Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Feb. 28, 2022 | Jun. 30, 2021 | |
Entity Information [Line Items] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2021 | ||
Document Fiscal Year Focus | 2021 | ||
Document Fiscal Period Focus | FY | ||
Entity Registrant Name | Autoscope Technologies Corporation | ||
Entity Central Index Key | 0000943034 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Public Float | $ 28,838,038 | ||
Entity Common Stock, Shares Outstanding | 5,378,857 | ||
Entity Shell Company | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Emerging Growth Company | false | ||
Entity Small Business | true | ||
Entity Interactive Data Current | Yes | ||
Entity File Number | 0-26056 | ||
Entity Address, Address Line One | 1115 Hennepin Avenue | ||
Entity Address, City or Town | Minneapolis | ||
Entity Address, State or Province | MN | ||
Entity Address, Postal Zip Code | 55403 | ||
City Area Code | (612) | ||
Entity Incorporation, State or Country Code | MN | ||
Entity Tax Identification Number | 86-3685595 | ||
Local Phone Number | 438-2363 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Auditor Name | Boulay PLLP | ||
Auditor Firm ID | 542 | ||
Auditor Location | Minneapolis, Minnesota | ||
Common Stock [Member] | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | Common Stock, $0.01 par value | ||
Trading Symbol | ISNS | ||
Security Exchange Name | NASDAQ | ||
Rights [Member] | |||
Entity Information [Line Items] | |||
Title of 12(b) Security | Preferred Stock Purchase Rights | ||
Trading Symbol | ISNS | ||
Security Exchange Name | NASDAQ |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 8,229 | $ 8,605 |
Accounts receivable, net of allowance for doubtful accounts of $18 and $2, respectively | 2,369 | 2,261 |
Inventories | 1,429 | 770 |
Prepaid expenses and other current assets | 355 | 480 |
Total current assets | 12,382 | 12,116 |
Property and equipment: | ||
Furniture and fixtures | 136 | 154 |
Leasehold improvements | 6 | 6 |
Equipment | 994 | 1,215 |
Real property | 2,059 | 0 |
Total property and equipment | 3,195 | 1,375 |
Accumulated depreciation | 958 | 1,072 |
Net property and equipment | 2,237 | 303 |
Intangible assets, net | 2,866 | 3,161 |
Deferred income taxes | 4,824 | 5,708 |
Operating lease asset, net | 58 | 136 |
TOTAL ASSETS | 22,367 | 21,424 |
Current liabilities: | ||
Accounts payable | 236 | 547 |
Deferred revenue | 107 | 37 |
Warranty | 128 | 141 |
Accrued compensation | 132 | 148 |
Operating lease obligation | 59 | 126 |
Short-term debt | 56 | 349 |
Other current liabilities | 181 | 124 |
Total current liabilities | 899 | 1,472 |
Non-current liabilities | ||
Operating lease obligation | 0 | 8 |
Long-term debt | 1,674 | 574 |
TOTAL LIABILITIES | 2,573 | 2,054 |
Commitments and contingencies (Note 16) | ||
Shareholders' equity | ||
Preferred stock, $.01 par value; - shares authorized, none issued or outstanding | 0 | 0 |
Common stock, $.01 par value; 20,000,000 shares authorized, 5,378,857 and 5,352,626 issued and outstanding, respectively | 54 | 54 |
Additional paid-in capital | 25,167 | 24,968 |
Accumulated other comprehensive loss | (288) | (150) |
Accumulated deficit | (5,139) | (5,502) |
Total shareholders' equity | 19,794 | 19,370 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 22,367 | $ 21,424 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 18 | $ 2 |
Preferred stock par value | $ 0.01 | $ 0.01 |
Preferred stock shares authorized | 5,000,000 | 5,000,000 |
Preferred stock shares issued | 0 | 0 |
Preferred stock shares outstanding | 0 | 0 |
Common stock par value | $ 0.01 | $ 0.01 |
Common stock shares authorized | 20,000,000 | 20,000,000 |
Common stock shares issued | 5,378,857 | 5,352,626 |
Common stock shares outstanding | 5,378,857 | 5,352,626 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue | $ 13,242 | $ 13,173 |
Cost of revenue | 3,007 | 2,785 |
Gross profit | 10,235 | 10,388 |
Operating expenses: | ||
Selling, marketing and product support | 2,127 | 2,546 |
General and administrative | 3,621 | 3,898 |
Research and development | 2,214 | 3,336 |
Total Operating expenses: | 7,962 | 9,780 |
Income from operations | 2,273 | 608 |
Other income | 927 | 0 |
Interest income (expense) | 0 | (7) |
Income from operations before income taxes | 3,200 | 601 |
Income tax expense (benefit) | 905 | (462) |
Net income | $ 2,295 | $ 1,063 |
Net income per share: | ||
Basic | $ 0.43 | $ 0.2 |
Diluted | $ 0.43 | $ 0.2 |
Weighted average number of common shares outstanding: | ||
Basic | 5,342 | 5,296 |
Diluted | 5,358 | 5,316 |
Product sales | ||
Revenue | $ 4,710 | $ 4,829 |
Cost of revenue | 2,607 | 2,418 |
Royalties | ||
Revenue | 8,532 | 8,344 |
Cost of revenue | $ 400 | $ 367 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Consolidated Statements Of Comprehensive Income [Abstract] | ||
Net income | $ 2,295 | $ 1,063 |
Other comprehensive income: | ||
Foreign currency translation adjustment | (138) | 156 |
Comprehensive income | $ 2,157 | $ 1,219 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOW - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities: | ||
Net income | $ 2,295,000 | $ 1,063,000 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation | 148,000 | 224,000 |
Software amortization | 780,000 | 736,000 |
Stock-based compensation | 226,000 | 224,000 |
Deferred income tax benefit | 884,000 | (489,000) |
Forgiveness of PPP Loan | (931,000) | 0 |
Loss on disposal of assets | 4,000 | 5,000 |
Changes in operating assets and liabilities: | ||
Accounts receivable, net | (108,000) | 865,000 |
Inventories | (659,000) | 10,000 |
Prepaid expenses and other current assets | 125,000 | (16,000) |
Accounts payable | (310,000) | 187,000 |
Accrued expenses and other current liabilities | 108,000 | (249,000) |
Net cash provided by operating activities | 2,562,000 | 2,560,000 |
Investing activities: | ||
Capitalized software development costs | (485,000) | (22,000) |
Purchases of property and equipment | (2,087,000) | (129,000) |
Net cash used for investing activities | (2,572,000) | (151,000) |
Financing activities: | ||
Dividend distributions | (1,932,000) | 0 |
Proceeds from PPP loan | 0 | 924,000 |
Stock for tax withholding | (35,000) | (6,000) |
Proceeds from long-term debt | 1,743,000 | 0 |
Deferred finance fees | (13,000) | 0 |
Proceeds from stock options exercised | 8,000 | 0 |
Net cash provided by (used for) financing activities | (229,000) | 918,000 |
Effect of exchange rate changes on cash | (137,000) | 160,000 |
Increase (decrease) in cash and cash equivalents | (376,000) | 3,487,000 |
Cash and cash equivalents at beginning of period | 8,605,000 | 5,118,000 |
Cash and cash equivalents at end of period | 8,229,000 | 8,605,000 |
Non-Cash investing and financing activities: | ||
Purchase of property and equipment in accounts payable | $ 0 | $ 1,000 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Captal | Accumulated Other Comprehensive Loss | Accumulated deficit |
Balance at Dec. 31, 2020 | $ 19,370 | $ 54 | $ 24,968 | $ (150) | $ (5,502) |
Balance (in shares) at Dec. 31, 2020 | 5,352,626 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation | $ 224 | $ 1 | 223 | ||
Stock-based compensation (in shares) | 31,455 | ||||
Stock options exercised (in shares) | 0 | ||||
Stock for tax withholding | $ (6) | (6) | |||
Stock for tax withholding (in shares) | (1,678) | ||||
Comprehensive income: | |||||
Foreign currency translation adjustment | 156 | 156 | |||
Net income | 1,063 | 1,063 | |||
Balance at Dec. 31, 2019 | 17,933 | $ 53 | 24,751 | (306) | (6,565) |
Balance (in shares) at Dec. 31, 2019 | 5,322,849 | ||||
Balance at Dec. 31, 2021 | 19,794 | $ 54 | 25,167 | (288) | (5,139) |
Balance (in shares) at Dec. 31, 2021 | 5,378,857 | ||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Stock-based compensation | 226 | 226 | |||
Stock-based compensation (in shares) | 31,233 | ||||
Stock options exercised | $ 8 | 8 | |||
Stock options exercised (in shares) | 2,000 | ||||
Stock for tax withholding | $ (35) | (35) | |||
Stock for tax withholding (in shares) | (7,002) | ||||
Dividend declared | (1,932) | (1,932) | |||
Comprehensive income: | |||||
Foreign currency translation adjustment | (138) | (138) | |||
Net income | 2,295 | 2,295 | |||
Balance at Dec. 31, 2020 | $ 19,370 | $ 54 | $ 24,968 | $ (150) | $ (5,502) |
Balance (in shares) at Dec. 31, 2020 | 5,352,626 |
DESCRIPTION OF BUSINESS AND SIG
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES | 1 DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES DESCRIPTION OF BUSINESS On July 21, 2021, a holding company reorganization was completed (the “Reorganization”) in which Image Sensing Systems, . ("ISNS") became a wholly-owned subsidiary of the new parent company named “ Technologies Corporation” (" "), which became the successor issuer to ISNS. As a result of the Reorganization, replaced ISNS as the public company trading on the Stock Market under the ticker symbol “AATC,” and outstanding shares of common stock automatically converted into shares of common stock of . As used in this Annual Report Form 10-K, the "Company", "we", "us" and "our" or its management or business at any time before the effective date of the Reorganization refer to those of ISNS as the predecessor company and its wholly-owned subsidiaries and thereafter to and its wholly-owned subsidiaries, except as otherwise specified or to the extent the context otherwise indicates. The Company develops and markets video and radar processing products for use in applications such as intersection control, highway, bridge and tunnel traffic management and traffic data collection. We sell our products primarily to distributors and also receive royalties under a license agreement with a manufacturer/distributor for certain of our products. Our products are used primarily by governmental entities. CONSOLIDATION The Consolidated Financial Statements include the accounts of Autoscope Technologies Corporation and its wholly‑owned subsidiary ISNS and its following wholly-owned subsidiaries: Image Sensing Systems HK Limited (ISS HK) in Hong Kong; Image Sensing Systems (Shenzhen) Limited (ISS WOFE) in China; Image Sensing Systems Spain SLU (ISS Spain) in Spain; ISS Image Sensing Systems Canada Limited (ISS Canada) in Canada; and Autoscope Technologies India Private Limited (Autoscope India) in India. All significant inter‑company transactions and balances have been eliminated. REVENUE RECOGNITION We recognize revenue when control of the promised goods or services is transferred to customers in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: ● Identification of a contract, or contracts, with a customer; ● Identification of performance obligations in the contract; ● Determination of the transaction price; ● Allocation of the transaction price to the performance obligations in the contract; and ● Recognition of revenue when, or as, we satisfy a performance obligation. Revenue disaggregated by revenue source for the years ended and 2020 consists of the following (in thousands); revenue excludes sales and usage-based taxes where it has been determined that we are acting as a pass-through agent: Years Ended December 31, 2021 2020 Product sales $ 4,710 $ 4,829 Royalties 8,532 8,344 Total revenue $ 13,242 $ 13,173 Product Sales: Product revenue is generated from the direct sales of our RTMS radar systems worldwide and our Autoscope video systems in Europe and Asia. Revenue is recognized when control of the promised goods or services is transferred to our customers in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Certain product sales may contain multiple performance obligations for revenue recognition purposes. Multiple performance obligations may include the hardware, software, installation services, training, support, and extended warranties. In arrangements where we have multiple performance obligations, the transaction price is allocated to each performance obligation using the relative stand-alone selling price. We generally determine stand-alone selling prices based on the observable stand-alone prices charged to customers. For performance obligations without observable stand-alone prices charged to customers, we evaluate the adjusted market assessment approach and the expected cost plus margin approach to estimate the stand-alone selling prices. Revenue for services such as maintenance, repair, and technical support is recognized either as the service is performed or ratably over the defined contractual period for service maintenance contracts. From time to time our payment terms may vary by the type and location of our customer