Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 28, 2019 | Jun. 30, 2018 | |
Document And Entity Information [Abstract] | |||
Entity Registrant Name | MoSys, Inc. | ||
Entity Central Index Key | 0000890394 | ||
Trading Symbol | MOSY | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Amendment Flag | false | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity Public Float | $ 13,947,204 | ||
Entity Common Stock, Shares Outstanding | 43,121,730 | ||
Document Fiscal Year Focus | 2018 | ||
Document Fiscal Period Focus | FY |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 7,104 | $ 3,868 |
Accounts receivable | 1,622 | 1,681 |
Inventories | 1,148 | 1,766 |
Prepaid expenses and other | 923 | 1,347 |
Total current assets | 10,797 | 8,662 |
Property and equipment, net | 279 | 827 |
Goodwill | 420 | 13,276 |
Intangible assets, net | 111 | |
Other | 260 | 263 |
Total assets | 11,756 | 23,139 |
Current liabilities | ||
Accounts payable | 236 | 170 |
Deferred revenue | 273 | 3,938 |
Accrued expenses and other | 1,402 | 2,507 |
Total current liabilities | 1,911 | 6,615 |
Long-term liabilities | 17 | 18 |
Convertible notes payable | 2,671 | 9,160 |
Total liabilities | 4,599 | 15,793 |
Commitments and contingencies (Note 9) | ||
Stockholders’ equity | ||
Preferred stock, $0.01 par value; 20,000 shares authorized; none issued and outstanding | ||
Common stock, $0.001 par value; 120,000 shares authorized; 42,967 shares and 8,068 shares issued and outstanding at December 31, 2018 and December 31, 2017, respectively | 43 | 8 |
Additional paid-in capital | 242,981 | 232,026 |
Accumulated deficit | (235,867) | (224,688) |
Total stockholders’ equity | 7,157 | 7,346 |
Total liabilities and stockholders’ equity | $ 11,756 | $ 23,139 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 20,000,000 | 20,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 120,000,000 | 120,000,000 |
Common stock, shares issued | 42,967,000 | 8,068,000 |
Common stock, shares outstanding | 42,967,000 | 8,068,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE LOSS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Net revenue | |||
Total net revenue | $ 16,600 | $ 8,842 | $ 6,024 |
Cost of net revenue | 6,346 | 4,694 | 3,075 |
Gross profit | 10,254 | 4,148 | 2,949 |
Operating expenses | |||
Research and development | 4,129 | 8,158 | 18,086 |
Selling, general and administrative | 4,095 | 4,702 | 5,693 |
Impairment of goodwill | 12,856 | 9,858 | |
Restructuring charges | 1,321 | 676 | |
Total operating expenses | 21,080 | 14,181 | 34,313 |
Loss from operations | (10,826) | (10,033) | (31,364) |
Interest expense | (582) | (927) | (687) |
Other income, net | 12 | 59 | 48 |
Loss before income tax provision (benefit) | (11,396) | (10,901) | (32,003) |
Income tax provision (benefit) | 13 | (233) | 45 |
Net loss | (11,409) | (10,668) | (32,048) |
Other comprehensive income, net of tax: | |||
Net unrealized gains on available-for-sale securities | 16 | ||
Comprehensive loss | $ (11,409) | $ (10,668) | $ (32,032) |
Net loss per share | |||
Basic and diluted | $ (0.74) | $ (1.45) | $ (4.86) |
Shares used in computing net loss per share | |||
Basic and diluted | 15,393 | 7,338 | 6,601 |
Product [Member] | |||
Net revenue | |||
Total net revenue | $ 15,053 | $ 7,833 | $ 4,604 |
Royalty and Other [Member] | |||
Net revenue | |||
Total net revenue | $ 1,547 | $ 1,009 | $ 1,420 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit |
Balance at Dec. 31, 2015 | $ 44,841 | $ 7 | $ 226,822 | $ (16) | $ (181,972) |
Balance (in shares) at Dec. 31, 2015 | 6,549 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Issuance of common stock for exercise of options, employee stock purchase plan and release of awards | 364 | 364 | |||
Issuance of common stock for exercise of options, employee stock purchase plan and release of awards (in shares) | 81 | ||||
Stock-based compensation | 2,155 | 2,155 | |||
Change in unrealized loss on available- for-sale investments | 16 | $ 16 | |||
Net loss | (32,048) | (32,048) | |||
Balance at Dec. 31, 2016 | 15,328 | $ 7 | 229,341 | (214,020) | |
Balance (in shares) at Dec. 31, 2016 | 6,630 | ||||
Increase (Decrease) in Stockholders' Equity | |||||
Issuance of common stock for exercise of options, employee stock purchase plan and release of awards | (20) | (20) | |||
Issuance of common stock for exercise of options, employee stock purchase plan and release of awards (in shares) | 113 | ||||
Issuance of common stock, net of issuance costs | 1,987 | $ 1 | 1,986 | ||
Issuance of common stock, net of issuance costs (in shares) | 1,325 | ||||
Stock-based compensation | 719 | 719 | |||
Net loss | (10,668) | (10,668) | |||
Balance at Dec. 31, 2017 | $ 7,346 | $ 8 | 232,026 | (224,688) | |
Balance (in shares) at Dec. 31, 2017 | 8,068 | 8,068 | |||
Increase (Decrease) in Stockholders' Equity | |||||
Cumulative effect of accounting change | $ 230 | 230 | |||
Issuance of common stock and warrants, net of issuance costs | 10,362 | $ 35 | 10,327 | ||
Issuance of common stock and warrants, net of issuance costs (in shares) | 34,600 | ||||
Issuance of common stock for exercise of options and release of awards | (46) | (46) | |||
Issuance of common stock for exercise of options release of awards (in shares) | 299 | ||||
Stock-based compensation | 674 | 674 | |||
Net loss | (11,409) | (11,409) | |||
Balance at Dec. 31, 2018 | $ 7,157 | $ 43 | $ 242,981 | $ (235,867) | |
Balance (in shares) at Dec. 31, 2018 | 42,967 | 42,967 |
CONSOLIDATED STATEMENTS OF ST_2
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Statement Of Stockholders Equity [Abstract] | ||
Issuance of common stock and warrants, issuance costs | $ 709 | $ 265 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net loss | $ (11,409) | $ (10,668) | $ (32,048) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | 598 | 747 | 998 |
Stock-based compensation | 674 | 719 | 2,155 |
Amortization of intangible assets | 111 | 112 | 111 |
Impairment of goodwill | 12,856 | 9,858 | |
Amortization of debt issuance costs | 30 | 45 | 37 |
Accrued interest | 551 | 898 | 650 |
(Gain) loss on disposal of assets | (12) | 4 | |
Changes in assets and liabilities | |||
Accounts receivable | 289 | (1,122) | 170 |
Inventories | 618 | (315) | 146 |
Prepaid expenses and other assets | 440 | (1,016) | 459 |
Accounts payable | 66 | (402) | (419) |
Deferred revenue and other liabilities | (4,489) | 3,435 | (64) |
Net cash provided by (used in) operating activities | 335 | (7,579) | (17,943) |
Cash flows from investing activities: | |||
Purchases of property and equipment | (50) | (300) | (646) |
Net proceeds from sale of assets | 12 | ||
Proceeds from sales and maturities of marketable securities | 2,604 | 50,486 | |
Purchases of marketable securities | (1,602) | (36,874) | |
Net cash provided by (used in) investing activities | (50) | 714 | 12,966 |
Cash flows from financing activities: | |||
Proceeds from sale of common stock and warrants, net of issuance costs | 10,362 | 1,967 | 364 |
Taxes paid to net share settle equity awards | (46) | ||
Proceeds from the issuance of notes payable, net of issuance costs | 7,877 | ||
Payments on long term debt | (7,365) | ||
Payments on capital lease obligations | (138) | ||
Net cash provided by financing activities | 2,951 | 1,967 | 8,103 |
Net increase (decrease) in cash and cash equivalents | 3,236 | (4,898) | 3,126 |
Cash and cash equivalents at beginning of year | 3,868 | 8,766 | 5,640 |
Cash and cash equivalents at end of year | 7,104 | 3,868 | 8,766 |
Supplemental disclosure: | |||
Issuance of convertible notes in settlement of accrued interest | 846 | 854 | 336 |
Cash paid for income taxes | $ 15 | $ 2 | $ 21 |
The Company and Summary of Sign
The Company and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
The Company and Summary of Significant Accounting Policies | Note 1: The Company and Summary of Significant Accounting Policies The Company MoSys, Inc. (the “Company”) was incorporated in California in September 1991 and reincorporated in September 2000 in Delaware. The Company’s strategy and primary business objective is to be an IP-rich fabless semiconductor company focused on the development and sale of integrated circuit (“IC”) products. Its Bandwidth Engine ICs combine the Company’s proprietary high-density embedded memory with its high-speed 10 gigabits per second and higher interface technology. The Company’s future success and ability to achieve and maintain profitability depends on its success in developing a market for its ICs. Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. The Company’s fiscal year ends on December 31 of each calendar year. Reverse Stock Split In February 2017, the Company effected a one-for-10 reverse stock split of its common stock. As a result of the reverse stock split, every ten shares of the Company’s pre-reverse split outstanding common stock were combined and reclassified into one share of common stock. Proportionate voting rights and other rights of common stock holders were not affected by the reverse stock split. No fractional shares were issued in connection with the reverse stock split; stockholders who would otherwise hold a fractional share of common stock received cash in an amount equal to the product obtained by multiplying (i) the closing sale price of the Company’s common stock on the effective date of the reverse stock split, by (ii) the number of shares of the Company’s common stock held by the stockholder that would otherwise have been exchanged for the fractional share interest. All stock options and restricted stock units outstanding and common stock reserved for issuance under the Company’s equity incentive plans immediately prior to the reverse stock split were adjusted by dividing the number of affected shares of common stock by 10 and, as applicable, multiplying the exercise price by 10, as a result of the reverse stock split. The common stock par value was adjusted to $0.001 in conjunction with the reverse stock split. All of the 2016 share numbers, share prices, and exercise prices have been adjusted, on a retroactive basis to reflect this 1-for-10 reverse stock split. Use of Estimates The preparation of financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses recognized during the reported period. Actual results could differ from those estimates. Cash Equivalents and Investments The Company has invested its excess cash in money market accounts, certificates of deposit, corporate debt, government-sponsored enterprise bonds and municipal bonds and considers all highly liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents. Investments with original maturities greater than three months and remaining maturities less than one year are classified as short-term investments. Investments with remaining maturities greater than one year are classified as long-term investments. Management generally determines the appropriate classification of securities at the time of purchase. All securities are classified as available-for-sale. The Company’s available-for-sale short-term and long-term investments are carried at fair value, with the unrealized holding gains and losses reported in accumulated other comprehensive loss. Realized gains and losses and declines in the value judged to be other-than-temporary are included in the other income, net line item in the consolidated statements of operations and comprehensive loss. The cost of securities sold is based on the specific identification method. Fair Value Measurements The Company measures the fair value of financial instruments using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: Level 1—Inputs used to measure fair value are unadjusted quoted prices that are available in active markets for the identical assets or liabilities as of the reporting date. Level 2—Pricing is provided by third party sources of market information obtained through the Company’s investment advisors, rather than models. The Company does not adjust for, or apply, any additional assumptions or estimates to the pricing information it receives from advisors. The Company’s Level 2 securities include cash equivalents and available-for-sale securities, which consisted primarily of certificates of deposit, corporate debt, and government agency and municipal debt securities from issuers with high-quality credit ratings. The Company’s investment advisors obtain pricing data from independent sources, such as Standard & Poor’s, Bloomberg and Interactive Data Corporation, and rely on comparable pricing of other securities because the Level 2 securities are not actively traded and have fewer observable transactions. The Company considers this the most reliable information available for the valuation of the securities. Level 3—Unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment are used to measure fair value. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. The determination of fair value for Level 3 investments and other financial instruments involves the most management judgment and subjectivity. Allowance for Doubtful Accounts The Company establishes an allowance for doubtful accounts to ensure that its trade receivables balances are not overstated due to uncollectibility. The Company performs ongoing customer credit evaluations within the context of the industry in which it operates and generally does not require collateral from its customers. A specific allowance of up to 100% of the invoice value is provided for any problematic customer balances. Delinquent account balances are written off after management has determined that the likelihood of collection is remote. The Company grants credit only to customers deemed creditworthy in the judgment of management. There was no allowance for doubtful accounts receivable as of December 31, 2018 and 2017. Inventory The Company values its inventories at the lower of cost, which approximates actual cost on a first-in, first-out basis, or net realizable value. The Company records inventory reserves for estimated obsolescence or unmarketable inventories based upon assumptions about future demand and market conditions. Once a reserve is established, it is maintained until the product to which it relates is sold or otherwise disposed of. If actual market conditions are less favorable than those expected by management, additional adjustment to inventory valuation may be required. Charges for obsolete and slow-moving inventories are recorded based upon an analysis of specific identification of obsolete inventory items and quantification of slow-moving inventory items. The Company recorded inventory write-downs during the years ended December 31, 2018 and 2017 of $0.1 million and $0.3 million, respectively, and no inventory write-downs during the year ended December 31, 2016. Property and Equipment Property and equipment are originally recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally three to five years. Depreciation is recorded in cost of sales and operating expenses in the consolidated statements of operations and comprehensive loss. Leasehold improvements and assets acquired through capital leases are amortized over the shorter of their estimated useful life or the lease term, and amortization is recorded in operating expenses in the consolidated statements of operations and comprehensive loss. Valuation of Long-lived Assets The Company evaluates the recoverability of long-lived assets with finite lives whenever events or changes in circumstances occur that indicate that the carrying value of the asset or asset group may not be recoverable. Finite-lived intangible assets are being amortized on a straight-line basis over their estimated useful lives of three to seven years. An impairment charge is recognized as the difference between the net book value of such assets and the fair value of such assets at the date of measurement. The measurement of impairment requires management to estimate future cash flows and the fair value of long-lived assets. Intangible Assets Intangible assets acquired in business combinations, referred to as purchased intangible assets, are accounted for based on the fair value of assets purchased and are amortized over the period in which economic benefit is estimated to be received. Goodwill The Company determines the amount of a potential goodwill impairment by comparing the fair value of the reporting unit with its carrying amount. To the extent the carrying value of a reporting unit exceeds its fair value, a goodwill impairment charge is recognized. The Company has determined that it has a single reporting unit for purposes of performing its goodwill impairment test. As the Company uses the market approach to determine the step one fair value, the price of its common stock is an important component of the fair value calculation. If the Company’s stock price continues to experience significant price and volume fluctuations, this will impact the fair value of the reporting unit, which can lead to potential impairment in future periods. The Company reviews goodwill for impairment on an annual basis or whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. The Company first assesses qualitative factors to determine whether it is more-likely-than-not