Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2015shares | |
Document And Entity Information | |
Entity Registrant Name | ICTS INTERNATIONAL N V |
Entity Central Index Key | 1,010,134 |
Document Type | 20-F |
Document Period End Date | Dec. 31, 2015 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Is Entity a Well-known Seasoned Issuer | No |
Is Entity's Reporting Status Current | Yes |
Entity Filer Category | Non-accelerated Filer |
Entity Common Stock, Shares Outstanding | 10,961,698 |
Document Fiscal Period Focus | FY |
Document Fiscal Year Focus | 2,015 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 7,912 | $ 5,973 |
Restricted cash | 4,388 | 4,759 |
Accounts receivable, net | 25,715 | 20,991 |
Prepaid expenses and other current assets | $ 1,987 | 1,036 |
Current assets from discontinued operations | 134 | |
Total current assets | $ 40,002 | 32,893 |
Deferred tax assets, net | 92 | 131 |
Property and equipment, net | 1,493 | 1,257 |
Goodwill | 314 | 314 |
Other assets | 448 | 410 |
Total assets | 42,349 | 35,005 |
CURRENT LIABILITIES: | ||
Notes payable-banks | 11,412 | 10,022 |
Accounts payable | 3,079 | 2,786 |
Accrued expenses and other current liabilities | 25,065 | 17,086 |
Income taxes payable | 89 | 53 |
Value added tax (VAT) payable | $ 5,362 | 5,430 |
Current liabilities from discontinued operations | 102 | |
Total current liabilities | $ 45,007 | 35,479 |
Convertible notes payable to a related party, including accrued interest | 39,403 | 38,504 |
Other liabilities | 147 | 81 |
Total liabilities | $ 84,557 | $ 74,064 |
COMMITMENTS AND CONTINGENCIES (NOTES 11 and 14) | ||
SHAREHOLDERS' DEFICIT: | ||
Common stock, €0.45 par value; 33,333,334 shares authorized as of December 31, 2015 and 2014; 10,961,698 and 8,061,698 shares issued and outstanding as of December 31, 2015 and 2014, respectively | $ 5,928 | $ 4,507 |
Additional paid-in capital | 21,267 | 20,949 |
Accumulated deficit | (61,896) | (57,194) |
Accumulated other comprehensive loss | (7,507) | (7,321) |
Total shareholders' deficit | (42,208) | (39,059) |
Total liabilities and shareholders' deficit | $ 42,349 | $ 35,005 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - € / shares | Dec. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Common stock, par value per share | € 0.45 | € 0.45 |
Common stock, shares authorized | 33,333,334 | 33,333,334 |
Common stock, shares issued | 10,961,698 | 8,061,698 |
Common stock, shares outstanding | 10,961,698 | 8,061,698 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Revenue | $ 187,022 | $ 172,929 | $ 124,497 |
Cost of revenue | 167,844 | 152,224 | 108,995 |
GROSS PROFIT | 19,178 | 20,705 | 15,502 |
Operating expenses: | |||
Research and development | 2,565 | 2,207 | 2,182 |
Selling, general, and administrative | $ 20,406 | $ 17,316 | 16,925 |
Forgiveness of debt | (1,312) | ||
Total operating expenses | $ 22,971 | $ 19,523 | 17,795 |
OPERATING INCOME (LOSS) | (3,793) | 1,182 | (2,293) |
Other income (expense), net | (760) | 448 | (3,987) |
INCOME (LOSS) BEFORE INCOME TAX BENEFIT (EXPENSE) | (4,553) | 1,630 | (6,280) |
Income tax benefit (expense) | (149) | (90) | 1,026 |
INCOME (LOSS) FROM CONTINUING OPERATIONS | $ (4,702) | 1,540 | (5,254) |
Income (loss) from discontinued operations, net of income tax benefit (expense) of $0, $0 and $1,221 in 2015, 2014 and 2013, respectively | (109) | 1,821 | |
NET INCOME (LOSS) | $ (4,702) | $ 1,431 | $ (3,433) |
INCOME (LOSS) PER SHARE - BASIC AND DILUTED | |||
Continuing operations | $ (0.58) | $ 0.19 | $ (0.66) |
Discontinued operations | (0.01) | 0.23 | |
Net income (loss) | $ (0.58) | $ 0.18 | $ (0.43) |
Weighted average number of shares outstanding | 8,085,599 | 8,054,390 | 8,036,780 |
COMPREHENSIVE INCOME (LOSS) | |||
Net income (loss) | $ (4,702) | $ 1,431 | $ (3,433) |
Translation adjustment | (186) | (168) | (276) |
Comprehensive income (loss) | $ (4,888) | $ 1,263 | $ (3,709) |
CONSOLIDATED STATEMENTS OF OPE5
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) (Parenthetical) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Statement [Abstract] | |||
Tax benefit (loss) from discontinued operations | $ 0 | $ 0 | $ 1,221 |
CONSOLIDATED STATEMENTS OF SHAR
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' DEFICIT - USD ($) $ in Thousands | Common Stock | Additional Paid-In Capital | Accumulated Deficit | Accumulated Other Comprehensive Loss | Total |
Balance at Dec. 31, 2012 | $ 4,492 | $ 20,891 | $ (55,192) | $ (6,877) | $ (36,686) |
Balance, shares at Dec. 31, 2012 | 8,036,698 | ||||
Exercise of stock options | $ 3 | (3) | |||
Exercise of stock options, shares | 5,000 | ||||
Stock based compensation | 39 | 39 | |||
Net income (loss) | (3,433) | (3,433) | |||
Translation adjustment | (276) | (276) | |||
Balance at Dec. 31, 2013 | $ 4,495 | 20,927 | (58,625) | (7,153) | (40,356) |
Balance, shares at Dec. 31, 2013 | 8,041,698 | ||||
Insuance of common stock | $ 12 | 8 | $ 20 | ||
Insuance of common stock, shares | 20,000 | ||||
Exercise of stock options, shares | |||||
Stock based compensation | 14 | $ 14 | |||
Net income (loss) | 1,431 | 1,431 | |||
Translation adjustment | (168) | (168) | |||
Balance at Dec. 31, 2014 | $ 4,507 | 20,949 | (57,194) | (7,321) | $ (39,059) |
Balance, shares at Dec. 31, 2014 | 8,061,698 | 8,061,698 | |||
Insuance of common stock | $ 1,421 | 318 | $ 1,739 | ||
Insuance of common stock, shares | 2,900,000 | ||||
Exercise of stock options, shares | |||||
Net income (loss) | (4,702) | $ (4,702) | |||
Translation adjustment | (186) | (186) | |||
Balance at Dec. 31, 2015 | $ 5,928 | $ 21,267 | $ (61,896) | $ (7,507) | $ (42,208) |
Balance, shares at Dec. 31, 2015 | 10,961,698 | 10,961,698 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | |||
Net income (loss) | $ (4,702) | $ 1,431 | $ (3,433) |
Income (loss) from discontinued operations | (109) | 1,821 | |
Income (loss) from continuing operations | $ (4,702) | 1,540 | (5,254) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | |||
Depreciation and amortization | $ 713 | $ 761 | 764 |
Amortization of deferred financing costs | 123 | ||
Gain on the sale of property and equipment | $ (10) | (29) | |
Forgiveness of debt | (1,312) | ||
Bad debt expense (income) | $ (43) | $ 30 | 30 |
Deferred income taxes | $ 26 | (30) | 38 |
Stock-based compensation | 14 | $ 39 | |
Stock issued for services | 20 | ||
Changes in assets and liabilities: | |||
Accounts receivable, net | $ (6,279) | (6,926) | $ (3,452) |
Prepaid expenses and other current assets | (1,020) | (72) | (122) |
Other assets | (15) | 16 | (20) |
Accounts payable | 463 | 659 | (272) |
Accrued expenses and other current liabilities | 9,102 | 5,354 | 2,774 |
VAT Payable | 491 | 1,242 | 450 |
Income taxes payable | $ 40 | (3) | (1,659) |
Liability to United States Department of Labor | (259) | (323) | |
Other liabilities | $ 66 | (406) | 470 |
Net cash provided by (used in) in discontinued operations | 27 | (124) | 65 |
Net cash provided by (used in) operating activities | (1,131) | 1,806 | (7,690) |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment | $ (1,037) | (645) | (699) |
Proceeds from sale of property and equipment | 9 | 95 | |
Change in restricted cash | $ (91) | 1,859 | (1,515) |
Net cash provided by (used in) investing activities | (1,128) | 1,223 | (2,119) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Borrowings (repayments) under lines of credit, net | 1,877 | (2,194) | 4,056 |
Net proceeds from convertible notes payable to a related party | 3,965 | $ 5,675 | $ 7,257 |
Proceeds from stock issuance | 1,739 | ||
Increase (decrease) in cash overdraft | 264 | $ 800 | $ (272) |
Net cash provided by financing activities | 7,845 | 4,281 | 11,041 |
EFFECT OF CHANGES IN FOREIGN CURRENCY EXCHANGE RATES ON CASH AND CASH EQUIVALENTS | (3,647) | (4,471) | 957 |
INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS | 1,939 | 2,839 | 2,189 |
CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR | 5,973 | 3,134 | 945 |
CASH AND CASH EQUIVALENTS, END OF YEAR | $ 7,912 | $ 5,973 | 3,134 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES | |||
Cashless exercise of stock options | 3 | ||
SUPPLEMENTAL DISCLOSURES OF CASH FLOW ACTIVITIES | |||
Cash paid during the year for interest | $ 543 | $ 748 | 635 |
Cash paid during the year for income taxes | $ 305 | $ 100 | $ 218 |
ORGANIZATION
ORGANIZATION | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION | NOTE 1 ORGANIZATION Description of Business ICTS International N.V. (ICTS or Company) was established by the Department of Justice in Amstelveen, Netherlands on October 9, 1992. ICTS and subsidiaries (collectively referred to as the "Company") operate in three reportable segments: (a) corporate (b) airport security and other aviation services and (c) technology. The corporate segment does not generate revenue and contains primarily non-operational expenses. The airport security and other aviation services segment provides security and other services to airlines and airport authorities, predominantly in Europe and the United States. The technology segment is predominantly involved in the development and sale of identity security software to financial and other institutions, predominantly in Europe and the United States of America. Liquidity and Financial Condition The Company has a working capital and shareholders deficit and a history of losses from continuing operations and negative cash flows from continuing operations. As of December 31, 2015 and 2014, the Company has a working capital deficit of $5,005 and $2,455, respectively and shareholders deficit of $42,208 and $39,059, respectively. During the years ended December 31,2015, 2014 and 2013, the Company incurred income (losses) from continuing operations of ($4,702), $1,540 and ($5,254), respectively, and positive (negative) cash flows from operations of ($1,131), $1,806 and ($7,690), respectively. Collectively, these factors raise substantial doubt about the Company's ability to continue as a going concern. Management believes that the Companys operating cash flows and related party/third party financing activities will provide it with sufficient funds to meet its obligations and execute its business plan for the next twelve months. However, there are no assurances that management's plans to generate sufficient cash flows from operations and obtain additional financing from related parties/third parties will be successful. The accompanying consolidated financial statements do not include any adjustments relating to the recoverability and classification of asset carrying amounts or the amount and classification of liabilities that might result should the Company be unable to continue as a going concern. |
SIGNIFICANT ACCOUNTING POLICIES
SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 - SIGNIFICANT ACCOUNTING POLICIES The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP"). The significant accounting policies are as follows: Functional Currency The accompanying consolidated financial statements are presented in United States dollars. The Company has determined that the functional currency of its foreign subsidiaries is the local currency, which is predominantly the Euro. For financial reporting purposes, the assets and liabilities of such subsidiaries are translated into United States dollars using exchange rates in effect at the balance sheet date. The revenue and expenses of such subsidiaries are translated into United States dollars using average exchange rates in effect during the reporting period. Resulting translation adjustments are presented as a separate category in shareholders' deficit called accumulated other comprehensive income (loss). Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. The most significant estimates and assumptions included in these consolidated financial statements consist of the: (a) calculation of the allowance for doubtful accounts, (b) determination of the fair value of stock options, (c) recognition of contingent liabilities, and (d) valuation of deferred income taxes. Principles of Consolidation The consolidated financial statements include the accounts of ICTS International N.V. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash and cash equivalents. Restricted Cash Restricted cash as of December 31, 2015 consists of: (a) $274 held in a bank account that serves as cash collateral for outstanding letters of credit, which is to be released from restriction on various dates from October 2016 to December 2016 and (b) $4,114 held in several bank accounts in the Netherlands, which is restricted for payments to local tax authorities. Restricted cash as of December 31, 2014 consists of: (a) $274 held in a bank account that serves as cash collateral for outstanding letters of credit, which was released from restriction on various dates from October 2015 to December 2015 and (b) $4,485 held in several bank accounts in the Netherlands, which is restricted for payments to local tax authorities. Accounts Receivable Accounts receivable represent amounts due to the Company for services rendered and are recorded net of an allowance for doubtful accounts. The allowance for doubtful accounts is based on historical collection experience, factors related to a specific customer and current economic trends. The Company writes off accounts receivable against the allowance for doubtful accounts when the balance is determined to be uncollectible. As of December 31, 2015 and 2014, the allowance for doubtful accounts is $50 and $ 116, respectively. Investments in Affiliates The Company accounts for investments in the equity securities of companies which represent an ownership interest of 20% to 50% and the ability to exercise significant influence, provided that ability does not represent control, using the equity method. The equity method requires the Company to recognize its share of the net income (loss) of its investees in the consolidated statement of operations until the carrying value of the investment is zero. Property and Equipment Equipment and facilities, internal-use software, and vehicles are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful lives used in determining depreciation are as follows: Years Equipment and facilities 3-7 Internal-use software 7 Vehicles 3-7 Leasehold improvements are amortized using the straight-line method over the shorter of the term of the lease or the estimated useful lives of the assets. Capitalized Internal-Use Software Costs The Company capitalizes the cost of internal-use software that has a useful life in excess of one year in property and equipment. These costs consist of payments made to third party consultants for the installation and integration of software and related travel costs. Software maintenance and training costs, including related travel costs, are expensed in the period in which they are incurred. Goodwill Goodwill represents the excess purchase price over the fair value of the net tangible and intangible assets of an acquired business. Goodwill is assessed for impairment by reporting unit on an annual basis or when events or changes in circumstances indicate that the carrying value may not be recoverable. The assessment begins with an analysis of qualitative factors as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. If it is determined that goodwill should be reviewed for impairment, then a discounted cash flow analysis is performed to determine whether the goodwill is recoverable. If the carrying value of the goodwill is not recoverable based upon the discounted cash flow analysis, then an impairment charge is recorded for the difference between the carrying value and the fair value of the goodwill. During the years ended December 31, 2015, 2014 and 2013, the Company has not recorded any impairment charges on its goodwill. Long-Lived Assets The Company reviews long-lived assets, other than goodwill, for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. The Company assesses recoverability by determining whether the net book value of the related asset will be recovered through the projected undiscounted future cash flows of the asset. If the Company determines that the carrying value of the asset may not be recoverable, it measures any impairment based on the fair value of the asset as compared to its carrying value. During the years ended December 31, 2015, 2014, and 2013, the Company did not record any impairment charges on its long-lived assets. Convertible Debt Instruments The Company evaluates convertible debt instruments to determine whether the embedded conversion option needs to be bifurcated from the debt instrument and accounted for as a freestanding derivative instrument or considered a beneficial conversion option. An embedded conversion option is considered to be a freestanding derivative when: (a) the economic characteristics and risks of the embedded conversion option are not clearly and closely related to the economic characteristics and risks of the host instrument, (b) the hybrid instrument that embodies both the embedded conversion option and the host instrument is not re-measured at fair value under otherwise applicable US GAAP