and the products or services offered. Revenue for extended warranties is deferred until the coverage period and then recognized ratably over the extended warranty term. We record deferred revenues when cash payments are received or due in advance of our performance, including amounts which are refundable. The term between invoicing and when payment is due is not significant. For certain products or services and customer types, we require payment before the products or services are delivered to the customer. We record provisions against sales revenue for estimated returns and allowances in the period when the related revenue is recorded based on historical sales returns and changes in end user demand. Royalties: Econolite Control Products, Inc. (“Econolite”) is our licensee that sells our Autoscope video system products in the United States, Mexico, Canada and the Caribbean. The royalty of approximately 50% of the gross profit on licensed products is recognized when the products are shipped or delivered by Econolite to its customers. Practical Expedients and Exemptions: We generally expense sales commissions when incurred because the amortization periods would have been one year We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year SHIPPING AND HANDLING Freight revenue billed to customers is reported within revenue on the Consolidated Statements of Operations, and expenses incurred for shipping products to customers are reported within cost of revenue on the Consolidated Statements of Operations. CASH AND CASH EQUIVALENTS We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash equivalents, both inside and outside the United States, are invested in money market funds and bank deposits in local currency denominations. Cash located in foreign banks was $201,000 and $715,000 ACCOUNTS RECEIVABLE We grant credit to customers in the normal course of business and generally do not require collateral from domestic customers. When deemed appropriate, receivables from customers outside the United States are supported by letters of credit from financial institutions. Management performs on‑going credit evaluations of customers. The allowance for doubtful accounts is based on management’s assessment of the collectability of specific customer accounts and includes consideration of the credit worthiness and financial condition of those specific customers. We record an allowance to reduce receivables to the amount that is reasonably believed to be collectible and consider factors such as the financial condition of the customer and the aging of the receivables. If there is a deterioration of a customer’s financial condition, if we become aware of additional information related to the credit worthiness of a customer, or if future actual default rates on trade receivables in general differ from those currently anticipated, we may have to adjust our allowance for doubtful accounts, which would affect earnings in the period the adjustments were made. INVENTORIES Inventories are primarily electronic components and finished goods and are valued at the lower of cost or net realizable value determined under the first‑in, first‑out accounting method. PROPERTY AND EQUIPMENT Property and equipment are stated at cost. Additions, replacements, and improvements are capitalized at cost, while maintenance and repairs are charged to operations as incurred. Depreciation is recorded using the straight‑line method over the estimated useful lives of the assets and by accelerated methods for income tax purposes. Leasehold improvements are depreciated over the shorter of the estimated useful lives of the assets or the contractual term of the lease, with consideration of lease renewal options if renewal appears probable. Useful lives of the furniture and fixtures, leasehold improvements, and equipment range from three seven years On August 27, 2021 (the "Effective Date"), ISNS, and TJ&Z Family Limited Partnership, a Minnesota limited partnership ("TJ&Z"), entered into a Purchase Agreement (the "Original Agreement") under which ISNS purchased certain real and personal property (the "Property") from TJ&Z for a total purchase price of $2,050,000, subject to adjustments if certain conditions were not satisfied (the "Purchase Price"). The Property includes land and a building located at 1115 60 The foregoing description of the Original Agreement and the First Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement and First Amendment filed as Exhibit 10.17 10.18 INCOME TAXES We record a tax provision for the anticipated tax consequences of the reported results of operations. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those deferred tax assets and liabilities are expected to be realized or settled. We record a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized. We believe it is more likely than not that forecasted income, including income that may be generated as a result of certain tax planning strategies, together with the tax effects of the deferred tax liabilities, will be sufficient to fully recover the remaining net realizable value of deferred tax assets. If all or part of the net deferred tax assets are determined not to be realizable in the future, an adjustment to the valuation allowance would be charged to earnings in the period such determination is made. In addition, the calculation of tax liabilities involves significant judgment in estimating the impact of uncertainties in the application of complex tax laws. Resolution of these uncertainties in a manner inconsistent with management’s expectations could have a material impact on our financial condition and operating results. We recognize penalties and interest expense related to unrecognized tax benefits in income tax expense. INTANGIBLE ASSETS We capitalize certain software development costs related to software to be sold, leased, or otherwise marketed. Capitalized software development costs include purchased materials, services, internal labor and other costs associated with the development of new products and services. Software development costs are expensed as incurred until technological feasibility has been established, at which time future costs incurred are capitalized until the product is available for general release to the public. Based on our product development process, technological feasibility is generally established once product and detailed program designs have been completed, uncertainties related to high-risk development issues have been resolved through coding and testing, and we have established that the necessary skills, hardware, and software technology are available for production of the product. Once a software product is available for general release to the public, capitalized development costs associated with that product will begin to be amortized to cost of sales over the product’s estimated economic selling life, using the greater of straight-line or a method that results in cost recognition in future periods that is consistent with the anticipated timing of product revenue recognition. Capitalized software development costs are subject to an ongoing assessment of recoverability, which is impacted by estimates and assumptions of future revenues and expenses for these software products, as well as other factors such as changes in product technologies. Any portion of unamortized capitalized software development costs that are determined to be in excess of net realizable value have been expensed in the period in which such a determination is made. Subsequent to reaching technological feasibility for certain software products, we capitalized approximately $485,000 and $22,000 of software development costs during the years ended December 31, 2021 and 2020, respectively. Intangible assets with finite lives are amortized on a straight‑line basis over the expected period to be benefited by future cash flows and reviewed for impairment. At both December 31, 2021 and 2020, there were no indefinite‑lived intangible assets. IMPAIRMENT OF LONG‑LIVED ASSETS We review the carrying value of long‑lived assets or asset groups, such as property and equipment and intangibles subject to amortization, when events or changes in circumstances such as asset utilization, physical change, legal factors, or other matters indicate that the carrying value may not be recoverable. When this review indicates the carrying value of an asset or asset group exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset or asset group, we recognize an asset impairment charge against operations. The amount of the impairment loss recorded is the amount by which the carrying value of the impaired asset or asset group exceeds its fair value. No such impairment losses were recorded during the years ended December 31, 2021 and 2020. RESEARCH AND DEVELOPMENT Research and development costs associated with new products are charged to operations in the period incurred. WARRANTIES We generally provide a two three FOREIGN CURRENCY The financial position and results of operations of our foreign subsidiaries are measured using local currency as the functional currency. Assets and liabilities are translated using fiscal period‑end exchange rates, and statements of operations are translated using average exchange rates applicable to each period, with the resulting translation adjustments recorded as a separate component of shareholders’ equity under “Accumulated other comprehensive loss.” Gains and losses from foreign currency transactions are recognized in the Consolidated Statements of Operations. NET INCOME PER SHARE Basic income per share excludes dilution and is computed by dividing net income attributable to common shareholders by the weighted‑average number of common shares outstanding during the period. Diluted income per share includes potentially dilutive common shares consisting of stock options and restricted stock using the treasury stock method. Under the treasury stock method, shares associated with certain stock options have been excluded from the diluted weighted average shares outstanding calculation because the exercise of those options would lead to a net reduction in common shares outstanding. As a result, stock options to acquire 2,000 and 15,320 weighted common shares have been excluded from the diluted weighted shares outstanding calculation for the years ended December 31, 2021 and 2020, respectively, because the exercise prices were greater than the average market price of the common shares during the period and were excluded from the calculation of diluted net income per share. LOSS CONTINGENCIES We establish an accrual for loss contingencies when it is both probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated. When loss contingencies are not probable and cannot be reasonably estimated, we do not establish an accrual. However, when there is at least a reasonable possibility that a loss has been incurred, but it is not probable or reasonably estimated, we disclose the nature of the loss contingency and an estimate of the possible loss or range of loss as applicable. Any adjustment made to a loss contingency accrual during an accounting period affects the earnings of the period. USE OF ESTIMATES The preparation of financial statements in accordance with U.S. generally accepted accounting principles ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenue and expense during the reporting period. Predicting future events is inherently an imprecise activity and, as such, requires the use of judgment. Ultimate results could differ from those estimates. Changes in these estimates will be reflected in the financial statements in future periods. Significant estimates include warranty reserves, allowance for doubtful accounts, inventory reserves, and the valuation of deferred tax assets. STOCK‑BASED COMPENSATION We measure the cost of employee services received in exchange for the award of equity instruments based on the fair value of the award at the date of grant and recognize the cost over the period during which an employee is required to provide services in exchange for the award. Stock options or awards are granted at exercise prices equal to the closing market price of our stock on the day before the date of grant. For purposes of determining the estimated fair value of stock options, we utilize a Black‑Scholes option pricing model, which requires the input of certain assumptions requiring management judgment. Because our employee stock option awards have characteristics significantly different from those of traded options, and because changes in the input assumptions can materially affect fair value estimates, existing models may not provide a reliable single measure of the fair value of employee stock options. Management will continue to assess the assumptions and methodologies used to calculate estimated fair value of stock‑based compensation. Circumstances may change and additional data may become available over time that could result in changes to these assumptions and methodologies and thereby materially impact the fair value determination of future grants of stock‑based payment awards. If factors change and we employ different assumptions in future periods, the compensation expense recorded may differ significantly from the stock‑based compensation expense recorded in the current period. RECENT ACCOUNTING PRONOUNCEMENTS Accounting pronouncements recently adopted In August 2018, the Financial Accounting Standards Board ("FASB") issued ASU No. 2018-13, "Fair Value Measurements (Topic 820)" ("ASU 2018-13'). ASU 2018-13 eliminates, amends and adds disclosure requirements for fair value measurements. The standard is required to be adopted for annual periods beginning after December 15, 2019, including interim periods within that annual period, which is our fiscal year 2020 . We adopted these changes as of January 1, 2020; however, there are no required changes that apply to our fair value measurements disclosures |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 12 Months Ended |
