Cover
Cover - shares | 3 Months Ended | |
Apr. 30, 2023 | Jun. 12, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Document Period End Date | Apr. 30, 2023 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2023 | |
Current Fiscal Year End Date | --01-31 | |
Entity File Number | 000-28132 | |
Entity Registrant Name | STREAMLINE HEALTH SOLUTIONS, INC. | |
Entity Central Index Key | 0001008586 | |
Entity Tax Identification Number | 31-1455414 | |
Entity Incorporation, State or Country Code | DE | |
Entity Address, Address Line One | 2400 Old Milton Pkwy. | |
Entity Address, Address Line Two | Box 1353 | |
Entity Address, City or Town | Alpharetta | |
Entity Address, State or Province | GA | |
Entity Address, Postal Zip Code | 30009 | |
City Area Code | (888) | |
Local Phone Number | 997-8732 | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Trading Symbol | STRM | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 58,641,313 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) | Apr. 30, 2023 | Jan. 31, 2023 |
Current assets: | ||
Cash and cash equivalents | $ 5,987,000 | $ 6,598,000 |
Accounts receivable, net of allowance for credit losses of $94,000 and $132,000, respectively | 4,280,000 | 7,719,000 |
Contract receivables | 535,000 | 960,000 |
Prepaid and other current assets | 717,000 | 710,000 |
Total current assets | 11,519,000 | 15,987,000 |
Non-current assets: | ||
Property and equipment, net of accumulated amortization of $255,000 and $246,000 respectively | 99,000 | 79,000 |
Right-of use asset for operating lease | 32,000 | |
Capitalized software development costs, net of accumulated amortization of $6,659,000 and $6,224,000, respectively | 5,838,000 | 5,846,000 |
Intangible assets, net of accumulated amortization of $3,077,000 and $2,627,000, respectively | 14,343,000 | 14,793,000 |
Goodwill | 23,089,000 | 23,089,000 |
Other | 1,598,000 | 1,695,000 |
Total non-current assets | 44,967,000 | 45,534,000 |
Total assets | 56,486,000 | 61,521,000 |
Current liabilities: | ||
Accounts payable | 299,000 | 626,000 |
Accrued expenses | 2,505,000 | 3,265,000 |
Current portion of term loan | 875,000 | 750,000 |
Deferred revenues | 7,382,000 | 8,361,000 |
Current portion of operating lease obligation | 35,000 | |
Current portion of acquisition earnout liability | 3,374,000 | 3,738,000 |
Total current liabilities | 14,435,000 | 16,775,000 |
Non-current liabilities: | ||
Term loan, net of current portion and deferred financing costs | 8,742,000 | 8,964,000 |
Deferred revenues, less current portion | 104,000 | 167,000 |
Other non-current liabilities | 143,000 | 104,000 |
Total non-current liabilities | 8,989,000 | 9,235,000 |
Total liabilities | 23,424,000 | 26,010,000 |
Stockholders’ equity: | ||
Common stock, $0.01 par value per share, 85,000,000 shares authorized; 58,636,411 and 57,567,210 shares issued and outstanding, respectively | 586,000 | 576,000 |
Additional paid in capital | 132,379,000 | 131,973,000 |
Accumulated deficit | (99,903,000) | (97,038,000) |
Total stockholders’ equity | 33,062,000 | 35,511,000 |
Total liabilities and stockholders’ equity | $ 56,486,000 | $ 61,521,000 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) | Apr. 30, 2023 | Jan. 31, 2023 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 94,000 | $ 132,000 |
Accumulated amortization, property and equipment | 255,000 | 246,000 |
Accumulated amortization, capitalized software development costs | 6,659,000 | 6,224,000 |
Accumulated amortization, intangible assets | $ 3,077,000 | $ 2,627,000 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 85,000,000 | 85,000,000 |
Common stock, shares issued | 58,636,411 | 57,567,210 |
Common stock, shares outstanding | 58,636,411 | 57,567,210 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) | 3 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | ||
Revenues: | |||
Total revenues | $ 5,332,000 | $ 5,935,000 | |
Operating expenses: | |||
Cost of software as a service | 1,589,000 | 1,497,000 | |
Cost of maintenance and support | 89,000 | 46,000 | |
Cost of professional fees and licenses | 1,108,000 | 1,666,000 | |
Selling, general and administrative expense | 3,806,000 | 4,501,000 | |
Research and development | 1,701,000 | 1,312,000 | |
Acquisition-related costs | 35,000 | 90,000 | |
Total operating expenses | 8,328,000 | 9,112,000 | |
Operating loss | (2,996,000) | (3,177,000) | |
Other (expense) income: | |||
Interest expense | (248,000) | (132,000) | |
Acquisition earnout valuation adjustments | 364,000 | 500,000 | |
Other | 32,000 | 33,000 | |
Loss before income taxes | (2,848,000) | (2,776,000) | |
Income tax expense | (53,000) | (11,000) | |
Net loss | $ (2,901,000) | $ (2,787,000) | |
Basic and Diluted Earnings Per Share: | |||
Net loss per common share – basic and diluted | $ (0.05) | $ (0.06) | |
Weighted average number of common shares – basic and diluted | [1] | 55,970,880 | 47,028,463 |
Software As a Service [Member] | |||
Revenues: | |||
Total revenues | $ 3,175,000 | $ 2,831,000 | |
Maintenance and Support [Member] | |||
Revenues: | |||
Total revenues | 1,157,000 | 1,110,000 | |
Professional Fees and Licenses [Member] | |||
Revenues: | |||
Total revenues | $ 1,000,000 | $ 1,994,000 | |
[1]Includes the effect of vested and excludes the effect of unvested restricted shares of common stock, which are considered non-participating securities. As of April 30, 2023 and 2022, there were 2,655,831 1,025,800 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Beginning balance, value at Jan. 31, 2022 | $ 478,000 | $ 119,225,000 | $ (86,659,000) | $ 34,044,000 |
Beginning balance, shares at Jan. 31, 2022 | 47,840,950 | |||
Restricted stock issued | $ 4,000 | (4,000) | ||
Restricted stock issued, shares | 408,031 | |||
Restricted stock forfeited | ||||
Restricted stock forfeited, shares | (63,900) | |||
Surrender of shares | $ (1,000) | (140,000) | (141,000) | |
Surrender of shares, shares | (95,701) | |||
Share-based compensation | 326,000 | 326,000 | ||
Net loss | (2,787,000) | (2,787,000) | ||
Ending balance, value at Apr. 30, 2022 | $ 481,000 | 119,407,000 | (89,446,000) | 31,442,000 |
Ending balance, shares at Apr. 30, 2022 | 48,089,380 | |||
Beginning balance, value at Jan. 31, 2023 | $ 576,000 | 131,973,000 | (97,038,000) | 35,511,000 |
Beginning balance, shares at Jan. 31, 2023 | 57,567,210 | |||
Restricted stock issued | $ 12,000 | (12,000) | ||
Restricted stock issued, shares | 1,185,927 | |||
Restricted stock forfeited | $ (1,000) | 1,000 | ||
Restricted stock forfeited, shares | (28,400) | |||
Surrender of shares | $ (1,000) | (178,000) | (179,000) | |
Surrender of shares, shares | (88,326) | |||
Share-based compensation | 595,000 | 595,000 | ||
Adoption of ASU 2016-13 | 36,000 | 36,000 | ||
Net loss | (2,901,000) | (2,901,000) | ||
Ending balance, value at Apr. 30, 2023 | $ 586,000 | $ 132,379,000 | $ (99,903,000) | $ 33,062,000 |
Ending balance, shares at Apr. 30, 2023 | 58,636,411 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) | 3 Months Ended | |
Apr. 30, 2023 | Apr. 30, 2022 | |
Statement of Cash Flows [Abstract] | ||
Net loss | $ (2,901,000) | $ (2,787,000) |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Depreciation and amortization | 1,059,000 | 1,103,000 |
Acquisition earnout valuation adjustments | (364,000) | (500,000) |
Provision for deferred income taxes | 39,000 | |
Share-based compensation expense | 572,000 | 326,000 |
Provision for credit losses | 13,000 | |
Changes in assets and liabilities: | ||
Accounts and contract receivables | 3,900,000 | (678,000) |
Other assets | (15,000) | 8,000 |
Accounts payable | (327,000) | 235,000 |
Accrued expenses and other liabilities | (795,000) | 739,000 |
Deferred revenue | (1,042,000) | 271,000 |
Net cash provided by (used in) operating activities | 126,000 | (1,270,000) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (29,000) | |
Capitalization of software development costs | (404,000) | (519,000) |
Net cash used in investing activities | (433,000) | (519,000) |
Cash flows from financing activities: | ||
Repayment of bank term loan | (125,000) | |
Payments related to settlement of employee share-based awards | (179,000) | (141,000) |
Net cash used in financing activities | (304,000) | (141,000) |