with changes in fair value reported in earnings as they occur, and (c) a separate instrument with the same terms as the embedded conversion option would be considered a derivative instrument subject to certain requirements (except when the host instrument is deemed to be conventional). When it is determined that an embedded conversion option should not be bifurcated from its host instrument, the embedded conversion option is evaluated to determine whether it contains any intrinsic value which needs to be discounted from the carrying value of the convertible debt instrument. The intrinsic value of an embedded conversion option is considered to be the difference between the fair value of the underlying security on the commitment date of the debt instrument and the effective conversion price embedded in the debt instrument. Contingent Liabilities The Company is subject to various investigations, claims and legal proceedings covering a wide range of matters that arise in the normal course of its business activities. Liabilities for such contingencies are recognized when: (a) information available prior to the issuance of the consolidated financial statements indicates that it is probable that a liability had been incurred at the date of the consolidated financial statements and (b) the amount of loss can reasonably be estimated. Comprehensive Income (Loss) and Accumulated Other Comprehensive Loss The Company's comprehensive income (loss) for the years ended December 31, 2015, 2014 and 2013 consists of the Companys net income (loss) and foreign currency translation adjustments. Accumulated other comprehensive loss consist of the Companys foreign exchange currency adjustments. Stock-Based Compensation Stock-based compensation to employees, including stock options, are measured at the fair value of the award on the date of grant based on the estimated number of awards that are ultimately expected to vest. The compensation expense resulting from stock-based compensation to management and administrative employees is recorded over the vesting period of the award in selling, general and administrative expense on the accompanying consolidated statements of operations and comprehensive income (loss). Compensation expense resulting from stock-based compensation to operational employees is recorded over the vesting period of the award in cost of revenue. Stock-based compensation issued to non-employees for services rendered are recorded at either the fair value of the services rendered or the fair value of the stock-based compensation, whichever is more readily determinable. Revenue Recognition Revenue is recognized as services are rendered based on the terms contained in the Companys contractual arrangements with customers, provided that services have been rendered, the fee is fixed or determinable, and collection of the related receivable is reasonably assured. Cost of Revenue Cost of revenue represents primarily payroll and related costs associated with employees who provide services under the terms of the Company's contractual arrangements, insurance and depreciation and amortization. Research and Development Costs Research and development costs are expensed as incurred and consist primarily of payroll and related costs. Advertising Costs Advertising costs are expensed as incurred. Advertising costs during the years ended December 31, 2015, 2014 and 2013 are $202, $130 and $89, respectively. Value Added Tax Certain of the Companys operations are subject to Value Added Tax (VAT) applied on the services sold in those respective countries. The Company is required to remit the VAT collected to the tax authorities, but may deduct the VAT paid on certain eligible purchases. Income Taxes The Company accounts for income taxes using the liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. 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. The effect on deferred tax assets and liabilities resulting A valuation allowance is established when realization of net deferred tax assets is not considered more likely than not. Uncertain income tax positions are determined based upon the likelihood of the positions being sustained upon examination by taxing authorities. The benefit of a tax position is recognized in the consolidated financial statements in the period during which management believes it is more likely than not that the position will not be sustained. Income tax positions taken are not offset or aggregated with other positions. Income tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of income tax benefit that is more than 50 percent likely of being realized if challenged by the applicable taxing authority. The portion of the benefits associated with income tax positions taken that exceeds the amount measured is reflected as income taxes payable. The Company recognizes interest related to uncertain tax positions in interest expense. The Company recognizes penalties related to uncertain tax positions in selling, general and administrative expenses. Income (Loss) Per Share Basic income (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted income (loss) per share is determined in the same manner as basic income (loss) per share, except that the number of shares is increased to include potentially dilutive securities using the treasury stock method. Because the Company incurred losses from continuing operations during the years ended December 31, 2015 and 2013, all potentially dilutive securities were excluded from the computation of diluted income (loss) per share during these years because the effect of including them is anti-dilutive. Although the Company had an income from continuing operations for the year ended December 31, 2014, all potentially dilutive securities were excluded from the computation of diluted income (loss) per share as the conversion rate of the convertible note payable to a related party and the exercise price of the stock options was higher than the market price of the Companys common stock as of December 31, 2014 and the effect of including them is anti-dilutive. The following table summarizes the number of shares of common stock attributable to potentially dilutive securities outstanding for each of the periods which were excluded from the calculation of diluted income (loss) per share: Year Ended December 31, 2015 2014 2013 Stock Options 150,000 150,000 150,000 Shares Issuable upon Conversion of Convertible Notes Payable to a Related Party 33,171,710 25,669,039 24,379,883 Total 33,321,710 25,819,039 24,529,883 Fair Value of Financial Instruments The fair values of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued expenses and other current liabilities, income taxes payable and notes payable - banks approximate their carrying values due to the short-term nature of the instruments. The carrying values of the convertible notes payable to a related party and other liabilities are not readily determinable because: (a) these instruments are not traded and, therefore, no quoted market prices exist upon which to base an estimate Concentration of Credit Risk Financial instruments which are subject to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash and accounts receivable. The Company maintains cash and cash equivalents and restricted cash in accounts with financial institutions in the United States, Europe, Japan and Israel. As of December 31, 2015, accounts at financial institutions located in the United States are insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250 per institution. As of December 31, 2015, cash and cash equivalents and restricted cash of $318 is being held in the United States. Bank accounts located in Europe, Japan and Israel, totaling $11,982 as of December 31, 2015, are uninsured. The Company renders services to a limited number of airlines and airports through service contracts and provides credit without collateral. Some of these airlines and airports may have difficulties in meeting their financial obligations, which can have a material adverse effect on the Company's consolidated financial position, results of operations and cash flows. To mitigate this risk, the Company regularly reviews the creditworthiness of its customers through its credit evaluation process. Revenue from two customers represented 70% of total revenue during the year ended December 31, 2015, of which one customer accounted for 37% and the other customer accounts for 33% of total revenue. Accounts receivable from these two customers represented 64% of total accounts receivable as of December 31, 2015. Revenue from two customers represented 67% of total revenue during the year ended December 31, 2014, of which one customer accounted for 38% and the other customer accounted for 29% of total revenue. Accounts receivable from these two customers represented 65% of total accounts receivable as of December 31, 2014. Revenue from two customers represented 52% of total revenue during the year ended December 31, 2013, of which one customer accounted for 42% and the other customer accounted for 10% of total revenue. Accounts receivable from the two customers represented 37% of total accounts receivable as of December 31, 2013. One of the customers mentioned above, has been a principle customer in the last three years. Prior year figures in this disclosure have been adjusted to reflect the customer mergers within the aviation industry. Risks and Uncertainties The Company is currently engaged in direct operations in numerous countries and is therefore subject to risks associated with international operations (including economic and/or political instability and trade restrictions). Such risks can cause the Company to have significant difficulties in connection with the sale or provision of its services in international markets and have a material impact on the Company's consolidated financial position, results of operations and cash flows. The Company is subject to changes in interest rates based on Federal Reserve actions and general market conditions. The Company does not utilize derivative instruments to manage its exposure to interest rate risk. Furthermore, as a result of its international operations, the Company is subject to market risks associated with foreign currency exchange rate fluctuations. The Company does not utilize derivative instruments to manage its exposure to such market risk. As such, significant foreign currency exchange rate fluctuations can have a material impact on the Company's consolidated financial position, results of operations and cash flows. Reclassifications Certain amounts in the prior years balance sheet, statements of operations and comprehensive income (loss) and statements of cash flows have been reclassified to conform to the current period presentation. Recently Issued Accounting Pronouncements Accounting Standards Update 2015-03 In April 2015 the FASB has issued Accounting Standards Update (ASU) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. For public business entities, the amendments are effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption of the amendments is permitted for financial statements that have not been previously issued. The amendments should be applied on a retrospective basis, wherein the balance sheet of each individual period presented should be adjusted to reflect the period-specific effects of applying the new guidance. Upon transition, an entity is required to comply with the applicable disclosures for a change in an accounting principle. These disclosures include the nature of and reason for the change in accounting principle, the transition method, a description of the prior-period information that has been retrospectively adjusted, and the effect of the change on the financial statement line items (i.e., debt issuance cost asset and the debt liability). This update is not expected to have material impact on the Companys financial statements. Accounting Standards Update 2015-14 In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services, and the guidance defines a five-step process to achieve this core principle. In August 2015, the FASB issued ASU No. 2015-14, which deferred the effective date of ASU 2014-09 by one year. The ASU, as amended, is effective for the Company's 2018 fiscal year and may be applied either (i) retrospectively to each prior reporting period presented with an election for certain specified practical expedients, or (ii) retrospectively with the cumulative effect of initially applying the ASU recognized at the date of initial application, with additional disclosure requirements. The update is not expected to have a material impact on the Companys financial statements. Accounting Standards Update 2015-16 In September 2015 the FASB has issued Accounting Standards Update (ASU) No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. U.S. GAAP currently requires that during the measurement period, the acquirer retrospectively adjust the provisional amounts recognized at the acquisition date with a corresponding adjustment to goodwill. Those adjustments are required when new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts initially recognized or would have resulted in the recognition of additional assets or liabilities. The acquirer also must revise comparative information for prior periods presented in financial statements as needed, including revising depreciation, amortization, or other income effects as a result of changes made to provisional amounts. The amendments require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments require that the acquirer record, in the same periods financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. For public business entities, the amendments are effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The amendments should be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. The only disclosures required at transition should be the nature of and reason for the change in accounting principle. An entity should disclose that information in the first annual period of adoption and in the interim periods within the first annual period if there is a measurement-period adjustment during the first annual period in which the changes are effective. The update is not expected to have a material impact on the Companys financial statements. Accounting Standards Update 2015-17 In November 2015, the FASB has issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes, The ASU eliminates the current requirement for organizations to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, organizations will be required to classify all deferred tax assets and liabilities as noncurrent. The amendments apply to all organizations that present a classified balance sheet. For public companies, the amendments are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted The Company has early adopted ASU 2015-17 retrospectively, which did not have a material impact on the Companys financial statements. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | NOTE 3 DISCONTINUED OPERATIONS In December 2005, the Company committed to a plan to cease the operations of its entertainment segment in the United States. Accordingly, as of that date, the assets, liabilities and results of operations of the entertainment segment were classified as discontinued operations in the Company's consolidated financial statements. In January 2011, the operations of the entertainment segment were liquidated. In connection with the Companys settlement of certain assessments with the Internal Revenue Service (IRS)(see Note 11), the Company recognized income of $1,847 related to reversal of accrued expenses in 2013 following an agreement with the IRS, including interest and penalties, related to its entertainment segment from discontinued operations. During the year ended December 31, 2012, the Company committed to a plan to cease the operations of its subsidiary in France (I-SEC France) and in November 2012 transferred control of the subsidiary to a court-appointed liquidator. The subsidiary provided aviation security services in France. During the year end December 31, 2013, the Company ceased the operations of its subsidiaries in the United Kingdom (I-SEC UK) and Denmark (I-SEC Denmark). In addition, the Company committed to a plan to cease operations of its subsidiary in Belgium (I-SEC Belgium). All of the subsidiaries provided aviation security services in the respective countries. During the year ended December 31, 2014, the Company committed to a plan to cease the operations of its subsidiary in Switzerland (I-SEC Switzerland), which provided aviation security services. A summary of the Company's assets and liabilities from discontinued operations as of December 31, 2015 and 2014 are as follows: December 31, 2015 2014 ASSETS CURRENT ASSETS: Cash and cash equivalents $ - $ 30 Accounts receivable, net - 104 Total current assets from discontinued operations $ - $ 134 LIABILITIES CURRENT LIABILITIES: Accounts payable $ - $ 97 Accrued expenses and other current liabilities - 5 Total current liabilities from discontinued operations $ - $ 102 2015 2014 2013 Revenue $ 97 $ 1,152 $ 4,988 Cost of revenue 94 1,132 4,275 GROSS PROFIT 3 20 713 Selling, general and administrative expenses 6 114 729 OPERATING LOSS (3 ) (94 ) (16 ) Other income (expense), net 3 (15 ) 616 Income tax benefit (expense) - - 1,221 Income (loss) from discontinued operations $ - $ (109 ) $ 1,821 |