Dec. 31, 2021 | |
FAIR VALUE MEASUREMENTS [Abstract] | |
FAIR VALUE MEASUREMENTS | 2 FAIR VALUE MEASUREMENTS The guidance for fair value measurements establishes the authoritative definition of fair value, sets out a framework for measuring fair value, and outlines the required disclosures regarding fair value measurements. Fair value is the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants at the measurement date. We use a three ‑ tier fair value hierarchy based upon observable and non ‑ observable inputs as follows: • Level 1 • Level 2 • Level 3 Assets and Liabilities that are Measured at Fair Value on a Recurring Basis The fair value hierarchy requires the use of observable market data when available. In instances in which the inputs used to measure fair value fall into different levels of the fair value hierarchy, the fair value measurement has been determined based on the lowest level input that is significant to the fair value measurement in its entirety. Our assessment of the significance of a particular item to the fair value measurement in its entirety requires judgment, including the consideration of inputs specific to the asset or liability. Financial Instruments not Measured at Fair Value Certain of our financial instruments are not measured at fair value and are recorded at carrying amounts approximating fair value, based on their short ‑ term nature or variable interest rate. These financial instruments include cash and cash equivalents, accounts receivable, accounts payable and other current financial assets and liabilities. |
INVENTORIES
INVENTORIES | 12 Months Ended |
Dec. 31, 2021 | |
IINVENTORIES [Abstract] | |
INVENTORIES | 3 INVENTORIES Inventories consisted of the following (in thousands): December 31, 2021 2020 Finished goods $ 1,205 $ 661 Components 224 109 Total $ 1,429 $ 770 |
OPERATING LEASES
OPERATING LEASES | 12 Months Ended |
Dec. 31, 2021 | |
OPERATING LEASES [Abstract] | |
OPERATING LEASES | 4 The Company is subject to various non-cancelable operating leases for office space and IT equipment expiring at various dates through November 2022. These leases do not have significant rent escalation, holidays, concessions, leasehold improvement incentives, or other buildout clauses. Further, the leases do not contain contingent rent provisions. Most of these leases include an option to renew. The exercise of lease renewal options is typically at our sole discretion; therefore, the majority of renewals to extend the lease terms are not included in our right-of-use ("ROU") assets and lease liabilities because they are not reasonably certain of exercise. We regularly evaluate the renewal options and, when they are reasonably certain of exercise, we include the renewal period in our lease term. Because most of our leases do not provide an implicit rate, we use our incremental borrowing rate in determining the present value of the lease payments. The incremental borrowing rate represents an estimate of the interest rate we would incur at lease commencement to borrow an amount equal to the lease payments on a collateralized basis over the term of a lease. We used incremental borrowing rates as of January 1, 2019 for operating leases that commenced prior to that date. We have a centrally managed treasury function; therefore, based on the applicable lease terms and the current economic environment, we apply a portfolio approach for determining the incremental borrowing rate. The cost components of our operating leases were as follows (in thousands) for the years ended December 31: 2021 2020 Operating lease costs $ 212 $ 247 Variable lease costs 194 284 Total $ 406 $ 531 Maturities for our lease liabilities for all operating leases were as follows (in thousands) as of December 31, 2021: Total 2022 $ 59 2023 and thereafter — Total lease payments 59 Less: Interest — Present value of lease liabilities $ 59 The weighted average remaining lease terms and discount rates for all of our operating leases were as follows as of December 31, 2021: December 31, 2021 Remaining lease term and discount rate: Weighted average remaining lease term (years) 0.34 Weighted average discount rate 4.75 % Cash paid for amounts included in the measurement of operating lease liabilities was $210,000 and $250,000 for the years ended December 31, 2021 and 2020, respectively, and this amount is included in operating activities in the Consolidated of Cash Flows. T here were no operating lease assets obtained in exchange for new operating lease liabilities for the years ended December 31, 2021 and 2020, except that during the quarter ended June 30, 2020, we agreed to a one-year and, during the three months ended September 30, 2021, ISNS entered into Amendment XV to Office Lease Agreement (the "Amendment"), which increased operating lease assets and liabilities by $134,000. On July 28, 2021, ISNS and Spruce Tree Centre L.L.P. entered into the Amendment, which amended the original Office Lease Agreement dated as of November 24, 1998 by and between ISNS and Spruce Tree (the "Original Lease"), as such Original Lease was subsequently amended (as so amended, The following is a schedule of minimum future rental income (in thousands ) on the operating lease related to the billboard located on the Real Property as of December 31, 2021. Total 2022 $ 38 2023 38 2024 38 2025 38 2026 38 2027 and thereafter 38 Total minimum future rental income $ 228 The operating lease related to the billboard located on the Real Property was for an initial term of seven years, through December 31, 2027. The lease automatically renews on an annual basis thereafter, cancellable by either party. |
INTANGIBLE ASSETS
INTANGIBLE ASSETS | 12 Months Ended |
Dec. 31, 2021 | |
INTANGIBLE ASSETS [Abstract] | |
INTANGIBLE ASSETS | 5 INTANGIBLE ASSETS Intangible assets include capitalized software development costs consisting of the following (dollars in thousands): December 31, 2021 Weighted Gross Net Average Carrying Accumulated Carrying Useful Life Amount Amortization Value (in Years) Wrong Way development costs 228 (228 ) — — Vision development costs 3,107 (1,953 ) 1,154 8.0 Echo development costs 1,852 (506 ) 1,346 7.0 IntellitraffiQ development costs 468 (409 ) 59 4.0 Software development in process costs 307 — 307 — $ 5,962 $ (3,096 ) $ 2,866 6.6 December 31, 2020 Weighted Gross Net Average Carrying Accumulated Carrying Useful Life Amount Amortization Value (in Years) Wrong Way development costs $ 228 $ (228 ) $ — — Vision development costs 2,929 (1,553 ) 1,376 8.0 Echo development costs 1,852 ( ) 1,610 7.0 IntellitraffiQ development co sts 468 ( ) 175 4.0 $ 5,477 $ (2,316 ) $ 3,161 7.3 The estimated future amortization expense related to other intangible assets for the next fiscal years is as follows (dollars in thousands): Amortization Expense 2022 $ 743 2023 685 2024 580 2025 265 2026 265 2027 and thereafter 22 The above amortization expense relates to various capitalized costs related to software development. Future amortization amounts presented above are estimates. Actual future amortization expense may be different due to future acquisitions, impairments, changes in amortization periods, or other factors. In accordance with GAAP, we performed an assessment of recoverability on our software development costs, which is impacted by estimates and assumptions of future revenue and expenses for these products, as well as other factors such as changes in product technologies. We determined that the amount of the estimated undiscounted cash flows is greater than the asset carrying value, and there were no impairment triggers as of December 31, 2021. |
WARRANTIES
WARRANTIES | 12 Months Ended |
Dec. 31, 2021 | |
WARRANTIES [Abstract] | |
WARRANTIES | 6 WARRANTIES Warranty liability and related activity consisted of the following (in thousands): Years ended December 31, 2021 2020 Beginning balance $ 141 $ 313 Warranty provisions 41 35 Warranty claims (47) (63 ) Adjustments to preexisting warranties (7) (144 ) Ending balance $ 128 $ 141 |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2021 | |
INCOME TAXES [Abstract] | |
INCOME TAXES | 7 INCOME TAXES The components of income before income taxes were as follows (in thousands): Years ended December 31, 2021 2020 Income from operations before income taxes Domestic $ 3,158 $ 609 Foreign 42 (8) Total $ 3,200 $ 601 The components of income tax expense (benefit) were as follows (in thousands): Years ended December 31, 2021 2020 Current: Federal $ — $ 2 State 17 2 Foreign 3 22 $ 20 $ 26 Deferred: Federal $ 894 $ (461 ) State 49 (33 ) Foreign (58 ) 6 885 (488 ) Total income tax expense (benefit) $ 905 $ (462 ) A reconciliation from the federal statutory income tax provision to our effective tax expense (benefit) is as follows (in thousands): Years ended December 31, 2021 2020 United States federal tax statutory rate $ 686 $ 143 State taxes, net of federal benefit (37 ) (31 ) Changes in valuation allowances against deferred tax assets (132 ) — Research and development tax credits (24 ) (125 ) Foreign provision different than U.S. tax rate 31 6 PPP loan forgiveness (196 ) — Nondeductible expenses 43 (137 ) Deferred true-up 295 ( ) Write off of attributes from disposed entity 279 — Other (40 ) (92 ) Total $ 905 $ (462 ) A summary of the deferred tax assets and liabilities is as follows (in thousands): December 31, 2021 2020 Deferred tax assets (liabilities): Accrued compensation and benefits $ 6 $ 7 Inventory reserves 5 3 Allowance for doubtful accounts 14 — Prepaid expenses and other (35 ) ( ) Warranty reserves 2 15 Intangible and other assets (267 ) (158 ) Net operating loss carryforwards 3,757 4,756 Property, equipment and other 3 (10 ) Research and development credit 2,951 2,890 Total deferred tax asset: 6,436 7,451 Less: valuation allowance (1,612 ) (1,743 ) Total deferred tax assets: $ 4,824 $ 5,708 As of December 31, 2021, the Company had sustained a significant accumulated tax loss. The net operating loss (“NOL”) carry forward in the United States and Canada as of December 31, 2021 was $16.7 million On a quarterly basis, the Company evaluates all positive and negative evidence in determining if the valuation allowance is fairly stated. The valuation allowance of $1.6 million and $1.7 million at December 31, 2021 and 2020, respectively, relates to state and foreign net operating losses, U.S. federal and state research and development credits, and foreign tax credits that are not more likely than not to be utilized. In accordance with Accounting Standards Codification ("ASC") 740 30 Income Taxes, During 2021, the Company identified an error related to the 2020 income tax provision which resulted in the income tax benefit to be overstated by approximately $224,000 for the year ended December 31, 2020. The error was corrected during the fourth quarter of 2021, resulting in the income tax expense for the year ended December 31, 2021 to be overstated by a corresponding $224,000. The error relates to the accounting for the tax benefits of certain operating losses of the Company's ISS HK foreign entity. Management has determined the error was not material to either the 2021 or 2020 consolidated financial statements. The Company had recognized no material uncertain tax positions as of December 31, 2021. The Company files income tax returns in the U.S federal jurisdiction and various state and foreign jurisdictions. With few exceptions, the Company is no longer subject to U.S federal or state and local income tax examinations by tax authorities for years before 2018. It is difficult to predict the final timing and resolution of any particular uncertain tax position. Based on the Company's assessment of many factors, including past experience and complex judgments about future events, the Company does not currently anticipate significant changes in its uncertain tax positions over the next 12 months. |