Net decrease in cash and cash equivalents | (611,000) | (1,930,000) |
Cash and cash equivalents at beginning of period | 6,598,000 | 9,885,000 |
Cash and cash equivalents at end of period | $ 5,987,000 | $ 7,955,000 |
BASIS OF PRESENTATION
BASIS OF PRESENTATION | 3 Months Ended |
Apr. 30, 2023 | |
Accounting Policies [Abstract] | |
BASIS OF PRESENTATION | NOTE 1 — BASIS OF PRESENTATION Streamline Health Solutions, Inc. and each of its wholly-owned subsidiaries, Streamline Health, LLC, Avelead Consulting, LLC, Streamline Consulting Solutions, LLC and Streamline Pay & Benefits, LLC, (collectively, unless the context requires otherwise, “we,” “us,” “our,” “Streamline,” or the “Company”), operate in one segment as a provider of healthcare information technology solutions and associated services. The Company provides these capabilities through the licensing of its Coding & Clinical Documentation Improvement (CDI) solutions, eValuator coding analysis platform, RevID, and other workflow software applications and the use of such applications by software as a service (“SaaS”). The Company also provides audit services to help clients optimize their internal clinical documentation and coding functions, as well as implementation and consulting services to complement its software solutions. The Company’s software and services enable hospitals and integrated healthcare delivery systems in the United States and Canada to capture, store, manage, route, retrieve and process patient clinical, financial and other healthcare provider information related to the patient revenue cycle. The accompanying unaudited condensed consolidated financial statements have been prepared by us pursuant to the rules and regulations applicable to quarterly reports on Form 10-Q of the U.S. Securities and Exchange Commission (the “SEC”). Certain information and note disclosures normally included in annual financial statements prepared in accordance with U.S. generally accepted accounting principles (“GAAP”) have been condensed or omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to make the information not misleading. The condensed consolidated financial statements include the accounts of Streamline Health Solutions, Inc. and each of its wholly-owned subsidiaries. In the opinion of the Company’s management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the condensed consolidated financial statements have been included. These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s most recent annual report on Form 10-K. Operating results for the three months ended April 30, 2023 are not necessarily indicative of the results that may be expected for the fiscal year ending January 31, 2024. The Company has one operating segment and one reporting unit due to the singular nature of our products, product development and distribution process, and client base as a provider of computer software-based solutions and services for healthcare providers. All amounts in the condensed consolidated financial statements, notes and tables have been rounded to the nearest thousand dollars, except share and per share amounts, unless otherwise indicated. All references to a fiscal year refer to the fiscal year commencing February 1 in that calendar year and ending on January 31 of the following calendar year. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Apr. 30, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 — SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Our significant accounting policies are presented in “Note 2 – Significant Accounting Policies” in the fiscal year 2022 Annual Report on Form 10-K. Users of financial information for interim periods are encouraged to refer to the notes to the consolidated financial statements contained in the Annual Report on Form 10-K when reviewing interim financial results. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. On an ongoing basis, management evaluates its estimates and judgments, including those related to the recognition of revenue, share-based compensation, capitalization of software development costs, intangible assets, the allowance for credit losses, contingent consideration, and income taxes. Actual results could differ from those estimates. Fair Value of Financial Instruments The Financial Accounting Standards Board’s (“FASB”) authoritative guidance on fair value measurements establishes a framework for measuring fair value. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. Under this guidance, assets and liabilities carried at fair value must be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximate fair value based on the short-term maturity of these instruments. Cash and cash equivalents are classified as Level 1. There were no transfers of assets or liabilities between Levels 1, 2, or 3 during the three months ended April 30, 2023 and 2022. The table below provides information on the fair value of our liabilities: SCHEDULE OF FAIR VALUE ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS Total Fair Quoted Prices in Active Markets Significant Other Observable Inputs Significant Value (Level 1) (Level 2) (Level 3) At January 31, 2023 Acquisition earnout liability (1) $ 3,738,000 $ — $ — $ 3,738,000 At April 30, 2023 Acquisition earnout liability (1) $ 3,374,000 $ — $ — $ 3,374,000 (1) The fair value of the acquisition earnout liability is based upon a probability-weighted discounted cash flow that was completed at the date of acquisition and updated as of April 30, 2023. The change in the fair value of the acquisition earnout liability decreased $ 364,000 The fair value of the Company’s term loan under its Second Amended and Restated Loan and Security Agreement (as amended and modified, the “Second Amended and Restated Loan Agreement”) was determined through an analysis of the interest rate spread from the date of closing the loan (August 2021) to the date of the most recent balance sheets, April 30, 2023 and January 31, 2023. The term loan bears interest at a per annum rate equal to the Prime Rate (as published in The Wall Street Journal) plus 1.5 3.25 1.5 0.5 9,425,000 9,550,000 200,000 Revenue Recognition We derive revenue from the sale of internally-developed software, either by licensing for local installation or by a SaaS delivery model, through the Company’s direct sales force or through third-party resellers. Licensed, locally-installed customers on a perpetual model utilize the Company’s support and maintenance services for a separate fee, whereas term-based locally installed license fees and SaaS fees include support and maintenance. We also derive revenue from professional services that support the implementation, configuration, training and optimization of the applications, as well as audit services and consulting services. We recognize revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers Disaggregation of Revenue The following table provides information about disaggregated revenue by type and nature of revenue stream: SCHEDULE OF DISAGGREGATION OF REVENUE April 30, 2023 April 30, 2022 Three Months Ended April 30, 2023 April 30, 2022 Over time revenue $ 4,332,000 $ 3,941,000 Point in time revenue 1,000,000 1,994,000 Total revenue $ 5,332,000 $ 5,935,000 The Company includes revenue categories of (i) over time and (ii) point in time revenue. The Company includes revenue categories of (i) SaaS and (ii) maintenance and support as over time revenue. For point in time revenue, the performance obligation is recognized as the point in time when the obligation is fully satisfied. The Company includes (i) software licenses, (ii) professional services, and (iii) audit services as point in time revenue. Contract Receivables and Deferred Revenues The Company receives payments from customers based upon contractual billing schedules. Contract receivables include amounts related to the Company’s contractual right to consideration for completed performance obligations not yet invoiced. Deferred revenue includes payments received in advance of performance under the contract. The Company’s contract receivables and deferred revenue are reported on an individual contract basis at the end of each reporting period. Contract receivables are classified as current