INVESTMENT IN AN AFFILIATE
INVESTMENT IN AN AFFILIATE | 12 Months Ended |
Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
INVESTMENT IN AN AFFILIATE | NOTE 4 INVESTMENT IN AN AFFILIATE New York Global Innovations, Inc. (formerly Inksure Technologies, Inc.) As of December 31, 2015 and 2014, the Company owns 9,915,555 shares or 23% of the outstanding common stock of New York Global Innovations, Inc. (NYGI) (formerly Inksure Technologies, Inc. Inksure). In February 2014, Inksure sold all of its assets to a third party buyer, pursuant to an asset purchase agreement and changed its name to New York Global Innovations, Inc. Inksure specialized in comprehensive security solutions, designed to protect branded products and documents of value from counterfeiting, fraud and diversion. The Company suspended its use of the equity method to account for this investment in 2007 after its investment balance was reduced to zero. The Companys Chief Financial Officer served as a non-employee director of NYGI until October 2015. In addition, one of the members of the Companys Supervisory Board of Directors served as a non-employee director of NYGI until February 2015. As of December 31, 2015 and 2014, the Companys share of the underlying net assets of NYGI exceeds the Companys carrying value of its investment in NYGI ($0 at December 31, 2015 and 2014) by $150 and $177, respectively. The market value of the Company's investment in NYGI as of December 31, 2015 and 2014 is $99 and $198 respectively. Balance sheet data for NYGI is summarized below: December 31, 2015 2014 Current assets $ 706 $ 896 Non-current assets - - Total assets $ 706 $ 896 Current liabilities $ 50 $ 66 Non-current liabilities 5 60 Stockholders' equity 651 770 Total liabilities and stockholders' equity $ 706 $ 896 Statement of operations data for NYGI is summarized below: Year Ended December 31, 2015 2014 2013 Revenue $ - $ 244 $ 1,288 Gross profit $ - $ 204 $ 724 Gain on sale of assets $ - $ 754 $ - Net income (loss) $ (139 ) $ 342 $ (298 ) |
PROPERTY AND EQUIPMENT
PROPERTY AND EQUIPMENT | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 5 - PROPERTY AND EQUIPMENT Property and equipment is as follows: December 31, 2015 2014 Equipment and facilities $ 4,360 $ 3,896 Internal-use software 531 519 Vehicles 1,031 910 Leasehold improvements 262 280 6,184 5,605 Less: accumulated depreciation and amortization 4,691 4,348 Total property and equipment, net $ 1,493 $ 1,257 Depreciation and amortization expense is $713, $761 and $764 for the years ended December 31, 2015, 2014 and 2013, respectively. |
NOTES PAYABLE - BANKS
NOTES PAYABLE - BANKS | 12 Months Ended |
Dec. 31, 2015 | |
Notes Payable to Bank [Abstract] | |
NOTES PAYABLE - BANKS | NOTE 6 NOTES PAYABLE BANKS United States The Company was a party to a credit facility with an independent lender, which provided it with up to $10,500 in borrowings subject to a borrowing base limitation. The borrowing base limitation was equivalent to: (i) 80% of eligible accounts receivable, as defined, plus (ii) 70% of eligible unbilled receivables, as defined, plus (iii) 100% of the Companys $3,500 in cash collateral plus (iv) 95% of a $1,000 standby letter of credit that was provided to the lender by an entity related to the Companys main shareholder (see note 12). Borrowings under the credit facility were secured by the Companys accounts receivable, unbilled receivables, equipment, cash, a $3,500 certificate of deposit, and the $1,000 letter of credit that was provided to the lender by an entity related to the Companys main shareholder. In June 2014, the Company amended the credit facility to decrease the maximum borrowing capacity to $6,500 and amend existing financial and non-financial covenants, including the maintenance of a specified fixed charge coverage ratio. The borrowing base limitation was also amended and is equivalent to: (i) 85% of eligible accounts receivable, as defined, plus (ii) 75% of eligible unbilled receivables, as defined, plus (iii) 95% of a $1,000 standby letter of credit that was provided to the lender by an entity related to the Companys main shareholder. In addition, as part of the amendment, the Companys $3,500 cash collateral was released and used to reduce outstanding borrowings under the credit facility. The credit facility expires in June 2016. Borrowings made under the credit facility bore interest, which was payable monthly, at LIBOR (subject to a floor of 1.375%) plus 4.5% per annum (5.875% as of December 31, 2015). The Companys weighted average interest rate in the United States during the years ended December 31, 2015, 2014 and 2013 is 5.88%, 6.02% and 6.25% respectively. The company evaluated the terms of the amendments and concluded that they do not constitute substantive modification. As of December 31, 2015 and 2014, the Company had approximately $5,569 and $5,285, respectively, outstanding under line of credit arrangements. As of December 31, 2015 and 2014, the Company had $572, and $24, respectively, in unused borrowing capacity under the line of credit facility. Europe In June 2013, the Company entered into a new line of credit arrangement with a commercial bank to provide it with up to 1,100 ($1,337 as of December 31, 2014) in borrowings. Borrowings under the line of credit bear interest at LIBOR plus 3.75% (3.98% as of December 31, 2014) per annum, which is payable quarterly. The borrowing capacity under the credit facility was reduced by 100 every quarter, starting December 31, 2013. The line of credit must be repaid in full on a monthly basis before any additional borrowings can be made. The line of credit was secured by the accounts receivable and tangible fixed assets of one of the Companys European subsidiaries. As of December 31, 2014, the Company had 600 ($729 as of December 31, 2014) in outstanding borrowings under the line of credit arrangement. The line of credit was replaced in April 2015 (see note 16). In January 2014, the Company entered into a new line of credit arrangement with the same commercial bank to provide it with up to 800 ($972 as of December 31, 2014) in borrowings. Borrowings under the line of credit bear interest at LIBOR plus 3.75% (3.98% as of December 31, 2014) per annum, which is payable quarterly. The borrowing capacity under the credit facility is reduced by 80 every quarter, starting July 1, 2014. The line of credit must be repaid in full on a monthly basis before any additional borrowings can be made. The line of credit is secured by the accounts receivable and tangible fixed assets of one of the Companys European subsidiaries. The line of credit expires on September 30, 2016. As of December 31, 2014, the Company had 640 ($778 as of December 31, 2014) in outstanding borrowings under the line of credit arrangement. The line of credit was replaced in April 2015 (see note 16). In March 2014, the Company entered into a new line of credit arrangement with the same commercial bank to provide it with up to 1,100 ($1,337 as of December 31, 2014) in borrowings. Borrowings under the line of credit bear interest at LIBOR plus 3.75% (3.98% as of December 31, 2014) per annum, which is payable quarterly. The borrowing capacity under the credit facility is reduced by 100 every quarter, starting June 30, 2014. The line of credit must be repaid in full on a monthly basis before any additional borrowings can be made. The line of credit is secured by the accounts receivable and tangible fixed assets of one of the Companys European subsidiaries. The line of credit expires on December 31, 2016. As of December 31, 2014, the Company had 800 ($972 as of December 31, 2014) in outstanding borrowings under the line of credit arrangement. The line of credit was replaced in April 2015 (see note 16). In April 2015, the Company entered into a new line of credit arrangement with the same commercial bank, replacing all previous lines of credit, to provide it with up to 5,500 ($5,996 as of December 31, 2015) in borrowings until further notice. Borrowings under the line of credit bear interest at LIBOR plus 3.75% (3.75% as of December 31, 2015) per annum. The Company is also subject to an unused line fee of 0.75% per annum, which is payable quarterly. The line of credit is secured by the accounts receivable and tangible fixed assets of three of the Companys European subsidiaries. The line of credit cannot exceed 80% of the borrowing base. As of December 31, 2015 the Company had 5,007($5,459 as of December 31, 2015) in outstanding borrowings under the line of credit arrangement. The line of credit replaces all other existing lines of credit with that commercial bank (see note 16). The Company evaluated the terms of the amendments and concluded that they do not constitute a substantive modification. In August 2013, the Company entered into a line of credit arrangement with a commercial bank to provide it with up to 500 ($545 as of December 31, 2015) in borrowings. Borrowings under this arrangement bore interest at 3.5% per annum, which was payable on August 1, 2014, the original maturity date of the arrangement. In July 2014, the line of credit arrangement was extended until August 1, 2015. The line of credit is secured by a bank guarantee provided by an entity related to the Companys main shareholder as well as a guarantee from another bank. In July 2015, the line of credit was fully paid and the line of credit expired. As of December 31, 2014 the Company had 500 ($608 as of December 31, 2014) in outstanding borrowings under the line of credit arrangement. In November 2013, the Company entered into a line of credit arrangement with a commercial bank to provide it with up to 1,200 ($1,308 as of December 31, 2015) in borrowings. Borrowings under the line of credit arrangement bear interest at 1.2% per annum, which is payable quarterly. The line of credit is secured by a guarantee provided by an entity related to the Companys main shareholder. The line of credit was originally set to expire on May, 2014 and was extended until July 31, 2015. In June 2014, the borrowing capacity under the line of credit was increased up to 1,508 ($1,644 as of December 31, 2015). In December 2015 the borrowing capacity was reduced by 1,158 ($1,265 as of December 31, 2015). As of December 31, 2015 and 2014, the Company had 350 and 1,358 ($382 and $1,480 as of December 31, 2015 and 2014, respectively) in outstanding borrowings under the line of credit arrangement. The Company evaluated the terms of the amendment and concluded that they constitute a substantive modification, however, there is no effect on the financial statements of the Company. The Companys weighted average interest rate in Europe during the years ended December 31, 2015, 2014 and 2013 is 3.2%, 3.5% and 3.7% respectively. |
ACCRUED EXPENSES AND OTHER CURR
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES | NOTE 7 - ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES Accrued expenses and other current liabilities are as follows: December 31, 2015 2014 Accrued payroll and related costs $ 12,363 $ 8,719 Accrued vacation 4,522 3,526 Accrual for minimum wage increase 3,284 - Cash overdraft 1,300 1,036 Accrued agency fees - 413 Labor union contribution 920 730 Other 2,676 2,662 Total accrued expenses and other current liabilities $ 25,065 $ 17,086 The cash overdraft balance above represents outstanding checks as of December 31, 2015 and 2014. |
CONVERTIBLE NOTES PAYABLE TO RE
CONVERTIBLE NOTES PAYABLE TO RELATED PARTY | 12 Months Ended |
Dec. 31, 2015 | |
Convertible Notes Payable [Abstract] | |
CONVERTIBLE NOTES PAYABLE TO RELATED PARTY | NOTE 8 CONVERTIBLE NOTES PAYABLE TO A RELATED PARTY In November 2013, the Company entered into a new arrangement with an entity related to its main shareholder, which replaced all previous arrangements between the parties, to provide it with up to $32,000 in revolving loans through November 2015. The term of the arrangement can be automatically extended for four additional six-month periods at the option of the holder. All outstanding borrowings from previous arrangements were applied to the borrowing capacity of the new arrangement. Loans received under the arrangement bear interest, which is compounded semi-annually and payable at maturity, at the interest rate charged by the Companys European commercial bank (LIBOR plus 6% for U.S. dollar-denominated loans and the base rate plus 2% for Euro-denominated loans). The arrangement is secured by a 26% interest in one of the Company's European subsidiaries. In connection with the arrangement, the holder was granted an option to convert outstanding notes payable (including accrued interest) under the arrangement into the Company's common stock at a price of $1.50 per share. The Company determined that the new arrangement did not represent a substantive modification and, therefore, it was not necessary to evaluate whether the conversion feature qualified as a free-standing derivative instrument or contained any intrinsic value which would be considered beneficial. In May 2014, the Company entered into a new arrangement with an entity related to its main shareholder, which replaced all previous arrangements between the parties, to provide it with up to $37,000 in revolving loans through December 2016. The term of the arrangement can be automatically extended for four additional six-month periods at the option of the holder. All outstanding borrowings from previous arrangements were applied to the borrowing capacity of the new arrangement. Loans received under the arrangement bear interest, which is compounded semi-annually and payable at maturity, at the interest rate charged by the Companys European commercial bank (LIBOR plus 6% for U.S. dollar-denominated loans and the base rate plus 2% for Euro-denominated loans). The arrangement is secured by a 26% interest in one of the Company's European subsidiaries. In connection with the arrangement, the holder was granted an option to convert outstanding notes payable (including accrued interest) under the arrangement into the Company's common stock at a price of $1.50 per share. The Company determined that the new arrangement did not represent a substantive modification and, therefore, it was not necessary to evaluate whether the conversion feature qualified as a free-standing derivative instrument or contained any intrinsic value which would be considered beneficial. In October 2015, the Supervisory Board of Directors approved to reduce the convertible price of the unpaid interest from $1.50 per share to $0.75 per share. In addition, the loan period was extended till January 1, 2018. The term of the arrangement can be automatically extended for four additional six months periods at the option of the holder. The Company determined that the new arrangement did not represent a substantive modification and therefore it was not necessary to evaluate whether the conversion feature qualifies as a free-standing derivative instrument or contained any intrinsic value which would be considered beneficial. The Companys weighted average interest during the years ended December 31, 2015, 2014 and 2013 is 5.99%, 6.06% and 6.18%, respectively. At December 31, 2015 and 2014, convertible notes payable to a related party consist of $29,048 and $30,186, respectively, in principal and $10,355 and $8,318, respectively, in accrued interest. Interest expense related to these notes is $2,601, $2,321 and $2,185 for the years ended December 31, 2015, 2014 and 2013, respectively (see Note 10). |
STOCK-BASED COMPENSATION