LICENSING
LICENSING | 12 Months Ended |
Dec. 31, 2021 | |
LICENSING [Abstract] | |
LICENSING | 8 LICENSING We have licensed the exclusive right to manufacture and market the Autoscope video technology in the United States, Mexico, Canada and the Caribbean to Econolite, and we receive royalties from Econolite on sales of systems in those territories as well as in non ‑ exclusive territories as allowed from time to time. We may terminate our agreement with Econolite if a minimum annual sales level is not met or if Econolite fails to make royalty payments as required by the agreement. The agreement’s term expires in 2031, unless terminated by either party upon three years’ notice. We recognized royalty income from this agreement of $8.5 million and $8.3 million in 2021 and 2020, respectively. |
SIGNIFICANT CUSTOMERS AND CONCE
SIGNIFICANT CUSTOMERS AND CONCENTRATION OF CREDIT RISK | 12 Months Ended |
Dec. 31, 2021 | |
SIGNIFICANT CUSTOMERS AND CONCENTRATION OF CREDIT RISK [Abstract] | |
SIGNIFICANT CUSTOMERS AND CONCENTRATION OF CREDIT RISK | 9 SIGNIFICANT CUSTOMERS AND CONCENTRATION OF CREDIT RISK Royalty revenue from Econolite comprised 64% and 63% of revenue in the years ended December 31, 2021 and 2020, respectively. Accounts receivable from Econolite were $1.4 million and $1.8 million at December 31, 2021 and 2020, respectively. Major disruptions in the manufacturing and distribution of our products by Econolite or the inability of Econolite to make payments on its accounts receivable with us could have a material adverse effect on our business, financial condition and results of operations. At December 31, 2021, Econolite comprised 60% of our accounts receivable compared to 78% at December 31, 2020. Product revenue from four of the Company's major customers other than Econolite comprised 16% and 17% of revenue in the years ended December 31, 2021 and 2020 2020 15 |
RETIREMENT SAVINGS PLANS
RETIREMENT SAVINGS PLANS | 12 Months Ended |
Dec. 31, 2021 | |
RETIREMENT SAVINGS PLANS [Abstract] | |
RETIREMENT SAVINGS PLANS | 10 RETIREMENT SAVINGS PLANS Substantially all of our employees in the United States are eligible to participate in our qualified defined contribution 401 |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2021 | |
STOCK-BASED COMPENSATION [Abstract] | |
STOCK-BASED COMPENSATION | 11 STOCK-BASED COMPENSATION We compensate officers, directors, key employees and consultants with stock-based compensation under the Image Sensing Systems, Inc. 2014 Stock Option and Incentive Plan (the "2014 Plan"), which was approved by our shareholders and is administered under the supervision of our Board of Directors. The Image Sensing Systems, Inc. 2005 Stock Incentive Plan (the "2005 Plan") expired in 2015, although there are options to purchase 15,000 shares outstanding under the 2005 Plan that were issued before the 2005 Plan expired. The 2014 Plan and the 2005 Plan and awards granted under the 2014 Plan and the 2005 Plan were assumed by Autoscope in the Reorganization. Stock option awards are granted at exercise prices equal to the closing price of our stock on the day before the date of grant. Generally, options vest proportionally over periods of three to five years from the dates of the grant, beginning one year from the date of grant, and have a contractual term of nine to 10 years. Compensation expense, net of estimated forfeitures, is recognized ratably over the vesting period. Stock-based compensation expense included in general and administrative expense for the years ended December 31, 2021 and 2020 was $226,000 and $224,000, respectively. At December 31, 2021, 245,504 shares were available for grant under the 2014 Plan. Stock Options The following tables summarize stock option activity: For the year ended December 31, 2021 Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Options outstanding at December 31, 2020 15,000 $ 4.76 2.94 $ 2,700 Granted — $ - — $ — Exercised (2,000 ) $ 4.22 — $ — Expired — $ - — $ — Forfeited (1,000 ) $ 4.22 — $ — Options outstanding at December 31, 2021 12,000 $ 4.90 1.13 $ 19,860 Options exercisable at December 31, 2021 12,000 $ 4.90 1.13 $ 19,860 For the year ended December 31, 2020 Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Options outstanding at December 31, 2019 16,000 $ 4.73 3.97 $ 3,505 Granted — $ — — $ — Exercised — $ — — $ — Expired — $ — — $ — Forfeited (1,000 ) $ 4.22 — $ — Options outstanding at December 31, 2020 15,000 $ 4.76 2.94 $ 2,700 Options exercisable at December 31, 2020 15,000 $ 4.76 2.94 $ 2,700 We recognized no ring the years ended December 31, 2021 and 2020. At December 31, 2021, there was no unrecognized stock option expense related to non-vested stock options. The fair value of stock options granted under stock‑based compensation programs has been estimated as of the date of each grant using the multiple option form of the Black‑Scholes valuation model, based on the grant price and assumptions regarding the expected grant life, stock price volatility, dividends, and risk‑free interest rates. Each vesting period of an option award is valued separately, with this value being recognized evenly over the vesting period. No Restricted Stock and Stock Awards Restricted stock awards are granted under the 2014 Plan at the discretion of the Compensation Committee of our Board of Directors. We issue restricted stock awards to executive officers and key consultants. These awards may contain certain performance conditions or time-based vesting criteria. The restricted stock awards granted to executive officers vest if the various performance or time-based metrics are met. Stock-based compensation is recognized for the number of awards expected to vest at the end of the period and is expensed beginning on the grant date through the end of the vesting period. At the time of vesting, the recipients of common stock may request to receive a net of the number of shares required for employee withholding taxes, which can be withheld up to the relevant jurisdiction's maximum statutory rate. Stock awards granted to consultants are recognized over the performance period based on the stock price on the date when the consultant's performance is complete. We also issue stock awards as a portion of the annual retainer for each director on a quarterly basis. The stock awards are fully vested at the time of issuance. Compensation expense related to stock awards is determined on the grant date based on the publicly- quoted fair market value of our common stock and is charged to earnings on the grant date. The following table summarizes restricted stock award activity for 2021 and 2020: 2021 2020 Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Grant Date Fair Value Awards outstanding at beginning of year 33,330 $ 4.52 58,961 $ 4.32 Granted 31,233 $ 6.40 31,455 $ 3.97 Vested (45,966 ) $ 5.31 ( ) $ 4.01 Forfeited — $ — — $ — Awards outstanding at end of year 18,597 $ 5.72 33,330 $ 4.52 As of December 31, 2021 , which is expected to be recognized over a weighted average period of 1.8 years. During the years ended December 31, 2021 and 2020, we recognized $226,000 and $ , respectively, of stock-based compensation expense related to restricted stock awards. |
INCOME PER COMMON SHARE
INCOME PER COMMON SHARE | 12 Months Ended |
Dec. 31, 2021 | |
INCOME PER COMMON SHARE [Abstract] | |
INCOME PER COMMON SHARE | 12 INCOME PER COMMON SHARE Net income per share is computed by dividing net income by the daily weighted average number of common shares outstanding during the applicable periods. Diluted net income per share includes the potentially dilutive effect of common shares subject to outstanding stock options and restricted stock awards using the treasury stock method. Under the treasury stock method, shares subject to certain outstanding stock options and restricted stock awards have been excluded from the diluted weighted average shares outstanding calculation because the exercise of those options or the vesting of those restricted stock awards would lead to a net reduction in common shares outstanding A reconciliation of net income per share is as follows (in thousands, except per share data): Years ended December 31, 2021 2020 Numerator: Net income $ 2,295 $ 1,063 Denominator: Weighted average common shares outstanding 5,342 5,296 Dilutive potential common shares 16 20 Shares used in diluted net income per common share calculations 5,358 5,316 Basic net income per common share $ 0.43 $ 0.20 Diluted net income per common share $ 0.43 $ 0.20 |
RESTRUCTURING AND EXIT ACTIVITI
RESTRUCTURING AND EXIT ACTIVITIES | 12 Months Ended |
Dec. 31, 2021 | |
RESTRUCTURING AND EXIT ACTIVITIES [Abstract] | |
RESTRUCTURING AND EXIT ACTIVITIES | 13 RESTRUCTURING AND EXIT ACTIVITIES In the third quarter of 2016, in order to streamline our operating and cost structure, we initiated the closure of our wholly-owned subsidiaries, Image Sensing Systems HK Limited (ISS HK) in Hong Kong; Image Sensing Systems (Shenzhen) Limited (ISS WOFE) in China . . At September 30, 2021, Image Sensing Systems (Shenzhen) Limited was fully closed. In the second quarter of 2021, the Company began the process of forming a subsidiary in Chennai, India. Autoscope Technologies India Private Limited ("Autoscope India") was legally formed on October 14, 2021. Autoscope India's operations will solely focus on research and development. |
SEGMENT INFORMATION
SEGMENT INFORMATION | 12 Months Ended |
Dec. 31, 2021 | |
SEGMENT INFORMATION [Abstract] | |
SEGMENT INFORMATION | 14 SEGMENT INFORMATION The Company's Chief Executive Officer and management regularly review financial information for the Company's discrete operating segments. Based on similarities in the economic characteristics, nature of products and services, production processes, type or class of customer served, method of distribution and regulatory environments, the operating segments have been aggregated for financial statement purposes and categorized into two reportable segments: Intersection and Highway. Autoscope video is our machine-vision product line, and revenue consists of royalties (all of which are received from Econolite), as well as a portion of international product sales. Video products are normally sold in the Intersection segment. RTMS is our radar product line, and revenue consists of international and North American product sales. Radar products are normally sold in the Highway segment. All segment revenues are derived from external customers. Operating expenses and total assets are not allocated to the segments for internal reporting purposes. Due to the changes in how we manage our business, we may reevaluate our segment definitions in the future. The following tables set forth selected financial information for each of our reportable segments (in thousands): For the year ended December 31, 2021 Intersection Highway Total Revenue $ 9,323 $ 3,919 $ 13,242 Gross profit 8,421 1,814 10,235 Amortization of intangible assets 400 380 780 Intangible assets 1,461 1,405 2,866 For the year ended December 31, 2020 Intersection Highway Total Revenue $ 9,301 $ 3,872 $ 13,173 Gross profit 8,401 1,987 10,388 Amortization of intangible assets 367 369 736 Intangible assets 1,376 1,785 3,161 We derived the following percentages of our net revenues from the following geographic regions: For the years ended December 31, 2021 2020 Asia Pacific 1% 2% Europe and Middle East 12% 14% North America 87% 84% No countries other than the United States had revenue in excess of 10% of our total revenue during any periods presented. The aggregate net book value of long‑lived assets held outside of the United States, not including intangible assets, was $ 10,000 |
LONG-TERM DEBT
LONG-TERM DEBT | 12 Months Ended |
Dec. 31, 2021 | |
LONG-TERM DEBT [Abstract] | |