or noncurrent based on the timing of when we expect to bill the customer. Deferred revenue is classified as current or noncurrent based on the timing of when we expect to recognize revenue. In the three months ended April 30, 2023, the Company recognized approximately $ 3,161,000 27,668,000 the Company expects to recognize approximately 68% over the next 12 months and the remainder thereafter Deferred costs (costs to fulfill a contract and contract acquisition costs) The Company defers the direct costs, which include salaries and benefits, for professional services related to SaaS contracts as a cost to fulfill a contract. These deferred costs will be amortized on a straight-line basis over the period of expected benefit which is the contractual term. As of April 30, 2023 and January 31, 2023, the Company had deferred costs of $ 94,000 94,000 194,000 176,000 18,000 19,000 Contract acquisition costs, which consist of sales commissions paid or payable, are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for initial and renewal contracts are deferred and then amortized on a straight-line basis over the contract term. As a practical expedient, the Company expenses sales commissions as incurred when the amortization period of related deferred commission costs is expected to be one year or less. As of April 30, 2023 and January 31, 2023, deferred commission costs paid and payable, which are included on the consolidated balance sheets within other non-current assets totaled $ 1,483,000 1,534,000 949,000 820,000 129,000 93,000 Equity Awards The Company accounts for share-based payments based on the grant-date fair value of the awards with compensation cost recognized as expense over the requisite service period, and forfeitures are recognized as incurred. For awards to non-employees, the Company recognizes compensation expense in the same manner as if the entity had paid cash for the goods or services. For the three months ended April 30, 2023, the Company incurred total compensation expense related to share-based awards of $ 572,000 23,000 326,000 The fair value of stock options granted are estimated at the date of grant using a Black-Scholes option pricing model. Option pricing model input assumptions such as expected term, expected volatility and risk-free interest rate impact the fair value estimate. These assumptions are subjective and are generally derived from external (such as, risk-free rate of interest) and historical data (such as, volatility factor and expected term). Future grants of equity awards accounted for as share-based compensation could have a material impact on reported expenses depending upon the number, value and vesting period of future awards. The Company issues restricted stock awards in the form of Company common stock. The fair value of these awards is based on the market closing price per share on the grant date. For the three months ended April 30, 2023, the Company issued 1,085,000 330,000 Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and for tax credit and loss carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. In assessing net deferred tax assets, the Company considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. The Company establishes a valuation allowance when it is more likely than not that all or a portion of deferred tax assets will not be realized. Refer to Note 6 – Income Taxes for further details. The Company provides for uncertain tax positions and the related interest and penalties based upon management’s assessment of whether certain tax positions are more likely than not to be sustained upon examination by tax authorities. At April 30, 2023, the Company believes it has appropriately accounted for any uncertain tax positions. Net Loss Per Common Share The Company presents basic and diluted earnings per share (“EPS”) data for the Company’s common stock. The Company’s unvested restricted stock awards are considered non-participating securities because holders are not entitled to non-forfeitable rights to dividends or dividend equivalents during the vesting term. Diluted EPS for the Company’s common stock is computed using the treasury stock method. The following is the calculation of the basic and diluted net loss per share of common stock for the three months ended April 30, 2023 and 2022: SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE OF COMMON STOCK April 30, 2023 April 30, 2022 Three Months Ended April 30, 2023 April 30, 2022 Basic and diluted loss per share: Net loss $ (2,901,000 ) $ (2,787,000 ) Basic and diluted net loss per share of common stock from operations $ (0.05 ) $ (0.06 ) Weighted average shares outstanding – Basic (1) 55,970,880 47,028,463 Effect of dilutive securities – Stock options and Restricted stock (2) — — Weighted average shares outstanding – Diluted 55,970,880 47,028,463 (1) Includes the effect of vested and excludes the effect of unvested restricted shares of common stock, which are considered non-participating securities. As of April 30, 2023 and 2022, there were 2,655,831 1,025,800 (2) Diluted net loss per share excludes the effect of shares that are anti-dilutive. For the three months ended April 30, 2023, diluted earnings per share excludes 628,958 2,655,831 1,062,130 1,025,800 Other Operating Costs Acquisition-related Costs For the three months ended April 30, 2023 and 2022, the Company incurred certain acquisition-related costs related to the acquisition of Avelead totaling $ 35,000 90,000 Non-Cash Items For the three months ended April 30, 2023, the Company recorded capitalized software purchased with stock, totaling $ 23,000 Accounting Pronouncements Recently Adopted On February 1, 2023, the Company adopted ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 132,000 96,000 36,000 SCHEDULE OF ACCOUNTING PRONOUNCEMENTS RECENTLY ADOPTED January 31, 2023 CECL Adoption Provision adjustments Write-offs & Recoveries April 30, 2023 Allowance for credit losses $ ( 132,000 ) $ 36,000 - - $ ( 96,000 ) For the period ended April 30, 2023, the Company estimated the current expected credit loss related to accounts receivable using historical credit loss rates and applied an increase to account for future economic conditions in accordance with ASU 2016-13. The Company had no further impact on the allowance for credit losses during the three month period ended April 30, 2023. Recent Accounting Pronouncements Not Yet Adopted The Company does not believe there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
BUSINESS COMBINATION AND DIVEST
BUSINESS COMBINATION AND DIVESTITURE | 3 Months Ended |
Apr. 30, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
BUSINESS COMBINATION AND DIVESTITURE | NOTE 3 — BUSINESS COMBINATION AND DIVESTITURE Avelead Acquisition The Company acquired all of the equity interests of Avelead Consulting, LLC (“Avelead”) as part of the Company’s strategic expansion into the acute-care health care revenue cycle management industry on August 16, 2021 (the “Transaction”). The acquisition was completed on August 16, 2021. On November 21, 2022, the Company made cash payments of $ 2,012,000 and issued 1,871,037 unregistered securities in the form of restricted common stock, par value $ 0.01 per share, with respect to the first year earnout consideration. The estimated aggregate value of the first year earnout payment is $ 5,000,000 The second (and final) year earnout payment, if any, will be payable on or about October 15,2023. These liabilities are reflected at the estimated fair value of the future commitment on the Company’s condensed consolidated balance sheet as Acquisition Earnout Liability. |
OPERATING LEASES
OPERATING LEASES | 3 Months Ended |
Apr. 30, 2023 | |
Operating Leases | |