STOCK-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 9 STOCK-BASED COMPENSATION In February 2005, the Company adopted the 2005 Equity Incentive Plan and reserved 1,500,000 shares of common stock for future issuance. The plan expired in 2015. In December 2008, the Company adopted the 2008 Employees and Directors Commitment Stock Option Plan and reserved 1,500,000 shares of common stock for future issuance. The plan expires in 2018. Under the Company's stock option plans, stock options may be granted to employees, officers, directors and consultants of the Company at an exercise price equivalent to at least the fair market value of the Company's common stock on the date of grant with expiration terms of not more than ten years. Options granted under the plans generally vest over a period of three years. In September 2009, the Supervisory Board of Directors ratified the cashless exercise feature contained in the Companys 2005 Equity Incentive Plan. Under the cashless exercise feature of these plans, an option holder electing to exercise stock options using this feature would effectively pay for the exercise of a portion of his stock options by surrendering their rights to another portion of their stock options to affect a stock-for-stock transfer. The Company determined that the modification of the stock option plans did not result in any incremental compensation cost. During the year ended December 31, 2012, 210,000 options were granted to certain directors, under the Employees and Directors Commitment Stock Option Plan. The weighted average grant date fair value of the stock was $1.05. The Company used the Binominal lattice pricing model to estimate the fair value of the options granted. The Company believes this model provides the best estimate of fair value due to its ability to incorporate inputs that change over time. There were no stock options granted, exercised or forfeited / expired during the years ended December 31, 2015 and 2014. As of December 31, 2015, the Company has 1,500,000 options available for future grants. A summary of the Company's stock option activity is as follows: Weighted Average Weighted Remaining Average Contractual Exercise Term Intrinsic Number Price (in years) Value Outstanding as of January 1, 2015 150,000 $ 1.05 2.33 $ - Granted - - - - Exercised - - - - Forfeited/Expired - - - - Outstanding as of December 31, 2015 150,000 $ 1.05 1.33 $ - As of December 31, 2015 and 2014, the Company does not have unrecognized compensation cost related to stock options granted under the stock option plans. During the years ended December 31, 2015, 2014 and 2013 the Company recognized compensation expense related to the issuance of stock options under the stock option plans of $0, $14 and $39 respectively . |
OTHER EXPENSE
OTHER EXPENSE | 12 Months Ended |
Dec. 31, 2015 | |
Other Income and Expenses [Abstract] | |
OTHER EXPENSE | NOTE 10 OTHER EXPENSE Other expense is summarized as follows: 2015 2014 2013 Interest expense to related party (see Note 8) $ (2,601 ) $ (2,321 ) $ (2,185 ) Interest income (expense) related to uncertain tax positions (see Note 11) - - 280 Interest expense and other bank charges (1,374 ) (1,064 ) (1,063 ) Amortization of deferred financing costs - - (123 ) Interest income 169 104 26 Foreign currency gain (loss) 3,066 3,749 (951 ) Other income (expense) (20 ) (20 ) 29 Total other income (expense), net $ (760 ) $ 448 $ (3,987 ) |
INCOME TAXES
INCOME TAXES | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | NOTE 11 INCOME TAXES The components of income (loss) before income tax benefit (expense) are as follows: Year Ended December 31, 2015 2014 2013 The Netherlands $ (2,048 ) $ 3,574 $ (4,662 ) Subsidiaries outside of the Netherlands (2,505 ) (1,944 ) (1,618 ) Income (Loss) before income tax benefit (expense) $ (4,553 ) $ 1,630 $ (6,280 ) Year Ended December 31, 2015 2014 2013 Current: The Netherlands $ - $ - $ - Subsidiaries outside of the Netherlands, net of $0, $0 and $1,125 in income tax benefit (expense) related to prior period income tax positions in 2015, 2014 and 2013, respectively (110 ) (107 ) 1,057 (110 ) (107 ) 1,057 Deferred: The Netherlands - - - Subsidiaries outside of the Netherlands (39 ) 17 (31 ) Total income tax benefit (expense) $ (149 ) $ (90 ) $ 1,026 The components of deferred tax assets and liabilities are as follows: December 31, 2015 2014 Deferred tax assets: Operating loss carryforwards $ 19,890 $ 18,234 Capital loss carryforwards 143 143 Allowance for doubtful accounts 21 36 Tax credit carryforwards 568 571 Accrued expenses 1,669 509 Total deferred tax assets 22,291 19,493 Deferred tax liabilities: Depreciation of property and equipment (56 ) (87 ) 22,235 19,406 Valuation allowance (22,143 ) (19,275 ) Deferred tax assets, net $ 92 $ 131 The ultimate realization of the net deferred tax assets in each jurisdiction the Company does business in is dependent upon the generation of future taxable income in that jurisdiction during the periods in which net operating loss carry forwards are available and items that gave rise to the net deferred tax assets become deductible. At present, the Company does not have a sufficient history of generating taxable income in the various jurisdictions it does business in to conclude that it is more likely than not that the Company will be able to realize its net deferred tax assets in the near future and, therefore, a valuation allowance was established for the carrying value of the net deferred tax assets, with the exception of one location, which is currently generating taxable income. A valuation allowance will be maintained until sufficient positive evidence exists to support the reversal of any portion of the valuation allowance in other jurisdictions. As of December 31, 2015, the Company has net operating loss carry forwards of $24,372 in the Netherlands, which will expire in 2016 through 2024. As of December 31, 2015, the Company has net operating loss carry forwards of $30,516 in the United States, which will expire in 2025 through 2034 and $4,245 in Israel, which do not expire. The ultimate utilization of such net operating loss carry forwards is limited in certain situations. As of December 31, 2015, the Company has capital loss carry forwards of $574 in Israel. Such capital loss carry forwards do not expire and can be offset against future capital gains generated in Israel. As of December 31, 2015, the Company has $568 in tax credits for the welfare to work and work opportunity programs in the United States that expire in 2024 through 2029. During the year ended December 31, 2015 and 2014 the valuation allowance increased (decreased) by $2,868 and $(1,569), respectively. The Company's effective income tax rate differs from the Netherlands' statutory rate of 25% as follows: Year Ended December 31, 2015 2014 2013 Effective loss (income) tax benefit from continuing operations at statutory rate $ 1,138 $ (408 ) $ 1,578 Rate differential 334 104 (6 ) Non-deductible income (expense) (162 ) (46 ) (67 ) Adjustments to prior year tax losses 1,097 (1,053 ) 45 Changes in valuation allowance (2,868 ) 1,569 (63 ) Other 312 (256 ) (461 ) Income tax benefit (expense) from continuing operations $ (149 ) $ (90 ) $ 1,026 The Company was subject to a tax examination for one of its subsidiaries in the United States by the IRS for the tax years 2002 to 2004. In connection with this examination, the subsidiary was required to provide information regarding its treatment of certain expenses. The IRS proposed a number of adjustments to the subsidiary's filed income tax returns for the tax years 2002 to 2004, which collectively resulted in an assessed income tax liability of $7,325. In July 2011 and January 2012, the Company entered into arrangements with the IRS to settle all outstanding claims against it for $3,329. In August 2012, the Company filed an Offer in Compromise Form with the IRS to reduce the amount payable to the IRS under the settlements citing unfavorable financial condition of its American subsidiaries. In July 2013, the IRS accepted the Companys offer to settle all outstanding amounts for $200, which has been paid in full as of December 31 2013. As of December 31, 2015 and 2014 there are no unrecognized tax benefits. As of December 31, 2015 and 2014, $89 and $53 of income taxes payable, respectively, related to current operations are included in income tax payable. The Company files income tax returns in the Netherlands and other foreign jurisdictions. Income tax returns for the tax years 2013 to 2015 are subject to examination in the Netherlands. Income tax returns for the tax years 2011 to 2015 are subject to examination in foreign jurisdictions. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2015 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 12 - RELATED PARTY TRANSACTIONS Entities related to two of the Company's Supervisory Board members provide legal services to the Company. Legal expense related to these services is $47, $58 and $36 for the years ended December 31, 2015, 2014 and 2013, respectively. Included in accounts payable on the accompanying consolidated balance sheets is $28 and $64 due for these services as of December 31, 2015 and 2014, respectively. In January 2009, the Company engaged the services of a related party to provide certain selling and management services to its technology segment. The Company incurred expenses of $223, $161 and $163 for such services for the years ended December 31, 2015, 2014 and 2013, respectively. In June 2009, a European bank, issued a performance guarantee in the amount of 1,200 ($1,458 as of December 31, 2014) to one of the Companys customers to secure the Companys performance under a service contract between the parties. To secure the European banks guarantee, an entity related to the Companys main shareholder provided a guarantee to the European bank for the same amount. The guarantee issued by the European bank was renewed in April 2013 until April 2014. Since April 2014, the performance guarantee is renewed every year by the European bank without a corresponding guarantee by an entity related to the Companys main shareholder. In September 2010, an entity related to the Companys main shareholder provided a letter of credit of $775 to a commercial bank to guarantee an extension of a borrowing arrangement on behalf of one of the Companys subsidiaries. In May 2013 the letter of credit was increased to $1,000 (see Note 6). In February 2014, the Company engaged the services of a related party to provide certain selling services to its technology segment. The Company incurred expenses of $48 and $49 for such services for the years ended December 31, 2015 and 2014 respectively. In May 2014, the Company engaged the services of a related party to provide certain administrative services. The Company incurred expenses of $15 for such services in each of the years ended December 31, 2015 and 2014,respectively. In November 2015, the Company engaged the services of a related party to provide internal audit services. The Company incurred expenses of $13 for such services for the year ended December 31, 2015. In December 2015, the Supervisory Board approved an annual compensation for the Chairman of the Supervisory Board, a related party, of $60. In addition, as the Chairman of the Supervisory Board was not compensated for the last eleven years, a one-time grant of $660 was approved. In December 2015, the Company issued 2.9 million shares to certain directors and officers of the Company for a price of $0.60 per share. |
FORGIVENESS OF DEBT
FORGIVENESS OF DEBT | 12 Months Ended |
Dec. 31, 2015 | |
FORGIVENESS OF DEBT [Abstract] | |
FORGIVENESS OF DEBT | NOTE 13 FORGIVENESS OF DEBT During the year ended December 31, 2013, the Company reversed certain accounts payable in the amount of $1,312 as the Company believes it is no longer obligated for these accounts payable. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | NOTE 14 - COMMITMENTS AND CONTINGENCIES Operating Leases The Company leases certain premises under various operating leases. Future minimum lease payments under such operating leases are as follows: Year ending December 31, 2016 $ 1,356 2017 424 2018 353 2019 316 2020 312 $ 2,761 Rent expense for the years ended December 31, 2015, 2014 and 2013 is $3,409, $3,257, and $1,694, respectively. Letters of Credit and Guarantees As of December 31, 2015 and 2014, the Company has approximately $274 in outstanding letters of credit. Such letters of credit are being secured by $274 in restricted cash with a commercial bank (see Note 2). As of December 31, 2015 and 2014 the Company has 266 and 151 ($290 and $165 as of December 31, 2015 and 2014 respectively) in outstanding guarantees on its lines of credit arrangement in Europe. Legal Proceedings September 11, 2001 Terrorist Attacks As a result of the September 11, 2001 terrorist attacks, numerous lawsuits charging the Company with wrongful death and/or property damage were commenced in the United States District Court, Southern District of New York (the Court), resulting from certain airport security services provided by the Company for United Flight 175 out of Logan Airport in Boston, Massachusetts. All the wrongful death personal injury cases have been settled or dismissed at no cost to the Company because the payments were covered by the Companys insurance. The Court approved the settlements. All but one of the property loss cases also has been settled at no cost to the Company, because the payments were covered by the Companys insurance. One of the property loss cases remain pending against, among others, the Company. The Court granted defendants motion for summary judgments that the plaintiffs have appealed and oral arguments have been held. The plaintiffs in the case are seeking reimbursement for claimed damages relating to their lease of the towers. The defendants are hopeful that the remaining property loss cases will be dismissed. In any event, the Company has already paid the limits of its liability insurance in settlement costs. The Company contends that a federal statute passed after the events of September 11, 2001 protects it from having to make any further monetary payments, regardless of whether it is found liable in any of the remaining cases. Claims by former employees The Company is subject to wrongful termination claims made by certain former employees of one of its European subsidiaries. The aggregate amount of such claims is approximately $734. At the present time, the Company is not able to determine the likelihood of an unfavorable outcome or estimate a range of potential loss related to these matters. Minimum wage increase In August 2015, the Company was informed about a court decision, which approved an increase to the minimum wage for the city of SeaTac, Washington (location of Seattle Airport). The increase to the minimum wage was originally approved by a vote in King County, Washington in 2013 (to be effective January 1, 2014); however, a court ruled that SeaTac employees were excluded from this increase because the airport was under the jurisdiction of the Port of Seattle and not the city of SeaTac. In August 2015, this decision was overturned by the State Supreme Court and accordingly, the Company is required to increase the minimum wage of its employees at the SeaTac Airport according to the court decision, effective January 1, 2014. The Company has estimated that it has a liability of approximately $3,300 for back wages (inclusive of interest amounting to approximately $300) as of December 31, 2015 and has recorded an accrual for this liability. The Company is also a party to a lawsuit from a former employee seeking class action status and payment of back wages. General The Company is subject to various investigations, claims and legal proceedings covering a wide range of matters that arise in the ordinary course of its business activities. These claims are primarily related to grievances filed by current and former employees for unfair labor practices or discrimination, and for passenger aviation claims. Management recognizes a liability for any matter when the likelihood of an unfavorable outcome is deemed to be probable and the amount is able to be reasonably estimated. Management has concluded that such claims, in the aggregate, would not have a material adverse effect on the Company's consolidated financial position, results of operations, or cash flows. Consulting and Service Agreements In June 2013, pursuant to a share purchase and transfer agreement (Purchase Agreement), the Company, through one of its European subsidiaries, acquired 100% of shares of Brinks Deutsche Luftsicherheit GmbH (BDLG) for 25. BDLG was created prior to the consummation of the transaction as a result of a spin-off by its former parent, Brinks Sicherheit GmbH (BSG). BDLG is engaged in the provision of aviation security services in Germany. In April 2013, prior to the closing of the transaction described in the preceding paragraph, the Company entered into an agency agreement with a third party to assist it with this transaction. Pursuant to the terms of the agency agreement, the Company is obligated to pay this third party an agency fee in the amount of 1,000 ($1,090 as of December 31, 2015) as consideration for its services in facilitating the transaction with BDLG. The 1,000 agency fee is payable in three installments. During the year ended December 31, 2013, the Company recognized a one-time expense of 1,000 ($1,323) for the agency services. As of December 31, 2015, the Company paid the agency fee in full. In addition, in the event that the operations of BDLG are sold in the future, the third party agent is entitled to an additional payment of 2,000 ($2,180 as of December 31, 2015). In April 2013, the Company entered into a consulting agreement with the same third party. The agreement is for a term of three years and obligates the Company to pay the third party an annual consulting fee of 50 ($55 as of December 31, 2015). The consultant is also entitled to commissions of 0.75% of revenue resulting from any aviation security contracts in Germany for the duration of such contracts. Should the net revenue from the aviation security contracts in Germany exceed 20,000 ($21,804 as of December 31, 2015) per year, the payment of commissions due on revenue in excess of 20,000 per year will be deferred and become due when the German operations are sold to a third party. The maximum amount of the annual commissions payable is 182 ($198 as of December 31, 2015). In June 2015, the Company amended the consulting agreement. The annual commission of 0.75% of revenue was limited to 150 ($164 as of December 31, 2015) without any deferred payments. In addition, the Agency agreement was amended and in the event that the German operations are sold in the future, the third party agent is entitled to an additional payment of 3,000 ($3,271 as of December 31, 2015) instead of 2,000 ($2,180 as of December 31, 2015). |