that the fair value of the reporting unit is less than the carrying amount as a basis for determining whether it is necessary to perform an impairment test. If the qualitative assessment warrants further analysis, the Company compares the fair value of the reporting unit to its carrying value. The fair value of the reporting unit is determined using the market approach. If the fair value of the reporting unit exceeds the carrying value of net assets of the reporting unit, goodwill is not impaired. If the carrying value of the reporting unit’s goodwill exceeds its fair value, then the Company must record an impairment charge equal to the difference. Impairments During the fourth quarter of 2016, the Company concluded a triggering event had occurred due to a sustained decrease in the price per share of its common stock and related reduced market capitalization. The Company performed the first step of the impairment test to identify potential goodwill impairment, and the test results indicated the goodwill carrying value was greater than its fair value. The Company then performed a step-two analysis to compare the carrying amount of goodwill to the implied fair value of the goodwill, and the Company determined the estimated fair values of the assets and liabilities of its single reporting unit. The fair values of the assets and liabilities identified in the impairment test were determined using the combination of the income approach and the market approach. The implied fair value of goodwill was measured as the excess of the fair value of the Company’s single reporting unit over the fair value of its assets and liabilities. As a result of the step-two test, the Company recorded a non-cash impairment charge of $9.9 million during the fourth quarter of 2016. The Company performed its annual test for goodwill impairment as of September 1, 2018, and, the test results indicated the goodwill carrying value was greater than its implied fair value. Further, the Company concluded a triggering event had occurred due to the sustained decrease in the price per share of its common stock and related reduced market capitalization as of September 30, 2018 and performed an additional test for impairment resulting in further indication that the goodwill carrying value was still greater than its implied fair value. As a result of both of these tests, the Company recorded non-cash impairment charges totaling $3.2 million during the third quarter of 2018. As of December 31, 2018, the Company concluded a triggering event had occurred due to the sustained decrease in the price per share of its common stock and related reduced market capitalization and performed an additional test for impairment resulting in further indication that the goodwill carrying value was still greater than its implied fair value. As a result, the Company recorded a non-cash impairment charge of $9.7 million during the fourth quarter of 2018. Revenue Recognition On January 1, 2018, the Company adopted Financial Accounting Standards Board (“ Revenue from Contracts with Customers Under this transition method, results for reporting periods beginning January 1, 2018 or later are presented under ASC 606, while prior period results continue to be reported in accordance with previous guidance. As described below, the analysis of contracts under ASC 606 supports the recognition of revenue at a point in time, resulting in revenue recognition timing that is materially consistent with the Company’s historical practice of recognizing product revenue when title and risk of loss pass to the customer. Revenue is recognized when control over a product or service is transferred to a customer. Revenue is measured at the transaction price which is based on the amount of consideration that the Company expects to receive in exchange for transferring the promised goods or services to the customer and excludes any amounts collected on behalf of third parties. The Company enters into contracts that may include both products and services, which are generally capable of being distinct and accounted for as separate performance obligations. The Company does not have significant financing components, as payments from customers are typically due within 60 days of invoicing, and the Company has elected the practical expedient to net value financing components that are less than one year. Shipping and handling costs are generally incurred by the customer, and, therefore, are not recorded as revenue. The following table summarizes the cumulative effect of the changes to the Company’s unaudited consolidated balance sheet as of January 1, 2018 due to the adoption of ASC 606 (in thousands): Balance as of December Adjustments due to ASC 606 Balance as of January 1, 2018 Assets Accounts receivable, net $ 1,681 $ 230 $ 1,911 Equity Accumulated deficit $ (224,688 ) $ 230 $ (224,458 ) The following tables summarize the current-period impacts of adopting ASC 606 on the Company’s unaudited consolidated balance sheet and statement of operations and comprehensive loss (in thousands): December 31, 2018 As Reported Effect of adoption Balances adoption of ASC 606 Assets Accounts receivable, net $ 1,622 $ (220 ) $ 1,402 Equity Accumulated deficit $ (235,867 ) $ (220 ) $ (236,087 ) For the Year Ended December 31, 2018 As Reported Effect of adoption Balances without adoption of ASC 606 Product sales $ 15,053 $ — $ 15,053 Royalty and other 1,547 10 1,557 Cost of net revenue 6,346 — 6,346 Operating expenses 21,080 — 21,080 Interest expense (582 ) — (582 ) Other income, net 12 — 12 Income tax provision 13 — 13 Net loss $ (11,409 ) $ 10 $ (11,399 ) Net loss per share: Basic and diluted $ (0.74 ) $ — $ (0.74 ) Additionally, as a result of the adoption of ASC 606, the Company changed its accounting policy for revenue recognition. Accounting Policy – Revenue Recognition The Company generates revenue primarily from sales of IC products and licensing of its intellectual property. Revenues are recognized when control is transferred to customers in amounts that reflect the consideration the Company expects to be entitled to receive in exchange for those goods. Revenue recognition is evaluated through the following five steps: (i) identification of the contract, or contracts, with a customer; (ii) identification of the performance obligations in the contract; (iii) determination of the transaction price; (iv) allocation of the transaction price to the performance obligations in the contract; and (v) recognition of revenue when or as a performance obligation is satisfied. IC products Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied. The majority of the Company's contracts have a single performance obligation to transfer products. Accordingly, the recognizes revenue when title and risk of loss have been transferred to the customer, generally at the time of shipment of products. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products and is generally based upon a negotiated, formula, list or fixed price. The Company its and generally under agreements with payment terms typically 60 days or less. The Company may record an estimated allowance, at the time of shipment, for future returns and other charges against revenue consistent with the terms of sale. Royalty and other The Company’s licensing contracts typically provide for royalties based on the licensee’s use of the Company’s memory technology in its currently shipping commercial products. With the adoption of ASC 606 in January 2018, the Company estimates its royalty revenue in the calendar quarter in which the licensee uses the licensed technology. Payments are received in the subsequent quarter. Contract liabilities – deferred revenue The Company’s contract liabilities consist of advance customer payments and deferred revenue. The Company classifies advance customer payments and deferred revenue as current or non-current based on the timing of when the Company expects to recognize revenue. As of December 31, 2018, contract liabilities were in a current position and included in deferred revenue. During the twelve months ended December 31, 2018, the Company recognized revenue of $3.9 million that had been included in deferred revenue at December 31, 2017. See Note 8 for disaggregation of revenue by geography. Cost of Net Revenue Cost of net revenue consists primarily of direct and indirect costs of IC product sales and engineering personnel costs directly related to maintenance and support services specified in licensing agreements. Maintenance and support typically include engineering support to assist in the commencement of production of a licensee’s products. Advertising Costs Advertising costs are expensed as incurred. Advertising costs were not significant in the years ended December 31, 2018, 2017 and 2016. Research and Development Engineering costs are recorded as research and development expense in the period incurred. Stock-Based Compensation The Company recognizes stock-based compensation for awards on a straight-line basis over the requisite service period, usually the vesting period, based on the grant-date fair value. The Company records stock-based compensation expense for stock options granted to non-employees, excluding non-employee directors, based upon the estimated then-current fair value of the equity instrument using the Black-Scholes pricing model. Assumptions used to value the equity instruments are consistent with equity instruments issued to employees. The Company charges the value of the equity instrument to earnings over the term of the service agreement and the unvested shares underlying the option are subject to periodic revaluation over the remaining vesting period. Per Share Amounts Basic net loss per share is computed by dividing net loss for the period by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share gives effect to all potentially dilutive common shares outstanding during the period. Potentially dilutive common shares consist of incremental shares of common stock issuable upon the exercise of stock options, vesting of stock awards and purchases under the employee stock purchase plan, conversion of convertible debt and exercise of warrants. The following table sets forth securities outstanding which were excluded from the computation of diluted net loss per share as their inclusion would be anti-dilutive (in thousands): December 31, 2018 2017 2016 Options outstanding to purchase common Stock 337 307 522 Employee stock purchase plan — — 44 Unvested restricted common stock units 272 376 148 Convertible debt 4,671 1,081 926 Outstanding warrants 39,884 663 — Total 45,164 2,427 1,640 Income Taxes The Company determines deferred tax assets and liabilities based upon the differences between the financial statement and tax bases of the Company’s assets and liabilities using tax rates in effect for the year in which the Company expects the differences to affect taxable income. A valuation allowance is established for any deferred tax assets for which it is more likely than not that all or a portion of the deferred tax assets will not be realized. The Company files U.S. federal and state and foreign income tax returns in jurisdictions with varying statutes of limitations. The 2014 through 2018 tax years generally remain subject to examination by U.S. federal and state tax authorities, and the 2010 through 2018 tax years generally remain subject to examination by foreign tax authorities. As of December 31, 2018, the Company did not have any material unrecognized tax benefits nor expect its unrecognized tax benefits to change significantly over the next 12 months. The Company recognizes interest related to unrecognized tax benefits as income tax expense and penalties related to unrecognized tax benefits as other income and expense. During the years ended December 31, 2018, 2017 and 2016, the Company did not recognize any interest or penalties related to unrecognized tax benefits. Comprehensive Loss Comprehensive loss includes unrealized gains and losses on available-for-sale securities. Realized gains and losses on available-for-sale securities are reclassified from accumulated other comprehensive loss and included in other income, net in the consolidated statements of operations and comprehensive loss. All amounts recorded were not significant in the years ended December 31, 2018, 2017 and 2016. Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02 (“ASU 2016-02”), Leases The Company currently has identified one lease impacted by the adoption of this standard. A right of use asset and lease liability will be established for this operating lease. Because the remaining term of the lease at the time of adoption is only 22 months, the impact to both the statement of operations and the statement of cash flows for the initial measurement at present value and the amortization required in subsequent periods is not expected to differ materially from the Company’s current practice. |
Consolidated Balance Sheet Deta
Consolidated Balance Sheet Detail | 12 Months Ended |
Dec. 31, 2018 | |
Consolidated Balance Sheets And Statements Of Operations Components Disclosure [Abstract] | |
Consolidated Balance Sheets and Statements of Operations and Comprehensive Loss Components | Note 2: Consolidated Balance Sheet Detail December 31, 2018 2017 (in thousands) Inventories: Work-in-process $ 548 $ 1,612 Finished goods 600 154 $ 1,148 $ 1,766 Prepaid expenses and other: Prepaid IC material and production costs $ 620 $ 1,107 Prepaid insurance 128 115 Prepaid software 28 38 Refundable tax 86 4 Other 61 83 $ 923 $ 1,347 Property and equipment, net: Equipment, furniture and fixtures and leasehold improvements $ 4,486 $ 4,478 Acquired software 123 296 4,609 4,774 Less: Accumulated depreciation and amortization (4,330 ) (3,947 ) $ 279 $ 827 Intangible assets, net: Identifiable intangible assets were (dollar amounts in thousands): December 31, 2017 Gross Net Life Carrying Accumulated Carrying (years) Amount Amortization Amount Patent license 7 $ 780 $ 669 $ 111 Amortization expense has been included in research and development expense in the consolidated statements of operations and comprehensive loss. The identifiable intangible asset shown above was fully amortized during 2018. Accrued expenses and other: December 31, 2018 2017 (in thousands) Accrued wages and employee benefits $ 327 $ 616 Customer advance 300 — Professional fees, legal and consulting 178 182 IC development and wafer purchase costs 90 335 Warranty accrual 73 64 Interest payable 51 346 Corporate taxes 21 153 Accrued restructuring liabilities — 478 Other 362 333 $ 1,402 $ 2,507 As of December 31, 2018 and 2017, the amounts in long-term liabilities comprised deferred rent. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Note 3: Fair Value of Financial Instruments The estimated fair values of financial instruments outstanding were (in thousands): December 31, 2018 Unrealized Unrealized Fair Cost Gains Losses Value Cash and cash equivalents $ 7,104 $ — $ — $ 7,104 December 31, 2017 Unrealized Unrealized Fair Cost Gains Losses Value Cash and cash equivalents $ 3,868 $ — $ — $ 3,868 The unrealized losses from available-for-sale securities as of December 31, 2018 and 2017 were not material. The following table represents the Company’s fair value hierarchy for its financial assets (cash equivalents and investments) as of December 31, 2018 and 2017 (in thousands): December 31, 2018 Fair Value Level 1 Level 2 Level 3 Money market funds $ 632 $ 632 $ — $ — December 31, 2017 Fair Value Level 1 Level 2 Level 3 Money market funds $ 621 $ 621 $ — $ — There were no transfers in or out of Level 1 and Level 2 securities during the years ended December 31, 2018 and 2017. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 4: Income Taxes The income tax provision (benefit) consisted of the following (in thousands): Year Ended December 31, 2018 2017 2016 Current portion: State $ 2 $ 3 $ 3 Foreign 11 7 42 13 10 45 Deferred portion: Federal — (243 ) — $ 13 $ (233 ) $ 45 In December 2017, the Tax Cuts and Jobs Act (“the Act”) was signed into law making significant changes to the Internal Revenue Code of 1986, as amended (the “IRC”). Changes included, but are not limited to, reducing the U.S. federal corporate tax rate from 35.0% to 21.0% as of January 1, 2018 and repealing the alternative minimum tax (“AMT”) for tax years beginning in 2018 Income tax effects resulting from changes in tax laws are accounted for by the Company in accordance with the authoritative guidance, which requires that these tax effects be recognized in the period in which the law is enacted and the effects are recorded as a component of provision for income taxes from continuing operations. Under the Act, $0.2 million in federal AMT tax paid by the Company for 2011 is now refundable through 2022 subject to limitations by year, and was recorded as a deferred tax asset in 2017. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred tax assets and liabilities were (in thousands): Year Ended December 31, 2018 2017 Deferred tax assets: Federal and state loss carryforwards $ 681 $ 49,533 Reserves, accruals and other 230 391 Depreciation and amortization 1,901 1,100 Deferred stock-based compensation 2,571 2,483 Research and development credit carryforwards 6,537 15,487 Foreign tax and other credits 242 513 Total deferred tax assets 12,162 69,507 Deferred tax liabilities: Acquired intangible assets and other — 408 Less: Valuation allowance (11,920 ) (68,857 ) Net deferred tax assets $ 242 $ 242 The valuation allowance decreased by $20.6 million for the year ended December 31, 2017. The $56.9 million decrease in valuation allowance for the year ended December 31, 2018 was primarily the result of the significant reduction of the deferred tax assets previously recognized related to the utilization of net operating loss and tax credit carryforwards. Utilization of the Company’s net operating losses (“NOLs”) and tax credit carryforwards is subject to a substantial annual limitation due to the ownership change limitations provided by the IRC and similar state provisions. Section 382 of the IRC (“Section 382”) imposes limitations on a corporation’s ability to utilize its NOL and tax credit carryforwards, if it experiences an “ownership change.” In general terms, an ownership change may result from transactions increasing the ownership percentage of certain stockholders in the stock of the corporation by more than 50% over a three-year period. In the event of an ownership change, utilization of the NOLs would be subject to an annual limitation under Section 382 determined by multiplying the value of the Company’s stock at the time of the ownership change by the applicable long-term tax-exempt rate. While a formal study has not been performed, the Company believes that a Section 382 ownership change occurred as a result of the financing effected in October 2018 (see Note 6). The Company believes this Section 382 limitation will result in approximately 98% of the federal and state NOLs expiring before they can be utilized, and approximately 100% of the federal tax credit carryforwards expiring before they can be utilized. As of December 31, 2018, the Company had NOLs of approximately $196.4 million for federal income tax purposes and approximately $119.9 million for state income tax purposes. Only approximately $2.5 million of the federal NOLs and $2.2 million of the state NOLs are expected to be available before expiration due to the Section 382 limitation. These NOLs are available to reduce future taxable income and expire at various times from 2025 through 2037. The Company also had federal research and development tax credit carryforwards of approximately $9.0 million, which will begin expiring in 2019, and California research and development credits of approximately $8.2 million, which do not have an expiration date. A reconciliation of income taxes provided at the federal statutory rate (21% for 2018 and 35% for each of 2017 and 2016) to the actual income tax provision is as follows (in thousands): Year Ended December 31, 2018 2017 2016 Income tax benefit computed at U.S. statutory rate $ (2,393 ) $ (3,815 ) $ (11,229 ) State income tax (net of federal benefit) 2 3 3 Foreign income tax at rate different from U.S. statutory rate 12 3 (7 ) Research and development credits (194 ) (480 ) (981 ) Stock-based compensation — (40 ) 75 Amortization of intangible assets (60 ) (100 ) (100 ) Goodwill impairment 1,482 — 1,856 Federal tax rate reduction — (26,617 ) — Valuation allowance changes affecting tax provision 1,158 30,811 10,022 Other 6 2 406 Income tax (benefit) provision $ 13 $ (233 ) $ 45 The domestic and foreign components of loss before income tax provision were (in thousands): Year Ended December 31, 2018 2017 2016 U.S. $ (11,353 ) $ (11,063 ) $ (31,115 ) Non-U.S. (43 ) 162 (888 ) $ (11,396 ) $ (10,901 ) $ (32,003 ) |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | Note 5: Stock-Based Compensation Equity Compensation Plans Common Stock Option Plans In 2000, the Company adopted the 2000 Stock Plan, which was amended in 2004 (“Amended 2000 Plan”), and terminated in 2010. As of December 31, 2018, no options were available for future issuance under the Amended 2000 Plan, as the remaining options outstanding under the Amended 2000 Plan expired in June 2016. In June 2010, the Company’s stockholders approved the 2010 Equity Incentive Plan, which was amended and restated in 2014 and amended again in 2017 and 2018 (“Amended 2010 Plan”). The Amended 2010 Plan authorizes the board of directors or the compensation committee of the board of directors to grant a broad range of awards, including stock options, stock appreciation rights, restricted stock, performance-based awards, and restricted stock units. Under the Amended 2010 Plan, 400,000 shares were initially reserved for issuance. In June 2014, December 2017 and December 2018, the Company’s stockholders approved to the Amended 2010 Plan to increase the number of shares reserved for issuance by 150,000, 200,000 and 4,000,000 shares, respectively. In addition, the terms of the Amended 2010 Plan provide for an automatic annual increase in the share reserve of 50,000 on January 1 of each year. The Amended 2010 Plan has a 10-year term and provides for annual option grants or other awards to non-employee directors to acquire up to 40,000 shares and for a one-time grant of an option or other award to a non-employee director to acquire up to 120,000 shares upon initial appointment or election to the board of directors. The term of options granted under the Amended 2010 Plan may not exceed ten years. The term of all incentive stock options granted to a person who, at the time of grant, owns stock representing more than 10% of the voting power of all classes of the Company’s stock may not exceed five years. The exercise price of stock options granted under the Amended 2010 Plan must be at least equal to the fair market value of the shares on the date of grant. Generally, options granted under the Amended 2010 Plan will vest over a four-year period and will have a six or ten-year term. In addition, the Amended 2010 Plan provides for automatic acceleration of vesting for options granted to non-employee directors upon a change of control of the Company. The Amended 2000 Plan and Amended 2010 Plan are referred to collectively as the “Plans.” The Company may also award shares to new employees outside the Plans, as material inducements to the acceptance of employment with the Company, as permitted under the Listing Rules of the Nasdaq Stock Market. These awards must be approved by the compensation committee of the board of directors, a majority of the independent directors or, below a specified share level, by an authorized executive officer. As of December 31, 2018 and 2017, no such awards were outstanding. Employee Stock Purchase Plan In June 2010, the Company’s stockholders approved the 2010 Employee Stock Purchase Plan (“ESPP”). A total of 200,000 shares of common stock were initially reserved for issuance under the ESPP in 2010. On September 1, 2010, the Company commenced the first offering period under the ESPP. In May 2015, the Company’s stockholders approved an amendment increasing the number of shares reserved for issuance by 200,000 shares. The ESPP, which is intended to qualify under Section 423 of the IRC, is administered by the board of directors or the compensation committee of the board of directors. The ESPP provides that eligible employees may purchase up to $25,000 worth of the Company’s common stock annually over the course of two six-month offering periods. The purchase price to be paid by participants is 85% of the price per share of the Company’s common stock either at the beginning or the end of each six-month offering period, whichever is less. On February 29, 2016, approximately 37,300 shares of common stock were issued at an aggregate purchase price of $197,000 under the ESPP. On August 31, 2016, approximately 31,900 shares of common stock were issued at an aggregate purchase price of $167,000 under the ESPP. In February 2017, the Company’s board of directors canceled the ESPP purchase period that began September 1, 2016 and directed the Company to refund outstanding payroll contributions. As of December 31, 2018, there were approximately 150,000 shares authorized and unissued under the ESPP. Stock-Based Compensation Expense The unamortized compensation cost, net of expected forfeitures, as of December 31, 2018 was $0.3 million related to stock options and is expected to be recognized as expense over a weighted average period of approximately 0.8 years. The unamortized compensation cost, net of expected forfeitures, as of December 31, 2018 was $0.1 million related to restricted stock units and is expected to be recognized as expense over a weighted average period of approximately 0.3 years. For the year ended December 31, 2018, the fair value of options and awards vested was approximately $0.7 million. The Company is required to present the tax benefits resulting from tax deductions in excess of the compensation cost recognized from the exercise of stock options as financing cash flows in the consolidated statements of cash flows. For the years ended December 31, 2018, 2017 and 2016, there were no such tax benefits associated with the exercise of stock options. Valuation Assumptions and Expense Information for Stock-based Compensation The fair value of the Company’s share-based payment awards for the years ended December 31, 2018, 2017 and 2016 was estimated on the grant dates using the Black-Scholes valuation option-pricing model with the following assumptions: Year Ended December 31, 2018 2017 2016 Risk-free interest rate 2.2% 1.6% - 1.8% 1% - 2.1% Volatility 109.5% 70.2% - 101.5% 61.4% - 65.0% Expected life (years) 4.0 4.0 3.0 - 5.0 Dividend yield 0 % 0 % 0 % The risk-free interest rate was derived from the Daily Treasury Yield Curve Rates as published by the U.S. Department of the Treasury as of the grant date for terms equal to the expected terms of the options. The expected volatility was based on the historical volatility of the Company’s stock price over the expected term of the options. The expected term of options granted was derived from historical data based on employee exercises and post-vesting employment termination behavior. A dividend yield of zero is applied because the Company has never paid dividends and has no intention to pay dividends in the near future. The stock-based compensation expense recorded is adjusted based on estimated forfeiture rates. An annualized forfeiture rate has been used as a best estimate of future forfeitures based on the Company’s historical forfeiture experience. The stock-based compensation expense will be adjusted in later periods if the actual forfeiture rate is different from the estimate. Common Stock Options and Restricted Stock A summary of stock option and restricted stock unit (“RSU”) award activity under the Plans is presented below (in thousands, except exercise price): Options outstanding Weighted Shares Average Available Number of Exercise for Grant Shares Prices Balance at January 1, 2016 106 675 $ 35.10 Additional shares authorized under the Plan 50 — — RSUs granted (144 ) — — RSUs cancelled and returned to the Plan 7 — — Options granted (384 ) 384 $ 6.96 Options cancelled and returned to the Plan 479 (479 ) $ 35.64 Options cancelled and expired — (58 ) $ 44.80 Balance at December 31, 2016 114 522 $ 13.88 Additional shares authorized under the Plan 250 — — RSUs granted (407 ) — — RSUs cancelled and returned to the Plan 59 — — Options granted (160 ) 160 $ 0.76 Options cancelled and returned to the Plan 375 (375 ) $ 15.69 Balance at December 31, 2017 231 307 $ 4.81 Additional shares authorized under the Plan 4,050 — — RSUs granted (268 ) — — RSUs cancelled and returned to the Plan 24 — — Options granted (40 ) 40 $ 1.28 Options cancelled and returned to the Plan 10 (10 ) $ 11.63 Balance at December 31, 2018 4,007 337 $ 4.19 In 2016, the Company initiated a one-time option exchange program pursuant to which employees (excluding the chief executive officer and non-employees, including members of the Company’s board of directors) who held certain options to purchase shares of the Company’s common stock (such options, eligible options) were given the opportunity to exchange such eligible options for a lesser number of replacement options with a lower exercise price. Upon the expiration of the option exchange program on August 23, 2016, the Company accepted for cancellation exchanged options to purchase an aggregate of 456,995 shares of common stock and issued replacement options covering 334,027 shares of common stock from the Amended 2010 Plan. The exchanged eligible options included options to purchase 113,531 shares of the Company’s common stock, which were originally inducement grants. The replacement options have an exercise price of $7.20 per share and vest monthly over three years. This one-time option exchange was treated as a modification for accounting purposes and resulted in incremental expense of approximately $926,000, which was calculated using the Black-Scholes option pricing model. The incremental expense and the unamortized expense remaining on the exchanged options are being amortized over the three-year vesting period of the replacement options. A summary of RSU activity under the Plans is presented below (in thousands, except fair value): Weighted Average Number of Grant-Date Shares Fair Value Non-vested shares at January 1, 2016 24 $ 47.17 Granted 144 $ 5.30 Vested (12 ) $ 46.06 Cancelled (8 ) $ 15.67 Non-vested shares at December 31, 2016 148 $ 8.13 Granted 407 $ 0.93 Vested (120 ) $ 5.76 Cancelled (59 ) $ 5.04 Non-vested shares at December 31, 2017 376 $ 1.58 Granted 268 $ 0.89 Vested (348 ) $ 1.34 Cancelled (24 ) $ 1.21 Non-vested shares at December 31, 2018 272 $ 1.22 The total intrinsic value of the RSUs outstanding as of December 31, 2018 was The following table summarizes significant ranges of outstanding and exercisable options as of December 31, 2018 (in thousands, except contractual life and exercise price): Options Outstanding Options Exercisable Weighted Average Remaining Weighted Weighted Contractual Average Average Aggregate Number Life Exercise Number Exercise Intrinsic Range of Exercise Price Outstanding (in Years) Price Exercisable Price value $0.75 - $1.27 159 4.80 $ 0.75 53 $ 0.75 $ — $1.28 - $7.19 51 5.40 $ 2.09 22 $ 2.85 $ — $7.20 - $20.49 108 7.29 $ 7.20 84 $ 7.20 $ — $20.50 - $46.20 19 6.19 $ 21.53 19 $ 21.55 $ — $0.75 - $46.20 337 5.77 $ 4.19 178 $ 6.25 $ — Vested and expected to vest 303 5.85 $ 4.52 $ — Exercisable 178 6.11 $ 6.25 $ — There were no stock options exercised during the years ended December 31, 2018, 2017, or 2016. The intrinsic value of outstanding options as of December 31, 2018 was zero. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Stockholders Equity Note [Abstract] | |
Stockholders' Equity | Note 6: Stockholders’ Equity In July 2017, the Company sold to certain institutional investors an aggregate of 1,325,000 shares of common stock at a purchase price of $1.70 per share, for aggregate proceeds to the Company of $1,987,000, net of transaction expenses. In a concurrent private placement, the Company also sold to each of the purchasers a warrant to purchase one half of a share of the common stock for each share purchased for cash in the offering, pursuant to a common stock purchase warrant, by and between the Company and each Purchaser (each, a “Warrant,” and collectively, the “Warrants”) representing in the aggregate rights to purchase 662,500 shares of common stock at the exercise price. The Warrants became exercisable on January 6, 2018 at an exercise price of $2.35 per share and will expire on January 6, 2023. On October 4, 2018, the Company completed a public offering of securities registered under an effective registration statement filed pursuant to the Securities Act of 1933, as amended. The gross proceeds from the offering were approximately $11.1 million of which $7.4 million was used to pay a portion of the principal amount of the Notes (see Note 11). In the offering, the Company sold 36,910,809 units, consisting of 8,065,000 common units, at a price to the public of $0.30 per unit, and 28,845,809 pre-funded units, at a price to the public of $0.30 per unit. Each common unit consisted of one share of common stock and a warrant to purchase one share of common stock (“common stock warrant”), and each pre-funded unit consisted of a pre-funded warrant to purchase one share of common stock for $0.001 per share and a common stock warrant. The common stock warrants were immediately exercisable at an exercise price of $0.30 per share (subject to adjustment) and expire on October 4, 2023. By their terms, the common stock warrants cannot be exercised at any time that the warrant holder would beneficially own, after such exercise, more than 9.99% of the outstanding shares of common stock. The common stock warrants are subject to adjustment, if, at any time while the common stock warrants are outstanding, the Company sells or grants any option to purchase, or sells or grants any right to reprice, or otherwise dispose of or issue (or announce any offer, sale, grant or any option to purchase or other disposition) any common stock or common stock equivalents, at an effective price per share that is less than the exercise price then in effect, the applicable exercise price shall be reduced, but not below $0.12 per share (subject to adjustment for reverse and forward stock splits, recapitalizations and similar transactions). The exercise price adjustment provisions of the common stock warrants do not apply to certain ordinary course of business transactions, such as awards of equity securities to employees of the Company, and conversions or exercises of currently outstanding securities previously issued by the Company. As of December 31, 2018, 2,310,776 pre-funded warrants and 36,910,809 common stock warrants remained outstanding and exercisable. Stockholder Rights Plan On November 10, 2010, the Company executed a rights agreement in connection with the declaration by the Company’s board of directors of a dividend of one preferred stock purchase right (a Right) to be paid on November 10, 2010 (the Record Date) for each share of the Company’s common stock issued and outstanding at the close of business on the Record Date. Each Right entitles the registered holder to purchase one one-thousandth of a share of Series AA Preferred Stock, $0.01 par value per share (a Preferred Share), of the Company at a price of $4.80 per one one-thousandth of a Preferred Share, subject to adjustment. The rights will not be exercisable until a third party acquires 15.0% of the Company’s common stock or commences or announces its intent to commence a tender offer for at least 15.0% of the common stock. |