OPERATING LEASES | NOTE 4 — OPERATING LEASES We determine whether an arrangement is a lease at inception. Right-of-use assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease right-of-use assets and liabilities are recognized at commencement date based on the present value of lease payments over the expected lease term. Since our lease arrangements do not provide an implicit rate, we use our incremental borrowing rate for the expected remaining lease term at commencement date for new and existing leases in determining the present value of future lease payments. Operating lease expense is recognized on a straight-line basis over the lease term. Alpharetta Office Lease On October 1, 2021, the Company entered into an agreement with a third-party to sublease its office space in Alpharetta, Georgia. The sublease term was for 18 292,000 32,000 The Company entered into a lease for office space in Alpharetta, Georgia, on March 1, 2020. The lease terminated on March 31, 2023. At inception, the Company recorded a right-of use asset of $ 540,000 6.5 32,000 48,000 Suwanee Office Lease Upon acquiring Avelead on August 16, 2021 (refer to Note 3 – Business Combination and Divestiture), the Company assumed an operating lease agreement for the corporate office space of Avelead. The lessor is an entity controlled by one of the Sellers of Avelead and that Seller is employed by the Company. The initial 36-month term lease commenced March 1, 2019 and expired on February 28, 2022 6,000 |
DEBT
DEBT | 3 Months Ended |
Apr. 30, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | NOTE 5 — DEBT Outstanding principal balances consisted of the following at: SCHEDULE OF OUTSTANDING DEBT April 30, 2023 January 31, 2023 Term loan $ 9,625,000 $ 9,750,000 Financing cost payable 88,000 69,000 Deferred financing cost (96,000 ) (105,000 ) Total 9,617,000 9,714,000 Less: Current portion (875,000 ) (750,000 ) Non-current portion of debt $ 8,742,000 $ 8,964,000 Term Loan On November 29, 2022, the Company executed a Second Modification to Second Amended and Restated Loan Agreement (the “Second Modification”). The Second Modification includes an expansion of the Company’s total borrowing to include a $ 2,000,000 1.5 3.25 Under the Second Amended and Restated Loan Agreement, the Company has a term loan facility with an initial maximum principal amount of $ 10,000,000 1.5 3.25 500,000 1,000,000 2,000,000 3,000,000 The Second Amended and Restated Loan Agreement includes customary financial covenants as follows: ● Minimum Cash Borrowers shall, at all times, maintain unrestricted cash of Borrowers at Bank in an amount not less than Two Million Dollars ($2,000,000). ● Maximum Debt to ARR Ratio SCHEDULE OF MAXIMUM DEBT TO ARR RATIO Quarter Ending Maximum Debt to ARR Ratio October 31, 2022 0.80 1.00 January 31, 2023 0.70 1.00 April 30, 2023 0.65 1.00 July 31, 2023 0.60 1.00 October 31, 2023 0.55 1.00 January 31, 2024 0.50 1.00 ● Maximum Debt to Adjusted EBITDA Ratio SCHEDULE OF MAXIMUM DEBT TO ADJUSTED EBITDA RATIO Quarter Ending Maximum Debt to Adjusted EBITDA Ratio April 30, 2024 3.50 1.00 July 31, 2024 and on the last day of each quarter thereafter 2.00 1.00 ● Fixed Charge Coverage Ratio 1.20 1.00 The Second Amended and Restated Loan Agreement also includes customary negative covenants, subject to exceptions, which limit transfers, capital expenditures, indebtedness, certain liens, investments, acquisitions, dispositions of assets, restricted payments, and the business activities of the Company, as well as customary representations and warranties, affirmative covenants and events of default, including cross defaults and a change of control default. The line of credit also is subject to customary prepayment requirements. For the period ended April 30, 2023, the Company was in compliance with the Second Amended and Restated Loan Agreement covenants. Substantially all the assets of the Company are collateralized by the Second Amended and Restated Loan Agreement. Forecasting our business has certain assumptions and inputs on sales volumes, implementation timing, and estimation of expenses that inherently vary as to timing and amounts. The Company utilizes scenarios in its forecasting that include a base case, management case and best case to understand a range of possible outcomes in association with the forecasting process. Our forecast has the Company not achieving the “maximum debt to Adjusted EBITDA ratio” and “Fixed Charge Coverage Ratio” covenants, as described herein, at April 30, 2024, and for several quarters, thereafter. The Company’s inputs and assumptions underlying the forecast may change in the coming periods based on the market environment and the performance of our business. The Company has a good working relationship with its current banking partner, Western Alliance Bank. The Company has successfully modified the terms, including covenants, of the Second Amended and Restated Loan Agreement with Western Alliance Bank in the past and is currently in the process of modifying such covenants currently. The Company has received an indication of interest from Western Alliance Bank to modify all the existing covenants to be consistent with the Company’s forecasting. The Company records costs related to the maintenance of the Second Amended and Restated Loan Agreement as deferred financing costs, net of the term loan. These deferred financing costs are being amortized over the remaining term of the loan. The Company has incurred $ 250,000 250,000 |
INCOME TAXES
INCOME TAXES | 3 Months Ended |
Apr. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 6 — INCOME TAXES Income tax expense increased to $ 53,000 11,000 2 25% At January 31, 2023, the Company had U.S. federal net operating loss carry forwards of $ 49,884,000 24,095,000 1,666,000 94,000 The Company has recorded $ 344,000 333,000 The Company and its subsidiaries are subject to U.S. federal income tax as well as income taxes in multiple state and local jurisdictions. The Company has concluded all U.S. federal tax matters for years through January 31, 2019. All material state and local income tax matters have been concluded for years through January 31, 2018. The Company is no longer subject to IRS examination for periods prior to the tax year ended January 31, 2019; however, carryforward losses that were generated prior to the tax year ended January 31, 2019 may still be adjusted by the IRS if they are used in a future period |
EQUITY
EQUITY | 3 Months Ended |
Apr. 30, 2023 | |
Equity [Abstract] | |
EQUITY | NOTE 7 — EQUITY Capital Raise On October 24, 2022, the Company entered into purchase agreements with certain investors pursuant to which the Company agreed to issue and sell in a registered direct offering (the “2022 Offering”) an aggregate of 6,299,989 0.01 1.32 8,316,000 Registration of Shares Issued to 180 Consulting On June 22, 2022, the Company filed a Registration Statement on Form S-3 (Registration No. 333-265773) for purposes of registering for resale 272,653 Authorized Shares Increase At the Annual Meeting of Stockholders held on June 7, 2022, the Company’s stockholders approved an amendment to the Streamline Health Solutions, Inc. Third Amended and Restated 2013 Stock Incentive Plan to increase the number of shares of the Company’s common stock authorized for issuance thereunder by 2,000,000 8,223,246 10,223,246 65,000,000 85,000,000 |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Apr. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 8 — COMMITMENTS AND CONTINGENCIES Consulting Agreement with 180 Consulting, LLC On March 19, 2020, the Company entered into a Master Services Agreement (the “MSA”) with 180 Consulting, pursuant to which 180 Consulting has provided and will continue to provide a variety of consulting services in support of eValuator products including product management, operational consulting, staff augmentation, internal systems platform integration and software engineering services, among others, through separate executed statements of work (“SOWs”). On September 20, 2021, the Company entered into a separate MSA in support of Avelead products. Certain of the SOWs include the ability of 180 Consulting to earn stock at a conversion rate to be calculated 20 days after the execution of the related SOW. The MSA includes a termination clause upon a 90-day written notice. While no related party has a direct or indirect material interest in this MSA or the related SOWs, individuals providing services to the Company under the MSA and the SOWs may share workspace and administrative costs with 121G Consulting, LLC (“121G”). 