SEGMENT AND GEOGRAPHICAL INFORM
SEGMENT AND GEOGRAPHICAL INFORMATION | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
SEGMENT AND GEOGRAPHICAL INFORMATION | NOTE 15 SEGMENT AND GEOGRAPHICAL INFORMATION The Company operates in three reportable segments: (a) corporate (b) airport security and other aviation services and (c) technology. The corporate segment does not generate revenue and contains primarily non-operational expenses. The airport security and other aviation services segment provides security and other aviation services to airlines and airport authorities, predominantly in Europe and the United States of America. The technology segment is predominantly involved in the development and sale of identity security software to customers, predominantly in Europe and the United States of America. All inter-segment transactions are eliminated in consolidation. The accounting policies of the segments are the same as the accounting policies of the Company as a whole. The operating results of these reportable segments are regularly reviewed by the chief operating decision. Airport Security and Other Aviation Corporate Services Technology Total Year ended December 31, 2015: Revenue $ - $ 185,519 $ 1,503 $ 187,022 Depreciation and amortization 1 655 57 713 Income (loss) from continuing operations (3,182 ) 1,597 (3,117 ) (4,702 ) Total assets from continuing operations 440 41,056 853 42,349 Year ended December 31, 2014: Revenue $ - $ 172,102 $ 827 $ 172,929 Depreciation and amortization 3 689 69 761 Income (loss) from continuing operations (99 ) 5,106 (3,467 ) 1,540 Total assets from continuing operations 404 34,006 461 34,871 Year ended December 31, 2013: Revenue $ - $ 124,130 $ 367 $ 124,497 Depreciation and amortization 2 671 91 764 Income( Loss) from continuing operations (3,938 ) 2,373 (3,689 ) (5,254 ) Total assets from continuing operations 447 27,720 488 28,655 Revenue by country is summarized as follows: Year Ended December 31, 2015 2014 2013 United States $ 41,817 $ 39,983 $ 41,565 The Netherlands 72,231 69,667 56,631 Germany 61,765 49,771 13,002 Other 11,209 13,508 13,299 Total $ 187,022 $ 172,929 $ 124,497 Property and equipment, net of accumulated depreciation and amortization, by country is summarized as follows: December 31, 2015 2014 United States $ 385 $ 361 The Netherlands 673 446 Germany 235 192 Other 200 258 Total $ 1,493 $ 1,257 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2015 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | NOTE 16 - SUBSEQUENT EVENTS Line of credit In January 2016 the Company entered into a new line of credit arrangement with one of its commercial banks in Europe to provide it with up to 10,000 in borrowings, with the purpose to refinance the prevailing credit facility with this bank. Borrowings under the line of credit bear interest at LIBOR plus 3.50% per annum for the borrowed amount and 0.75% for the non borrowed balance, which is payable quarterly. The line of credit is secured by the accounts receivable and tangible fixed assets of six of the Companys European subsidiaries. The line of credit cannot exceed 80% of the borrowing base. The line of credit is made available until further notice. The bank guarantee facility is secured by the accounts receivable and tangible fixed assets of six of the Companys European subsidiaries. The bank guarantee facility is made available until further notice. |
Valuation and Qualifying Accoun
Valuation and Qualifying Accounts | 12 Months Ended |
Dec. 31, 2015 | |
Valuation and Qualifying Accounts [Abstract] | |
Valuation and Qualifying Accounts | Valuation and Qualifying Accounts (US $ in thousands) Charges (Credit) Charges to to Beginning Costs and Other End of of year Expenses Accounts Deductions Year Allowance for doubtful accounts(1): Year ended December 31, 2013 $ 31 $ 30 $ - $ (4 ) $ 57 Year ended December 31, 2014 57 74 - (15 ) 116 Year ended December 31, 2015 116 (65 ) - (1 ) 50 Allowance for net deferred tax assets: Year ended December 31, 2013 $ 20,781 $ - $ - $ 63 $ 20,844 Year ended December 31, 2014 20,844 - - (1,569 ) 19,275 Year ended December 31, 2015 19,275 - - 2,868 22,143 (1) Write-off, net of recoveries for the allowance for doubtful accounts. |
SIGNIFICANT ACCOUNTING POLICI25
SIGNIFICANT ACCOUNTING POLICIES (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Functional Currency | Functional Currency The accompanying consolidated financial statements are presented in United States dollars. The Company has determined that the functional currency of its foreign subsidiaries is the local currency, which is predominantly the Euro. For financial reporting purposes, the assets and liabilities of such subsidiaries are translated into United States dollars using exchange rates in effect at the balance sheet date. The revenue and expenses of such subsidiaries are translated into United States dollars using average exchange rates in effect during the reporting period. Resulting translation adjustments are presented as a separate category in shareholders' deficit called accumulated other comprehensive income (loss). |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with US GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting period. Actual results could differ from these estimates. The most significant estimates and assumptions included in these consolidated financial statements consist of the: (a) calculation of the allowance for doubtful accounts, (b) determination of the fair value of stock options, (c) recognition of contingent liabilities, and (d) valuation of deferred income taxes. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of ICTS International N.V. and its wholly-owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company considers all highly liquid investments with an original maturity of three months or less when purchased to be cash and cash equivalents. |
Restricted Cash | Restricted Cash Restricted cash as of December 31, 2015 consists of: (a) $274 held in a bank account that serves as cash collateral for outstanding letters of credit, which is to be released from restriction on various dates from October 2016 to December 2016 and (b) $4,114 held in several bank accounts in the Netherlands, which is restricted for payments to local tax authorities. Restricted cash as of December 31, 2014 consists of: (a) $274 held in a bank account that serves as cash collateral for outstanding letters of credit, which was released from restriction on various dates from October 2015 to December 2015 and (b) $4,485 held in several bank accounts in the Netherlands, which is restricted for payments to local tax authorities. |
Accounts Receivable | Accounts Receivable Accounts receivable represent amounts due to the Company for services rendered and are recorded net of an allowance for doubtful accounts. The allowance for doubtful accounts is based on historical collection experience, factors related to a specific customer and current economic trends. The Company writes off accounts receivable against the allowance for doubtful accounts when the balance is determined to be uncollectible. As of December 31, 2015 and 2014, the allowance for doubtful accounts is $50 and $ 116, respectively. |
Investments in Affiliates | Investments in Affiliates The Company accounts for investments in the equity securities of companies which represent an ownership interest of 20% to 50% and the ability to exercise significant influence, provided that ability does not represent control, using the equity method. The equity method requires the Company to recognize its share of the net income (loss) of its investees in the consolidated statement of operations until the carrying value of the investment is zero. |
Property and Equipment | Property and Equipment Equipment and facilities, internal-use software, and vehicles are stated at cost less accumulated depreciation. Depreciation is computed using the straight-line method over the estimated useful lives of the assets. The estimated useful lives used in determining depreciation are as follows: Years Equipment and facilities 3-7 Internal-use software 7 Vehicles 3-7 Leasehold improvements are amortized using the straight-line method over the shorter of the term of the lease or the estimated useful lives of the assets. |
Capitalized Internal-Use Software Costs | Capitalized Internal-Use Software Costs The Company capitalizes the cost of internal-use software that has a useful life in excess of one year in property and equipment. These costs consist of payments made to third party consultants for the installation and integration of software and related travel costs. Software maintenance and training costs, including related travel costs, are expensed in the period in which they are incurred. |
Goodwill | Goodwill Goodwill represents the excess purchase price over the fair value of the net tangible and intangible assets of an acquired business. Goodwill is assessed for impairment by reporting unit on an annual basis or when events or changes in circumstances indicate that the carrying value may not be recoverable. The assessment begins with an analysis of qualitative factors as a basis for determining whether it is necessary to perform the two-step goodwill impairment test. If it is determined that goodwill should be reviewed for impairment, then a discounted cash flow analysis is performed to determine whether the goodwill is recoverable. If the carrying value of the goodwill is not recoverable based upon the discounted cash flow analysis, then an impairment charge is recorded for the difference between the carrying value and the fair value of the goodwill. During the years ended December 31, 2015, 2014 and 2013, the Company has not recorded any impairment charges on its goodwill. |
Long-Lived Assets | Long-Lived Assets The Company reviews long-lived assets, other than goodwill, for impairment whenever events or changes in circumstances indicate that the carrying value of an asset may not be recoverable. The Company assesses recoverability by determining whether the net book value of the related asset will be recovered through the projected undiscounted future cash flows of the asset. If the Company determines that the carrying value of the asset may not be recoverable, it measures any impairment based on the fair value of the asset as compared to its carrying value. During the years ended December 31, 2015, 2014, and 2013, the Company did not record any impairment charges on its long-lived assets. |
Convertible Debt Instruments | Convertible Debt Instruments The Company evaluates convertible debt instruments to determine whether the embedded conversion option needs to be bifurcated from the debt instrument and accounted for as a freestanding derivative instrument or considered a beneficial conversion option. An embedded conversion option is considered to be a freestanding derivative when: (a) the economic characteristics and risks of the embedded conversion option are not clearly and closely related to the economic characteristics and risks of the host instrument, (b) the hybrid instrument that embodies both the embedded conversion option and the host instrument is not re-measured at fair value under otherwise applicable US GAAP with changes in fair value reported in earnings as they occur, and (c) a separate instrument with the same terms as the embedded conversion option would be considered a derivative instrument subject to certain requirements (except when the host instrument is deemed to be conventional). When it is determined that an embedded conversion option should not be bifurcated from its host instrument, the embedded conversion option is evaluated to determine whether it contains any intrinsic value which needs to be discounted from the carrying value of the convertible debt instrument. The intrinsic value of an embedded conversion option is considered to be the difference between the fair value of the underlying security on the commitment date of the debt instrument and the effective conversion price embedded in the debt instrument. |
Contingent Liabilities | Contingent Liabilities The Company is subject to various investigations, claims and legal proceedings covering a wide range of matters that arise in the normal course of its business activities. Liabilities for such contingencies are recognized when: (a) information available prior to the issuance of the consolidated financial statements indicates that it is probable that a liability had been incurred at the date of the consolidated financial statements and (b) the amount of loss can reasonably be estimated. |
Comprehensive Income (Loss) and Accumulated Other Comprehensive Loss | Comprehensive Income (Loss) and Accumulated Other Comprehensive Loss The Company's comprehensive income (loss) for the years ended December 31, 2015, 2014 and 2013 consists of the Companys net income (loss) and foreign currency translation adjustments. Accumulated other comprehensive loss consist of the Companys foreign exchange currency adjustments. |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation to employees, including stock options, are measured at the fair value of the award on the date of grant based on the estimated number of awards that are ultimately expected to vest. The compensation expense resulting from stock-based compensation to management and administrative employees is recorded over the vesting period of the award in selling, general and administrative expense on the accompanying consolidated statements of operations and comprehensive income (loss). Compensation expense resulting from stock-based compensation to operational employees is recorded over the vesting period of the award in cost of revenue. Stock-based compensation issued to non-employees for services rendered are recorded at either the fair value of the services rendered or the fair value of the stock-based compensation, whichever is more readily determinable. |
Revenue Recognition | Revenue Recognition Revenue is recognized as services are rendered based on the terms contained in the Companys contractual arrangements with customers, provided that services have been rendered, the fee is fixed or determinable, and collection of the related receivable is reasonably assured. |
Cost of Revenue | Cost of Revenue Cost of revenue represents primarily payroll and related costs associated with employees who provide services under the terms of the Company's contractual arrangements, insurance and depreciation and amortization. |
Research and Development Costs | Research and Development Costs Research and development costs are expensed as incurred and consist primarily of payroll and related costs. |
Advertising Costs | Advertising Costs Advertising costs are expensed as incurred. Advertising costs during the years ended December 31, 2015, 2014 and 2013 are $202, $130 and $89, respectively. |
Value Added Tax | Value Added Tax Certain of the Companys operations are subject to Value Added Tax (VAT) applied on the services sold in those respective countries. The Company is required to remit the VAT collected to the tax authorities, but may deduct the VAT paid on certain eligible purchases. |
Income Taxes | Income Taxes The Company accounts for income taxes using the liability method. Under this method, deferred tax assets and liabilities are recognized for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. 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. The effect on deferred tax assets and liabilities resulting A valuation allowance is established when realization of net deferred tax assets is not considered more likely than not. Uncertain income tax positions are determined based upon the likelihood of the positions being sustained upon examination by taxing authorities. The benefit of a tax position is recognized in the consolidated financial statements in the period during which management believes it is more likely than not that the position will not be sustained. Income tax positions taken are not offset or aggregated with other positions. Income tax positions that meet the more-likely-than-not recognition threshold are measured as the largest amount of income tax benefit that is more than 50 percent likely of being realized if challenged by the applicable taxing authority. The portion of the benefits associated with income tax positions taken that exceeds the amount measured is reflected as income taxes payable. The Company recognizes interest related to uncertain tax positions in interest expense. The Company recognizes penalties related to uncertain tax positions in selling, general and administrative expenses. |