Retirement Savings Plan
Retirement Savings Plan | 12 Months Ended |
Dec. 31, 2018 | |
Compensation And Retirement Disclosure [Abstract] | |
Retirement Savings Plan | Note 7: Retirement Savings Plan Effective January 1997, the Company adopted the MoSys 401(k) Plan (the Savings Plan) which qualifies as a thrift plan under Section 401(k) of the Internal Revenue Code. Full-time and part-time employees who are at least 21 years of age are eligible to participate in the Savings Plan at the time of hire. Participants may contribute up to 15% of their earnings to the Savings Plan. No matching contributions were made by the Company in the years ended December 31, 2018, 2017 and 2016. |
Business Segments, Concentratio
Business Segments, Concentration of Credit Risk and Significant Customers | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Business Segments, Concentration of Credit Risk and Significant Customers | Note 8: Business Segments, Concentration of Credit Risk and Significant Customers The Company operates in one business segment and uses one measurement of profitability for its business. Revenue attributed to the United States and to all foreign countries is based on the geographical location of the customer. Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash, cash equivalents, short-term and long-term investments and accounts receivable. Cash, cash equivalents and short-term and long-term investments are deposited with high credit-quality institutions. The Company recognized revenue from licensing of its technologies and shipment of ICs to customers in North America, Asia and Rest of world as follows (in thousands): Year Ended December 31, 2018 2017 2016 North America $ 12,998 $ 6,531 $ 3,816 Japan 2,956 1,520 1,303 Taiwan 399 613 804 Rest of world 247 178 101 Total net revenue $ 16,600 $ 8,842 $ 6,024 Customers who accounted for at least 10% of total net revenues were: Year Ended December 31, 2018 2017 2016 Customer A 32 % 46 % * Customer B 18 % 17 % 21 % Customer C 18 % * * Customer D 15 % 11 % 47 % Customer E * * 13 % * Represents percentage less than 10%. Three customers accounted for 63% of net accounts receivable as of December 31, 2018. One customer accounted for 63% of net accounts receivable as of December 31, 2017. All net long-lived assets (property and equipment) were held in the United States. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Note 9: Commitments and Contingencies Leases and Purchase Commitments The Company leases its facility under a non-cancelable operating lease that expires in 2020. On October 3, 2017, the Company entered into a sublease agreement under which the Company subleased a new headquarters facility located in San Jose, California for a term of 36 months commencing November 1, 2017. The monthly rent and common-area costs under the facility lease are approximately $22,000. On October 3, 2017, the Company entered into a lease termination agreement with M West Propco XII LLC (“MWest”) under which the Company and MWest agreed to terminate the Company’s lease for its former Santa Clara headquarters facility effective October 31, 2017. In connection with the lease termination, the Company incurred fees of approximately $250,000, which have been recorded as restructuring charges in the statements of operations and comprehensive loss. Rent expense was approximately $212,000, $470,000 and $783,000 for the years ended December 31, 2018, 2017 and 2016, respectively. The leases provide for monthly payments, which are charged to operations ratably over the lease terms. In addition to the minimum lease payments, the Company is responsible for property taxes, insurance and certain other operating costs. Future minimum lease payments under non-cancelable operating leases and purchase commitments are (in thousands): Operating Year ended December 31, leases 2019 $ 219 2020 186 Total minimum payments $ 405 Indemnification In the ordinary course of business, the Company enters into contractual arrangements under which it may agree to indemnify the counterparties from any losses incurred relating to breach of representations and warranties, failure to perform certain covenants, or claims and losses arising from certain events as outlined within the particular contract, which may include, for example, losses arising from litigation or claims relating to past performance. Such indemnification clauses may not be subject to maximum loss clauses. The Company has also entered into indemnification agreements with its officers and directors. No material amounts were reflected in the Company’s consolidated financial statements for the years ended December 31, 2018, 2017 or 2016 related to these indemnifications. The Company has not estimated the maximum potential amount of indemnification liability under these agreements due to the limited history of prior claims and the unique facts and circumstances applicable to each particular agreement. To date, the Company has not made any payments related to these indemnification agreements. Legal Matters In October 2017, Trinity Technologies, Inc. (Trinity), the Company’s former sales representative in the San Francisco Bay Area, filed a lawsuit against the Company in the Superior Court of California alleging non-payment of commissions. In April 2018, the Company and Trinity executed a settlement agreement, and Trinity dismissed the lawsuit. Under the terms of the settlement agreement, the Company agreed to pay Trinity for commissions related to both 2017 and 2018. Pursuant to the settlement agreement, the Company paid approximately $450,000, and recognized approximately $250,000 of expense in the year ended December 31, 2018. |
Restructuring Charge
Restructuring Charge | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring And Related Activities [Abstract] | |
Restructuring Charge | Note 10: Restructuring In the first quarter of 2016, the Company effected a reduction in its workforce and associated operating expenses, net loss and cash burn and realigned resources, as the Company had substantially concluded development of new products, including its third generation Bandwidth Engine IC product family, and brought these products to market in 2016. The Company reduced United States headcount by 12 positions and ceased operations at its subsidiary in Hyderabad, India, which had 18 employees. As a result of these reductions, the Company incurred total charges of approximately $676,000, including approximately $600,000 of charges for severance benefits and other one-time termination costs. The remaining charges represent lease obligations, asset impairments and other expenses related to the Company’s Indian subsidiary. Substantially all of these charges were realized and resulted in cash expenditures of approximately $600,000 in 2016. In the second quarter of 2017, the Company effected a reduction in its workforce and associated operating expenses, net loss and cash burn. The Company reduced headcount by approximately 60% with the majority of the reductions occurring in its U.S. headquarters facility. As a result of the restructuring, the Company recorded approximately $1.0 million of charges for severance benefits and future obligations under computer-aided design software licenses. In the third quarter of 2017, the Company closed its Japanese branch and Iowa locations and further reduced headcount resulting in additional expenses of approximately $50,000. In the fourth quarter of 2017, the Company terminated its existing headquarters facility lease and incurred lease termination expenses of approximately $270,000. Expenses related to the restructure are included in the restructuring charges line in the consolidated statements of operations and comprehensive loss and the remaining liability is included in accrued expenses and other on the consolidated balance sheets consisting of (in thousands): Workforce Reduction Facility Related Contractual obligations and other termination costs Total Balance as of January 1, 2017 $— $— $ 5 $ 5 Restructuring charge 458 269 594 1,321 Cash payments (458) (180 ) (210) (848) Balance as of December 31, 2017 $— $89 $ 389 $ 478 Cash payments — (89 ) (389 ) (478 ) Balance as of December 31, 2018 $ — $— $ — $ — |
Convertible Notes
Convertible Notes | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Convertible Notes | Note 11: Convertible Notes On March 14, 2016, the Company entered into a 10% Senior Secured Convertible Note Purchase Agreement (the “Purchase Agreement”) with the purchasers of $8,000,000 principal amount of 10% Senior Secured Convertible Notes due August 15, 2018 (the “Notes”), at par, in a private placement transaction effected pursuant to an exemption from the registration requirements under the Securities Act of 1933, as amended. Pursuant to amendments to the Notes and related documents in February and October 2018, the interest rate was reduced to 8%, the maturity date of the Notes was extended to August 15, 2023, and the optional conversion price was reduced from $8.50 of Note principal per share of common stock to $0.5717 of Note principal per share of common stock. The conversion price is subject to adjustment upon certain events, such as stock splits, reverse stock splits, stock dividends and similar kinds of transactions, as set forth in the Purchase Agreement. Pursuant to a security agreement entered into by the Company, the Notes are secured by a security interest in all of the assets of the Company. In accordance with the October 2018 amendment to the Notes, the Company used $7.4 million of the proceeds from its public offering of securities (described above in Note 6) to repay a portion of the Notes. Accrued interest is payable semi-annually in cash or in kind through the issuance of identical new Notes, or with a combination of the two, at the Company’s option. The Notes are noncallable and nonredeemable by the Company. The Notes are redeemable at the election of the holders if the Company experiences a fundamental change (as defined in the Notes), which generally would occur in the event (i) any person acquires beneficial ownership of shares of common stock of the Company entitling such person to exercise at least 40% of the total voting power of all of the shares of capital stock of the Company entitled to vote generally in elections of directors, (ii) an acquisition of the Company by another person through a merger or consolidation, or the sale, transfer or lease of all or substantially all of the Company’s assets, or (iii) the Company’s current directors cease to constitute a majority of the board of directors of the Company within a 12-month period, disregarding for this purpose any director who voluntarily resigns as a director or dies while serving as a director. Effective February 18, 2018, pursuant to one amendment to the Notes, the redemption price was reduced from 120% to 100% of the principal amount of the Note to be repurchased plus accrued and unpaid interest as of the redemption date. No Note holder shall be entitled to convert such holder’s Notes if effective upon the applicable conversion date (i) the holder would have beneficial ownership of more than 19.9% of the voting capital stock of the Company as determined in accordance with Rule 13d-3 under the Securities Exchange Act of 1934, as amended, (with exceptions specified in the Purchase Agreement), or (ii) if the shares are being acquired or held with a purpose or effect of changing or influencing control of the Company, or in connection with or as a participant in any transaction having that purpose or effect, as determined in the sole discretion of the board of directors of the Company. There is no required sinking fund for the Notes. The Notes have not been registered for resale, and the holder(s) do not have registration rights. The Notes restrict the ability of the Company to incur any indebtedness for borrowed money, unless such indebtedness by its terms is expressly subordinated to the Notes in right of payment and to the security interest of the Note holder(s) in respect to the priority and enforcement of any security interest in property of the Company securing such new debt; provided that the Note holder(s) security interest and cash payment rights under the Notes shall be subordinate to a maximum of $5,000,000 of indebtedness for a secured accounts receivable line of credit facility provided to the Company by a bank or institutional lender; and, provided further, that in no event may the amount of indebtedness to which the security interest of the Note holder(s) is subordinated exceed the outstanding balance of accounts receivable less than 90 days old for which the Company has not recorded an allowance for doubtful accounts pledged under such credit facility. The Notes define an event of default generally as any failure by the Company to pay an amount owed under the Notes when due (subject to cure periods), a default with respect to other indebtedness of the Company resulting in acceleration of such indebtedness, the commencement of bankruptcy or insolvency proceedings, or the cessation of business. If an event of default occurs under the Notes, the holder(s) of a majority-in-interest of the outstanding principal amount of the Notes may declare the outstanding principal amount thereof to be immediately due and payable and pursue all available remedies, including taking possession of the assets of the Company and selling them to pay the amount of debt then due, plus expenses, in accordance with applicable laws and procedures. The Company incurred debt issuance costs of approximately $0.1 million, which were recorded as a debt discount and were amortized to interest expense over the repayment period for the original loan term using the effective interest rate method. The interest expense related to the debt discount during the year ended December 31, 2018, 2017 and 2016 was approximately $30,000, $45,000 and $37,000, respectively. Semi-annual interest payments have been made in each of August 2016, February 2017, August 2017, February 2018 and August 2018, for approximately $336,000, $420,000, $434,000, $463,000 and $383,000 respectively, in-kind with the issue of additional notes (Interest Notes) to the Purchasers. The Interest Notes have terms identical to the Notes. As of December 31, 2018, the Notes and Interest Notes could be converted into a maximum of 4,671,424 shares of common stock at $0.5717 per share, excluding the effects of future payments of interest in-kind. The $2.7 million of outstanding Notes are payable in full in 2023. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Note 12: Related Party Transactions A related party to one of the Company's executive officers performed construction work at the Company’s new corporate headquarters in the fourth quarter of 2017. The construction work was completed at a cost of approximately $195,000, which was paid in the fourth quarter of 2017. |
Subsequent Event
Subsequent Event | 12 Months Ended |
Dec. 31, 2018 | |
Subsequent Events [Abstract] | |
Subsequent Event | Conversion of Interest Payable to Note In February 2019, the Company made payment in-kind of interest on the Notes and the Interest Notes for the period from August 16, 2018 to February 15, 2019 with the issue of an additional note to the Purchasers (“Interest Note 6”). Interest Note 6 has a principal amount of approximately $78,000 and has terms identical to the Notes and the Interest Notes. |
The Company and Summary of Si_2
The Company and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant intercompany transactions and balances have been eliminated in consolidation. The Company’s fiscal year ends on December 31 of each calendar year. |