180 Consulting earned 127,099 and 56,070 shares for the three months ended April 30, 2023 and April 30, 2022, respectively, and has earned an aggregate of 1,042,303 shares through April 30, 2023. For services rendered by 180 Consulting during the three months ended April 30, 2023, the Company incurred fees of $ 953,000 , and capitalized non-employee stock compensation of $ 23,000 452,000 for services rendered by 180 Consulting during the three months ended April 30, 2022. Inclusive of the MSA executed with 180 Consulting are SOWs that provide for the Company to sublicense a software through 180 Consulting that is owned by 121G. This is a services agreement for access to software that assists the Company in implementing and integrating with our clients’ technology. The license agreement is designed such that there is no material financial benefit that accrues to 121G. 180 Consulting licenses the software from 121G at cost. The Company paid approximately $ 117,000 83,000 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Apr. 30, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 9 - RELATED PARTY TRANSACTIONS Refer to Note 3 – Business Combination and Divestiture. The Company acquired Avelead on August 16, 2021. In addition, the Company assumed a lease for corporate office space from a selling equityholder of Avelead that is now employed by the Company. This lease term ended February 2023. For the three months ended April 30, 2023 and April 30, 2022, the Company recorded rent expense of $ 6,000 19,000 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Apr. 30, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 10 — SUBSEQUENT EVENTS We have evaluated subsequent events occurring after April 30, 2023, and based on our evaluation, we did not identify any events that would have required recognition or disclosure in these condensed consolidated financial statements. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Apr. 30, 2023 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. On an ongoing basis, management evaluates its estimates and judgments, including those related to the recognition of revenue, share-based compensation, capitalization of software development costs, intangible assets, the allowance for credit losses, contingent consideration, and income taxes. Actual results could differ from those estimates. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Financial Accounting Standards Board’s (“FASB”) authoritative guidance on fair value measurements establishes a framework for measuring fair value. This guidance enables the reader of the financial statements to assess the inputs used to develop those measurements by establishing a hierarchy for ranking the quality and reliability of the information used to determine fair values. Under this guidance, assets and liabilities carried at fair value must be classified and disclosed in one of the following three categories: Level 1: Quoted market prices in active markets for identical assets or liabilities. Level 2: Observable market-based inputs or unobservable inputs that are corroborated by market data. Level 3: Unobservable inputs that are not corroborated by market data. The carrying amounts of cash and cash equivalents, accounts receivable, accounts payable and accrued expenses approximate fair value based on the short-term maturity of these instruments. Cash and cash equivalents are classified as Level 1. There were no transfers of assets or liabilities between Levels 1, 2, or 3 during the three months ended April 30, 2023 and 2022. The table below provides information on the fair value of our liabilities: SCHEDULE OF FAIR VALUE ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS Total Fair Quoted Prices in Active Markets Significant Other Observable Inputs Significant Value (Level 1) (Level 2) (Level 3) At January 31, 2023 Acquisition earnout liability (1) $ 3,738,000 $ — $ — $ 3,738,000 At April 30, 2023 Acquisition earnout liability (1) $ 3,374,000 $ — $ — $ 3,374,000 (1) The fair value of the acquisition earnout liability is based upon a probability-weighted discounted cash flow that was completed at the date of acquisition and updated as of April 30, 2023. The change in the fair value of the acquisition earnout liability decreased $ 364,000 The fair value of the Company’s term loan under its Second Amended and Restated Loan and Security Agreement (as amended and modified, the “Second Amended and Restated Loan Agreement”) was determined through an analysis of the interest rate spread from the date of closing the loan (August 2021) to the date of the most recent balance sheets, April 30, 2023 and January 31, 2023. The term loan bears interest at a per annum rate equal to the Prime Rate (as published in The Wall Street Journal) plus 1.5 3.25 1.5 0.5 9,425,000 9,550,000 200,000 |
Revenue Recognition | Revenue Recognition We derive revenue from the sale of internally-developed software, either by licensing for local installation or by a SaaS delivery model, through the Company’s direct sales force or through third-party resellers. Licensed, locally-installed customers on a perpetual model utilize the Company’s support and maintenance services for a separate fee, whereas term-based locally installed license fees and SaaS fees include support and maintenance. We also derive revenue from professional services that support the implementation, configuration, training and optimization of the applications, as well as audit services and consulting services. We recognize revenue in accordance with Accounting Standards Codification (ASC) 606, Revenue from Contracts with Customers Disaggregation of Revenue The following table provides information about disaggregated revenue by type and nature of revenue stream: SCHEDULE OF DISAGGREGATION OF REVENUE April 30, 2023 April 30, 2022 Three Months Ended April 30, 2023 April 30, 2022 Over time revenue $ 4,332,000 $ 3,941,000 Point in time revenue 1,000,000 1,994,000 Total revenue $ 5,332,000 $ 5,935,000 The Company includes revenue categories of (i) over time and (ii) point in time revenue. The Company includes revenue categories of (i) SaaS and (ii) maintenance and support as over time revenue. For point in time revenue, the performance obligation is recognized as the point in time when the obligation is fully satisfied. The Company includes (i) software licenses, (ii) professional services, and (iii) audit services as point in time revenue. Contract Receivables and Deferred Revenues The Company receives payments from customers based upon contractual billing schedules. Contract receivables include amounts related to the Company’s contractual right to consideration for completed performance obligations not yet invoiced. Deferred revenue includes payments received in advance of performance under the contract. The Company’s contract receivables and deferred revenue are reported on an individual contract basis at the end of each reporting period. Contract receivables are classified as current or noncurrent based on the timing of when we expect to bill the customer. Deferred revenue is classified as current or noncurrent based on the timing of when we expect to recognize revenue. In the three months ended April 30, 2023, the Company recognized approximately $ 3,161,000 27,668,000 the Company expects to recognize approximately 68% over the next 12 months and the remainder thereafter Deferred costs (costs to fulfill a contract and contract acquisition costs) The Company defers the direct costs, which include salaries and benefits, for professional services related to SaaS contracts as a cost to fulfill a contract. These deferred costs will be amortized on a straight-line basis over the period of expected benefit which is the contractual term. As of April 30, 2023 and January 31, 2023, the Company had deferred costs of $ 94,000 94,000 194,000 176,000 18,000 19,000 Contract acquisition costs, which consist of sales commissions paid or payable, are considered incremental and recoverable costs of obtaining a contract with a customer. Sales commissions for initial and renewal contracts are deferred and then amortized on a straight-line basis over the contract term. As a practical expedient, the Company expenses sales commissions as incurred when the amortization period of related deferred commission costs is expected to be one year or less. As of April 30, 2023 and January 31, 2023, deferred commission costs paid and payable, which are included on the consolidated balance sheets within other non-current assets totaled $ 1,483,000 1,534,000 949,000 820,000 129,000 93,000 |
