 0 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (in Years) | 8 years 7 months 6 days | 8 years 6 months |
Gross | $ 103,076 | $ 103,076 |
Accumulated Amortization | (41,430) | (38,524) |
Net | $ 61,646 | $ 64,552 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (in Years) | 8 years 10 months 24 days | 8 years 10 months 24 days |
Gross | $ 88,310 | $ 88,310 |
Accumulated Amortization | (31,350) | (28,898) |
Net | $ 56,960 | $ 59,412 |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (in Years) | 6 years 7 months 6 days | 6 years 7 months 6 days |
Gross | $ 12,001 | $ 12,001 |
Accumulated Amortization | (7,987) | (7,608) |
Net | $ 4,014 | $ 4,393 |
Reseller relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (in Years) | 7 years | 7 years |
Gross | $ 853 | $ 853 |
Accumulated Amortization | (853) | (853) |
Net | $ 0 | $ 0 |
Trade names | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (in Years) | 3 years | 3 years |
Gross | $ 880 | $ 880 |
Accumulated Amortization | (379) | (312) |
Net | $ 501 | $ 568 |
Noncompete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted Average Amortization Period (in Years) | 5 years 2 months 12 days | 5 years 2 months 12 days |
Gross | $ 1,032 | $ 1,032 |
Accumulated Amortization | (861) | (853) |
Net | $ 171 | $ 179 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS - Schedule of Expected Amortization Expense (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2021 (April to December) | $ 8,695 | |
2022 | 11,068 | |
2023 | 9,942 | |
2024 | 9,682 | |
2025 | 8,896 | |
Thereafter | 13,363 | |
Net | $ 61,646 | $ 64,552 |
NOTES PAYABLE - Schedule of Deb
NOTES PAYABLE - Schedule of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
NOTES PAYABLE (Details) - Schedule of Debt [Line Items] | ||
Long-term Debt, Gross | $ 22,932 | $ 24,913 |
Short-term Notes Payable | 12,024 | 12,388 |
Long-term Notes Payable | 10,908 | 12,525 |
Pinnacle Bank | ||
NOTES PAYABLE (Details) - Schedule of Debt [Line Items] | ||
Long-term Debt, Gross | $ 8,856 | 8,856 |
Stated Interest Rate | 1.00% | |
Notes Payable, Other Payables | ||
NOTES PAYABLE (Details) - Schedule of Debt [Line Items] | ||
Long-term Debt, Gross | $ 4,263 | 6,182 |
Notes Payable, Other Payables | Acquisitions | Minimum | ||
NOTES PAYABLE (Details) - Schedule of Debt [Line Items] | ||
Stated Interest Rate | 2.00% | |
Notes Payable, Other Payables | Acquisitions | Maximum | ||
NOTES PAYABLE (Details) - Schedule of Debt [Line Items] | ||
Stated Interest Rate | 3.00% | |
Notes Payable, Other Payables | Wells Fargo Syndicated Partner | ||
NOTES PAYABLE (Details) - Schedule of Debt [Line Items] | ||
Long-term Debt, Gross | $ 9,813 | $ 9,875 |
Stated Interest Rate | 5.25% |
NOTES PAYABLE - Schedule of D_2
NOTES PAYABLE - Schedule of Debt and Debt Issuance Costs (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Gross notes payable, current portion | $ 12,024 | $ 12,388 |
Gross notes payable, net of current portion | 10,908 | 12,525 |
Long-term Debt, Gross | 22,932 | 24,913 |
Debt issuance costs and debt discount, current portion | (123) | (78) |
Debt issuance costs and debt discount, net of current portion | (226) | (300) |
Debt Issuance Costs and Debt Discount | (349) | (378) |
Net notes payable, current portion | 11,901 | 12,310 |
Net notes payable, net of current portion | 10,682 | 12,225 |
Net Notes Payable | 22,583 | 24,535 |
Pinnacle Bank | ||
Debt Instrument [Line Items] | ||
Long-term Debt, Gross | 8,856 | 8,856 |
Debt issuance costs and debt discount, current portion | 0 | 0 |
Debt issuance costs and debt discount, net of current portion | 0 | 0 |
Loans payable to bank, current | 8,358 | 6,866 |
Notes payable to bank, noncurrent | $ 498 | $ 1,989 |
NOTES PAYABLE - Schedule of Mat
NOTES PAYABLE - Schedule of Maturities of Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Disclosure [Abstract] | ||
2021 (remainder) | $ 10,407 | |
2022 | 3,400 | |
2023 | 500 | |
2024 | 8,625 | |
2025 | 0 | |
Long-term Debt, Gross | $ 22,932 | $ 24,913 |
NOTES PAYABLE - Narrative (Deta
NOTES PAYABLE - Narrative (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
NOTES PAYABLE (Details) [Line Items] | ||
Long-term line of credit | $ 0 | $ 0 |
Remaining borrowing capacity | 4,500,000 | 4,500,000 |
Medium-term Notes | Credit Amendment | ||
NOTES PAYABLE (Details) [Line Items] | ||
Maximum borrowing capacity | 10,000,000 | |
PPP Loan | Pinnacle Bank | Maximum | ||
NOTES PAYABLE (Details) [Line Items] | ||