Reverse Stock Split | Reverse Stock Split In February 2017, the Company effected a one-for-10 reverse stock split of its common stock. As a result of the reverse stock split, every ten shares of the Company’s pre-reverse split outstanding common stock were combined and reclassified into one share of common stock. Proportionate voting rights and other rights of common stock holders were not affected by the reverse stock split. No fractional shares were issued in connection with the reverse stock split; stockholders who would otherwise hold a fractional share of common stock received cash in an amount equal to the product obtained by multiplying (i) the closing sale price of the Company’s common stock on the effective date of the reverse stock split, by (ii) the number of shares of the Company’s common stock held by the stockholder that would otherwise have been exchanged for the fractional share interest. All stock options and restricted stock units outstanding and common stock reserved for issuance under the Company’s equity incentive plans immediately prior to the reverse stock split were adjusted by dividing the number of affected shares of common stock by 10 and, as applicable, multiplying the exercise price by 10, as a result of the reverse stock split. The common stock par value was adjusted to $0.001 in conjunction with the reverse stock split. All of the 2016 share numbers, share prices, and exercise prices have been adjusted, on a retroactive basis to reflect this 1-for-10 reverse stock split. |
Use of Estimates | Use of Estimates The preparation of financial statements in accordance with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses recognized during the reported period. Actual results could differ from those estimates. |
Cash Equivalents and Investments | Cash Equivalents and Investments The Company has invested its excess cash in money market accounts, certificates of deposit, corporate debt, government-sponsored enterprise bonds and municipal bonds and considers all highly liquid debt instruments purchased with an original maturity of three months or less to be cash equivalents. Investments with original maturities greater than three months and remaining maturities less than one year are classified as short-term investments. Investments with remaining maturities greater than one year are classified as long-term investments. Management generally determines the appropriate classification of securities at the time of purchase. All securities are classified as available-for-sale. The Company’s available-for-sale short-term and long-term investments are carried at fair value, with the unrealized holding gains and losses reported in accumulated other comprehensive loss. Realized gains and losses and declines in the value judged to be other-than-temporary are included in the other income, net line item in the consolidated statements of operations and comprehensive loss. The cost of securities sold is based on the specific identification method. |
Fair Value Measurements | Fair Value Measurements The Company measures the fair value of financial instruments using a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value into three broad levels: Level 1—Inputs used to measure fair value are unadjusted quoted prices that are available in active markets for the identical assets or liabilities as of the reporting date. Level 2—Pricing is provided by third party sources of market information obtained through the Company’s investment advisors, rather than models. The Company does not adjust for, or apply, any additional assumptions or estimates to the pricing information it receives from advisors. The Company’s Level 2 securities include cash equivalents and available-for-sale securities, which consisted primarily of certificates of deposit, corporate debt, and government agency and municipal debt securities from issuers with high-quality credit ratings. The Company’s investment advisors obtain pricing data from independent sources, such as Standard & Poor’s, Bloomberg and Interactive Data Corporation, and rely on comparable pricing of other securities because the Level 2 securities are not actively traded and have fewer observable transactions. The Company considers this the most reliable information available for the valuation of the securities. Level 3—Unobservable inputs that are supported by little or no market activity and reflect the use of significant management judgment are used to measure fair value. These values are generally determined using pricing models for which the assumptions utilize management’s estimates of market participant assumptions. The determination of fair value for Level 3 investments and other financial instruments involves the most management judgment and subjectivity. |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company establishes an allowance for doubtful accounts to ensure that its trade receivables balances are not overstated due to uncollectibility. The Company performs ongoing customer credit evaluations within the context of the industry in which it operates and generally does not require collateral from its customers. A specific allowance of up to 100% of the invoice value is provided for any problematic customer balances. Delinquent account balances are written off after management has determined that the likelihood of collection is remote. The Company grants credit only to customers deemed creditworthy in the judgment of management. There was no allowance for doubtful accounts receivable as of December 31, 2018 and 2017. |
Inventory | Inventory The Company values its inventories at the lower of cost, which approximates actual cost on a first-in, first-out basis, or net realizable value. The Company records inventory reserves for estimated obsolescence or unmarketable inventories based upon assumptions about future demand and market conditions. Once a reserve is established, it is maintained until the product to which it relates is sold or otherwise disposed of. If actual market conditions are less favorable than those expected by management, additional adjustment to inventory valuation may be required. Charges for obsolete and slow-moving inventories are recorded based upon an analysis of specific identification of obsolete inventory items and quantification of slow-moving inventory items. The Company recorded inventory write-downs during the years ended December 31, 2018 and 2017 of $0.1 million and $0.3 million, respectively, and no inventory write-downs during the year ended December 31, 2016. |
Property and Equipment | Property and Equipment Property and equipment are originally recorded at cost. Depreciation is computed using the straight-line method over the estimated useful lives of the assets, generally three to five years. Depreciation is recorded in cost of sales and operating expenses in the consolidated statements of operations and comprehensive loss. Leasehold improvements and assets acquired through capital leases are amortized over the shorter of their estimated useful life or the lease term, and amortization is recorded in operating expenses in the consolidated statements of operations and comprehensive loss. |
Valuation of Long-lived Assets | Valuation of Long-lived Assets The Company evaluates the recoverability of long-lived assets with finite lives whenever events or changes in circumstances occur that indicate that the carrying value of the asset or asset group may not be recoverable. Finite-lived intangible assets are being amortized on a straight-line basis over their estimated useful lives of three to seven years. An impairment charge is recognized as the difference between the net book value of such assets and the fair value of such assets at the date of measurement. The measurement of impairment requires management to estimate future cash flows and the fair value of long-lived assets. |
Intangible Assets | Intangible Assets Intangible assets acquired in business combinations, referred to as purchased intangible assets, are accounted for based on the fair value of assets purchased and are amortized over the period in which economic benefit is estimated to be received. |
Goodwill | Goodwill The Company determines the amount of a potential goodwill impairment by comparing the fair value of the reporting unit with its carrying amount. To the extent the carrying value of a reporting unit exceeds its fair value, a goodwill impairment charge is recognized. The Company has determined that it has a single reporting unit for purposes of performing its goodwill impairment test. As the Company uses the market approach to determine the step one fair value, the price of its common stock is an important component of the fair value calculation. If the Company’s stock price continues to experience significant price and volume fluctuations, this will impact the fair value of the reporting unit, which can lead to potential impairment in future periods. The Company reviews goodwill for impairment on an annual basis or whenever events or changes in circumstances indicate the carrying value of an asset may not be recoverable. The Company first assesses qualitative factors to determine whether it is more-likely-than-not that the fair value of the reporting unit is less than the carrying amount as a basis for determining whether it is necessary to perform an impairment test. If the qualitative assessment warrants further analysis, the Company compares the fair value of the reporting unit to its carrying value. The fair value of the reporting unit is determined using the market approach. If the fair value of the reporting unit exceeds the carrying value of net assets of the reporting unit, goodwill is not impaired. If the carrying value of the reporting unit’s goodwill exceeds its fair value, then the Company must record an impairment charge equal to the difference. Impairments During the fourth quarter of 2016, the Company concluded a triggering event had occurred due to a sustained decrease in the price per share of its common stock and related reduced market capitalization. The Company performed the first step of the impairment test to identify potential goodwill impairment, and the test results indicated the goodwill carrying value was greater than its fair value. The Company then performed a step-two analysis to compare the carrying amount of goodwill to the implied fair value of the goodwill, and the Company determined the estimated fair values of the assets and liabilities of its single reporting unit. The fair values of the assets and liabilities identified in the impairment test were determined using the combination of the income approach and the market approach. The implied fair value of goodwill was measured as the excess of the fair value of the Company’s single reporting unit over the fair value of its assets and liabilities. As a result of the step-two test, the Company recorded a non-cash impairment charge of $9.9 million during the fourth quarter of 2016. The Company performed its annual test for goodwill impairment as of September 1, 2018, and, the test results indicated the goodwill carrying value was greater than its implied fair value. Further, the Company concluded a triggering event had occurred due to the sustained decrease in the price per share of its common stock and related reduced market capitalization as of September 30, 2018 and performed an additional test for impairment resulting in further indication that the goodwill carrying value was still greater than its implied fair value. As a result of both of these tests, the Company recorded non-cash impairment charges totaling $3.2 million during the third quarter of 2018. As of December 31, 2018, the Company concluded a triggering event had occurred due to the sustained decrease in the price per share of its common stock and related reduced market capitalization and performed an additional test for impairment resulting in further indication that the goodwill carrying value was still greater than its implied fair value. As a result, the Company recorded a non-cash impairment charge of $9.7 million during the fourth quarter of 2018. |
Revenue Recognition | Revenue Recognition On January 1, 2018, the Company adopted Financial Accounting Standards Board (“ Revenue from Contracts with Customers Under this transition method, results for reporting periods beginning January 1, 2018 or later are presented under ASC 606, while prior period results continue to be reported in accordance with previous guidance. As described below, the analysis of contracts under ASC 606 supports the recognition of revenue at a point in time, resulting in revenue recognition timing that is materially consistent with the Company’s historical practice of recognizing product revenue when title and risk of loss pass to the customer. Revenue is recognized when control over a product or service is transferred to a customer. Revenue is measured at the transaction price which is based on the amount of consideration that the Company expects to receive in exchange for transferring the promised goods or services to the customer and excludes any amounts collected on behalf of third parties. The Company enters into contracts that may include both products and services, which are generally capable of being distinct and accounted for as separate performance obligations. The Company does not have significant financing components, as payments from customers are typically due within 60 days of invoicing, and the Company has elected the practical expedient to net value financing components that are less than one year. Shipping and handling costs are generally incurred by the customer, and, therefore, are not recorded as revenue. The following table summarizes the cumulative effect of the changes to the Company’s unaudited consolidated balance sheet as of January 1, 2018 due to the adoption of ASC 606 (in thousands): Balance as of December Adjustments due to ASC 606 Balance as of January 1, 2018 Assets Accounts receivable, net $ 1,681 $ 230 $ 1,911 Equity Accumulated deficit $ (224,688 ) $ 230 $ (224,458 ) The following tables summarize the current-period impacts of adopting ASC 606 on the Company’s unaudited consolidated balance sheet and statement of operations and comprehensive loss (in thousands): December 31, 2018 As Reported Effect of adoption Balances adoption of ASC 606 Assets Accounts receivable, net $ 1,622 $ (220 ) $ 1,402 Equity Accumulated deficit $ (235,867 ) $ (220 ) $ (236,087 ) For the Year Ended December 31, 2018 As Reported Effect of adoption Balances without adoption of ASC 606 Product sales $ 15,053 $ — $ 15,053 Royalty and other 1,547 10 1,557 Cost of net revenue 6,346 — 6,346 Operating expenses 21,080 — 21,080 Interest expense (582 ) — (582 ) Other income, net 12 — 12 Income tax provision 13 — 13 Net loss $ (11,409 ) $ 10 $ (11,399 ) Net loss per share: Basic and diluted $ (0.74 ) $ — $ (0.74 ) Additionally, as a result of the adoption of ASC 606, the Company changed its accounting policy for revenue recognition. Accounting Policy – Revenue Recognition The Company generates revenue primarily from sales of IC products and licensing of its intellectual property. Revenues are recognized when control is transferred to customers in amounts that reflect the consideration the Company expects to be entitled to receive in exchange for those goods. Revenue recognition is evaluated through the following five steps: (i) identification of the contract, or contracts, with a customer; (ii) identification of the performance obligations in the contract; (iii) determination of the transaction price; (iv) allocation of the transaction price to the performance obligations in the contract; and (v) recognition of revenue when or as a performance obligation is satisfied. IC products Revenue is recognized when performance obligations under the terms of a contract with a customer are satisfied. The majority of the Company's contracts have a single performance obligation to transfer products. Accordingly, the recognizes revenue when title and risk of loss have been transferred to the customer, generally at the time of shipment of products. Revenue is measured as the amount of consideration the Company expects to receive in exchange for transferring products and is generally based upon a negotiated, formula, list or fixed price. The Company its and generally under agreements with payment terms typically 60 days or less. The Company may record an estimated allowance, at the time of shipment, for future returns and other charges against revenue consistent with the terms of sale. Royalty and other The Company’s licensing contracts typically provide for royalties based on the licensee’s use of the Company’s memory technology in its currently shipping commercial products. With the adoption of ASC 606 in January 2018, the Company estimates its royalty revenue in the calendar quarter in which the licensee uses the licensed technology. Payments are received in the subsequent quarter. Contract liabilities – deferred revenue The Company’s contract liabilities consist of advance customer payments and deferred revenue. The Company classifies advance customer payments and deferred revenue as current or non-current based on the timing of when the Company expects to recognize revenue. As of December 31, 2018, contract liabilities were in a current position and included in deferred revenue. During the twelve months ended December 31, 2018, the Company recognized revenue of $3.9 million that had been included in deferred revenue at December 31, 2017. See Note 8 for disaggregation of revenue by geography. |