Income (Loss) Per Share | Income (Loss) Per Share Basic income (loss) per share is computed by dividing net income (loss) available to common shareholders by the weighted average number of shares of common stock outstanding during the period. Diluted income (loss) per share is determined in the same manner as basic income (loss) per share, except that the number of shares is increased to include potentially dilutive securities using the treasury stock method. Because the Company incurred losses from continuing operations during the years ended December 31, 2015 and 2013, all potentially dilutive securities were excluded from the computation of diluted income (loss) per share during these years because the effect of including them is anti-dilutive. Although the Company had an income from continuing operations for the year ended December 31, 2014, all potentially dilutive securities were excluded from the computation of diluted income (loss) per share as the conversion rate of the convertible note payable to a related party and the exercise price of the stock options was higher than the market price of the Companys common stock as of December 31, 2014 and the effect of including them is anti-dilutive. The following table summarizes the number of shares of common stock attributable to potentially dilutive securities outstanding for each of the periods which were excluded from the calculation of diluted income (loss) per share: Year Ended December 31, 2015 2014 2013 Stock Options 150,000 150,000 150,000 Shares Issuable upon Conversion of Convertible Notes Payable to a Related Party 33,171,710 25,669,039 24,379,883 Total 33,321,710 25,819,039 24,529,883 |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair values of cash and cash equivalents, restricted cash, accounts receivable, accounts payable, accrued expenses and other current liabilities, income taxes payable and notes payable - banks approximate their carrying values due to the short-term nature of the instruments. The carrying values of the convertible notes payable to a related party and other liabilities are not readily determinable because: (a) these instruments are not traded and, therefore, no quoted market prices exist upon which to base an estimate |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments which are subject to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash and accounts receivable. The Company maintains cash and cash equivalents and restricted cash in accounts with financial institutions in the United States, Europe, Japan and Israel. As of December 31, 2015, accounts at financial institutions located in the United States are insured by the Federal Deposit Insurance Corporation ("FDIC") up to $250 per institution. As of December 31, 2015, cash and cash equivalents and restricted cash of $318 is being held in the United States. Bank accounts located in Europe, Japan and Israel, totaling $11,982 as of December 31, 2015, are uninsured. The Company renders services to a limited number of airlines and airports through service contracts and provides credit without collateral. Some of these airlines and airports may have difficulties in meeting their financial obligations, which can have a material adverse effect on the Company's consolidated financial position, results of operations and cash flows. To mitigate this risk, the Company regularly reviews the creditworthiness of its customers through its credit evaluation process. Revenue from two customers represented 70% of total revenue during the year ended December 31, 2015, of which one customer accounted for 37% and the other customer accounts for 33% of total revenue. Accounts receivable from these two customers represented 64% of total accounts receivable as of December 31, 2015. Revenue from two customers represented 67% of total revenue during the year ended December 31, 2014, of which one customer accounted for 38% and the other customer accounted for 29% of total revenue. Accounts receivable from these two customers represented 65% of total accounts receivable as of December 31, 2014. Revenue from two customers represented 52% of total revenue during the year ended December 31, 2013, of which one customer accounted for 42% and the other customer accounted for 10% of total revenue. Accounts receivable from the two customers represented 37% of total accounts receivable as of December 31, 2013. One of the customers mentioned above, has been a principle customer in the last three years. Prior year figures in this disclosure have been adjusted to reflect the customer mergers within the aviation industry. |
Risks and Uncertainties | Risks and Uncertainties The Company is currently engaged in direct operations in numerous countries and is therefore subject to risks associated with international operations (including economic and/or political instability and trade restrictions). Such risks can cause the Company to have significant difficulties in connection with the sale or provision of its services in international markets and have a material impact on the Company's consolidated financial position, results of operations and cash flows. The Company is subject to changes in interest rates based on Federal Reserve actions and general market conditions. The Company does not utilize derivative instruments to manage its exposure to interest rate risk. Furthermore, as a result of its international operations, the Company is subject to market risks associated with foreign currency exchange rate fluctuations. The Company does not utilize derivative instruments to manage its exposure to such market risk. As such, significant foreign currency exchange rate fluctuations can have a material impact on the Company's consolidated financial position, results of operations and cash flows. |
Reclassifications | Reclassifications Certain amounts in the prior years balance sheet, statements of operations and comprehensive income (loss) and statements of cash flows have been reclassified to conform to the current period presentation. |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Accounting Standards Update 2015-03 In April 2015 the FASB has issued Accounting Standards Update (ASU) No. 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. For public business entities, the amendments are effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption of the amendments is permitted for financial statements that have not been previously issued. The amendments should be applied on a retrospective basis, wherein the balance sheet of each individual period presented should be adjusted to reflect the period-specific effects of applying the new guidance. Upon transition, an entity is required to comply with the applicable disclosures for a change in an accounting principle. These disclosures include the nature of and reason for the change in accounting principle, the transition method, a description of the prior-period information that has been retrospectively adjusted, and the effect of the change on the financial statement line items (i.e., debt issuance cost asset and the debt liability). This update is not expected to have material impact on the Companys financial statements. Accounting Standards Update 2015-14 In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606). The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services, and the guidance defines a five-step process to achieve this core principle. In August 2015, the FASB issued ASU No. 2015-14, which deferred the effective date of ASU 2014-09 by one year. The ASU, as amended, is effective for the Company's 2018 fiscal year and may be applied either (i) retrospectively to each prior reporting period presented with an election for certain specified practical expedients, or (ii) retrospectively with the cumulative effect of initially applying the ASU recognized at the date of initial application, with additional disclosure requirements. The update is not expected to have a material impact on the Companys financial statements. Accounting Standards Update 2015-16 In September 2015 the FASB has issued Accounting Standards Update (ASU) No. 2015-16, Business Combinations (Topic 805): Simplifying the Accounting for Measurement-Period Adjustments. U.S. GAAP currently requires that during the measurement period, the acquirer retrospectively adjust the provisional amounts recognized at the acquisition date with a corresponding adjustment to goodwill. Those adjustments are required when new information is obtained about facts and circumstances that existed as of the acquisition date that, if known, would have affected the measurement of the amounts initially recognized or would have resulted in the recognition of additional assets or liabilities. The acquirer also must revise comparative information for prior periods presented in financial statements as needed, including revising depreciation, amortization, or other income effects as a result of changes made to provisional amounts. The amendments require that an acquirer recognize adjustments to provisional amounts that are identified during the measurement period in the reporting period in which the adjustment amounts are determined. The amendments require that the acquirer record, in the same periods financial statements, the effect on earnings of changes in depreciation, amortization, or other income effects, if any, as a result of the change to the provisional amounts, calculated as if the accounting had been completed at the acquisition date. The amendments require an entity to present separately on the face of the income statement or disclose in the notes the portion of the amount recorded in current-period earnings by line item that would have been recorded in previous reporting periods if the adjustment to the provisional amounts had been recognized as of the acquisition date. For public business entities, the amendments are effective for fiscal years beginning after December 15, 2015, including interim periods within those fiscal years. The amendments should be applied prospectively to adjustments to provisional amounts that occur after the effective date with earlier application permitted for financial statements that have not been issued. The only disclosures required at transition should be the nature of and reason for the change in accounting principle. An entity should disclose that information in the first annual period of adoption and in the interim periods within the first annual period if there is a measurement-period adjustment during the first annual period in which the changes are effective. The update is not expected to have a material impact on the Companys financial statements. Accounting Standards Update 2015-17 In November 2015, the FASB has issued ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes, The ASU eliminates the current requirement for organizations to present deferred tax liabilities and assets as current and noncurrent in a classified balance sheet. Instead, organizations will be required to classify all deferred tax assets and liabilities as noncurrent. The amendments apply to all organizations that present a classified balance sheet. For public companies, the amendments are effective for financial statements issued for annual periods beginning after December 15, 2016, and interim periods within those annual periods. Early adoption is permitted The Company has early adopted ASU 2015-17 retrospectively, which did not have a material impact on the Companys financial statements. |
SIGNIFICANT ACCOUNTING POLICI26
SIGNIFICANT ACCOUNTING POLICIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Schedule of Property and Equipment Estimated Useful Lives | Years Equipment and facilities 3-7 Internal-use software 7 Vehicles 3-7 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | Year Ended December 31, 2015 2014 2013 Stock Options 150,000 150,000 150,000 Shares Issuable upon Conversion of Convertible Notes Payable to a Related Party 33,171,710 25,669,039 24,379,883 Total 33,321,710 25,819,039 24,529,883 |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of Discontinued Operations | December 31, 2015 2014 ASSETS CURRENT ASSETS: Cash and cash equivalents $ - $ 30 Accounts receivable, net - 104 Total current assets from discontinued operations $ - $ 134 LIABILITIES CURRENT LIABILITIES: Accounts payable $ - $ 97 Accrued expenses and other current liabilities - 5 Total current liabilities from discontinued operations $ - $ 102 2015 2014 2013 Revenue $ 97 $ 1,152 $ 4,988 Cost of revenue 94 1,132 4,275 GROSS PROFIT 3 20 713 Selling, general and administrative expenses 6 114 729 OPERATING LOSS (3 ) (94 ) (16 ) Other income (expense), net 3 (15 ) 616 Income tax benefit (expense) - - 1,221 Income (loss) from discontinued operations $ - $ (109 ) $ 1,821 |
INVESTMENT IN AN AFFILIATE (Tab
INVESTMENT IN AN AFFILIATE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Equity Method Investments and Joint Ventures [Abstract] | |
Summary of Investments in Affiliates | Balance sheet data for NYGI is summarized below: December 31, 2015 2014 Current assets $ 706 $ 896 Non-current assets - - Total assets $ 706 $ 896 Current liabilities $ 50 $ 66 Non-current liabilities 5 60 Stockholders' equity 651 770 Total liabilities and stockholders' equity $ 706 $ 896 Statement of operations data for NYGI is summarized below: Year Ended December 31, 2015 2014 2013 Revenue $ - $ 244 $ 1,288 Gross profit $ - $ 204 $ 724 Gain on sale of assets $ - $ 754 $ - Net income (loss) $ (139 ) $ 342 $ (298 ) |
PROPERTY AND EQUIPMENT (Tables)
PROPERTY AND EQUIPMENT (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property And Equipment | December 31, 2015 2014 Equipment and facilities $ 4,360 $ 3,896 Internal-use software 531 519 Vehicles 1,031 910 Leasehold improvements 262 280 6,184 5,605 Less: accumulated depreciation and amortization 4,691 4,348 Total property and equipment, net $ 1,493 $ 1,257 |
ACCRUED EXPENSES AND OTHER CU30
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses and Other Current Liabilities | December 31, 2015 2014 Accrued payroll and related costs $ 12,363 $ 8,719 Accrued vacation 4,522 3,526 Accrual for minimum wage increase 3,284 - Cash overdraft 1,300 1,036 Accrued agency fees - 413 Labor union contribution 920 730 Other 2,676 2,662 Total accrued expenses and other current liabilities $ 25,065 $ 17,086 |
STOCK-BASED COMPENSATION (Table
STOCK-BASED COMPENSATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Summary of Stock Option Activity | Weighted Average Weighted Remaining Average Contractual Exercise Term Intrinsic Number Price (in years) Value Outstanding as of January 1, 2015 150,000 $ 1.05 2.33 $ - Granted - - - - Exercised - - - - Forfeited/Expired - - - - Outstanding as of December 31, 2015 150,000 $ 1.05 1.33 $ - |
OTHER EXPENSE (Tables)
OTHER EXPENSE (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Other Income and Expenses [Abstract] | |
Schedule of Other Expense | 2015 2014 2013 Interest expense to related party (see Note 8) $ (2,601 ) $ (2,321 ) $ (2,185 ) Interest income (expense) related to uncertain tax positions (see Note 11) - - 280 Interest expense and other bank charges (1,374 ) (1,064 ) (1,063 ) Amortization of deferred financing costs - - (123 ) Interest income 169 104 26 Foreign currency gain (loss) 3,066 3,749 (951 ) Other income (expense) (20 ) (20 ) 29 Total other income (expense), net $ (760 ) $ 448 $ (3,987 ) |
INCOME TAXES (Tables)
INCOME TAXES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of components of income (loss) before income tax benefit (expense) | Year Ended December 31, 2015 2014 2013 The Netherlands $ (2,048 ) $ 3,574 $ (4,662 ) Subsidiaries outside of the Netherlands (2,505 ) (1,944 ) (1,618 ) Income (Loss) before income tax benefit (expense) $ (4,553 ) $ 1,630 $ (6,280 ) |
Schedule of Income Tax Benefit (Expense) | Year Ended December 31, 2015 2014 2013 Current: The Netherlands $ - $ - $ - Subsidiaries outside of the Netherlands, net of $0, $0 and $1,125 in income tax benefit (expense) related to prior period income tax positions in 2015, 2014 and 2013, respectively (110 ) (107 ) 1,057 (110 ) (107 ) 1,057 Deferred: The Netherlands - - - Subsidiaries outside of the Netherlands (39 ) 17 (31 ) Total income tax benefit (expense) $ (149 ) $ (90 ) $ 1,026 |
Schedule of Deferred Tax Assets and Liabilities | December 31, 2015 2014 Deferred tax assets: Operating loss carryforwards $ 19,890 $ 18,234 Capital loss carryforwards 143 143 Allowance for doubtful accounts 21 36 Tax credit carryforwards 568 571 Accrued expenses 1,669 509 Total deferred tax assets 22,291 19,493 Deferred tax liabilities: Depreciation of property and equipment (56 ) (87 ) 22,235 19,406 Valuation allowance (22,143 ) (19,275 ) Deferred tax assets, net $ 92 $ 131 |
Schedule of Effective Income Tax Rate | Year Ended December 31, 2015 2014 2013 Effective loss (income) tax benefit from continuing operations at statutory rate $ 1,138 $ (408 ) $ 1,578 Rate differential 334 104 (6 ) Non-deductible income (expense) (162 ) (46 ) (67 ) Adjustments to prior year tax losses 1,097 (1,053 ) 45 Changes in valuation allowance (2,868 ) 1,569 (63 ) Other 312 (256 ) (461 ) Income tax benefit (expense) from continuing operations $ (149 ) $ (90 ) $ 1,026 |