Equity Awards | Equity Awards The Company accounts for share-based payments based on the grant-date fair value of the awards with compensation cost recognized as expense over the requisite service period, and forfeitures are recognized as incurred. For awards to non-employees, the Company recognizes compensation expense in the same manner as if the entity had paid cash for the goods or services. For the three months ended April 30, 2023, the Company incurred total compensation expense related to share-based awards of $ 572,000 23,000 326,000 The fair value of stock options granted are estimated at the date of grant using a Black-Scholes option pricing model. Option pricing model input assumptions such as expected term, expected volatility and risk-free interest rate impact the fair value estimate. These assumptions are subjective and are generally derived from external (such as, risk-free rate of interest) and historical data (such as, volatility factor and expected term). Future grants of equity awards accounted for as share-based compensation could have a material impact on reported expenses depending upon the number, value and vesting period of future awards. The Company issues restricted stock awards in the form of Company common stock. The fair value of these awards is based on the market closing price per share on the grant date. For the three months ended April 30, 2023, the Company issued 1,085,000 330,000 |
Income Taxes | Income Taxes Income taxes are accounted for under the asset and liability method. Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases and for tax credit and loss carry-forwards. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. In assessing net deferred tax assets, the Company considers whether it is more likely than not that some or all of the deferred tax assets will not be realized. The Company establishes a valuation allowance when it is more likely than not that all or a portion of deferred tax assets will not be realized. Refer to Note 6 – Income Taxes for further details. The Company provides for uncertain tax positions and the related interest and penalties based upon management’s assessment of whether certain tax positions are more likely than not to be sustained upon examination by tax authorities. At April 30, 2023, the Company believes it has appropriately accounted for any uncertain tax positions. |
Net Loss Per Common Share | Net Loss Per Common Share The Company presents basic and diluted earnings per share (“EPS”) data for the Company’s common stock. The Company’s unvested restricted stock awards are considered non-participating securities because holders are not entitled to non-forfeitable rights to dividends or dividend equivalents during the vesting term. Diluted EPS for the Company’s common stock is computed using the treasury stock method. The following is the calculation of the basic and diluted net loss per share of common stock for the three months ended April 30, 2023 and 2022: SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE OF COMMON STOCK April 30, 2023 April 30, 2022 Three Months Ended April 30, 2023 April 30, 2022 Basic and diluted loss per share: Net loss $ (2,901,000 ) $ (2,787,000 ) Basic and diluted net loss per share of common stock from operations $ (0.05 ) $ (0.06 ) Weighted average shares outstanding – Basic (1) 55,970,880 47,028,463 Effect of dilutive securities – Stock options and Restricted stock (2) — — Weighted average shares outstanding – Diluted 55,970,880 47,028,463 (1) Includes the effect of vested and excludes the effect of unvested restricted shares of common stock, which are considered non-participating securities. As of April 30, 2023 and 2022, there were 2,655,831 1,025,800 (2) Diluted net loss per share excludes the effect of shares that are anti-dilutive. For the three months ended April 30, 2023, diluted earnings per share excludes 628,958 2,655,831 1,062,130 1,025,800 |
Other Operating Costs | Other Operating Costs Acquisition-related Costs For the three months ended April 30, 2023 and 2022, the Company incurred certain acquisition-related costs related to the acquisition of Avelead totaling $ 35,000 90,000 |
Non-Cash Items | Non-Cash Items For the three months ended April 30, 2023, the Company recorded capitalized software purchased with stock, totaling $ 23,000 |
Accounting Pronouncements Recently Adopted | Accounting Pronouncements Recently Adopted On February 1, 2023, the Company adopted ASU No. 2016-13, Financial Instruments—Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments 132,000 96,000 36,000 SCHEDULE OF ACCOUNTING PRONOUNCEMENTS RECENTLY ADOPTED January 31, 2023 CECL Adoption Provision adjustments Write-offs & Recoveries April 30, 2023 Allowance for credit losses $ ( 132,000 ) $ 36,000 - - $ ( 96,000 ) For the period ended April 30, 2023, the Company estimated the current expected credit loss related to accounts receivable using historical credit loss rates and applied an increase to account for future economic conditions in accordance with ASU 2016-13. The Company had no further impact on the allowance for credit losses during the three month period ended April 30, 2023. |
Recent Accounting Pronouncements Not Yet Adopted | Recent Accounting Pronouncements Not Yet Adopted The Company does not believe there are any other new accounting pronouncements that have been issued that might have a material impact on its financial position or results of operations. |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended |
Apr. 30, 2023 | |
Accounting Policies [Abstract] | |
SCHEDULE OF FAIR VALUE ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS | The table below provides information on the fair value of our liabilities: SCHEDULE OF FAIR VALUE ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS Total Fair Quoted Prices in Active Markets Significant Other Observable Inputs Significant Value (Level 1) (Level 2) (Level 3) At January 31, 2023 Acquisition earnout liability (1) $ 3,738,000 $ — $ — $ 3,738,000 At April 30, 2023 Acquisition earnout liability (1) $ 3,374,000 $ — $ — $ 3,374,000 (1) The fair value of the acquisition earnout liability is based upon a probability-weighted discounted cash flow that was completed at the date of acquisition and updated as of April 30, 2023. The change in the fair value of the acquisition earnout liability decreased $ 364,000 |
SCHEDULE OF DISAGGREGATION OF REVENUE | The following table provides information about disaggregated revenue by type and nature of revenue stream: SCHEDULE OF DISAGGREGATION OF REVENUE April 30, 2023 April 30, 2022 Three Months Ended April 30, 2023 April 30, 2022 Over time revenue $ 4,332,000 $ 3,941,000 Point in time revenue 1,000,000 1,994,000 Total revenue $ 5,332,000 $ 5,935,000 |
SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE OF COMMON STOCK | The following is the calculation of the basic and diluted net loss per share of common stock for the three months ended April 30, 2023 and 2022: SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE OF COMMON STOCK April 30, 2023 April 30, 2022 Three Months Ended April 30, 2023 April 30, 2022 Basic and diluted loss per share: Net loss $ (2,901,000 ) $ (2,787,000 ) Basic and diluted net loss per share of common stock from operations $ (0.05 ) $ (0.06 ) Weighted average shares outstanding – Basic (1) 55,970,880 47,028,463 Effect of dilutive securities – Stock options and Restricted stock (2) — — Weighted average shares outstanding – Diluted 55,970,880 47,028,463 (1) Includes the effect of vested and excludes the effect of unvested restricted shares of common stock, which are considered non-participating securities. As of April 30, 2023 and 2022, there were 2,655,831 1,025,800 (2) Diluted net loss per share excludes the effect of shares that are anti-dilutive. For the three months ended April 30, 2023, diluted earnings per share excludes 628,958 2,655,831 1,062,130 1,025,800 |