Cost of Net Revenue | Cost of Net Revenue Cost of net revenue consists primarily of direct and indirect costs of IC product sales and engineering personnel costs directly related to maintenance and support services specified in licensing agreements. Maintenance and support typically include engineering support to assist in the commencement of production of a licensee’s products. |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred. Advertising costs were not significant in the years ended December 31, 2018, 2017 and 2016. |
Research and Development | Research and Development Engineering costs are recorded as research and development expense in the period incurred. |
Stock-Based Compensation | Stock-Based Compensation The Company recognizes stock-based compensation for awards on a straight-line basis over the requisite service period, usually the vesting period, based on the grant-date fair value. The Company records stock-based compensation expense for stock options granted to non-employees, excluding non-employee directors, based upon the estimated then-current fair value of the equity instrument using the Black-Scholes pricing model. Assumptions used to value the equity instruments are consistent with equity instruments issued to employees. The Company charges the value of the equity instrument to earnings over the term of the service agreement and the unvested shares underlying the option are subject to periodic revaluation over the remaining vesting period. |
Per Share Amounts | Per Share Amounts Basic net loss per share is computed by dividing net loss for the period by the weighted-average number of shares of common stock outstanding during the period. Diluted net loss per share gives effect to all potentially dilutive common shares outstanding during the period. Potentially dilutive common shares consist of incremental shares of common stock issuable upon the exercise of stock options, vesting of stock awards and purchases under the employee stock purchase plan, conversion of convertible debt and exercise of warrants. The following table sets forth securities outstanding which were excluded from the computation of diluted net loss per share as their inclusion would be anti-dilutive (in thousands): December 31, 2018 2017 2016 Options outstanding to purchase common Stock 337 307 522 Employee stock purchase plan — — 44 Unvested restricted common stock units 272 376 148 Convertible debt 4,671 1,081 926 Outstanding warrants 39,884 663 — Total 45,164 2,427 1,640 |
Income Taxes | Income Taxes The Company determines deferred tax assets and liabilities based upon the differences between the financial statement and tax bases of the Company’s assets and liabilities using tax rates in effect for the year in which the Company expects the differences to affect taxable income. A valuation allowance is established for any deferred tax assets for which it is more likely than not that all or a portion of the deferred tax assets will not be realized. The Company files U.S. federal and state and foreign income tax returns in jurisdictions with varying statutes of limitations. The 2014 through 2018 tax years generally remain subject to examination by U.S. federal and state tax authorities, and the 2010 through 2018 tax years generally remain subject to examination by foreign tax authorities. As of December 31, 2018, the Company did not have any material unrecognized tax benefits nor expect its unrecognized tax benefits to change significantly over the next 12 months. The Company recognizes interest related to unrecognized tax benefits as income tax expense and penalties related to unrecognized tax benefits as other income and expense. During the years ended December 31, 2018, 2017 and 2016, the Company did not recognize any interest or penalties related to unrecognized tax benefits. |
Comprehensive Loss | Comprehensive Loss Comprehensive loss includes unrealized gains and losses on available-for-sale securities. Realized gains and losses on available-for-sale securities are reclassified from accumulated other comprehensive loss and included in other income, net in the consolidated statements of operations and comprehensive loss. All amounts recorded were not significant in the years ended December 31, 2018, 2017 and 2016. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In February 2016, the FASB issued ASU No. 2016-02 (“ASU 2016-02”), Leases The Company currently has identified one lease impacted by the adoption of this standard. A right of use asset and lease liability will be established for this operating lease. Because the remaining term of the lease at the time of adoption is only 22 months, the impact to both the statement of operations and the statement of cash flows for the initial measurement at present value and the amortization required in subsequent periods is not expected to differ materially from the Company’s current practice. |
The Company and Summary of Si_3
The Company and Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Schedule of Antidilutive Securities Excluded from Computation of Diluted Net Loss Per Share | The following table sets forth securities outstanding which were excluded from the computation of diluted net loss per share as their inclusion would be anti-dilutive (in thousands): December 31, 2018 2017 2016 Options outstanding to purchase common Stock 337 307 522 Employee stock purchase plan — — 44 Unvested restricted common stock units 272 376 148 Convertible debt 4,671 1,081 926 Outstanding warrants 39,884 663 — Total 45,164 2,427 1,640 |
ASU 2014-09 | |
Summary of Impact of Adoption of Accounting Standards | The following table summarizes the cumulative effect of the changes to the Company’s unaudited consolidated balance sheet as of January 1, 2018 due to the adoption of ASC 606 (in thousands): Balance as of December Adjustments due to ASC 606 Balance as of January 1, 2018 Assets Accounts receivable, net $ 1,681 $ 230 $ 1,911 Equity Accumulated deficit $ (224,688 ) $ 230 $ (224,458 ) The following tables summarize the current-period impacts of adopting ASC 606 on the Company’s unaudited consolidated balance sheet and statement of operations and comprehensive loss (in thousands): December 31, 2018 As Reported Effect of adoption Balances adoption of ASC 606 Assets Accounts receivable, net $ 1,622 $ (220 ) $ 1,402 Equity Accumulated deficit $ (235,867 ) $ (220 ) $ (236,087 ) For the Year Ended December 31, 2018 As Reported Effect of adoption Balances without adoption of ASC 606 Product sales $ 15,053 $ — $ 15,053 Royalty and other 1,547 10 1,557 Cost of net revenue 6,346 — 6,346 Operating expenses 21,080 — 21,080 Interest expense (582 ) — (582 ) Other income, net 12 — 12 Income tax provision 13 — 13 Net loss $ (11,409 ) $ 10 $ (11,399 ) Net loss per share: Basic and diluted $ (0.74 ) $ — $ (0.74 ) |
Consolidated Balance Sheet De_2
Consolidated Balance Sheet Detail (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Consolidated Balance Sheets And Statements Of Operations Components Disclosure [Abstract] | |
Schedule of identifiable intangible assets | Identifiable intangible assets were (dollar amounts in thousands): December 31, 2017 Gross Net Life Carrying Accumulated Carrying (years) Amount Amortization Amount Patent license 7 $ 780 $ 669 $ 111 |
Schedule of accrued expenses and other | December 31, 2018 2017 (in thousands) Accrued wages and employee benefits $ 327 $ 616 Customer advance 300 — Professional fees, legal and consulting 178 182 IC development and wafer purchase costs 90 335 Warranty accrual 73 64 Interest payable 51 346 Corporate taxes 21 153 Accrued restructuring liabilities — 478 Other 362 333 $ 1,402 $ 2,507 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Schedule of Estimated Fair Values of Financial Instruments Outstanding | The estimated fair values of financial instruments outstanding were (in thousands): December 31, 2018 Unrealized Unrealized Fair Cost Gains Losses Value Cash and cash equivalents $ 7,104 $ — $ — $ 7,104 December 31, 2017 Unrealized Unrealized Fair Cost Gains Losses Value Cash and cash equivalents $ 3,868 $ — $ — $ 3,868 |
Schedule of Fair Value Hierarchy for Financial Assets (Cash Equivalents and Investments) | The following table represents the Company’s fair value hierarchy for its financial assets (cash equivalents and investments) as of December 31, 2018 and 2017 (in thousands): December 31, 2018 Fair Value Level 1 Level 2 Level 3 Money market funds $ 632 $ 632 $ — $ — December 31, 2017 Fair Value Level 1 Level 2 Level 3 Money market funds $ 621 $ 621 $ — $ — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Provision (Benefit) | The income tax provision (benefit) consisted of the following (in thousands): Year Ended December 31, 2018 2017 2016 Current portion: State $ 2 $ 3 $ 3 Foreign 11 7 42 13 10 45 Deferred portion: Federal — (243 ) — $ 13 $ (233 ) $ 45 |
Significant Components of Deferred Tax Assets and Liabilities | Significant components of the Company’s deferred tax assets and liabilities were (in thousands): Year Ended December 31, 2018 2017 Deferred tax assets: Federal and state loss carryforwards $ 681 $ 49,533 Reserves, accruals and other 230 391 Depreciation and amortization 1,901 1,100 Deferred stock-based compensation 2,571 2,483 Research and development credit carryforwards 6,537 15,487 Foreign tax and other credits 242 513 Total deferred tax assets 12,162 69,507 Deferred tax liabilities: Acquired intangible assets and other — 408 Less: Valuation allowance (11,920 ) (68,857 ) Net deferred tax assets $ 242 $ 242 |
Reconciliation of Income taxes Provided at Federal Statutory Rate to Actual Income Tax Provision (Benefit) | A reconciliation of income taxes provided at the federal statutory rate (21% for 2018 and 35% for each of 2017 and 2016) to the actual income tax provision is as follows (in thousands): Year Ended December 31, 2018 2017 2016 Income tax benefit computed at U.S. statutory rate $ (2,393 ) $ (3,815 ) $ (11,229 ) State income tax (net of federal benefit) 2 3 3 Foreign income tax at rate different from U.S. statutory rate 12 3 (7 ) Research and development credits (194 ) (480 ) (981 ) Stock-based compensation — (40 ) 75 Amortization of intangible assets (60 ) (100 ) (100 ) Goodwill impairment 1,482 — 1,856 Federal tax rate reduction — (26,617 ) — Valuation allowance changes affecting tax provision 1,158 30,811 10,022 Other 6 2 406 Income tax (benefit) provision $ 13 $ (233 ) $ 45 |
Schedule of Domestic and Foreign Components of Loss Before Income Tax Provision | The domestic and foreign components of loss before income tax provision were (in thousands): Year Ended December 31, 2018 2017 2016 U.S. $ (11,353 ) $ (11,063 ) $ (31,115 ) Non-U.S. (43 ) 162 (888 ) $ (11,396 ) $ (10,901 ) $ (32,003 ) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of assumptions used in estimation of fair value of the share-based payment awards on the grant date | Year Ended December 31, 2018 2017 2016 Risk-free interest rate 2.2% 1.6% - 1.8% 1% - 2.1% Volatility 109.5% 70.2% - 101.5% 61.4% - 65.0% Expected life (years) 4.0 4.0 3.0 - 5.0 Dividend yield 0 % 0 % 0 % |
Summary of option and RSU activity under Amended and Restated 2000 Stock Option and Equity Incentive Plan and Amended and Restated 2010 Equity Incentive Plan | A summary of stock option and restricted stock unit (“RSU”) award activity under the Plans is presented below (in thousands, except exercise price): Options outstanding Weighted Shares Average Available Number of Exercise for Grant Shares Prices Balance at January 1, 2016 106 675 $ 35.10 Additional shares authorized under the Plan 50 — — RSUs granted (144 ) — — RSUs cancelled and returned to the Plan 7 — — Options granted (384 ) 384 $ 6.96 Options cancelled and returned to the Plan 479 (479 ) $ 35.64 Options cancelled and expired — (58 ) $ 44.80 Balance at December 31, 2016 114 522 $ 13.88 Additional shares authorized under the Plan 250 — — RSUs granted (407 ) — — RSUs cancelled and returned to the Plan 59 — — Options granted (160 ) 160 $ 0.76 Options cancelled and returned to the Plan 375 (375 ) $ 15.69 Balance at December 31, 2017 231 307 $ 4.81 Additional shares authorized under the Plan 4,050 — — RSUs granted (268 ) — — RSUs cancelled and returned to the Plan 24 — — Options granted (40 ) 40 $ 1.28 Options cancelled and returned to the Plan 10 (10 ) $ 11.63 Balance at December 31, 2018 4,007 337 $ 4.19 |
Summary of RSU activity under the Plans | A summary of RSU activity under the Plans is presented below (in thousands, except fair value): Weighted Average Number of Grant-Date Shares Fair Value Non-vested shares at January 1, 2016 24 $ 47.17 Granted 144 $ 5.30 Vested (12 ) $ 46.06 Cancelled (8 ) $ 15.67 Non-vested shares at December 31, 2016 148 $ 8.13 Granted 407 $ 0.93 Vested (120 ) $ 5.76 Cancelled (59 ) $ 5.04 Non-vested shares at December 31, 2017 376 $ 1.58 Granted 268 $ 0.89 Vested (348 ) $ 1.34 Cancelled (24 ) $ 1.21 Non-vested shares at December 31, 2018 272 $ 1.22 |
Summary of significant ranges of outstanding and exercisable options | The following table summarizes significant ranges of outstanding and exercisable options as of December 31, 2018 (in thousands, except contractual life and exercise price): Options Outstanding Options Exercisable Weighted Average Remaining Weighted Weighted Contractual Average Average Aggregate Number Life Exercise Number Exercise Intrinsic Range of Exercise Price Outstanding (in Years) Price Exercisable Price value $0.75 - $1.27 159 4.80 $ 0.75 53 $ 0.75 $ — $1.28 - $7.19 51 5.40 $ 2.09 22 $ 2.85 $ — $7.20 - $20.49 108 7.29 $ 7.20 84 $ 7.20 $ — $20.50 - $46.20 19 6.19 $ 21.53 19 $ 21.55 $ — $0.75 - $46.20 337 5.77 $ 4.19 178 $ 6.25 $ — Vested and expected to vest 303 5.85 $ 4.52 $ — Exercisable 178 6.11 $ 6.25 $ — |
Business Segments, Concentrat_2
Business Segments, Concentration of Credit Risk and Significant Customers (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of revenue from shipment of product and licensing of its technologies to customers by geographical location | The Company recognized revenue from licensing of its technologies and shipment of ICs to customers in North America, Asia and Rest of world as follows (in thousands): Year Ended December 31, 2018 2017 2016 North America $ 12,998 $ 6,531 $ 3,816 Japan 2,956 1,520 1,303 Taiwan 399 613 804 Rest of world 247 178 101 Total net revenue $ 16,600 $ 8,842 $ 6,024 |
Schedule of customers who accounted for at least 10% of total net revenue | Customers who accounted for at least 10% of total net revenues were: Year Ended December 31, 2018 2017 2016 Customer A 32 % 46 % * Customer B 18 % 17 % 21 % Customer C 18 % * * Customer D 15 % 11 % 47 % Customer E * * 13 % * Represents percentage less than 10%. |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of future minimum lease payments under non-cancelable operating leases and purchase commitments | Future minimum lease payments under non-cancelable operating leases and purchase commitments are (in thousands): Operating Year ended December 31, leases 2019 $ 219 2020 186 Total minimum payments $ 405 |
Restructuring (Tables)
Restructuring (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring And Related Activities [Abstract] | |
Summary of restructuring charges | Expenses related to the restructure are included in the restructuring charges line in the consolidated statements of operations and comprehensive loss and the remaining liability is included in accrued expenses and other on the consolidated balance sheets consisting of (in thousands): Workforce Reduction Facility Related Contractual obligations and other termination costs Total Balance as of January 1, 2017 $— $— $ 5 $ 5 Restructuring charge 458 269 594 1,321 Cash payments (458) (180 ) (210) (848) Balance as of December 31, 2017 $— $89 $ 389 $ 478 Cash payments — (89 ) (389 ) (478 ) Balance as of December 31, 2018 $ — $— $ — $ — |
The Company and Summary of Si_4
The Company and Summary of Significant Accounting Policies - Additional Information (Details) | 1 Months Ended | 3 Months Ended | 12 Months Ended | |||||
Feb. 28, 2017$ / shares | Dec. 31, 2018USD ($)$ / shares | Sep. 30, 2018USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2018USD ($)Gigabit / s$ / shares | Dec. 31, 2017USD ($)$ / shares | Dec. 31, 2016USD ($) | Oct. 04, 2018$ / shares | |
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Speed per second of high-speed interface technology of Bandwidth Engine ICs (in giga per second) | Gigabit / s | 10 | |||||||
Reverse stock split | 10 | |||||||
Common stock, par or stated value per share | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||
Maximum specific allowance as percentage of invoice value for problematic customer balances | 100.00% | 100.00% | ||||||
Allowance for doubtful accounts receivable | $ 0 | $ 0 | $ 0 | |||||
Inventory reserves | 100,000 | 300,000 | $ 0 | |||||