COMMITMENTS AND CONTINGENCIES (
COMMITMENTS AND CONTINGENCIES (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Payments Under Operating Leases | Year ending December 31, 2016 $ 1,356 2017 424 2018 353 2019 316 2020 312 $ 2,761 |
SEGMENT AND GEOGRAPHICAL INFO35
SEGMENT AND GEOGRAPHICAL INFORMATION (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Segment Reporting [Abstract] | |
Summary of Operating Results by Segment | Airport Security and Other Aviation Corporate Services Technology Total Year ended December 31, 2015: Revenue $ - $ 185,519 $ 1,503 $ 187,022 Depreciation and amortization 1 655 57 713 Income (loss) from continuing operations (3,182 ) 1,597 (3,117 ) (4,702 ) Total assets from continuing operations 440 41,056 853 42,349 Year ended December 31, 2014: Revenue $ - $ 172,102 $ 827 $ 172,929 Depreciation and amortization 3 689 69 761 Income (loss) from continuing operations (99 ) 5,106 (3,467 ) 1,540 Total assets from continuing operations 404 34,006 461 34,871 Year ended December 31, 2013: Revenue $ - $ 124,130 $ 367 $ 124,497 Depreciation and amortization 2 671 91 764 Income( Loss) from continuing operations (3,938 ) 2,373 (3,689 ) (5,254 ) Total assets from continuing operations 447 27,720 488 28,655 |
Schedule of Revenues by Geographic Area | Year Ended December 31, 2015 2014 2013 United States $ 41,817 $ 39,983 $ 41,565 The Netherlands 72,231 69,667 56,631 Germany 61,765 49,771 13,002 Other 11,209 13,508 13,299 Total $ 187,022 $ 172,929 $ 124,497 |
Schedule of Property and Equipment, Net by Geographic Regions | December 31, 2015 2014 United States $ 385 $ 361 The Netherlands 673 446 Germany 235 192 Other 200 258 Total $ 1,493 $ 1,257 |
ORGANIZATION (Details)
ORGANIZATION (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||||
Working capital deficit | $ 5,005 | $ 2,455 | ||
Shareholders' deficit | (42,208) | (39,059) | $ (40,356) | $ (36,686) |
Income (losses) from continuing operations | (4,702) | 1,540 | (5,254) | |
Cash flows from operations | $ (1,131) | $ 1,806 | $ (7,690) |
SIGNIFICANT ACCOUNTING POLICI37
SIGNIFICANT ACCOUNTING POLICIES (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accounting Policies [Line Items] | |||
Allowance for doubtful debts | $ 50 | $ 116 | |
Advertising costs | $ 202 | $ 130 | $ 89 |
Sales Revenue, Goods, Net [Member] | |||
Accounting Policies [Line Items] | |||
Concentration risk, percentage | 70.00% | 67.00% | 52.00% |
Sales Revenue, Goods, Net [Member] | Customer One [Member] | |||
Accounting Policies [Line Items] | |||
Concentration risk, percentage | 37.00% | 38.00% | 42.00% |
Sales Revenue, Goods, Net [Member] | Customer Two [Member] | |||
Accounting Policies [Line Items] | |||
Concentration risk, percentage | 33.00% | 29.00% | 10.00% |
Accounts Receivable [Member] | |||
Accounting Policies [Line Items] | |||
Concentration risk, percentage | 64.00% | 65.00% | 37.00% |
Minimum [Member] | |||
Accounting Policies [Line Items] | |||
Ownership interest | 20.00% | ||
Maximum [Member] | |||
Accounting Policies [Line Items] | |||
Ownership interest | 50.00% | ||
FDIC Insured amount | $ 250 | ||
Letter of Credit [Member] | |||
Accounting Policies [Line Items] | |||
Restricted cash | 274 | $ 274 | |
Cash Restricted For Payments To Local Tax Authorities [Member] | |||
Accounting Policies [Line Items] | |||
Restricted cash | 4,114 | $ 4,485 | |
UNITED STATES | |||
Accounting Policies [Line Items] | |||
Cash and cash equivalents and restricted cash | 318 | ||
Europe Japan And Israel [Member] | |||
Accounting Policies [Line Items] | |||
Cash and cash equivalents and restricted cash | $ 11,982 |
SIGNIFICANT ACCOUNTING POLICI38
SIGNIFICANT ACCOUNTING POLICIES (Details) | 12 Months Ended |
Dec. 31, 2015 | |
Equipment and facilities [Member] | Minimum [Member] | |
Accounting Policies [Line Items] | |
Estimated useful life | 3 years |
Equipment and facilities [Member] | Maximum [Member] | |
Accounting Policies [Line Items] | |
Estimated useful life | 7 years |
Internal-use software [Member] | |
Accounting Policies [Line Items] | |
Estimated useful life | 7 years |
Vehicles [Member] | Minimum [Member] | |
Accounting Policies [Line Items] | |
Estimated useful life | 3 years |
Vehicles [Member] | Maximum [Member] | |
Accounting Policies [Line Items] | |
Estimated useful life | 7 years |
SIGNIFICANT ACCOUNTING POLICI39
SIGNIFICANT ACCOUNTING POLICIES (Details 1) - shares | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Accounting Policies [Line Items] | |||
Number of shares of common stock attributable to potentially dilutive securities which were excluded from the calculation of diluted income (loss) per share | 33,321,710 | 25,819,039 | 24,529,883 |
Stock Options [Member] | |||
Accounting Policies [Line Items] | |||
Number of shares of common stock attributable to potentially dilutive securities which were excluded from the calculation of diluted income (loss) per share | 150,000 | 150,000 | 150,000 |
Convertible Notes Payable to a Related Party [Member] | |||
Accounting Policies [Line Items] | |||
Number of shares of common stock attributable to potentially dilutive securities which were excluded from the calculation of diluted income (loss) per share | 33,171,710 | 25,669,039 | 24,379,883 |
DISCONTINUED OPERATIONS (Narrat
DISCONTINUED OPERATIONS (Narrative) (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2013USD ($) | |
Discontinued Operations and Disposal Groups [Abstract] | |
Change in uncertain income tax positions, including interest and penalties | $ 1,847 |
DISCONTINUED OPERATIONS (Summar
DISCONTINUED OPERATIONS (Summary of Assets and Liabilities from Discontinued Operations) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
CURRENT ASSETS: | ||
Cash and cash equivalents | $ 30 | |
Accounts receivable, net | 104 | |
Total current assets from discontinued operations | 134 | |
CURRENT LIABILITIES: | ||
Accounts payable | 97 | |
Accrued expenses and other current liabilities | 5 | |
Total current liabilities from discontinued operations | $ 102 |
DISCONTINUED OPERATIONS (Summ42
DISCONTINUED OPERATIONS (Summary of Results from Discontinued Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Discontinued Operations and Disposal Groups [Abstract] | |||
Revenue | $ 97 | $ 1,152 | $ 4,988 |
Cost of revenue | 94 | 1,132 | 4,275 |
GROSS PROFIT | 3 | 20 | 713 |
Selling, general and administrative expenses | 6 | 114 | 729 |
OPERATING LOSS | (3) | (94) | (16) |
Other income (expense), net | $ 3 | (15) | 616 |
Income tax benefit (expense) | 1,221 | ||
Income (loss) from discontinued operations | $ (109) | $ 1,821 |
INVESTMENT IN AN AFFILIATE (Nar
INVESTMENT IN AN AFFILIATE (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
New York Global Innovations, Inc. [Member] | ||
Investments in and Advances to Affiliates [Line Items] | ||
Ownership interest | 23.00% | 23.00% |
New York Global Innovations, Inc. [Member] | ||
Investments in and Advances to Affiliates [Line Items] | ||
Common stock purchased | 9,915,555 | 9,915,555 |
Carrying value | $ 0 | $ 0 |
Underlying net assets | 150 | 177 |
Market value | $ 99 | $ 198 |
INVESTMENT IN AN AFFILIATE (Sch
INVESTMENT IN AN AFFILIATE (Schedule of Financials) (Details) - New York Global Innovations, Inc. [Member] - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Investments in and Advances to Affiliates [Line Items] | |||
Current assets | $ 706 | $ 896 | |
Non-current assets | |||
Total assets | $ 706 | $ 896 | |
Current liabilities | 50 | 66 | |
Non-current liabilities | 5 | 60 | |
Shareholders' equity | 651 | 770 | |
Total liabilities and shareholders' equity | $ 706 | 896 | |
Revenue | 244 | $ 1,288 | |
Gross profit | 204 | $ 724 | |
Gain on sale of assets | 754 | ||
Net income (loss) | $ (139) | $ 342 | $ (298) |
PROPERTY AND EQUIPMENT (Details
PROPERTY AND EQUIPMENT (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | $ 6,184 | $ 5,605 | |
Less: accumulated depreciation and amortization | 4,691 | 4,348 | |
Total property and equipment, net | 1,493 | 1,257 | |
Depreciation expense | 713 | 761 | $ 764 |
Equipment and facilities [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | 4,360 | 3,896 | |
Internal-use software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | 531 | 519 | |
Vehicles [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | 1,031 | 910 | |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Total property and equipment, gross | $ 262 | $ 280 |
NOTES PAYABLE - BANKS (Details)
NOTES PAYABLE - BANKS (Details) € in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2015USD ($) | Jun. 30, 2014USD ($) | Mar. 31, 2014USD ($) | Jan. 31, 2014EUR (€) | Nov. 30, 2013EUR (€) | Aug. 31, 2013EUR (€) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2015EUR (€) | Apr. 30, 2015EUR (€) | Dec. 31, 2014EUR (€) | Mar. 31, 2014EUR (€) | Dec. 31, 2013USD ($) | Jun. 30, 2013USD ($) | Jun. 30, 2013EUR (€) | |
Debt Instrument [Line Items] | |||||||||||||||
Guarantees | $ 290 | $ 290 | $ 165 | ||||||||||||
Euro Member Countries, Euro [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Guarantees | € | € 266 | € 151 | |||||||||||||
UNITED STATES | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Weighted average interest rate | 5.88% | 5.88% | 6.02% | 5.88% | 6.02% | 6.25% | |||||||||
Euro Member Countries, Euro [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Weighted average interest rate | 3.20% | 3.20% | 3.50% | 3.20% | 3.50% | 3.70% | |||||||||
Line of Credit [Member] | UNITED STATES | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 10,500 | ||||||||||||||
Cash held as collateral | 3,500 | ||||||||||||||
Debt instrument, interest rate basis points above reference rate | 4.50% | ||||||||||||||
Debt instrument, effective interest rate | 6.25% | 6.25% | |||||||||||||
Credit facility, amount outstanding | $ 5,569 | $ 5,569 | $ 5,285 | 8,935 | |||||||||||
Credit facility, remaining borrowing capacity | 572 | $ 572 | $ 24 | $ 281 | |||||||||||
Line of Credit [Member] | UNITED STATES | Minimum [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument, interest rate basis points above reference rate | 1.75% | ||||||||||||||
Line of Credit [Member] | UNITED STATES | Accounts Receivable [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Percentage of collateral | 80.00% | ||||||||||||||
Line of Credit [Member] | UNITED STATES | Unbilled Accounts Receivable [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Percentage of collateral | 70.00% | ||||||||||||||
Line of Credit [Member] | UNITED STATES | Cash and Cash Equivalents [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Percentage of collateral | 100.00% | ||||||||||||||
Line of Credit [Member] | UNITED STATES | Certificates of Deposit [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Pledged assets used to secure credit facility | $ 3,500 | ||||||||||||||
Line of Credit [Member] | UNITED STATES | Standby Letters of Credit [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Pledged assets used to secure credit facility | 1,000 | ||||||||||||||
Credit facility, amount outstanding | $ 1,000 | ||||||||||||||
Letters of Credit [Member] | UNITED STATES | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Pledged assets used to secure credit facility | $ 1,000 | ||||||||||||||
Percentage of collateral | 95.00% | ||||||||||||||
Line Of Credit One [Member] | UNITED STATES | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 6,500 | ||||||||||||||
Percentage of collateral | 95.00% | ||||||||||||||
Cash collateral released and used to reduce outstanding borrowings | $ 3,500 | ||||||||||||||
Line Of Credit One [Member] | UNITED STATES | Accounts Receivable [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Percentage of collateral | 85.00% | ||||||||||||||
Line Of Credit One [Member] | UNITED STATES | Unbilled Accounts Receivable [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Percentage of collateral | 75.00% | ||||||||||||||
Line Of Credit One [Member] | Segment Geographical Groups Of Countries Group Three [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 1,337 | $ 1,100 | |||||||||||||
Debt instrument, effective interest rate | 3.98% | 3.98% | |||||||||||||
Quarterly reduction amount | $ 100 | ||||||||||||||
Credit facility, amount outstanding | $ 600 | ||||||||||||||
Line of Credit Six [Member] | Europe [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 1,337 | ||||||||||||||
Debt instrument, interest rate basis points above reference rate | 5.875% | ||||||||||||||
Debt instrument, effective interest rate | 3.98% | 3.98% | |||||||||||||
Line of Credit Six [Member] | Europe [Member] | Euro Member Countries, Euro [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | € | € 1,100 | € 1,100 | |||||||||||||
Debt instrument, effective interest rate | 3.75% | 3.75% | |||||||||||||
Quarterly reduction amount | € | € 100 | € 100 | |||||||||||||
Line of Credit Six [Member] | Segment Geographical Groups Of Countries Group Three [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 1,337 | $ 1,337 | |||||||||||||
Debt instrument, effective interest rate | 3.98% | 3.98% | 3.98% | 3.98% | |||||||||||
Credit facility, amount outstanding | $ 972 | ||||||||||||||
Line of Credit Five [Member] | Europe [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 729 | ||||||||||||||
Debt instrument, effective interest rate | 3.98% | 3.98% | |||||||||||||
Line of Credit Five [Member] | Europe [Member] | Euro Member Countries, Euro [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | € | € 600 | ||||||||||||||
Line of Credit Four [Member] | Europe [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 972 | ||||||||||||||
Debt instrument, interest rate basis points above reference rate | 3.75% | ||||||||||||||
Debt instrument, effective interest rate | 3.98% | 3.98% | |||||||||||||
Credit facility, expiration date | Sep. 30, 2016 | ||||||||||||||
Credit facility, amount outstanding | $ 778 | ||||||||||||||
Line of Credit Four [Member] | Europe [Member] | Euro Member Countries, Euro [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | € | € 800 | ||||||||||||||
Quarterly reduction amount | € | 80 | ||||||||||||||
Credit facility, amount outstanding | € | € 640 | ||||||||||||||
Line Of Credit Seven [Member] | Europe [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Credit facility, amount outstanding | 972 | ||||||||||||||
Line Of Credit Seven [Member] | Europe [Member] | Euro Member Countries, Euro [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Credit facility, amount outstanding | € | € 800 | ||||||||||||||
Line of Credit Six [Member] | Europe [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Debt instrument, interest rate basis points above reference rate | 1.375% | ||||||||||||||
Credit facility, expiration date | Dec. 31, 2016 | ||||||||||||||
Line Of Credit Nine [Member] | Europe [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 5,996 | $ 5,996 | |||||||||||||
Debt instrument, interest rate basis points above reference rate | 3.75% | ||||||||||||||
Credit facility, amount outstanding | $ 5,459 | 5,459 | |||||||||||||
Line Of Credit Nine [Member] | Europe [Member] | Euro Member Countries, Euro [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | € | € 5,500 | ||||||||||||||
Debt instrument, effective interest rate | 3.75% | ||||||||||||||
Credit facility, amount outstanding | € | € 5,007 | ||||||||||||||
Line Of Credit Two [Member] | Europe [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 545 | $ 545 | |||||||||||||
Debt instrument, effective interest rate | 3.50% | 3.50% | 3.50% | ||||||||||||
Credit facility, expiration date | Aug. 1, 2015 | ||||||||||||||
Credit facility, amount outstanding | 608 | ||||||||||||||
Line Of Credit Two [Member] | Europe [Member] | Euro Member Countries, Euro [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | € | € 500 | ||||||||||||||
Credit facility, amount outstanding | € | € 500 | ||||||||||||||
Line Of Credit Three [Member] | Europe [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | $ 1,308 | $ 1,308 | |||||||||||||
Debt instrument, effective interest rate | 1.20% | ||||||||||||||
Credit facility, expiration date | Jul. 31, 2015 | ||||||||||||||
Line of credit, increase in maximum borrowing amount | 1,644 | 1,644 | |||||||||||||
Line of credit, decrease in minimum borrowing amount | $ 1,480 | $ 1,480 | $ 1,480 | ||||||||||||
Line Of Credit Three [Member] | Europe [Member] | Euro Member Countries, Euro [Member] | |||||||||||||||
Debt Instrument [Line Items] | |||||||||||||||
Line of credit, maximum borrowing amount | € | € 1,200 | ||||||||||||||
Line of credit, increase in maximum borrowing amount | € | € 1,508 | ||||||||||||||
Line of credit, decrease in minimum borrowing amount | € | € 1,158 |
ACCRUED EXPENSES AND OTHER CU47
ACCRUED EXPENSES AND OTHER CURRENT LIABILITIES (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued payroll and related costs | $ 12,363 | $ 8,719 |
Accrued vacation | 4,522 | $ 3,526 |
Accrual for minimum wage increase | 3,284 | |
Cash overdraft | $ 1,300 | $ 1,036 |
Accrued agency fees | 413 | |