LONG-TERM DEBT | 15 LONG-TERM DEBT Paycheck Protection Program Loan Under the Paycheck Protection Program ("PPP"), the United States Small Business Administration ("SBA") approved the Company's application to receive a loan in the amount of $923,700 (the "PPP Loan"). The PPP was established under the congressionally approved Coronavirus Aid, Relief, and Economic Security Act (the "CARES Act") and is administered by the SBA. The PPP Loan to the Company was made through BMO Harris Bank N.A. (the "Lender"). On April 21, 2020, the Company's Board of Directors approved the PPP Loan, and the Company signed the promissory note (the "Note") evidencing the PPP Loan, which is dated as of April 17, 2020. The Lender distributed the $923,700 of proceeds of the PPP Loan to the Company on April 22, 2020. The term of the PPP loan was 24 No Under the terms of the CARES Act, PPP loan recipients can apply for and be granted forgiveness for all or a portion of loans made under the PPP after 24 weeks On February 2, 2021, the Company was notified by the Lender that the Lender had received payment in full of the PPP Loan from the United States government, and the Company's PPP Loan had been forgiven. The Company recognized the amount of the loan principal and accrued interest forgiven totaling approximately $931,000 as other non-operating income in the first quarter of 2021. The foregoing description of the Note does not purport to be complete and is qualified in its entirety by reference to the full text of the Note filed as Exhibit 10.14 to this Annual Report on Form 10-K and incorporated herein by reference. Real Propert y Bank Loan On December 10, 2021, ISNS entered into a Business Loan Agreement (the "Loan Agreement") with Coulee Bank (the "Bank") and issued a promissory note to the Bank (the "Note") in the original principal amount of $1,742,500 (the "Loan") to finance the purchase of the Property at 1115 Hennepin Avenue, Minneapolis, Minnesota (the "Real Property"). The Note has a term of five years and bears interest at the fixed annual rate of 3.950% unless ISNS defaults under the terms of the Note, in which case a higher interest rate will go into effect calculated as provided in the Note. The Note is payable in 59 Upon the occurrence of an event of default under the Loan Agreement, all indebtedness of ISNS to the Bank immediately will become due and payable, all without notice of any kind to ISNS, except that in the case of an event of default of the type described in the "Insolvency" subsection of the Loan Agreement, such acceleration will be automatic and not optional. Under the Mortgage granted by ISNS to the Bank (the "Mortgage") dated as of December 10, 2021, ISNS mortgaged and conveyed to the Bank, with power of sale, all of ISNS's right, title, and interest in and to the Real Property, together with all existing or subsequently erected or affixed buildings and all improvements and fixtures; and all easements, rights of way, and appurtenances. As provided in the Assignment of Rents between ISNS and the Bank (the "Assignment") dated as of December 10, 2021, ISNS granted to the Bank a continuing security interest in, and conveyed to the Bank, all of ISNS's right, title, and interest in and to the rents from the Real Property. In connection with the Loan, the Company incurred and capitalized approximately $13,000 of debt issuance costs which will be amortized as additional interest expense over the life of the loan and are presented as a reduction to the long-term debt balance. Long-term Debt Maturities Maturities of long-term debt, excluding deferred debt issuance costs, for the next five fiscal years are as follows (dollars in thousands): Long-term Debt Maturities 2022 $ 58 2023 60 2024 63 2025 66 2026 1,496 The above descriptions of the Loan Agreement, the Note, the Mortgage, and the Assignment do not purport to be complete and are qualified in their entirety by reference to the full text of the Loan Agreement, the Note, and Mortgage, and the Assignment incorporated herein by reference. 49 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2021 | |
COMMITMENTS AND CONTINGENCIES [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 16 COMMITMENTS AND CONTINGENCIES Litigation We are involved from time to time in various legal proceedings arising in the ordinary course of our business, including primarily commercial, product liability, employment and intellectual property claims. In accordance with GAAP, we record a liability in our Consolidated Financial Statements with respect to any of these matters when it is both probable that a liability has been incurred and the amount of the liability can be reasonably estimated. With respect to any currently pending legal proceedings, we have not established an estimated range of reasonably possible additional losses either because we believe that we have valid defenses to claims asserted against us or the proceeding has not advanced to a stage of discovery that would enable us to establish an estimate. We currently do not expect the outcome of these matters to have a material effect on our consolidated results of operations, financial position or cash flows. Litigation, however, is inherently unpredictable, and it is possible that the ultimate outcome of one or more claims asserted against us could adversely impact our results of operations, financial position or cash flows. We expense legal costs as incurred . |
DESCRIPTION OF BUSINESS AND S_2
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Policy) | 12 Months Ended |
Dec. 31, 2021 | |
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
CONSOLIDATION | CONSOLIDATION The Consolidated Financial Statements include the accounts of Autoscope Technologies Corporation and its wholly‑owned subsidiary ISNS and its following wholly-owned subsidiaries: Image Sensing Systems HK Limited (ISS HK) in Hong Kong; Image Sensing Systems (Shenzhen) Limited (ISS WOFE) in China; Image Sensing Systems Spain SLU (ISS Spain) in Spain; ISS Image Sensing Systems Canada Limited (ISS Canada) in Canada; and Autoscope Technologies India Private Limited (Autoscope India) in India. All significant inter‑company transactions and balances have been eliminated. |
REVENUE RECOGNITION | REVENUE RECOGNITION We recognize revenue when control of the promised goods or services is transferred to customers in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. We determine revenue recognition through the following steps: ● Identification of a contract, or contracts, with a customer; ● Identification of performance obligations in the contract; ● Determination of the transaction price; ● Allocation of the transaction price to the performance obligations in the contract; and ● Recognition of revenue when, or as, we satisfy a performance obligation. Revenue disaggregated by revenue source for the years ended and 2020 consists of the following (in thousands); revenue excludes sales and usage-based taxes where it has been determined that we are acting as a pass-through agent: Years Ended December 31, 2021 2020 Product sales $ 4,710 $ 4,829 Royalties 8,532 8,344 Total revenue $ 13,242 $ 13,173 Product Sales: Product revenue is generated from the direct sales of our RTMS radar systems worldwide and our Autoscope video systems in Europe and Asia. Revenue is recognized when control of the promised goods or services is transferred to our customers in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Certain product sales may contain multiple performance obligations for revenue recognition purposes. Multiple performance obligations may include the hardware, software, installation services, training, support, and extended warranties. In arrangements where we have multiple performance obligations, the transaction price is allocated to each performance obligation using the relative stand-alone selling price. We generally determine stand-alone selling prices based on the observable stand-alone prices charged to customers. For performance obligations without observable stand-alone prices charged to customers, we evaluate the adjusted market assessment approach and the expected cost plus margin approach to estimate the stand-alone selling prices. Revenue for services such as maintenance, repair, and technical support is recognized either as the service is performed or ratably over the defined contractual period for service maintenance contracts. From time to time our payment terms may vary by the type and location of our customer and the products or services offered. Revenue for extended warranties is deferred until the coverage period and then recognized ratably over the extended warranty term. We record deferred revenues when cash payments are received or due in advance of our performance, including amounts which are refundable. The term between invoicing and when payment is due is not significant. For certain products or services and customer types, we require payment before the products or services are delivered to the customer. We record provisions against sales revenue for estimated returns and allowances in the period when the related revenue is recorded based on historical sales returns and changes in end user demand. Royalties: Econolite Control Products, Inc. (“Econolite”) is our licensee that sells our Autoscope video system products in the United States, Mexico, Canada and the Caribbean. The royalty of approximately 50% of the gross profit on licensed products is recognized when the products are shipped or delivered by Econolite to its customers. Practical Expedients and Exemptions: We generally expense sales commissions when incurred because the amortization periods would have been one year We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year |
SHIPPING AND HANDLING | SHIPPING AND HANDLING Freight revenue billed to customers is reported within revenue on the Consolidated Statements of Operations, and expenses incurred for shipping products to customers are reported within cost of revenue on the Consolidated Statements of Operations. |
CASH AND CASH EQUIVALENTS | CASH AND CASH EQUIVALENTS We consider all highly liquid investments with an original maturity of three months or less when purchased to be cash equivalents. Cash equivalents, both inside and outside the United States, are invested in money market funds and bank deposits in local currency denominations. Cash located in foreign banks was $201,000 and $715,000 |
ACCOUNTS RECEIVABLE | ACCOUNTS RECEIVABLE We grant credit to customers in the normal course of business and generally do not require collateral from domestic customers. When deemed appropriate, receivables from customers outside the United States are supported by letters of credit from financial institutions. Management performs on‑going credit evaluations of customers. The allowance for doubtful accounts is based on management’s assessment of the collectability of specific customer accounts and includes consideration of the credit worthiness and financial condition of those specific customers. We record an allowance to reduce receivables to the amount that is reasonably believed to be collectible and consider factors such as the financial condition of the customer and the aging of the receivables. If there is a deterioration of a customer’s financial condition, if we become aware of additional information related to the credit worthiness of a customer, or if future actual default rates on trade receivables in general differ from those currently anticipated, we may have to adjust our allowance for doubtful accounts, which would affect earnings in the period the adjustments were made. |
INVENTORIES | INVENTORIES Inventories are primarily electronic components and finished goods and are valued at the lower of cost or net realizable value determined under the first‑in, first‑out accounting method. |
PROPERTY AND EQUIPMENT | PROPERTY AND EQUIPMENT Property and equipment are stated at cost. Additions, replacements, and improvements are capitalized at cost, while maintenance and repairs are charged to operations as incurred. Depreciation is recorded using the straight‑line method over the estimated useful lives of the assets and by accelerated methods for income tax purposes. Leasehold improvements are depreciated over the shorter of the estimated useful lives of the assets or the contractual term of the lease, with consideration of lease renewal options if renewal appears probable. Useful lives of the furniture and fixtures, leasehold improvements, and equipment range from three seven years On August 27, 2021 (the "Effective Date"), ISNS, and TJ&Z Family Limited Partnership, a Minnesota limited partnership ("TJ&Z"), entered into a Purchase Agreement (the "Original Agreement") under which ISNS purchased certain real and personal property (the "Property") from TJ&Z for a total purchase price of $2,050,000, subject to adjustments if certain conditions were not satisfied (the "Purchase Price"). The Property includes land and a building located at 1115 60 The foregoing description of the Original Agreement and the First Amendment does not purport to be complete and is qualified in its entirety by reference to the full text of the Purchase Agreement and First Amendment filed as Exhibit 10.17 10.18 |