Impairment of goodwill | 9,700,000 | $ 3,200,000 | $ 9,900,000 | 12,856,000 | $ 9,858,000 | |||
Accumulated deficit | $ (235,867,000) | $ (235,867,000) | (224,688,000) | |||||
Period payments due from customers | 60 days | |||||||
Revenue, practical expedient, financing component | true | |||||||
Payment terms | The Company sells its products both directly to customers and through distributors generally under agreements with payment terms typically 60 days or less | |||||||
Deferred revenue, revenue recognized | $ 3,900,000 | |||||||
Remaining term of the lease at the time of adoption | 22 months | 22 months | ||||||
Adjustments Due to ASC 606 | ASU 2014-09 | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Accumulated deficit | $ (220,000) | $ (220,000) | $ 230,000 | |||||
Minimum | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Estimated useful lives of property and equipment | 3 years | |||||||
Estimated useful lives of long-lived assets | 3 years | |||||||
Maximum | ||||||||
Summary Of Significant Accounting Policies [Line Items] | ||||||||
Estimated useful lives of property and equipment | 5 years | |||||||
Estimated useful lives of long-lived assets | 7 years |
The Company and Summary of Si_5
The Company and Summary of Significant Accounting Policies - Summary of Impact of Adoption of Accounting Standards on Consolidated Balance Sheet (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
ASSETS | ||
Accounts receivable, net | $ 1,622,000 | $ 1,681,000 |
Stockholders’ equity | ||
Accumulated deficit | (235,867,000) | (224,688,000) |
Adjustments Due to ASC 606 | ASU 2014-09 | ||
ASSETS | ||
Accounts receivable, net | (220,000) | 230,000 |
Stockholders’ equity | ||
Accumulated deficit | (220,000) | 230,000 |
Balances without Adoption of ASC 606 | ASU 2014-09 | ||
ASSETS | ||
Accounts receivable, net | 1,402,000 | 1,911,000 |
Stockholders’ equity | ||
Accumulated deficit | $ (236,087,000) | $ (224,458,000) |
The Company and Summary of Si_6
The Company and Summary of Significant Accounting Policies - Summary of Impact of Adoption of Accounting Standards on Consolidated Statements Of Operations (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net revenue | $ 16,600 | $ 8,842 | $ 6,024 |
Cost of net revenue | 6,346 | 4,694 | 3,075 |
Operating expenses | 21,080 | 14,181 | 34,313 |
Interest expense | (582) | (927) | (687) |
Other income, net | 12 | 59 | 48 |
Income tax provision | 13 | (233) | 45 |
Net loss | $ (11,409) | $ (10,668) | $ (32,048) |
Net loss per share: | |||
Basic and diluted | $ (0.74) | $ (1.45) | $ (4.86) |
Balances without Adoption of ASC 606 | ASU 2014-09 | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Net loss | $ 10 | ||
Adjustments Due to ASC 606 | ASU 2014-09 | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Cost of net revenue | 6,346 | ||
Operating expenses | 21,080 | ||
Interest expense | (582) | ||
Other income, net | 12 | ||
Income tax provision | 13 | ||
Net loss | $ (11,399) | ||
Net loss per share: | |||
Basic and diluted | $ (0.74) | ||
Product [Member] | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net revenue | $ 15,053 | $ 7,833 | $ 4,604 |
Product [Member] | Adjustments Due to ASC 606 | ASU 2014-09 | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net revenue | 15,053 | ||
Royalty and Other [Member] | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net revenue | 1,547 | $ 1,009 | $ 1,420 |
Royalty and Other [Member] | Balances without Adoption of ASC 606 | ASU 2014-09 | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net revenue | 10 | ||
Royalty and Other [Member] | Adjustments Due to ASC 606 | ASU 2014-09 | |||
Revenue Initial Application Period Cumulative Effect Transition [Line Items] | |||
Total net revenue | $ 1,557 |
The Company and Summary of Si_7
The Company and Summary of Significant Accounting Policies - Schedule of Antidilutive Securities Excluded from Computation of Diluted Net Loss Per Share (Details) - shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Anti-dilutive Securities | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 45,164 | 2,427 | 1,640 |
Options | |||
Anti-dilutive Securities | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 337 | 307 | 522 |
Employee stock purchase plan | |||
Anti-dilutive Securities | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 44 | ||
RSU's | |||
Anti-dilutive Securities | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 272 | 376 | 148 |
Convertible Debt | |||
Anti-dilutive Securities | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 4,671 | 1,081 | 926 |
Outstanding Warrants | |||
Anti-dilutive Securities | |||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 39,884 | 663 |
Consolidated Balance Sheet De_3
Consolidated Balance Sheet Detail - Schedule of Inventories/Prepaid/PP&E (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Inventories: | ||
Work-in-process | $ 548 | $ 1,612 |
Finished goods | 600 | 154 |
Total | 1,148 | 1,766 |
Prepaid expenses and other: | ||
Prepaid IC material and production costs | 620 | 1,107 |
Prepaid insurance | 128 | 115 |
Prepaid software | 28 | 38 |
Refundable tax | 86 | 4 |
Other | 61 | 83 |
Total | 923 | 1,347 |
Property and equipment, net: | ||
Property and equipment, gross | 4,609 | 4,774 |
Less: Accumulated depreciation and amortization | (4,330) | (3,947) |
Property and equipment, net | 279 | 827 |
Equipment, furniture and fixtures and leasehold improvements | ||
Property and equipment, net: | ||
Property and equipment, gross | 4,486 | 4,478 |
Acquired software | ||
Property and equipment, net: | ||
Property and equipment, gross | $ 123 | $ 296 |
Consolidated Balance Sheet De_4
Consolidated Balance Sheet Detail - Schedule of Intangible assets (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Intangible assets | |
Net Carrying Value | $ 111 |
Patent license | |
Intangible assets | |
Life | 7 years |
Gross Carrying Amount | $ 780 |
Accumulated Amortization | 669 |
Net Carrying Value | $ 111 |
Consolidated Balance Sheet De_5
Consolidated Balance Sheet Detail - Schedule of Accrued Expenses (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Accrued expenses and other: | ||
Accrued wages and employee benefits | $ 327 | $ 616 |
Customer advance | 300 | |
Professional fees, legal and consulting | 178 | 182 |
IC development and wafer purchase costs | 90 | 335 |
Warranty accrual | 73 | 64 |
Interest payable | 51 | 346 |
Corporate taxes | 21 | 153 |
Accrued restructuring liabilities | 478 | |
Other | 362 | 333 |
Total | $ 1,402 | $ 2,507 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Schedule of Estimated Fair Values of Financial Instruments Outstanding (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value Disclosures [Abstract] | ||||
Cash and cash equivalents, cost | $ 7,104 | $ 3,868 | $ 8,766 | $ 5,640 |
Cash and cash equivalents, Fair Value | $ 7,104 | $ 3,868 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Schedule of Fair Value Hierarchy for Financial Assets (Cash Equivalents and Investments) (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents and investments, Fair Value | $ 7,104 | $ 3,868 |
Fair Value, Measurements, Recurring | Money Market Funds | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents and investments, Fair Value | 632 | 621 |
Fair Value, Measurements, Recurring | Money Market Funds | Level 1 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Cash equivalents and investments, Fair Value | $ 632 | $ 621 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Additional Information (Details) - USD ($) | Dec. 31, 2018 | Dec. 31, 2017 |
Fair Value Disclosures [Abstract] | ||
Transfer of assets between Level 1 to Level 2 | $ 0 | $ 0 |
Transfer of assets between Level 2 to Level 1 | 0 | 0 |
Transfer of liabilities between Level 1 to Level 2 | 0 | 0 |
Transfer of liabilities between Level 2 to Level 1 | $ 0 | $ 0 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Current portion: | |||
State | $ 2 | $ 3 | $ 3 |
Foreign | 11 | 7 | 42 |
Income tax provision, Current | 13 | 10 | 45 |
Deferred portion: | |||
Federal | (243) | ||
Income tax provision | $ 13 | $ (233) | $ 45 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Taxes [Line Items] | ||
U.S. federal corporate tax rate | 21.00% | 35.00% |
Federal AMT tax | $ 0.2 | |
Decrease in valuation allowance during the year | $ (56.9) | $ (20.6) |
Percentage of limitation on federal and state net operating loss carryforwards | 98.00% | |
Percentage of limitation on federal tax credit carryforwards | 100.00% | |
Federal | ||
Income Taxes [Line Items] | ||
Net operating loss carryforwards, amount | $ 196.4 | |
Net operating loss carryforwards available before expiration | 2.5 | |
Federal | Research and development | ||
Income Taxes [Line Items] | ||
Tax credit carryforwards with expiration | 9 | |
State | ||
Income Taxes [Line Items] | ||
Net operating loss carryforwards, amount | 119.9 | |
Net operating loss carryforwards available before expiration | 2.2 | |
State | Research and development | ||
Income Taxes [Line Items] | ||
Tax credit carryforwards without expiration | $ 8.2 | |
Earliest Tax Year | ||
Income Taxes [Line Items] | ||
Net operating loss carryforwards, expiration year | 2025 | |
Latest Tax Year | ||
Income Taxes [Line Items] | ||
Net operating loss carryforwards, expiration year | 2037 |
Income Taxes - Significant Comp
Income Taxes - Significant Components of Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred tax assets: | ||
Federal and state loss carryforwards | $ 681 | $ 49,533 |
Reserves, accruals and other | 230 | 391 |
Depreciation and amortization | 1,901 | 1,100 |
Deferred stock-based compensation | 2,571 | 2,483 |
Research and development credit carryforwards | 6,537 | 15,487 |
Foreign tax and other credits | 242 | 513 |
Total deferred tax assets | 12,162 | 69,507 |
Deferred tax liabilities: | ||
Acquired intangible assets and other | 408 | |
Less: Valuation allowance | (11,920) | (68,857) |
Net deferred tax assets | $ 242 | $ 242 |
Income Taxes - Reconciliation o
Income Taxes - Reconciliation of Income taxes Provided at Federal Statutory Rate to Actual Income Tax Provision (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
Income tax benefit computed at U.S. statutory rate | $ (2,393) | $ (3,815) | $ (11,229) |
State income tax (net of federal benefit) | 2 | 3 | 3 |
Foreign income tax at rate different from U.S. statutory rate | 12 | 3 | (7) |
Research and development credits | (194) | (480) | (981) |
Stock-based compensation | (40) | 75 | |
Amortization of intangible assets | (60) | (100) | (100) |
Goodwill impairment | 1,482 | 1,856 | |
Federal tax rate reduction | (26,617) | ||
Valuation allowance changes affecting tax provision | 1,158 | 30,811 | 10,022 |
Other | 6 | 2 | 406 |
Income tax provision | $ 13 | $ (233) | $ 45 |
Income Taxes - Schedule of Dome
Income Taxes - Schedule of Domestic and Foreign Components of Loss Before Income Tax Provision (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
U.S. | $ (11,353) | $ (11,063) | $ (31,115) |
Non-U.S. | (43) | 162 | (888) |
Loss before income tax provision (benefit) | $ (11,396) | $ (10,901) | $ (32,003) |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Details) | Jan. 01, 2018shares | Aug. 31, 2016USD ($)shares | Aug. 23, 2016USD ($)$ / sharesshares | Feb. 29, 2016USD ($)shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017shares | May 31, 2015shares | Jun. 30, 2014shares | Jun. 30, 2010USD ($)Periodshares | Dec. 31, 2018USD ($)shares | Dec. 31, 2017USD ($)shares | Dec. 31, 2016USD ($)shares | Dec. 31, 2015shares | Dec. 31, 2014shares |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Vesting period of replacement options | 3 years | |||||||||||||
Options expired in relation to the offer | 456,995 | |||||||||||||
Options granted (in shares) | 334,027 | |||||||||||||
Shares eligible for purchase via options | 113,531 | |||||||||||||
Exercise price of replacement options | $ / shares | $ 7.20 | |||||||||||||
Incremental charge resulting from the plan modification | $ | $ 926,000 | |||||||||||||
Amortization period of incremental charge | 3 years | |||||||||||||
New Employees | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Outstanding awards | 0 | 0 | 0 | 0 | ||||||||||
Options | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Unamortized compensation cost, net of expected forfeitures | $ | $ 300,000 | $ 300,000 | ||||||||||||
Weighted average expected period over which the expense is to be recognized | 9 months 18 days | |||||||||||||
Fair value of vested options and awards | $ | $ 700,000 | |||||||||||||
Tax benefits associated with exercise of stock options | $ | $ 0 | $ 0 | $ 0 | |||||||||||
Dividend yield (as a percent) | 0.00% | 0.00% | 0.00% | |||||||||||
Stock options exercised | 0 | 0 | 0 | |||||||||||
Employee stock purchase plan | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Shares authorized and unissued | 150,000 | 150,000 | ||||||||||||
Number of shares reserved for issuance | 200,000 | |||||||||||||
Increase in number of shares reserved for issuance | 200,000 | |||||||||||||
Number of offering periods | Period | 2 | |||||||||||||
Offering period | 6 months | |||||||||||||
Purchase price to be paid by participants as a percentage of price per share either at the beginning or the end of each six-month offering period, whichever is less | 85.00% | |||||||||||||
Shares of common stock issued under the plan | 31,900 | 37,300 | ||||||||||||
Aggregate purchase price of shares issued | $ | $ 167,000 | $ 197,000 | ||||||||||||
Employee stock purchase plan | Maximum | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Maximum amount of shares that eligible employee may purchase annually (in dollars) | $ | $ 25,000 | |||||||||||||
RSU's | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Unamortized compensation cost, net of expected forfeitures | $ | $ 100,000 | $ 100,000 | ||||||||||||
Weighted average expected period over which the expense is to be recognized | 3 months 18 days | |||||||||||||
Amended 2000 Plan | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Shares authorized and unissued | 0 | 0 | ||||||||||||
Equity Incentive Plan 2010 | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Shares authorized and unissued | 4,007,000 | 231,000 | 4,007,000 | 231,000 | 114,000 | 106,000 | ||||||||
Number of shares reserved for issuance | 400,000 | |||||||||||||
Increase in number of shares reserved for issuance | 50,000 | |||||||||||||
Term of Plan | 10 years | |||||||||||||
Options expired in relation to the offer | 58,000 | |||||||||||||
Options granted (in shares) | 40,000 | 160,000 | 384,000 | |||||||||||
Equity Incentive Plan 2010 | Options | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Increase in number of shares reserved for issuance | 4,000,000 | 200,000 | 150,000 | 4,050,000 | 250,000 | 50,000 | ||||||||
Maximum annual option grants or other awards to the entity's non-employee directors (in shares) | 40,000 | 40,000 | ||||||||||||
Maximum one-time grant of an option or other awards to the entitiy's non employee directors (in shares) | $ | $ 120,000 | |||||||||||||
Maximum term of options granted | 10 years | |||||||||||||
Minimum percentage of voting rights required for applicability of a specific expriation term | 10.00% | 10.00% | ||||||||||||
Maximum expiration term of options granted | 5 years | |||||||||||||
Vesting period of replacement options | 4 years | |||||||||||||
Equity Incentive Plan 2010 | Options | Minimum | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Term of Plan | 6 years | |||||||||||||
Equity Incentive Plan 2010 | Options | Maximum | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Term of Plan | 10 years | |||||||||||||
Equity Incentive Plan 2010 | RSU's | ||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||||||||||
Total intrinsic value of the RSUs outstanding | $ | $ 100,000 | $ 100,000 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Assumptions Used in Estimation of Fair Value of the Share-based Payment Awards on the Grant Date (Details) - Options | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Risk-free interest rate | 2.20% | ||
Risk-free interest rate, minimum | 1.60% | 1.00% | |
Risk-free interest rate, maximum | 1.80% | 2.10% | |
Volatility | 109.50% | ||
Volatility, minimum | 70.20% | 61.40% | |
Volatility, maximum | 101.50% | 65.00% | |
Expected life (years) | 4 years | 4 years | |
Dividend yield | 0.00% | 0.00% | 0.00% |
Minimum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected life (years) | 3 years | ||
Maximum | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Expected life (years) | 5 years |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Option and RSU Activity (Details) - $ / shares | Jan. 01, 2018 | Aug. 23, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Jun. 30, 2014 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Shares Available for Grant | ||||||||
Options granted (in shares) | (334,027) | |||||||
Number of Shares | ||||||||
Options granted (in shares) | 334,027 | |||||||
Options cancelled and expired (in shares) | (456,995) | |||||||
Equity Incentive Plan 2010 | ||||||||
Shares Available for Grant | ||||||||
Balance at the beginning of the year (in shares) | 231,000 | 231,000 | 114,000 | 106,000 | ||||