Labor union contribution | $ 920 | 730 |
Other | 2,676 | 2,662 |
Total accrued expenses and other current liabilities | $ 25,065 | $ 17,086 |
CONVERTIBLE NOTES PAYABLE TO 48
CONVERTIBLE NOTES PAYABLE TO RELATED PARTY (Details) - USD ($) $ / shares in Units, $ in Thousands | 1 Months Ended | 12 Months Ended | ||||
Nov. 30, 2015 | May. 31, 2014 | Nov. 30, 2013 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Debt Instrument [Line Items] | ||||||
Interest expense | $ 2,601 | $ 2,321 | $ 2,185 | |||
Convertible Notes Payable [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Weighted average interest rate | 5.99% | 6.06% | 6.18% | |||
Debt instrument, principal | $ 29,048 | $ 30,186 | ||||
Debt instrument, accrued interest | $ 10,355 | $ 8,318 | ||||
Convertible Notes Payable [Member] | Majority Shareholder [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Percent of interest in subsidiary securing arrangement | 26.00% | 26.00% | ||||
Debt conversion, price per share | $ 1.50 | $ 1.50 | ||||
Convertible Notes Payable [Member] | Majority Shareholder [Member] | United States of America, Dollars | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate basis points above reference rate | 6.00% | 6.00% | ||||
Reduction in convertible price of unpaid interest | $ 0.75 | |||||
Convertible Notes Payable [Member] | Majority Shareholder [Member] | Euro Member Countries, Euro [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, interest rate basis points above reference rate | 2.00% | 2.00% | ||||
Convertible Notes Payable [Member] | Maximum [Member] | Majority Shareholder [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, face amount | $ 37,000 | $ 32,000 | ||||
Debt instrument, maturity date | Dec. 31, 2016 | Nov. 30, 2015 |
STOCK-BASED COMPENSATION (Narra
STOCK-BASED COMPENSATION (Narrative) (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 | Dec. 31, 2008 | Feb. 28, 2005 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options available for future grants | 1,500,000 | |||||
Share-based compensation expense | $ 0 | $ 14 | $ 39 | |||
Weighted average grant date fair value of stock | $ 1.05 | |||||
2005 Equity Incentive Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock reserved for issuance | 1,500,000 | |||||
2008 Employees and Directors Commitment Stock Option Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Common stock reserved for issuance | 1,500,000 | |||||
Employees and Directors Commitment Stock Option Plan [Member] | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Optiopns granted | 210,000 |
STOCK-BASED COMPENSATION (Detai
STOCK-BASED COMPENSATION (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Stock Option Activity, Number | ||
Outstanding, Beginning Balance | 150,000 | |
Granted | ||
Exercised | ||
Forfeited/Expired | ||
Outstanding, Ending Balance | 150,000 | 150,000 |
Stock Option Activity, Weighted Average Exercise Price | ||
Outstanding, Beginning Balance | $ 1.05 | |
Granted | ||
Exercised | ||
Forfeited/Expired | ||
Outstanding, Ending Balance | $ 1.05 | $ 1.05 |
Stock Option Activity, Additional Disclosures | ||
Weighted Average Remaining Contractual Term | 1 year 3 months 29 days | 2 years 3 months 29 days |
Intrinsic Value, Beginning Balance | ||
Intrinsic Value, Ending Balance |
OTHER EXPENSE (Details)
OTHER EXPENSE (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Other Income and Expenses [Abstract] | |||
Interest expense to related party (see Note 8) | $ (2,601) | $ (2,321) | $ (2,185) |
Interest income (expense) related to uncertain tax positions (see Note 11) | 280 | ||
Interest expense and other bank charges | $ (1,374) | $ (1,064) | (1,063) |
Amortization of deferred financing costs | (123) | ||
Interest income | $ 169 | $ 104 | 26 |
Foreign currency gain (loss) | 3,066 | 3,749 | (951) |
Other income (expense) | (20) | (20) | 29 |
Total other income (expense), net | $ (760) | $ 448 | $ (3,987) |
INCOME TAXES (Components of inc
INCOME TAXES (Components of income (loss) before income tax benefit (expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Taxes [Line Items] | |||
Loss before equity loss from investment in affiliate and income tax benefit (expense) | $ (4,553) | $ 1,630 | $ (6,280) |
Netherlands [Member] | |||
Income Taxes [Line Items] | |||
Loss before equity loss from investment in affiliate and income tax benefit (expense) | (2,048) | 3,574 | (4,662) |
Subsidiaries outside of the Netherlands [Member] | |||
Income Taxes [Line Items] | |||
Loss before equity loss from investment in affiliate and income tax benefit (expense) | $ (2,505) | $ (1,944) | $ (1,618) |
INCOME TAXES (Income Tax Benefi
INCOME TAXES (Income Tax Benefit (Expense) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income tax benefit (expense) | |||
Current: The Netherlands | |||
Current: Subsidiaries outside of the Netherlands, net of $0, $0 and $1,125 in income tax benefit (expense) related to prior period income tax positions in 2015, 2014 and 2013, respectively | $ (110) | $ (107) | $ 1,057 |
Total current income tax benefit (expense) | $ (110) | $ (107) | $ 1,057 |
Deferred: The Netherlands | |||
Deferred: Subsidiaries outside of the Netherlands | $ (39) | $ 17 | $ (31) |
Total income tax benefit (expense) | (149) | (90) | 1,026 |
Income tax benefit (expense) related to prior period income tax positions | $ 0 | $ 0 | $ 1,125 |
INCOME TAXES (Deferred Tax Asse
INCOME TAXES (Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Operating loss carryforwards | $ 19,890 | $ 18,234 |
Capital loss carryforwards | 143 | 143 |
Allowance for doubtful accounts | 21 | 36 |
Tax credit carryforwards | 568 | 571 |
Accrued expenses | 1,669 | 509 |
Total deferred tax assets | 22,291 | 19,493 |
Deferred tax liabilities: | ||
Depreciation of property and equipment | (56) | (87) |
Deferred tax assets net of deferred tax liabilities before valuation allowance | 22,235 | 19,406 |
Valuation allowance | (22,143) | (19,275) |
Deferred tax assets, net | $ 92 | $ 131 |
INCOME TAXES (Effective Income
INCOME TAXES (Effective Income Tax Rate Reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
The Netherlands' statutory rate | 25.00% | 25.00% | 25.00% |
Effective loss (income) tax benefit from continuing operations at statutory rate | $ 1,138 | $ (408) | $ 1,578 |
Rate differential | 334 | 104 | (6) |
Non-deductible income (expense) | (162) | (46) | (67) |
Adjustments to prior year tax losses | 1,097 | (1,053) | 45 |
Changes in valuation allowance | (2,868) | 1,569 | (63) |
Other | 312 | (256) | (461) |
Total income tax benefit (expense) | $ (149) | $ (90) | $ 1,026 |
INCOME TAXES (Narrative) (Detai
INCOME TAXES (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | Jan. 31, 2012 | Dec. 31, 2010 | |
Operating Loss Carryforwards [Line Items] | |||||
Capital loss carryforwards | $ 143 | $ 143 | |||
Change in valuation allowance | 2,868 | (1,569) | |||
Income tax examination, assessed income tax liability | $ 7,325 | ||||
Amount agreed with the IRS to settle THE outstanding claims | $ 3,329 | ||||
Payment accepted to settle claim | $ 200 | ||||
Income taxes payable | 89 | 53 | |||
Netherlands [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carry forward | $ 24,372 | ||||
Netherlands [Member] | Minimum [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carry forward expiration dates | Dec. 31, 2016 | ||||
Years under examination | 2,012 | ||||
Netherlands [Member] | Maximum [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carry forward expiration dates | Dec. 31, 2024 | ||||
Years under examination | 2,014 | ||||
UNITED STATES | |||||
Operating Loss Carryforwards [Line Items] | |||||
Net operating loss carry forward | $ 30,516 | ||||
Tax credit carryforwards | $ 568 | ||||
UNITED STATES | Minimum [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Tax credit carryforwards, expiration dates | Dec. 31, 2024 | ||||
Net operating loss carry forward expiration dates | Dec. 31, 2025 | ||||
UNITED STATES | Maximum [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Tax credit carryforwards, expiration dates | Dec. 31, 2029 | ||||
Net operating loss carry forward expiration dates | Dec. 31, 2034 | ||||
ISRAEL | |||||
Operating Loss Carryforwards [Line Items] | |||||
Capital loss carryforwards | $ 574 | ||||
Net operating loss carry forward | $ 4,245 | ||||
Subsidiaries outside of the Netherlands [Member] | Minimum [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Years under examination | 2,011 | ||||
Subsidiaries outside of the Netherlands [Member] | Maximum [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Years under examination | 2,015 | ||||
Income Taxes Payable Related To Current Operations [Member] | |||||
Operating Loss Carryforwards [Line Items] | |||||
Income taxes payable | $ 89 | $ 53 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | May. 31, 2013 | Sep. 30, 2010 | |
Related Party Transaction [Line Items] | |||||
Legal expense | $ 47 | $ 58 | $ 36 | ||
Legal fees due | 28 | 64 | |||
Related Party One [Member] | |||||
Related Party Transaction [Line Items] | |||||
Selling services | 223 | 161 | $ 163 | ||
Related Party Two [Member] | |||||
Related Party Transaction [Line Items] | |||||
Selling services | 48 | 49 | |||
Related Party Three [Member] | |||||
Related Party Transaction [Line Items] | |||||
Selling services | 15 | 15 | |||
Related Party Four [Member] | |||||
Related Party Transaction [Line Items] | |||||
Legal expense | 13 | ||||
Performance Guarantee [Member] | |||||
Related Party Transaction [Line Items] | |||||
Performance guarantee | $ 1,458 | ||||
Letter of Credit [Member] | |||||
Related Party Transaction [Line Items] | |||||
Letter of credit | $ 1,000 | $ 775 | |||
Board of Directors Chairman [Member] | |||||
Related Party Transaction [Line Items] | |||||
Annual Compensation | 60 | ||||
Annual Compensation one-time grant | $ 660 | ||||
Directors and Officers [Member] | |||||
Related Party Transaction [Line Items] | |||||
Issuance of common stock | 2,900,000 | ||||
Issuance of stock, per share | $ 0.60 |
FORGIVENESS OF DEBT (Details)
FORGIVENESS OF DEBT (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
FORGIVENESS OF DEBT [Abstract] | |||
Forgiveness of debt | $ 1,312 |
COMMITMENTS AND CONTINGENCIES59
COMMITMENTS AND CONTINGENCIES (Operating Leases) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Commitments and Contingencies Disclosure [Abstract] | |||
2,016 | $ 1,356 | ||
2,017 | 424 | ||
2,018 | 353 | ||
2,019 | 316 | ||
2,020 | 312 | ||
Total | 2,761 | ||
Rent expense | $ 3,409 | $ 3,257 | $ 1,694 |
COMMITMENTS AND CONTINGENCIES60
COMMITMENTS AND CONTINGENCIES (Narrative) (Details) € in Thousands, $ in Thousands | 1 Months Ended | 12 Months Ended | |||||||||
Jun. 30, 2013EUR (€) | Apr. 30, 2013USD ($) | Apr. 30, 2013EUR (€) | Dec. 31, 2015USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2015EUR (€) | Jun. 30, 2015USD ($) | Jun. 30, 2015EUR (€) | Dec. 31, 2014USD ($) | Dec. 31, 2014EUR (€) | Apr. 30, 2013EUR (€) | |
Commitments And Contingencies [Line Items] | |||||||||||
Outstanding letters of credit | $ 274 | $ 274 | |||||||||
Guarantees as security for the remaining unpaid obligation | 290 | 165 | |||||||||
Claim against company for wrongful termination | 734 | ||||||||||
Annual minimum fees associated with service agreement | 55 | ||||||||||
Commission percentage | 0.75% | 0.75% | |||||||||
Commission percentage limitaion amount | $ 164 | ||||||||||
Commission maximum revenue | $ 21,804 | ||||||||||
Maximum commission amount | $ 198 | ||||||||||
Percent of entity acquired | 100.00% | ||||||||||
Agency fee expense | 1,090 | $ 1,323 | |||||||||
Liability for back wages recorded | 3,300 | ||||||||||
Interest recorded for accrual for back wages liability | 300 | ||||||||||
Letter of Credit [Member] | |||||||||||
Commitments And Contingencies [Line Items] | |||||||||||
Restricted cash | 274 | $ 274 | |||||||||
Future Sale [Member] | |||||||||||
Commitments And Contingencies [Line Items] | |||||||||||
Agency fee payable | 3,271 | ||||||||||
Future Sale [Member] | Third Party Agent [Member] | |||||||||||
Commitments And Contingencies [Line Items] | |||||||||||
Agency fee payable | $ 2,180 | ||||||||||
Euro Member Countries, Euro [Member] | |||||||||||
Commitments And Contingencies [Line Items] | |||||||||||
Guarantees as security for the remaining unpaid obligation | € | € 266 | € 151 | |||||||||
Annual minimum fees associated with service agreement | € | € 50 | ||||||||||
Commission percentage limitaion amount | € | € 150 | ||||||||||
Commission maximum revenue | € | 2,000 | ||||||||||
Maximum commission amount | € | € 182 | ||||||||||
Cash payment for acquisition, net | € | € 25 | ||||||||||
Agency fee expense | € | € 1,000 | ||||||||||
Euro Member Countries, Euro [Member] | Future Sale [Member] | |||||||||||
Commitments And Contingencies [Line Items] | |||||||||||
Agency fee payable | € | € 3,000 | € 2,000 |
SEGMENT AND GEOGRAPHICAL INFO61
SEGMENT AND GEOGRAPHICAL INFORMATION (Operating Results of Reportable Segments) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 187,022 | $ 172,929 | $ 124,497 |
Depreciation and amortization | 713 | 761 | 764 |
Income (loss) from continuing operations | (4,702) | 1,540 | (5,254) |
Total assets from continuing operations | $ 42,349 | $ 34,871 | $ 28,655 |
Corporate [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | |||
Depreciation and amortization | $ 1 | $ 3 | $ 2 |
Income (loss) from continuing operations | (3,182) | (99) | (3,938) |
Total assets from continuing operations | 440 | 404 | 447 |
Airport Security and Other Aviation Services [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 185,519 | 172,102 | 124,130 |
Depreciation and amortization | 655 | 689 | 671 |
Income (loss) from continuing operations | 1,597 | 5,106 | 2,373 |
Total assets from continuing operations | 41,056 | 34,006 | 27,720 |
Technology [Member] | |||
Segment Reporting Information [Line Items] | |||
Revenue | 1,503 | 827 | 367 |
Depreciation and amortization | 57 | 69 | 91 |
Income (loss) from continuing operations | (3,117) | (3,467) | (3,689) |
Total assets from continuing operations | $ 853 | $ 461 | $ 488 |
SEGMENT AND GEOGRAPHICAL INFO62
SEGMENT AND GEOGRAPHICAL INFORMATION (Revenue by Country) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | |||
Revenue | $ 187,022 | $ 172,929 | $ 124,497 |
UNITED STATES | |||
Segment Reporting Information [Line Items] | |||
Revenue | 41,817 | 39,983 | 41,565 |
NETHERLANDS | |||
Segment Reporting Information [Line Items] | |||
Revenue | 72,231 | 69,667 | 56,631 |
GERMANY | |||
Segment Reporting Information [Line Items] | |||
Revenue | 61,765 | 49,771 | 13,002 |
Other | |||
Segment Reporting Information [Line Items] | |||
Revenue | $ 11,209 | $ 13,508 | $ 13,299 |
SEGMENT AND GEOGRAPHICAL INFO63
SEGMENT AND GEOGRAPHICAL INFORMATION (Property and Equipment by Country) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 1,493 | $ 1,257 |
UNITED STATES | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 385 | 361 |
NETHERLANDS | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 673 | 446 |
GERMANY | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | 235 | 192 |
Other | ||
Segment Reporting Information [Line Items] | ||
Property and equipment, net | $ 200 | $ 258 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) - Subsequent Event [Member] € in Thousands | 1 Months Ended |
Jan. 31, 2016EUR (€) | |
Two companies in Europe [Member] | |
Subsequent Event [Line Items] | |
Maximum percentage of borrowing base | 80.00% |
Euro Member Countries, Euro [Member] | Two companies in Europe [Member] | |
Subsequent Event [Line Items] | |
Minimum amount of bank guarantee facility to finance existing and new bank guarantees | € 2,500 |
Line Of Credit Seven [Member] | Segment Geographical Groups Of Countries Group Three [Member] | |
Subsequent Event [Line Items] | |
Debt instrument, interest rate basis points above reference rate for borrowed amount | 3.50% |
Debt instrument, interest rate basis points above reference rate for non borrowed amount | 0.75% |
Line Of Credit Seven [Member] | Segment Geographical Groups Of Countries Group Three [Member] | Euro Member Countries, Euro [Member] | |
Subsequent Event [Line Items] | |
Line of credit, maximum borrowing amount | € 10,000 |
Valuation and Qualifying Acco65
Valuation and Qualifying Accounts (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | ||
Allowance for Doubtful Accounts [Member] | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Beginning of Year | [1] | $ 116 | $ 57 | $ 31 |
Charges (Credit) to Costs and Expenses | [1] | $ (65) | $ 74 | $ 30 |
Charges to Other Accounts | [1] | |||
Deductions | [1] | $ (1) | $ (15) | $ (4) |
End of Year | [1] | 50 | 116 | 57 |
Allowance for Net Deferred Tax Assets [Member] | ||||
Valuation and Qualifying Accounts Disclosure [Line Items] | ||||
Beginning of Year | $ 19,275 | $ 20,844 | $ 20,781 | |
Charges (Credit) to Costs and Expenses | ||||
Charges to Other Accounts | ||||
Deductions | $ 2,868 | $ (1,569) | $ 63 | |
End of Year | $ 22,143 | $ 19,275 | $ 20,844 | |
[1] | Write-off, net of recoveries for the allowance for doubtful accounts. |