INCOME TAXES | INCOME TAXES We record a tax provision for the anticipated tax consequences of the reported results of operations. Deferred tax assets and liabilities are measured using the currently enacted tax rates that apply to taxable income in effect for the years in which those deferred tax assets and liabilities are expected to be realized or settled. We record a valuation allowance to reduce deferred tax assets to the amount that is believed more likely than not to be realized. We believe it is more likely than not that forecasted income, including income that may be generated as a result of certain tax planning strategies, together with the tax effects of the deferred tax liabilities, will be sufficient to fully recover the remaining net realizable value of deferred tax assets. If all or part of the net deferred tax assets are determined not to be realizable in the future, an adjustment to the valuation allowance would be charged to earnings in the period such determination is made. In addition, the calculation of tax liabilities involves significant judgment in estimating the impact of uncertainties in the application of complex tax laws. Resolution of these uncertainties in a manner inconsistent with management’s expectations could have a material impact on our financial condition and operating results. We recognize penalties and interest expense related to unrecognized tax benefits in income tax expense. |
INTANGIBLE ASSETS | INTANGIBLE ASSETS We capitalize certain software development costs related to software to be sold, leased, or otherwise marketed. Capitalized software development costs include purchased materials, services, internal labor and other costs associated with the development of new products and services. Software development costs are expensed as incurred until technological feasibility has been established, at which time future costs incurred are capitalized until the product is available for general release to the public. Based on our product development process, technological feasibility is generally established once product and detailed program designs have been completed, uncertainties related to high-risk development issues have been resolved through coding and testing, and we have established that the necessary skills, hardware, and software technology are available for production of the product. Once a software product is available for general release to the public, capitalized development costs associated with that product will begin to be amortized to cost of sales over the product’s estimated economic selling life, using the greater of straight-line or a method that results in cost recognition in future periods that is consistent with the anticipated timing of product revenue recognition. Capitalized software development costs are subject to an ongoing assessment of recoverability, which is impacted by estimates and assumptions of future revenues and expenses for these software products, as well as other factors such as changes in product technologies. Any portion of unamortized capitalized software development costs that are determined to be in excess of net realizable value have been expensed in the period in which such a determination is made. Subsequent to reaching technological feasibility for certain software products, we capitalized approximately $485,000 and $22,000 of software development costs during the years ended December 31, 2021 and 2020, respectively. Intangible assets with finite lives are amortized on a straight‑line basis over the expected period to be benefited by future cash flows and reviewed for impairment. At both December 31, 2021 and 2020, there were no indefinite‑lived intangible assets. |
IMPAIRMENT OF LONG‑LIVED ASSETS | IMPAIRMENT OF LONG‑LIVED ASSETS We review the carrying value of long‑lived assets or asset groups, such as property and equipment and intangibles subject to amortization, when events or changes in circumstances such as asset utilization, physical change, legal factors, or other matters indicate that the carrying value may not be recoverable. When this review indicates the carrying value of an asset or asset group exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset or asset group, we recognize an asset impairment charge against operations. The amount of the impairment loss recorded is the amount by which the carrying value of the impaired asset or asset group exceeds its fair value. No such impairment losses were recorded during the years ended December 31, 2021 and 2020. |
RESEARCH AND DEVELOPMENT | RESEARCH AND DEVELOPMENT Research and development costs associated with new products are charged to operations in the period incurred. |
WARRANTIES | WARRANTIES We generally provide a two three |
FOREIGN CURRENCY | FOREIGN CURRENCY The financial position and results of operations of our foreign subsidiaries are measured using local currency as the functional currency. Assets and liabilities are translated using fiscal period‑end exchange rates, and statements of operations are translated using average exchange rates applicable to each period, with the resulting translation adjustments recorded as a separate component of shareholders’ equity under “Accumulated other comprehensive loss.” Gains and losses from foreign currency transactions are recognized in the Consolidated Statements of Operations. |
NET INCOME PER SHARE | NET INCOME PER SHARE Basic income per share excludes dilution and is computed by dividing net income attributable to common shareholders by the weighted‑average number of common shares outstanding during the period. Diluted income per share includes potentially dilutive common shares consisting of stock options and restricted stock using the treasury stock method. Under the treasury stock method, shares associated with certain stock options have been excluded from the diluted weighted average shares outstanding calculation because the exercise of those options would lead to a net reduction in common shares outstanding. As a result, stock options to acquire 2,000 and 15,320 weighted common shares have been excluded from the diluted weighted shares outstanding calculation for the years ended December 31, 2021 and 2020, respectively, because the exercise prices were greater than the average market price of the common shares during the period and were excluded from the calculation of diluted net income per share. |
LOSS CONTINGENCIES | LOSS CONTINGENCIES We establish an accrual for loss contingencies when it is both probable that an asset has been impaired or a liability has been incurred and the amount of the loss can be reasonably estimated. When loss contingencies are not probable and cannot be reasonably estimated, we do not establish an accrual. However, when there is at least a reasonable possibility that a loss has been incurred, but it is not probable or reasonably estimated, we disclose the nature of the loss contingency and an estimate of the possible loss or range of loss as applicable. Any adjustment made to a loss contingency accrual during an accounting period affects the earnings of the period. |
USE OF ESTIMATES | USE OF ESTIMATES The preparation of financial statements in accordance with U.S. generally accepted accounting principles ("GAAP") requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities as of the date of the financial statements, and the reported amounts of revenue and expense during the reporting period. Predicting future events is inherently an imprecise activity and, as such, requires the use of judgment. Ultimate results could differ from those estimates. Changes in these estimates will be reflected in the financial statements in future periods. Significant estimates include warranty reserves, allowance for doubtful accounts, inventory reserves, and the valuation of deferred tax assets. |
STOCK‑BASED COMPENSATION | STOCK‑BASED COMPENSATION We measure the cost of employee services received in exchange for the award of equity instruments based on the fair value of the award at the date of grant and recognize the cost over the period during which an employee is required to provide services in exchange for the award. Stock options or awards are granted at exercise prices equal to the closing market price of our stock on the day before the date of grant. For purposes of determining the estimated fair value of stock options, we utilize a Black‑Scholes option pricing model, which requires the input of certain assumptions requiring management judgment. Because our employee stock option awards have characteristics significantly different from those of traded options, and because changes in the input assumptions can materially affect fair value estimates, existing models may not provide a reliable single measure of the fair value of employee stock options. Management will continue to assess the assumptions and methodologies used to calculate estimated fair value of stock‑based compensation. Circumstances may change and additional data may become available over time that could result in changes to these assumptions and methodologies and thereby materially impact the fair value determination of future grants of stock‑based payment awards. If factors change and we employ different assumptions in future periods, the compensation expense recorded may differ significantly from the stock‑based compensation expense recorded in the current period. |
RECENT ACCOUNTING PRONOUNCEMENTS | RECENT ACCOUNTING PRONOUNCEMENTS Accounting pronouncements recently adopted In August 2018, the Financial Accounting Standards Board ("FASB") issued ASU No. 2018-13, "Fair Value Measurements (Topic 820)" ("ASU 2018-13'). ASU 2018-13 eliminates, amends and adds disclosure requirements for fair value measurements. The standard is required to be adopted for annual periods beginning after December 15, 2019, including interim periods within that annual period, which is our fiscal year 2020 . We adopted these changes as of January 1, 2020; however, there are no required changes that apply to our fair value measurements disclosures |
DESCRIPTION OF BUSINESS AND S_3
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES [Abstract] | |
Schedule of revenue disaggregated by revenue source | Revenue disaggregated by revenue source for the years ended and 2020 consists of the following (in thousands); revenue excludes sales and usage-based taxes where it has been determined that we are acting as a pass-through agent: Years Ended December 31, 2021 2020 Product sales $ 4,710 $ 4,829 Royalties 8,532 8,344 Total revenue $ 13,242 $ 13,173 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
IINVENTORIES [Abstract] | |
Schedule of Inventories | Inventories consisted of the following (in thousands): December 31, 2021 2020 Finished goods $ 1,205 $ 661 Components 224 109 Total $ 1,429 $ 770 |
OPERATING LEASES (Tables)
OPERATING LEASES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
OPERATING LEASES [Abstract] | |
Schedule of cost components of our operating leases | The cost components of our operating leases were as follows (in thousands) for the years ended December 31: 2021 2020 Operating lease costs $ 212 $ 247 Variable lease costs 194 284 Total $ 406 $ 531 |
Schedule of the future maturities of lease liabilities | Maturities for our lease liabilities for all operating leases were as follows (in thousands) as of December 31, 2021: Total 2022 $ 59 2023 and thereafter — Total lease payments 59 Less: Interest — Present value of lease liabilities $ 59 |
Remaining lease term and discount rate | The weighted average remaining lease terms and discount rates for all of our operating leases were as follows as of December 31, 2021: December 31, 2021 Remaining lease term and discount rate: Weighted average remaining lease term (years) 0.34 Weighted average discount rate 4.75 % |
Schedule of minimum rental commitments under non-cancelable operating leases | The following is a schedule of minimum future rental income (in thousands ) on the operating lease related to the billboard located on the Real Property as of December 31, 2021. Total 2022 $ 38 2023 38 2024 38 2025 38 2026 38 2027 and thereafter 38 Total minimum future rental income $ 228 |