Additional shares authorized | 50,000 | |||||||
RSUs cancelled and returned to Plan (in shares) | 8,000 | |||||||
Options granted (in shares) | (40,000) | (160,000) | (384,000) | |||||
Options cancelled and returned to Plan (in shares) | 10,000 | 375,000 | 479,000 | |||||
Balance at the end of the period (in shares) | 4,007,000 | 231,000 | 4,007,000 | 231,000 | 114,000 | |||
Number of Shares | ||||||||
Balance at the beginning of the year (in shares) | 307,000 | 307,000 | 522,000 | 675,000 | ||||
Additional shares authorized | 50,000 | |||||||
RSUs cancelled and returned to Plan (in shares) | (8,000) | |||||||
Options granted (in shares) | 40,000 | 160,000 | 384,000 | |||||
Options cancelled and returned to Plan (in shares) | 10,000 | 375,000 | 479,000 | |||||
Options cancelled and expired (in shares) | (58,000) | |||||||
Balance at the end of the period (in shares) | 337,000 | 307,000 | 337,000 | 307,000 | 522,000 | |||
Weighted Average Exercise Prices | ||||||||
Weighted-average exercise price (in dollars per share) | $ 4.81 | $ 4.81 | $ 13.88 | $ 35.10 | ||||
Options granted (in dollars per share) | 1.28 | 0.76 | 6.96 | |||||
Options cancelled and returned to Plan (in dollars per share) | 11.63 | 15.69 | 35.64 | |||||
Options cancelled and expired (in dollars per share) | 44.80 | |||||||
Weighted-average exercise price (in dollars per share) | $ 4.19 | $ 4.81 | $ 4.19 | $ 4.81 | $ 13.88 | |||
Options | Equity Incentive Plan 2010 | ||||||||
Shares Available for Grant | ||||||||
Additional shares authorized | 4,000,000 | 200,000 | 150,000 | 4,050,000 | 250,000 | 50,000 | ||
Number of Shares | ||||||||
Additional shares authorized | 4,000,000 | 200,000 | 150,000 | 4,050,000 | 250,000 | 50,000 | ||
RSU's | Equity Incentive Plan 2010 | ||||||||
Shares Available for Grant | ||||||||
RSUs granted (in shares) | (268,000) | (407,000) | (144,000) | |||||
RSUs cancelled and returned to Plan (in shares) | 24,000 | 59,000 | 7,000 | |||||
Number of Shares | ||||||||
RSUs cancelled and returned to Plan (in shares) | (24,000) | (59,000) | (7,000) | |||||
Weighted Average Exercise Prices | ||||||||
RSUs granted (in dollars per share) | $ 0.89 | $ 0.93 | $ 5.30 | |||||
RSUs cancelled and returned to Plan (in dollars per shares) | $ 1.21 | $ 5.04 | $ 15.67 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of RSU Activity Under Plans (Details) - Equity Incentive Plan 2010 - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Number of Shares | |||
Cancelled (in shares) | (8,000) | ||
RSU's | |||
Number of Shares | |||
Non-vested shares at the beginning of the year | 376,000 | 148,000 | 24,000 |
Granted (in shares) | 268,000 | 407,000 | 144,000 |
Vested (in shares) | (348,000) | (120,000) | (12,000) |
Cancelled (in shares) | (24,000) | (59,000) | (7,000) |
Non-vested shares at the end of the period | 272,000 | 376,000 | 148,000 |
Weighted Average Grant-Date Fair Value | |||
Weighted average grant date fair value | $ 1.58 | $ 8.13 | $ 47.17 |
Granted (in dollars per share) | 0.89 | 0.93 | 5.30 |
Vested (in dollars per share) | 1.34 | 5.76 | 46.06 |
RSUs cancelled and returned to Plan (in dollars per shares) | 1.21 | 5.04 | 15.67 |
Weighted average grant date fair value | $ 1.22 | $ 1.58 | $ 8.13 |
Stock-Based Compensation - Su_3
Stock-Based Compensation - Summary of Significant Ranges of Outstanding and Exercisable Options (Details) - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Aug. 23, 2016 | |
Options Exercisable | ||
Weighted Average Exercise Price (in dollars per share) | $ 7.20 | |
Options | ||
Options Outstanding | ||
Vested and expected to vest, Number Outstanding | 303 | |
Exercisable, Number Outstanding | 178 | |
Vested and expected to vest, Weighted Average Remaining Contractual Life (in Years) | 5 years 10 months 6 days | |
Exercisable, Weighted Average Remaining Contractual Life | 6 years 1 month 9 days | |
Vested and expected to vest, Weighted Average Exercise Price | $ 4.52 | |
Exercisable, Weighted Average Exercise Price | 6.25 | |
Options | $0.75 - $1.27 | ||
Exercise price range | ||
Lower range limit (in dollars per share) | 0.75 | |
Upper range limit (in dollars per share) | $ 1.27 | |
Options Outstanding | ||
Number Outstanding (in shares) | 159 | |
Weighted Average Remaining Contractual Life | 4 years 9 months 18 days | |
Weighted Average Exercise Price (in dollars per share) | $ 0.75 | |
Options Exercisable | ||
Number Exercisable (in shares) | shares | 53 | |
Weighted Average Exercise Price (in dollars per share) | $ 0.75 | |
Options | $1.28 - $7.19 | ||
Exercise price range | ||
Lower range limit (in dollars per share) | 1.28 | |
Upper range limit (in dollars per share) | $ 7.19 | |
Options Outstanding | ||
Number Outstanding (in shares) | 51 | |
Weighted Average Remaining Contractual Life | 5 years 4 months 24 days | |
Weighted Average Exercise Price (in dollars per share) | $ 2.09 | |
Options Exercisable | ||
Number Exercisable (in shares) | shares | 22 | |
Weighted Average Exercise Price (in dollars per share) | $ 2.85 | |
Options | $7.20 - $20.49 | ||
Exercise price range | ||
Lower range limit (in dollars per share) | 7.20 | |
Upper range limit (in dollars per share) | $ 20.49 | |
Options Outstanding | ||
Number Outstanding (in shares) | 108 | |
Weighted Average Remaining Contractual Life | 7 years 3 months 14 days | |
Weighted Average Exercise Price (in dollars per share) | $ 7.20 | |
Options Exercisable | ||
Number Exercisable (in shares) | shares | 84 | |
Weighted Average Exercise Price (in dollars per share) | $ 7.20 | |
Options | $20.50 - $46.20 | ||
Exercise price range | ||
Lower range limit (in dollars per share) | 20.50 | |
Upper range limit (in dollars per share) | $ 46.20 | |
Options Outstanding | ||
Number Outstanding (in shares) | 19 | |
Weighted Average Remaining Contractual Life | 6 years 2 months 8 days | |
Weighted Average Exercise Price (in dollars per share) | $ 21.53 | |
Options Exercisable | ||
Number Exercisable (in shares) | shares | 19 | |
Weighted Average Exercise Price (in dollars per share) | $ 21.55 | |
Options | $0.75 - $46.20 | ||
Exercise price range | ||
Lower range limit (in dollars per share) | 0.75 | |
Upper range limit (in dollars per share) | $ 46.20 | |
Options Outstanding | ||
Number Outstanding (in shares) | 337 | |
Weighted Average Remaining Contractual Life | 5 years 9 months 7 days | |
Weighted Average Exercise Price (in dollars per share) | $ 4.19 | |
Options Exercisable | ||
Number Exercisable (in shares) | shares | 178 | |
Weighted Average Exercise Price (in dollars per share) | $ 6.25 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) $ / shares in Units, $ in Thousands | Oct. 04, 2018USD ($)$ / sharesshares | Nov. 10, 2010Item$ / sharesshares | Oct. 31, 2018USD ($) | Jul. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2018$ / sharesshares | Dec. 31, 2017$ / shares | Feb. 28, 2017$ / shares |
Stockholders Equity [Line Items] | |||||||
Shares of common stock issued | 1,325,000 | ||||||
Net proceeds from issuance of common stock | $ | $ 1,987,000 | ||||||
Sale of Stock, Price Per Share | $ / shares | $ 1.70 | ||||||
Warrants available to purchase | 662,500 | ||||||
Exercise price of warrants | $ / shares | $ 0.30 | $ 4.80 | $ 2.35 | ||||
Warrants expiration date | Jan. 6, 2023 | ||||||
Gross proceeds from units offering | $ | $ 11,100 | ||||||
Units offered during the period | 36,910,809 | ||||||
Common stock warrants expiration date | Oct. 4, 2023 | ||||||
Number of shares of common stock included in each common unit | 1 | ||||||
Number of warrant to purchase share of common included in each common unit | 1 | ||||||
Number of common stock warrant included in each pre-funded unit | 1 | ||||||
Number of warrant to purchase share of common stock included in each pre-funded unit | 1 | ||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||
Number of preferred share purchase rights declared as dividend for each outstanding share of common stock | Item | 1 | ||||||
Number of shares of Series AA Preferred Stock that a registered holder of right is entitled to purchase | 0.001 | ||||||
Percentage of the company's common stock acquired by a third party upon which the rights become exercisable | 15.00% | ||||||
Minimum percentage of the company's common stock that must receive a tender offer from a third party upon which the rights become exercisable | 15.00% | ||||||
Common Stock Warrants | |||||||
Stockholders Equity [Line Items] | |||||||
Beneficial ownership maximum percentage of outstanding common stock | 9.99% | ||||||
Exercise price per share minimum | $ / shares | $ 0.12 | ||||||
Warrants outstanding | 36,910,809 | ||||||
Warrants exercisable | 36,910,809 | ||||||
Senior Secured Convertible Notes due August 15 2018 | |||||||
Stockholders Equity [Line Items] | |||||||
Payment on principle amount of note | $ | $ 7,400 | $ 7,400 | |||||
Common Units | |||||||
Stockholders Equity [Line Items] | |||||||
Units offered during the period | 8,065,000 | ||||||
Units offered during the period, price per unit | $ / shares | $ 0.30 | ||||||
Pre-funded Units | |||||||
Stockholders Equity [Line Items] | |||||||
Units offered during the period | 28,845,809 | ||||||
Units offered during the period, price per unit | $ / shares | $ 0.30 | ||||||
Warrants outstanding | 2,310,776 | ||||||
Warrants exercisable | 2,310,776 |
Retirement Savings Plan - Addit
Retirement Savings Plan - Additional Information (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Defined Contribution Pension and Other Postretirement Plans Disclosure [Abstract] | |||
Minimum age for eligibility to participate in the Savings Plan | 21 years | ||
Maximum contribution by the participants (as a percent) | 15.00% | ||
Matching contribution by the Company | $ 0 | $ 0 | $ 0 |
Business Segments, Concentrat_3
Business Segments, Concentration of Credit Risk and Significant Customers - Additional Information (Details) | 12 Months Ended | |
Dec. 31, 2018SegmentCustomer | Dec. 31, 2017Customer | |
Business Segments | ||
Number of business segments | Segment | 1 | |
Number of measurements of profitability | 1 | |
Accounts Receivable | Major customers | Credit Concentration | ||
Business Segments | ||
Percentage of concentration risk | 63.00% | 63.00% |
Number of customers | Customer | 3 | 1 |
Business Segments, Concentrat_4
Business Segments, Concentration of Credit Risk and Significant Customers - Schedule of Revenue from Shipment of Product and Licensing of its Technologies to Customers by Geographical Location (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Business Segments | |||
Total net revenue | $ 16,600 | $ 8,842 | $ 6,024 |
North America | |||
Business Segments | |||
Total net revenue | 12,998 | 6,531 | 3,816 |
Japan | |||
Business Segments | |||
Total net revenue | 2,956 | 1,520 | 1,303 |
Taiwan | |||
Business Segments | |||
Total net revenue | 399 | 613 | 804 |
Rest of world | |||
Business Segments | |||
Total net revenue | $ 247 | $ 178 | $ 101 |
Business Segments, Concentrat_5
Business Segments, Concentration of Credit Risk and Significant Customers - Schedule of Customers Who Accounted for at Least 10% of Total Net Revenue (Details) - Net Revenues - Customer Concentration | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Customer A | |||
Significant Customers | |||
Percentage of concentration risk | 32.00% | 46.00% | |
Customer B | |||
Significant Customers | |||
Percentage of concentration risk | 18.00% | 17.00% | 21.00% |
Customer C | |||
Significant Customers | |||
Percentage of concentration risk | 18.00% | ||
Customer D | |||
Significant Customers | |||
Percentage of concentration risk | 15.00% | 11.00% | 47.00% |
Customer E | |||
Significant Customers | |||
Percentage of concentration risk | 13.00% |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) | Oct. 03, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Commitments and Contingencies | |||||
Lease term | 22 months | ||||
Termination fee | $ 270,000 | ||||
Rent expenses | $ 212,000 | $ 470,000 | $ 783,000 | ||
Commission paid | 450,000 | ||||
Commissions expense | $ 250,000 | ||||
Cyren Inc - New Lessor | |||||
Commitments and Contingencies | |||||
Lease term | 36 months | ||||
Monthly rent and common-area costs | $ 22,000 | ||||
M West Propco - Old Lessor | |||||
Commitments and Contingencies | |||||
Termination fee | $ 250,000 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Lease Payments Under Non-cancelable Operating Lease and Purchase Commitments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Future minimum lease payments, Operating leases | |
2019 | $ 219 |
2020 | 186 |
Total minimum payments | $ 405 |
Restructuring - Additional Info
Restructuring - Additional Information (Details) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017 | Mar. 31, 2016USD ($)Position | Dec. 31, 2018USD ($) | |
Restructuring Cost And Reserve [Line Items] | |||||
Total termination charges | $ 676,000 | ||||
Severance benefits and other one-time termination costs | 600,000 | ||||
Cash expenditures | $ 600,000 | ||||
Reduction in workforce, as a percent | 60.00% | ||||
Restructuring expense | $ 50,000 | $ 1,000,000 | |||
Termination fee | $ 270,000 | ||||
United States | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Number of positions/employees terminated | Position | 12 | ||||
Hyderabad India | |||||
Restructuring Cost And Reserve [Line Items] | |||||
Number of positions/employees terminated | Position | 18 |
Restructuring - Summary of Rest
Restructuring - Summary of Restructuring Charges (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Restructuring charges | |||
Balance at the beginning of the period | $ 478 | $ 5 | |
Restructuring charges | 1,321 | $ 676 | |
Cash payments | (478) | (848) | |
Balance at the end of the period | 478 | 5 | |
Workforce Reduction | |||
Restructuring charges | |||
Restructuring charges | 458 | ||
Cash payments | (458) | ||
Facility Related | |||
Restructuring charges | |||
Balance at the beginning of the period | 89 | ||
Restructuring charges | 269 | ||
Cash payments | (89) | (180) | |
Balance at the end of the period | 89 | ||
Contractual obligations and other termination costs | |||
Restructuring charges | |||
Balance at the beginning of the period | 389 | 5 | |
Restructuring charges | 594 | ||
Cash payments | $ (389) | (210) | |
Balance at the end of the period | $ 389 | $ 5 |
Convertible Notes - Additional
Convertible Notes - Additional Information (Details) | Oct. 04, 2018USD ($) | Feb. 18, 2018 | Feb. 17, 2018 | Mar. 14, 2016USD ($)$ / shares | Oct. 31, 2018USD ($)$ / shares | Aug. 31, 2018USD ($) | Feb. 28, 2018USD ($)$ / shares | Aug. 31, 2017USD ($) | Feb. 28, 2017USD ($) | Aug. 31, 2016USD ($) | Dec. 31, 2018USD ($)shares$ / shares | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Convertible Notes | |||||||||||||
Interest Expense | $ 582,000 | $ 927,000 | $ 687,000 | ||||||||||
Senior Secured Convertible Notes due August 15 2018 | |||||||||||||
Convertible Notes | |||||||||||||
Stated interest rate (as a percent) | 10.00% | 8.00% | 8.00% | ||||||||||
Principal amount | $ 8,000,000 | ||||||||||||
Payment on principle amount of note | $ 7,400,000 | $ 7,400,000 | |||||||||||
Redemption purchase price (as a percent) | 100.00% | 120.00% | |||||||||||
Minimum ownership percentage triggering event for redemption of notes | 40.00% | ||||||||||||
Maximum amount of indebtedness subordinated by security interest and cash payment rights under debt instruments | $ 5,000,000 | ||||||||||||
Senior Secured Convertible Notes due August 15 2018 | Contractual obligations and other termination costs | |||||||||||||
Convertible Notes | |||||||||||||
Debt issuance costs | $ 100,000 | ||||||||||||
Interest Expense | 30,000 | $ 45,000 | $ 37,000 | ||||||||||
Senior Secured Convertible Notes due August 15 2018 | Minimum | |||||||||||||
Convertible Notes | |||||||||||||
Percentage of beneficial ownership if effective upon conversion date of debt instrument | 19.90% | ||||||||||||
Senior Secured Convertible Notes due August 15 2018 | Maximum | |||||||||||||
Convertible Notes | |||||||||||||
Period for outstanding balance of accounts receivable has not recorded an allowance for doubtful accounts (in days) | 90 days | ||||||||||||
Senior Secured Convertible Notes due August 15, 2023 | |||||||||||||
Convertible Notes | |||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 8.50 | $ 0.5717 | $ 0.5717 | ||||||||||
Outstanding Notes payable | $ 2,700,000 | ||||||||||||
Interest Note | |||||||||||||
Convertible Notes | |||||||||||||
Conversion price (in dollars per share) | $ / shares | $ 0.5717 | ||||||||||||
Number of shares issuable if notes converted to shares of common stock | shares | 4,671,424 | ||||||||||||
Semi-annual interest payments | $ 383,000 | $ 463,000 | $ 434,000 | $ 420,000 | $ 336,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) $ in Thousands | 3 Months Ended |
Dec. 31, 2017USD ($) | |
Related Party Transactions [Abstract] | |
Payments to related party for construction work | $ 195,000 |
Subsequent Event - Additional I
Subsequent Event - Additional Information (Details) | Feb. 28, 2019USD ($) |
Subsequent Event | Interest Note 6 | |
Subsequent Event | |
Principal amount | $ 78,000 |