Unforgiven debt | 3,250,000 | |
Monthly periodic payment | $ 185,000 | |
Revolving Credit Facility | Credit Amendment | ||
NOTES PAYABLE (Details) [Line Items] | ||
Maximum borrowing capacity | $ 5,000,000 |
CONTRACTS WITH CUSTOMERS AND _2
CONTRACTS WITH CUSTOMERS AND REVENUE CONCENTRATION (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
CONTRACTS WITH CUSTOMERS AND REVENUE CONCENTRATION (Details) [Line Items] | |||
Allowance for doubtful accounts | $ 1,909 | $ 2,194 | |
Receivables, net of allowances | 3,873 | 3,354 | |
Deferred commission costs from contract with customers | 4,128 | $ 3,792 | |
Amortization of deferred sales commissions | 232 | $ 249 | |
Deferred revenue | 3,406 | $ 2,704 | |
Revenue expected from remaining performance obligations | $ 24,563 | ||
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-04-01 | |||
CONTRACTS WITH CUSTOMERS AND REVENUE CONCENTRATION (Details) [Line Items] | |||
Percentage of revenue expected from remaining performance obligation | 65.00% | ||
Expected timing for remaining performance obligation (in months) | 12 months | ||
Accounts Receivable | |||
CONTRACTS WITH CUSTOMERS AND REVENUE CONCENTRATION (Details) [Line Items] | |||
Concentration risk percentage | 5.00% | 0.00% |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | Mar. 31, 2021 | Dec. 31, 2020 |
LEASES (Details) [Line Items] | ||
Operating lease, weighted average discount rate, percent | 8.00% | 9.00% |
Minimum | ||
LEASES (Details) [Line Items] | ||
Operating lease, term of contract (in years) | 1 year | |
Maximum | ||
LEASES (Details) [Line Items] | ||
Operating lease, term of contract (in years) | 10 years | |
Building | ||
LEASES (Details) [Line Items] | ||
Operating lease, weighted average remaining lease term (in years) | 5 years | 6 years |
LEASES - Rent Expense Component
LEASES - Rent Expense Components (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 570 | $ 552 |
Sublease income | (11) | (48) |
Net rent expense | $ 559 | $ 504 |
LEASES - Lessee, Operating Leas
LEASES - Lessee, Operating Lease, Disclosure (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Cash paid for amounts included in the measurement of lease liabilities: | ||
Operating cash outflows from operating leases | $ 609 | $ 573 |
Non-cash operating activities: | ||
Operating lease assets obtained in exchange for new operating lease liabilities | $ 325 | $ 0 |
LEASES - Lessee, Operating Le_2
LEASES - Lessee, Operating Lease, Liability, Maturity (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Leases [Abstract] | |
2021 (remainder) | $ 1,854 |
2022 | 1,949 |
2023 | 1,256 |
2024 | 1,037 |
2025 | 828 |
Thereafter | 1,803 |
Total minimum lease payments | 8,727 |
Less imputed interest | (1,666) |
Total lease liabilities | $ 7,061 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021USD ($)plan$ / sharesshares | Mar. 31, 2020USD ($)shares | |
Share-based Payment Arrangement [Abstract] | ||
Number of active equity plans | plan | 1 | |
Shares available for issuance (in shares) | 2,350,000 | |
Options outstanding (in shares) | 1,465,985 | |
Options outstanding weighted average exercise price (in Dollars per share) | $ / shares | $ 7.89 | |
Options granted (in shares) | 307,500 | |
Options granted exercise price (in USD per share) | $ / shares | $ 7.53 | |
Award vesting period (in years) | 3 years | |
Restricted stock outstanding (in shares) | 388,273 | |
Shares available for grant (in shares) | 1,008,506 | |
Shares based compensation | $ | $ 626 | $ 438 |
Stock issued upon option exercise and vesting of restricted stock units (in shares) | 19,709 | 19,317 |
Restricted stock issued during period, net of forfeitures (in shares) | 34,920 | 9,944 |
NET LOSS PER SHARE - Narrative
NET LOSS PER SHARE - Narrative (Details) - shares | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Equity Option | ||
NET LOSS PER SHARE (Details) [Line Items] | ||
Antidilutive securities excluded from computation of earnings per share (in shares) | 1,854,000 | 1,264,000 |
NET LOSS PER SHARE - Components
NET LOSS PER SHARE - Components of Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Net loss | $ (1,598) | $ (1,767) |
Weighted-average shares of common stock outstanding, basic (in shares) | 19,007,000 | 15,727,000 |
Weighted-average shares of common stock outstanding, diluted (in shares) | 19,007,000 | 15,727,000 |
Basic loss per share (in USD per share) | $ (0.08) | $ (0.11) |
Diluted loss per share (in USD per share) | $ (0.08) | $ (0.11) |