INTANGIBLE ASSETS (Tables)
INTANGIBLE ASSETS (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
INTANGIBLE ASSETS [Abstract] | |
Schedule of intangible assets | Intangible assets include capitalized software development costs consisting of the following (dollars in thousands): December 31, 2021 Weighted Gross Net Average Carrying Accumulated Carrying Useful Life Amount Amortization Value (in Years) Wrong Way development costs 228 (228 ) — — Vision development costs 3,107 (1,953 ) 1,154 8.0 Echo development costs 1,852 (506 ) 1,346 7.0 IntellitraffiQ development costs 468 (409 ) 59 4.0 Software development in process costs 307 — 307 — $ 5,962 $ (3,096 ) $ 2,866 6.6 December 31, 2020 Weighted Gross Net Average Carrying Accumulated Carrying Useful Life Amount Amortization Value (in Years) Wrong Way development costs $ 228 $ (228 ) $ — — Vision development costs 2,929 (1,553 ) 1,376 8.0 Echo development costs 1,852 ( ) 1,610 7.0 IntellitraffiQ development co sts 468 ( ) 175 4.0 $ 5,477 $ (2,316 ) $ 3,161 7.3 |
Schedule of estimated future amortization expense | The estimated future amortization expense related to other intangible assets for the next fiscal years is as follows (dollars in thousands): Amortization Expense 2022 $ 743 2023 685 2024 580 2025 265 2026 265 2027 and thereafter 22 |
WARRANTIES (Tables)
WARRANTIES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
WARRANTIES [Abstract] | |
Warranty liability and related activity | Warranty liability and related activity consisted of the following (in thousands): Years ended December 31, 2021 2020 Beginning balance $ 141 $ 313 Warranty provisions 41 35 Warranty claims (47) (63 ) Adjustments to preexisting warranties (7) (144 ) Ending balance $ 128 $ 141 |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
INCOME TAXES [Abstract] | |
Schedule of the components of income before income taxes | The components of income before income taxes were as follows (in thousands): Years ended December 31, 2021 2020 Income from operations before income taxes Domestic $ 3,158 $ 609 Foreign 42 (8) Total $ 3,200 $ 601 |
Schedule of the components of income tax expense (benefit) | The components of income tax expense (benefit) were as follows (in thousands): Years ended December 31, 2021 2020 Current: Federal $ — $ 2 State 17 2 Foreign 3 22 $ 20 $ 26 Deferred: Federal $ 894 $ (461 ) State 49 (33 ) Foreign (58 ) 6 885 (488 ) Total income tax expense (benefit) $ 905 $ (462 ) |
Schedule of reconciliation from federal statutory income tax provision to our effective tax expense (benefit) | A reconciliation from the federal statutory income tax provision to our effective tax expense (benefit) is as follows (in thousands): Years ended December 31, 2021 2020 United States federal tax statutory rate $ 686 $ 143 State taxes, net of federal benefit (37 ) (31 ) Changes in valuation allowances against deferred tax assets (132 ) — Research and development tax credits (24 ) (125 ) Foreign provision different than U.S. tax rate 31 6 PPP loan forgiveness (196 ) — Nondeductible expenses 43 (137 ) Deferred true-up 295 ( ) Write off of attributes from disposed entity 279 — Other (40 ) (92 ) Total $ 905 $ (462 ) |
Summary of the deferred tax assets and liabilities | A summary of the deferred tax assets and liabilities is as follows (in thousands): December 31, 2021 2020 Deferred tax assets (liabilities): Accrued compensation and benefits $ 6 $ 7 Inventory reserves 5 3 Allowance for doubtful accounts 14 — Prepaid expenses and other (35 ) ( ) Warranty reserves 2 15 Intangible and other assets (267 ) (158 ) Net operating loss carryforwards 3,757 4,756 Property, equipment and other 3 (10 ) Research and development credit 2,951 2,890 Total deferred tax asset: 6,436 7,451 Less: valuation allowance (1,612 ) (1,743 ) Total deferred tax assets: $ 4,824 $ 5,708 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
STOCK-BASED COMPENSATION [Abstract] | |
Schedule of stock option activity | Stock Options The following tables summarize stock option activity: For the year ended December 31, 2021 Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Options outstanding at December 31, 2020 15,000 $ 4.76 2.94 $ 2,700 Granted — $ - — $ — Exercised (2,000 ) $ 4.22 — $ — Expired — $ - — $ — Forfeited (1,000 ) $ 4.22 — $ — Options outstanding at December 31, 2021 12,000 $ 4.90 1.13 $ 19,860 Options exercisable at December 31, 2021 12,000 $ 4.90 1.13 $ 19,860 For the year ended December 31, 2020 Number of Shares Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term (in years) Aggregate Intrinsic Value Options outstanding at December 31, 2019 16,000 $ 4.73 3.97 $ 3,505 Granted — $ — — $ — Exercised — $ — — $ — Expired — $ — — $ — Forfeited (1,000 ) $ 4.22 — $ — Options outstanding at December 31, 2020 15,000 $ 4.76 2.94 $ 2,700 Options exercisable at December 31, 2020 15,000 $ 4.76 2.94 $ 2,700 |
Table summarizes restricted stock award activity | The following table summarizes restricted stock award activity for 2021 and 2020: 2021 2020 Number of Shares Weighted Average Grant Date Fair Value Number of Shares Weighted Average Grant Date Fair Value Awards outstanding at beginning of year 33,330 $ 4.52 58,961 $ 4.32 Granted 31,233 $ 6.40 31,455 $ 3.97 Vested (45,966 ) $ 5.31 ( ) $ 4.01 Forfeited — $ — — $ — Awards outstanding at end of year 18,597 $ 5.72 33,330 $ 4.52 |
INCOME PER COMMON SHARE (Tables
INCOME PER COMMON SHARE (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
INCOME PER COMMON SHARE [Abstract] | |
Schedule of reconciliation of net income per share | A reconciliation of net income per share is as follows (in thousands, except per share data): Years ended December 31, 2021 2020 Numerator: Net income $ 2,295 $ 1,063 Denominator: Weighted average common shares outstanding 5,342 5,296 Dilutive potential common shares 16 20 Shares used in diluted net income per common share calculations 5,358 5,316 Basic net income per common share $ 0.43 $ 0.20 Diluted net income per common share $ 0.43 $ 0.20 |
SEGMENT INFORMATION (Tables)
SEGMENT INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
SEGMENT INFORMATION [Abstract] | |
Schedule of financial information by reportable segment | The following tables set forth selected financial information for each of our reportable segments (in thousands): For the year ended December 31, 2021 Intersection Highway Total Revenue $ 9,323 $ 3,919 $ 13,242 Gross profit 8,421 1,814 10,235 Amortization of intangible assets 400 380 780 Intangible assets 1,461 1,405 2,866 For the year ended December 31, 2020 Intersection Highway Total Revenue $ 9,301 $ 3,872 $ 13,173 Gross profit 8,401 1,987 10,388 Amortization of intangible assets 367 369 736 Intangible assets 1,376 1,785 3,161 |
Schedule Of Percentages Of Net Revenue By Geographic Regions | We derived the following percentages of our net revenues from the following geographic regions: For the years ended December 31, 2021 2020 Asia Pacific 1% 2% Europe and Middle East 12% 14% North America 87% 84% |
LONG-TERM DEBT (Tables)
LONG-TERM DEBT (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
LONG-TERM DEBT [Abstract] | |
Schedule of maturities of long-term debt | Maturities of long-term debt, excluding deferred debt issuance costs, for the next five fiscal years are as follows (dollars in thousands): Long-term Debt Maturities 2022 $ 58 2023 60 2024 63 2025 66 2026 1,496 |
DESCRIPTION OF BUSINESS AND S_4
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | Dec. 10, 2021 | Aug. 27, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 13, 2021 |
Description of Business and Significant Accounting Policies [Line Items] | |||||
Revenue | $ 8,500,000 | $ 8,300,000 | |||
Royalty percentage of gross profit on licensed products | 50.00% | ||||
Amortization period for expense sales commissions incurred, maximum | 1 year | ||||
Period for the value of unsatisfied performance obligations which are not disclosed | 1 year | ||||
Software development costs | $ 485,000 | 22,000 | |||
Indefinite‑lived intangible assets | 0 | 0 | |||
Impairment of intangible assets | $ 0 | $ 0 | |||
Shares excluded from diluted weighted shares outstanding | 2,000 | 15,320 | |||
Inspection Period Under Lease Agreement | 60 days | ||||
Earnest money already paid | $ 100,000 | $ 50,000 | |||
Increse in earnest money after amendment | $ 50,000 | ||||
Amount of loan | 1,742,500 | ||||
Loan proceeds | 1,742,500 | ||||
Payment to finance the purchase of the Property and closing costs. | $ 230,119 | $ 2,087,000 | $ 129,000 | ||
Series of Individually Immaterial Asset Acquisitions [Member] | |||||
Description of Business and Significant Accounting Policies [Line Items] | |||||
Purchase Price | $ 2,050,000 | ||||
Minimum [Member] | |||||
Description of Business and Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful life | 3 years | ||||
Product Warranty Period | 2 years | ||||
Maximum [Member] | |||||
Description of Business and Significant Accounting Policies [Line Items] | |||||
Property, plant and equipment, estimated useful life | 7 years | ||||
Product Warranty Period | 3 years | ||||
Foreign [Member] | |||||
Description of Business and Significant Accounting Policies [Line Items] | |||||
Cash | $ 201,000 | $ 715,000 |
DESCRIPTION OF BUSINESS AND S_5
DESCRIPTION OF BUSINESS AND SIGNIFICANT ACCOUNTING POLICIES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 13,242 | $ 13,173 |
Product sales [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | 4,710 | 4,829 |
Royalties [Member] | ||
Disaggregation of Revenue [Line Items] | ||
Total revenue | $ 8,532 | $ 8,344 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
IINVENTORIES [Abstract] | ||
Finished goods | $ 1,205 | $ 661 |
Components | 224 | 109 |
Total | $ 1,429 | $ 770 |
OPERATING LEASES (Details)
OPERATING LEASES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
OPERATING LEASES [Abstract] | ||
Operating lease costs | $ 212 | $ 247 |
Variable lease cost | 194 | 284 |
Total | $ 406 | $ 531 |
OPERATING LEASES (Details 1)
OPERATING LEASES (Details 1) $ in Thousands | Dec. 31, 2021USD ($) |
OPERATING LEASES [Abstract] | |
2022 | $ 59 |
2023 and thereafter | 0 |
Total lease payments | 59 |
Less: Interest | 0 |
Present value of lease liabilities | $ 59 |
OPERATING LEASES (Details 2)
OPERATING LEASES (Details 2) | Dec. 31, 2021 |
Remaining lease term and discount rate: | |
Weighted average remaining lease term (years) | 4 months 2 days |
Weighted average discount rate | 4.75% |
OPERATING LEASES (Details 3)
OPERATING LEASES (Details 3) $ in Thousands | Dec. 31, 2021USD ($) |
OPERATING LEASES [Abstract] | |
2022 | $ 38 |
2023 | 38 |
2024 | 38 |
2025 | 38 |
2026 | 38 |
2027 and thereafter | 0 |
Total minimum future rental income | $ 228 |
OPERATING LEASES (Narrative) (D
OPERATING LEASES (Narrative) (Details) - USD ($) | Jul. 31, 2021 | Jun. 30, 2020 | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
OPERATING LEASES [Abstract] | ||||||
Cash paid operating lease costs | $ 210,000 | $ 250,000 | ||||
Opeating lease, extended term | 1 year | |||||
Increase in operating lease assets and liabilities | $ 194,000 | $ 134,000 | ||||
Monthly rent before amendment in lease agreement | $ 16,660 | |||||
Monthly rent after amendment in lease agreement | $ 16,960 | |||||
Operating lease, initial term | 7 years | 7 years |
INTANGIBLE ASSETS (Details)
INTANGIBLE ASSETS (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 5,962 | $ 5,477 |
Accumulated Amortization | (3,096) | (2,316) |
Net Carrying Value | $ 2,866 | $ 3,161 |
Weighted Average Useful Life | 6 years 7 months 6 days | 7 years 3 months 18 days |
Wrong Way Development Costs [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 228 | $ 228 |
Accumulated Amortization | (228) | (228) |
Net Carrying Value | 0 | 0 |
Vision Development Costs [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 3,107 | 2,929 |
Accumulated Amortization | (1,953) | (1,553) |
Net Carrying Value | $ 1,154 | $ 1,376 |
Weighted Average Useful Life | 8 years | 8 years |
Echo development costs | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 1,852 | $ 1,852 |
Accumulated Amortization | (506) | (242) |
Net Carrying Value | $ 1,346 | $ 1,610 |
Weighted Average Useful Life | 7 years | 7 years |
IntellitraffiQ Development Costs [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 468 | $ 468 |
Accumulated Amortization | (409) | (293) |
Net Carrying Value | $ 59 | $ 175 |
Weighted Average Useful Life | 4 years | 4 years |
Software Development In Process Costs [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 307 | |
Accumulated Amortization | 0 | |
Net Carrying Value | $ 307 |
INTANGIBLE ASSETS (Details 1)