SCHEDULE OF ACCOUNTING PRONOUNCEMENTS RECENTLY ADOPTED | SCHEDULE OF ACCOUNTING PRONOUNCEMENTS RECENTLY ADOPTED January 31, 2023 CECL Adoption Provision adjustments Write-offs & Recoveries April 30, 2023 Allowance for credit losses $ ( 132,000 ) $ 36,000 - - $ ( 96,000 ) |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Apr. 30, 2023 | |
Debt Disclosure [Abstract] | |
SCHEDULE OF OUTSTANDING DEBT | Outstanding principal balances consisted of the following at: SCHEDULE OF OUTSTANDING DEBT April 30, 2023 January 31, 2023 Term loan $ 9,625,000 $ 9,750,000 Financing cost payable 88,000 69,000 Deferred financing cost (96,000 ) (105,000 ) Total 9,617,000 9,714,000 Less: Current portion (875,000 ) (750,000 ) Non-current portion of debt $ 8,742,000 $ 8,964,000 |
SCHEDULE OF MAXIMUM DEBT TO ARR RATIO | SCHEDULE OF MAXIMUM DEBT TO ARR RATIO Quarter Ending Maximum Debt to ARR Ratio October 31, 2022 0.80 1.00 January 31, 2023 0.70 1.00 April 30, 2023 0.65 1.00 July 31, 2023 0.60 1.00 October 31, 2023 0.55 1.00 January 31, 2024 0.50 1.00 |
SCHEDULE OF MAXIMUM DEBT TO ADJUSTED EBITDA RATIO | SCHEDULE OF MAXIMUM DEBT TO ADJUSTED EBITDA RATIO Quarter Ending Maximum Debt to Adjusted EBITDA Ratio April 30, 2024 3.50 1.00 July 31, 2024 and on the last day of each quarter thereafter 2.00 1.00 |
SCHEDULE OF FAIR VALUE ASSETS A
SCHEDULE OF FAIR VALUE ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS (Details) - USD ($) | Apr. 30, 2023 | Jan. 31, 2023 | |
Platform Operator, Crypto-Asset [Line Items] | |||
Acquisition earn out liability fair value, observable inputs | [1] | $ 3,374,000 | $ 3,738,000 |
Fair Value, Inputs, Level 1 [Member] | |||
Platform Operator, Crypto-Asset [Line Items] | |||
Acquisition earn out liability fair value, observable inputs | [1] | ||
Fair Value, Inputs, Level 2 [Member] | |||
Platform Operator, Crypto-Asset [Line Items] | |||
Acquisition earn out liability fair value, observable inputs | [1] | ||
Fair Value, Inputs, Level 3 [Member] | |||
Platform Operator, Crypto-Asset [Line Items] | |||
Acquisition earn out liability fair value, observable inputs | [1] | $ 3,374,000 | $ 3,738,000 |
[1]The fair value of the acquisition earnout liability is based upon a probability-weighted discounted cash flow that was completed at the date of acquisition and updated as of April 30, 2023. The change in the fair value of the acquisition earnout liability decreased $ 364,000 |
SCHEDULE OF FAIR VALUE ASSETS_2
SCHEDULE OF FAIR VALUE ASSETS AND LIABILITIES MEASURED ON RECURRING BASIS (Details) (Parenthetical) | 3 Months Ended |
Apr. 30, 2023 USD ($) | |
Accounting Policies [Abstract] | |
Acquisition earnout liability, change in valuation | $ 364,000 |
SCHEDULE OF DISAGGREGATION OF R
SCHEDULE OF DISAGGREGATION OF REVENUE (Details) - USD ($) | 3 Months Ended | |
Apr. 30, 2023 | Apr. 30, 2022 | |
Product Information [Line Items] | ||
Total revenue | $ 5,332,000 | $ 5,935,000 |
Overtime Time Revenue [Member] | ||
Product Information [Line Items] | ||
Total revenue | 4,332,000 | 3,941,000 |
Point in Time Revenue [Member] | ||
Product Information [Line Items] | ||
Total revenue | $ 1,000,000 | $ 1,994,000 |
SCHEDULE OF BASIC AND DILUTED N
SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE OF COMMON STOCK (Details) - USD ($) | 3 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | ||
Accounting Policies [Abstract] | |||
Net loss | $ (2,901,000) | $ (2,787,000) | |
Basic and diluted net loss per share of common stock from operations | $ (0.05) | $ (0.06) | |
Weighted average shares outstanding – Basic | [1] | 55,970,880 | 47,028,463 |
Effect of dilutive securities – Stock options and Restricted stock | [2] | ||
Weighted average shares outstanding – Diluted | 55,970,880 | 47,028,463 | |
[1]Includes the effect of vested and excludes the effect of unvested restricted shares of common stock, which are considered non-participating securities. As of April 30, 2023 and 2022, there were 2,655,831 1,025,800 628,958 2,655,831 1,062,130 1,025,800 |
SCHEDULE OF BASIC AND DILUTED_2
SCHEDULE OF BASIC AND DILUTED NET LOSS PER SHARE OF COMMON STOCK (Details) (Parenthetical) - shares | 3 Months Ended | |
Apr. 30, 2023 | Apr. 30, 2022 | |
Unvested Restricted Stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Diluted earnings per share | 2,655,831 | 1,025,800 |
Share-Based Payment Arrangement, Option [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Diluted earnings per share | 628,958 | 1,062,130 |
Unvested Restricted Shares [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Diluted earnings per share | 2,655,831 | 1,025,800 |
SCHEDULE OF ACCOUNTING PRONOUNC
SCHEDULE OF ACCOUNTING PRONOUNCEMENTS RECENTLY ADOPTED (Details) | 3 Months Ended |
Apr. 30, 2023 USD ($) | |
Accounting Policies [Abstract] | |
Allowance for doubtful accounts | $ 132,000 |
Adoption of asu | 36,000 |
Provision adjustments | |
Write offs and Recoveries | |
Allowance for doubtful accounts | $ 96,000 |
SUMMARY OF SIGNIFICANT ACCOUN_4
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) - USD ($) | 3 Months Ended | ||
Apr. 30, 2023 | Apr. 30, 2022 | Jan. 31, 2023 | |
Interest rate | 1.50% | ||
Debt instrument carrying amount | $ 9,625,000 | $ 9,750,000 | |
Deferred revenue | 3,161,000 | ||
Revenue remaining performance obligation | $ 27,668,000 | ||
Revenue, remaining performance obligation, expected timing of satisfaction, explanation | the Company expects to recognize approximately 68% over the next 12 months and the remainder thereafter | ||
Deferred costs, net | $ 94,000 | 94,000 | |
Accumulated amortization of deferred costs | 194,000 | 176,000 | |
Deferred costs, amortization expense | 18,000 | $ 19,000 | |
Accumulated amortization | 949,000 | 820,000 | |
Compensation expense related to stock-based award | 572,000 | 326,000 | |
Acquisition related costs | 35,000 | $ 90,000 | |
Forgiveness of Ppp loan and accrued interest | 23,000 | ||
Allowance for doubtful accounts | 96,000 | 132,000 | |
Deferred financing cost | 96,000 | 105,000 | |
Adoption of asu | $ 36,000 | ||
Common Stock [Member] | |||
Restricted common stock awards to employees | 1,185,927 | 408,031 | |
Adoption of asu | |||
Equity Award [Member] | |||
Compensation expense related to stock-based award | $ 572,000 | $ 326,000 | |
Equity Award [Member] | Common Stock [Member] | Employees [Member] | |||
Restricted common stock awards to employees | 1,085,000 | 330,000 | |
Equity Award [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | |||
Compensation expense related to stock-based award | $ 23,000 | ||
Selling, General and Administrative Expenses [Member] | |||
Deferred sales commissions | 129,000 | $ 93,000 | |
Other Noncurrent Assets [Member] | |||
Deferred commissions costs paid and payable | $ 1,483,000 | 1,534,000 | |
Second Amended and Restated Loan and Security Agreement [Member] | |||
Variable rate, description | The term loan bears interest at a per annum rate equal to the Prime Rate (as published in The Wall Street Journal) plus 1.5%, with a Prime “floor” rate of 3.25%. The prime rate is variable and, thus accommodates changes in the market interest rate. However, the interest rate spread (the 1.5% added to the Prime Rate) is fixed. We estimated the impact of the changes in the interest rate spread by analogizing the effect of the change in the Corporate bond rates, reduced for any changes in the market interest rate | ||
Interest rate | 0.50% | ||
Security Agreement [Member] | |||
Interest rate | 1.50% | ||
Prime interest rate percentage | 3.25% | ||
Debt Agreement [Member] | |||
Debt instrument carrying amount | $ 9,425,000 | 9,550,000 | |
Term loan | $ 200,000 | $ 200,000 |
BUSINESS COMBINATION AND DIVE_2
BUSINESS COMBINATION AND DIVESTITURE (Details Narrative) - USD ($) | Nov. 21, 2022 | Apr. 30, 2023 | Jan. 31, 2023 |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Common Stock, Par or Stated Value Per Share | $ 0.01 | $ 0.01 | |
Unit Purchase Agreement [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Payments to Acquire Businesses, Net of Cash Acquired | $ 2,012,000 | ||
Sale of Stock, Number of Shares Issued in Transaction | 1,871,037 | ||
Common Stock, Par or Stated Value Per Share | $ 0.01 | ||
Unit Purchase Agreement [Member] | First Year Earnout [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Sale of Stock, Consideration Received on Transaction | $ 5,000,000 |
