Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2021 | Jul. 23, 2021 | |
Cover [Abstract] | ||
Entity Registrant Name | AWARE, INC. | |
Entity Central Index Key | 0001015739 | |
Trading Symbol | AWRE | |
Entity Current Reporting Status | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Common Stock, Shares Outstanding | 21,529,483 | |
Document Type | 10-Q | |
Document Period End Date | Jun. 30, 2021 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q2 | |
Entity Shell Company | false | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, $0.01 par value per share | |
Security Exchange Name | NASDAQ | |
Entity File Number | 000-21129 | |
Entity Incorporation, State or Country Code | MA | |
Entity Tax Identification Number | 04-2911026 | |
Entity Address, Address Line One | 40 Middlesex Turnpike | |
Entity Address, City or Town | Bedford | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 01730 | |
City Area Code | 781 | |
Local Phone Number | 276-4000 | |
Document Quarterly Report | true | |
Document Transition Report | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 35,192 | $ 38,565 |
Accounts receivable, net of allowance for doubtful accounts of $74 and $138 at June 30, 2021 and December 31, 2020 | 1,974 | 2,285 |
Unbilled receivables | 2,867 | 2,229 |
Prepaid expenses and other current assets | 359 | 582 |
Total current assets | 40,392 | 43,661 |
Property and equipment, net | 3,460 | 3,701 |
Intangible assets, net | 1,130 | 1,217 |
Goodwill | 1,651 | 1,651 |
Long-term tax receivable | 1,398 | 1,398 |
Total assets | 48,031 | 51,628 |
Current liabilities: | ||
Accounts payable | 267 | 494 |
Accrued expenses | 1,530 | 1,531 |
Deferred revenue | 2,835 | 3,843 |
Total current liabilities | 4,632 | 5,868 |
Long-term deferred revenue | 112 | 90 |
Commitments and contingent liabilities | 0 | 0 |
Stockholders’ equity: | ||
Preferred stock, $1.00 par value; 1,000,000 shares authorized, none outstanding | 0 | 0 |
Common stock, $.01 par value; 70,000,000 shares authorized; issued and outstanding of 21,501,208 as of June 30, 2021 and 21,378,833 as of December 31, 2020 | 215 | 214 |
Additional paid-in capital | 96,710 | 96,104 |
Accumulated deficit | (53,638) | (50,648) |
Total stockholders’ equity | 43,287 | 45,670 |
Total liabilities and stockholders’ equity | $ 48,031 | $ 51,628 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts (in dollars) | $ 74 | $ 138 |
Preferred stock, par value (in dollars per share) | $ 1 | $ 1 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 70,000,000 | 70,000,000 |
Common stock, shares issued | 21,501,208 | 21,378,833 |
Common stock, shares outstanding | 21,501,208 | 21,378,833 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue: | ||||
Total revenue | $ 4,264,000 | $ 1,890,000 | $ 8,682,000 | $ 5,409,000 |
Costs and expenses: | ||||
Cost of sales | 309,000 | 164,000 | 692,000 | 334,000 |
Research and development | 2,364,000 | 2,422,000 | 4,760,000 | 4,694,000 |
Selling and marketing | 1,500,000 | 1,180,000 | 3,152,000 | 2,466,000 |
General and administrative | 1,634,000 | 1,825,000 | 3,070,000 | 2,963,000 |
Total costs and expenses | 5,807,000 | 5,591,000 | 11,674,000 | 10,457,000 |
Operating loss | (1,543,000) | (3,701,000) | (2,992,000) | (5,048,000) |
Interest income | 1,000 | 19,000 | 2,000 | 167,000 |
Loss before benefit from income taxes | (1,542,000) | (3,682,000) | (2,990,000) | (4,881,000) |
Benefit from income taxes | 0 | (541,000) | 0 | (680,000) |
Net loss | $ (1,542,000) | $ (3,141,000) | $ (2,990,000) | $ (4,201,000) |
Net loss per share – basic | $ (0.07) | $ (0.15) | $ (0.14) | $ (0.20) |
Net loss per share – diluted | $ (0.07) | $ (0.15) | $ (0.14) | $ (0.20) |
Weighted-average shares – basic | 21,497 | 21,470 | 21,495 | 21,495 |
Weighted-average shares – diluted | 21,497 | 21,470 | 21,495 | 21,495 |
Software licenses | ||||
Revenue: | ||||
Total revenue | $ 1,723,000 | $ 409,000 | $ 4,090,000 | $ 2,381,000 |
Software maintenance | ||||
Revenue: | ||||
Total revenue | 1,769,000 | 1,382,000 | 3,305,000 | 2,741,000 |
Services and other | ||||
Revenue: | ||||
Total revenue | $ 772,000 | $ 99,000 | $ 1,287,000 | $ 287,000 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2021 | Jun. 30, 2020 | |
Cash flows from operating activities: | ||
Net loss | $ (2,990) | $ (4,201) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 349 | 263 |
Stock-based compensation | 636 | 313 |