INTANGIBLE ASSETS (Details 1) $ in Thousands | Dec. 31, 2021USD ($) |
INTANGIBLE ASSETS [Abstract] | |
2022 | $ 743 |
2023 | 685 |
2024 | 580 |
2025 | 265 |
2026 | 265 |
2027 and thereafter | $ 22 |
WARRANTIES (Details)
WARRANTIES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Movement in Standard and Extended Product Warranty Accrual, Increase (Decrease) [Roll Forward] | ||
Beginning balance | $ 141 | $ 313 |
Warranty provisions | 41 | 35 |
Warranty claims | (47) | (63) |
Adjustments to preexisting warranties | (7) | (144) |
Ending balance | $ 128 | $ 141 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carry forward | $ 3,757,000 | $ 4,756,000 |
Valuation allowance | 1,612,000 | 1,743,000 |
United States [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carry forward | 16,700,000 | |
ISS HK | Previously Reported [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Income tax expense (benefit) to be overstated | $ (224,000) | |
ISS HK | Revision of Prior Period, Error Correction, Adjustment [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Income tax expense (benefit) to be overstated | 224,000 | |
Canada [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Net operating loss carry forward | $ 246,000 |
INCOME TAXES (Details)
INCOME TAXES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2019 | |
Income (loss) from continuing operations before income taxes and discontinued operations | ||
Domestic | $ 3,158 | $ 609 |
Foreign | 42 | (8) |
Total | $ 3,200 | $ 601 |
INCOME TAXES (Details 1)
INCOME TAXES (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Current: | ||
Federal | $ 0 | $ 2 |
State | 17 | 2 |
Foreign | 3 | 22 |
Total current | 20 | 26 |
Deferred: | ||
Federal | 894 | (461) |
State | 49 | (33) |
Foreign | (58) | 6 |
Total deferred | 885 | (488) |
Total income tax expense (benefit) | $ 905 | $ (462) |
INCOME TAXES (Details 2)
INCOME TAXES (Details 2) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
INCOME TAXES [Abstract] | ||
United States federal tax statutory rate | $ 686 | $ 143 |
State taxes, net of federal benefit | (37) | (31) |
Changes in valuation allowances against deferred tax assets | (132) | 0 |
Research and development tax credits | (24) | (125) |
Foreign provision different than U.S. tax rate | 31 | 6 |
PPP loan forgiveness | (196) | 0 |
Nondeductible expenses | 43 | (137) |
Deferred true-up | 295 | (226) |
Write off of attributes from disposed entity | 279 | 0 |
Other | (40) | (92) |
Total income tax expense (benefit) | $ 905 | $ (462) |
INCOME TAXES (Details 3)
INCOME TAXES (Details 3) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred tax assets (liabilities): | ||
Accrued compensation and benefits | $ 6 | $ 7 |
Inventory reserves | 5 | 3 |
Allowance for doubtful accounts | 14 | 0 |
Prepaid expenses and other | (35) | (52) |
Warranty reserves | 2 | 15 |
Intangible and other assets | (267) | (158) |
Net operating loss carryforwards | 3,757 | 4,756 |
Property, equipment and other | 3 | (10) |
Research and development credit | 2,951 | 2,890 |
Total deferred tax asset | 6,436 | 7,451 |
Less: valuation allowance | (1,612) | (1,743) |
Total deferred tax assets: | $ 4,824 | $ 5,708 |
LICENSING (Details Narrative)
LICENSING (Details Narrative) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
LICENSING [Abstract] | ||
License Termination Description | The agreement’s term expires in 2031, unless terminated by either party upon three years’ notice. | |
Revenue | $ 8.5 | $ 8.3 |
SIGNIFICANT CUSTOMERS AND CON_2
SIGNIFICANT CUSTOMERS AND CONCENTRATION OF CREDIT RISK (Details Narrative) - Customer concentration [Member] | 12 Months Ended | |
Dec. 31, 2021USD ($)customer | Dec. 31, 2020USD ($) | |
Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Accounts receivable | $ 352,000 | $ 274,000 |
Product revenue [Member] | ||
Concentration Risk [Line Items] | ||
Number of customers | customer | 4 | |
Econolite [Member] | Accounts Receivable [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 60.00% | 78.00% |
Accounts receivable | $ 1,400,000 | $ 1,800,000 |
Econolite [Member] | Royalty Income[Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 64.00% | 63.00% |
Econolite [Member] | Revenue, Product and Service Benchmark [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 15.00% | |
Major customers other than Econolite | Product revenue [Member] | ||
Concentration Risk [Line Items] | ||
Concentration Risk, Percentage | 16.00% | 17.00% |
RETIREMENT SAVINGS PLANS (Detai
RETIREMENT SAVINGS PLANS (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
RETIREMENT SAVINGS PLANS [Abstract] | ||
Contributions made to defined contribution plan | $ 72,000 | $ 94,000 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details Narrative) - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options or other awards outstanding | 12,000 | 15,000 | 16,000 |
Options granted | 0 | 0 | |
Stock awards granted | 31,233 | 31,455 | |
Vesting rights description of stock awards granted | The restricted stock awards granted to executive officers vest if the various performance or time-based metrics are met. | ||
Stock-based compensation | $ 226,000 | $ 224,000 | |
Shares available for grant | 245,504 | ||
Options outstanding, weighted average remaining contractual term | 1 year 1 month 17 days | 2 years 11 months 8 days | |
Stock awards, weighted average grant date fair value | $ 6.4 | $ 3.97 | |
Restricted Stock [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 226,000 | $ 224,000 | |
Total unrecognized stock option expense | $ 54,000 | ||
Weighted average period in which stock option expense to be recognized | 1 year 9 months 18 days | ||
Employee Stock Option [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock-based compensation | $ 0 | $ 0 | |
Total unrecognized stock option expense | $ 0 | ||
Minimum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock option awards, vesting term | 3 years | ||
Stock option awards, contractual term | 9 years | ||
Maximum [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Stock option awards, vesting term | 5 years | ||
Stock option awards, contractual term | 10 years |
STOCK-BASED COMPENSATION (Det_2
STOCK-BASED COMPENSATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Number of Shares | |||
Options outstanding at beginning of year | 15,000 | 16,000 | |
Granted | 0 | 0 | |
Exercised | (2,000) | 0 | |
Expired | 0 | 0 | |
Forfeited | (1,000) | (1,000) | |
Options outstanding at end of year | 12,000 | 15,000 | 16,000 |
Options eligible for exercise at year-end | 12,000 | 15,000 | |
Weighted Average Exercise Price per Share | |||
Options outstanding at beginning of year | $ 4.76 | $ 4.73 | |
Granted | 0 | 0 | |
Exercised | 4.22 | 0 | |
Expired | 0 | 0 | |
Forfeited | 4.22 | 4.22 | |
Options outstanding at end of year | 4.9 | 4.76 | $ 4.73 |
Options eligible for exercise at year-end | $ 4.9 | $ 4.76 | |
Weighted Average Remaining Contractual Term | |||
Options outstanding | 1 year 1 month 17 days | 2 years 11 months 8 days | 3 years 11 months 19 days |
Options exercisable | 1 year 1 month 17 days | 2 years 11 months 8 days | |
Aggregate Intrinsic Value | |||
Outstanding - beginning of period | $ 2,700 | $ 3,505 | |
Granted | 0 | 0 | |
Exercised | 0 | 0 | |
Expired | 0 | 0 | |
Forfeited | 0 | 0 | |
Outstanding - end of period | 19,860 | 2,700 | $ 3,505 |
Options exercisable | $ 19,860 | $ 2,700 |
STOCK-BASED COMPENSATION (Det_3
STOCK-BASED COMPENSATION (Details 1) - $ / shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Number of shares | ||
Awards outstanding at beginning of year | 33,330 | 58,961 |
Granted | 31,233 | 31,455 |
Vested | (45,966) | (57,086) |
Forfeited | 0 | 0 |
Awards outstanding at end of year | 18,597 | 33,330 |
Weighted Average grant date fair value | ||
Awards outstanding at beginning of year | $ 4.52 | $ 4.32 |
Granted | 6.4 | 3.97 |
Vested | 5.31 | 4.01 |
Forfeited | 0 | 0 |
Awards outstanding at end of year | $ 5.72 | $ 4.52 |
INCOME PER COMMON SHARE (Detail
INCOME PER COMMON SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator: | ||
Net income | $ 2,295 | $ 1,063 |
Denominator: | ||
Weighted average common shares outstanding | 5,342,000 | 5,296,000 |
Dilutive potential common shares | 16,000 | 20,000 |
Shares used in diluted net income per common share calculations | 5,358,000 | 5,316,000 |
Basic net income per common share | $ 0.43 | $ 0.2 |
Diluted net income per common share | $ 0.43 | $ 0.2 |
Shares excluded from diluted weighted shares outstanding | 2,000 | 15,320 |
RESTRUCTURING AND EXIT ACTIVI_2
RESTRUCTURING AND EXIT ACTIVITIES (Details Narrative) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
RESTRUCTURING AND EXIT ACTIVITIES [Abstract] | ||
Restructuring charges incurred | $ 28,000 | $ 69,000 |
SEGMENT INFORMATION (Details Na
SEGMENT INFORMATION (Details Narrative) | 12 Months Ended | |
Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Segment Reporting Information [Line Items] | ||
Numbers of reportable segment | 2 | |
Property and equipment, net | $ 2,237,000 | $ 303,000 |
Sales Revenue, Net [Member] | Geographic Concentration Risk [Member] | Maximum [Member] | ||
Segment Reporting Information [Line Items] | ||
Concentration Risk, Percentage | 10.00% | |
Foreign [Member] | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 10,000 | $ 12,000 |
SEGMENT INFORMATION (Details)
SEGMENT INFORMATION (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Revenue | $ 13,242 | $ 13,173 |
Gross profit | 10,235 | 10,388 |
Amortization of intangible assets | 780 | 736 |
Intangible assets | 2,866 | 3,161 |
Intersection [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 9,323 | 9,301 |
Gross profit | 8,421 | 8,401 |
Amortization of intangible assets | 400 | 367 |
Intangible assets | 1,461 | 1,376 |
Highway [Member] | ||
Segment Reporting Information [Line Items] | ||
Revenue | 3,919 | 3,872 |
Gross profit | 1,814 | 1,987 |
Amortization of intangible assets | 380 | 369 |
Intangible assets | $ 1,405 | $ 1,785 |
SEGMENT INFORMATION (Details 1)
SEGMENT INFORMATION (Details 1) - Sales Revenue, Net [Member] - Geographic Concentration Risk [Member] | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Asia Pacific [Member] | ||
Segment Reporting Information [Line Items] | ||
Geographical revenue percentage | 1.00% | 2.00% |
Europe [Member] | ||
Segment Reporting Information [Line Items] | ||
Geographical revenue percentage | 12.00% | 14.00% |
North America [Member] | ||
Segment Reporting Information [Line Items] | ||
Geographical revenue percentage | 87.00% | 84.00% |
LONG-TERM DEBT (Details)
LONG-TERM DEBT (Details) - Promissory Note $ in Thousands | Dec. 31, 2021USD ($) |
Long-term Debt Maturities | |
2022 | $ 58 |
2023 | 60 |
2024 | 63 |
2025 | 66 |
2026 | $ 1,496 |
LONG-TERM DEBT (Details Narrati
LONG-TERM DEBT (Details Narrative) | Apr. 22, 2020USD ($) | Mar. 31, 2021USD ($) | Dec. 31, 2021USD ($)wk | Dec. 31, 2020USD ($) | Dec. 10, 2021USD ($) |
LONG-TERM DEBT | |||||
Proceeds from loans | $ 0 | $ 924,000 | |||
Paycheck Protection Program [Member] | |||||
LONG-TERM DEBT | |||||
Original Principal amount | $ 923,700 | ||||
Proceeds from loans | $ 923,700 | ||||
Debt instrument, term | 24 months | ||||
Debt instrument, annual interest rate | 1.00% | ||||
Debt Instrument, payment terms | No</span> payments of principal or interest were due during the six months beginning on the date of the Note (the "Deferred Period")" id="sjs-D10"><span style="border-right: none; border-left: none;">No</span> payments of principal or interest were due during the six months beginning on the date of the Note (the "Deferred Period") | ||||
Debt Instrument, threshold number of weeks to apply for and be granted forgiveness of debt | wk | 24 | ||||
Amount of the loan principal and accrued interest forgiven | $ 931,000 | ||||
Promissory Note | |||||
LONG-TERM DEBT | |||||
Original Principal amount | $ 1,742,500 | ||||
Debt instrument, term | 5 years | ||||
Debt instrument, annual interest rate | 3.95% | ||||
Debt Instrument, frequency of periodic payment | 59</span> consecutive monthly" id="sjs-D18"><span style="border-left: none; border-right: none;">59</span> consecutive monthly | ||||
Debt Instrument, periodic payment of principal and interest | $ 10,566 | ||||
Debt Instrument, date of first required payment | Jan. 10, 2022 | ||||
Debt Instrument, final periodic payment of principal and interest | $ 1,438,256 | ||||
Debt Instrument, Maturity Date | Dec. 10, 2026 | ||||
Debt Instrument, prepayment penalty | |||||
Debt Instrument, prepayment penalty, interest rate | 1.00% | ||||
Debt issuance costs incurred and capitalized | $ 13,000 |