OPERATING LEASES (Details Narra
OPERATING LEASES (Details Narrative) - USD ($) | 3 Months Ended | |||||
Oct. 02, 2021 | Aug. 16, 2021 | Apr. 30, 2023 | Apr. 30, 2022 | Jan. 31, 2023 | Oct. 31, 2021 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Sublease income | $ 32,000 | |||||
Operating lease, right of use assets | $ 32,000 | |||||
Lesee discount rate | 6.50% | |||||
Operating lease cost | $ 32,000 | $ 48,000 | ||||
Payments for rent | 6,000 | $ 19,000 | ||||
At Inception [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Operating lease, right of use assets | $ 540,000 | |||||
Sublease Agreement [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Sublease, term | 18 months | |||||
Sublease income | $ 292,000 | |||||
Suwanee Office Lease [Member] | ||||||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | ||||||
Lease expiration date | Feb. 28, 2022 | |||||
Payments for rent | $ 6,000 |
SCHEDULE OF OUTSTANDING DEBT (D
SCHEDULE OF OUTSTANDING DEBT (Details) - USD ($) | Apr. 30, 2023 | Jan. 31, 2023 |
Debt Disclosure [Abstract] | ||
Term loan | $ 9,625,000 | $ 9,750,000 |
Financing cost payable | 88,000 | 69,000 |
Deferred financing cost | (96,000) | (105,000) |
Total | 9,617,000 | 9,714,000 |
Less: Current portion | (875,000) | (750,000) |
Non-current portion of debt | $ 8,742,000 | $ 8,964,000 |
SCHEDULE OF MAXIMUM DEBT TO ARR
SCHEDULE OF MAXIMUM DEBT TO ARR RATIO (Details) | Apr. 30, 2023 |
October 31, 2022 [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 0.80% |
October 31, 2022 [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 1% |
January 31, 2023 [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 0.70% |
January 31, 2023 [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 1% |
April 30, 2023 [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 0.65% |
April 30, 2023 [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 1% |
July 30, 2023 [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 0.60% |
July 30, 2023 [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 1% |
October 31, 2023 [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 0.55% |
October 31, 2023 [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 1% |
January 31, 2024 [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 0.50% |
January 31, 2024 [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to ARR Ratio | 1% |
SCHEDULE OF MAXIMUM DEBT TO ADJ
SCHEDULE OF MAXIMUM DEBT TO ADJUSTED EBITDA RATIO (Details) | Apr. 30, 2023 |
April 30, 2024 [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to Adjusted EBITDA Ratio | 3.50% |
April 30, 2024 [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to Adjusted EBITDA Ratio | 1% |
July 30, 2024 and Thereafter [Member] | Maximum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to Adjusted EBITDA Ratio | 2% |
July 30, 2024 and Thereafter [Member] | Minimum [Member] | |
Debt Instrument [Line Items] | |
Maximum Debt to Adjusted EBITDA Ratio | 1% |
DEBT (Details Narrative)
DEBT (Details Narrative) - USD ($) | Nov. 29, 2022 | Aug. 26, 2021 | Apr. 30, 2023 |
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 1.50% | ||
Second Modification Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Line of credit facility, maximum borrowing capacity | $ 2,000,000 | ||
Principal amount | $ 10,000,000 | ||
Debt financial covenants, description | Borrowers shall, at all times, maintain unrestricted cash of Borrowers at Bank in an amount not less than Two Million Dollars ($2,000,000). | ||
Second Modification Agreement [Member] | Maximum [Member] | |||
Debt Instrument [Line Items] | |||
Fixed charge coverage ratio | 1.20% | ||
Second Modification Agreement [Member] | Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Fixed charge coverage ratio | 1% | ||
Second Modification Agreement [Member] | Base Rate [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, basis spread on variable rate | 1.50% | ||
Debt instrument, interest rate, stated percentage | 3.25% | ||
Security Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Debt instrument, interest rate, stated percentage | 1.50% | ||
Security Agreement [Member] | Bridge Bank [Member] | |||
Debt Instrument [Line Items] | |||
Long term debt, maturity, year two | $ 500,000 | ||
Long term debt, maturity, year three | 1,000,000 | ||
Long term debt, maturity, year four | 2,000,000 | ||
Long term debt, maturity, year five | 3,000,000 | ||
Loan and Security Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Amortization of debt issuance costs | 250,000 | ||
Accretion expense | $ 250,000 |
INCOME TAXES (Details Narrative
INCOME TAXES (Details Narrative) - USD ($) | 3 Months Ended | |
Apr. 30, 2023 | Jan. 31, 2023 | |
Operating Loss Carryforwards [Line Items] | ||
Income tax expense increased | $ 53,000 | |
Income tax expense, prior year | $ 11,000 | |
Effective income tax rate, continuing operations | 2% | |
Federal and state statutory rate percentage | 25% | |
Operating loss carry forwards | $ 49,884,000 | |
Uncertain tax positions | $ 344,000 | 333,000 |
Income tax description | The Company and its subsidiaries are subject to U.S. federal income tax as well as income taxes in multiple state and local jurisdictions. The Company has concluded all U.S. federal tax matters for years through January 31, 2019. All material state and local income tax matters have been concluded for years through January 31, 2018. The Company is no longer subject to IRS examination for periods prior to the tax year ended January 31, 2019; however, carryforward losses that were generated prior to the tax year ended January 31, 2019 may still be adjusted by the IRS if they are used in a future period | |
State [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry forwards | 24,095,000 | |
Federal RD [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry forwards | 1,666,000 | |
Georgia RD [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Operating loss carry forwards | $ 94,000 |
EQUITY (Details Narrative)
EQUITY (Details Narrative) - USD ($) | 3 Months Ended | ||||
Oct. 24, 2022 | Apr. 30, 2023 | Apr. 29, 2023 | Jan. 31, 2023 | Jun. 22, 2022 | |
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Common stock par value | $ 0.01 | $ 0.01 | |||
Number of additional shares authorized to issue | 2,000,000 | ||||
Common stock, shares authorized | 85,000,000 | 65,000,000 | 85,000,000 | ||
180 Consulting LLC [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Common stock issued for resale | 272,653 | ||||
2013 Incentive Compensation Plan [Member] | Stock Options [Member] | Minimum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of shares authorized to issue | 8,223,246 | ||||
2013 Incentive Compensation Plan [Member] | Stock Options [Member] | Maximum [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of shares authorized to issue | 10,223,246 | ||||
Purchase Agreement [Member]. | 2022 Offering [Member] | |||||
Share-Based Compensation Arrangement by Share-Based Payment Award [Line Items] | |||||
Number of shares issued | 6,299,989 | ||||
Common stock par value | $ 0.01 | ||||
Shares issued, price per share | $ 1.32 | ||||
Proceeds from issuance of common stock | $ 8,316,000 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Details Narrative) - USD ($) | 1 Months Ended | 3 Months Ended | |
Apr. 30, 2023 | Apr. 30, 2023 | Apr. 30, 2022 | |
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Non employee stock compensation | $ 572,000 | $ 326,000 | |
Master Services Agreement [Member] | 180 Consulting LLC [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Stock Issued During Period, Shares, Issued for Services | 1,042,303 | 127,099 | 56,070 |
Professional fees | $ 953,000 | $ 452,000 | |
Master Services Agreement [Member] | 180 Consulting LLC [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Non employee stock compensation | 23,000 | ||
SOW [Member] | 180 Consulting LLC [Member] | |||
Collaborative Arrangement and Arrangement Other than Collaborative [Line Items] | |||
Professional fees | $ 117,000 | $ 83,000 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 3 Months Ended | |
Apr. 30, 2023 | Apr. 30, 2022 | |
Related Party Transactions [Abstract] | ||
Rent expense | $ 6,000 | $ 19,000 |