Changes in assets and liabilities: | ||
Accounts receivable | 311 | 90 |
Unbilled receivables | (638) | 1,297 |
Prepaid expenses and other current assets | 223 | (9) |
Long-term tax receivable | (691) | |
Accounts payable | (228) | 97 |
Accrued expenses | 773 | |
Deferred revenue | (985) | 124 |
Net cash used in operating activities | (3,322) | (1,944) |
Cash flows from investing activities: | ||
Purchases of property and equipment | (21) | (352) |
Net cash used in investing activities | (21) | (352) |
Cash flows from financing activities: | ||
Processed from issuance of common stock | 24 | 24 |
Payments made for taxes of employees who surrendered shares related to unrestricted stock | (54) | (50) |
Repurchase of common stock | (469) | |
Net cash used in financing activities | (30) | (495) |
Decrease in cash and cash equivalents | (3,373) | (2,791) |
Cash and cash equivalents, beginning of period | 38,565 | 47,742 |
Cash and cash equivalents, end of period | $ 35,192 | $ 44,951 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Accumulated Deficit |
Balance at Dec. 31, 2019 | $ 53,435 | $ 214 | $ 96,255 | $ (43,034) |
Balance (in shares) at Dec. 31, 2019 | 21,443,000 | |||
Issuance of unrestricted stock | $ 1 | (1) | ||
Issuance of unrestricted stock (in shares) | 94,000 | |||
Shares surrendered by employees to pay taxes related to unrestricted stock | (50) | (50) | ||
Shares surrendered by employees to pay taxes related to unrestricted stock (in shares) | (15,000) | |||
Stock-based compensation expense | 83 | 83 | ||
Net loss | (1,060) | (1,060) | ||
Balance at Mar. 31, 2020 | 52,408 | $ 215 | 96,287 | (44,094) |
Balance (in shares) at Mar. 31, 2020 | 21,522,000 | |||
Balance at Dec. 31, 2019 | 53,435 | $ 214 | 96,255 | (43,034) |
Balance (in shares) at Dec. 31, 2019 | 21,443,000 | |||
Net loss | (4,201) | |||
Balance at Jun. 30, 2020 | 49,051 | $ 214 | 96,072 | (47,235) |
Balance (in shares) at Jun. 30, 2020 | 21,390,000 | |||
Balance at Mar. 31, 2020 | 52,408 | $ 215 | 96,287 | (44,094) |
Balance (in shares) at Mar. 31, 2020 | 21,522,000 | |||
Issuance of common stock under employee stock purchase plan | 23 | 23 | ||
Issuance of common stock under employee stock purchase plan (in shares) | 7,000 | |||
Stock-based compensation expense | 230 | 230 | ||
Repurchase of common stock | (469) | $ (1) | (468) | |
Repurchase of common stock (in shares) | (139,000) | |||
Net loss | (3,141) | (3,141) | ||
Balance at Jun. 30, 2020 | 49,051 | $ 214 | 96,072 | (47,235) |
Balance (in shares) at Jun. 30, 2020 | 21,390,000 | |||
Balance at Dec. 31, 2020 | $ 45,670 | $ 214 | 96,104 | (50,648) |
Balance (in shares) at Dec. 31, 2020 | 21,378,833 | 21,379,000 | ||
Issuance of unrestricted stock | $ 1 | (1) | ||
Issuance of unrestricted stock (in shares) | 131,000 | |||
Shares surrendered by employees to pay taxes related to unrestricted stock | $ (54) | (54) | ||
Shares surrendered by employees to pay taxes related to unrestricted stock (in shares) | (16,000) | |||
Stock-based compensation expense | 197 | 197 | ||
Net loss | (1,448) | (1,448) | ||
Balance at Mar. 31, 2021 | 44,365 | $ 215 | 96,246 | (52,096) |
Balance (in shares) at Mar. 31, 2021 | 21,494,000 | |||
Balance at Dec. 31, 2020 | $ 45,670 | $ 214 | 96,104 | (50,648) |
Balance (in shares) at Dec. 31, 2020 | 21,378,833 | 21,379,000 | ||
Net loss | $ (2,990) | |||
Balance at Jun. 30, 2021 | $ 43,287 | $ 215 | 96,710 | (53,638) |
Balance (in shares) at Jun. 30, 2021 | 21,501,208 | 21,501,000 | ||
Balance at Mar. 31, 2021 | $ 44,365 | $ 215 | 96,246 | (52,096) |
Balance (in shares) at Mar. 31, 2021 | 21,494,000 | |||
Issuance of common stock under employee stock purchase plan | 25 | 25 | ||
Issuance of common stock under employee stock purchase plan (in shares) | 7,000 | |||
Stock-based compensation expense | 439 | 439 | ||
Net loss | (1,542) | (1,542) | ||
Balance at Jun. 30, 2021 | $ 43,287 | $ 215 | $ 96,710 | $ (53,638) |
Balance (in shares) at Jun. 30, 2021 | 21,501,208 | 21,501,000 |
Description of the Company and
Description of the Company and Basis of Presentation | 6 Months Ended |
Jun. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Description of the Company and Basis of Presentation | Note 1 – Description of the Company and Basis of Presentation Description of the Company We are a global leader in biometrics software offerings and solutions. Our portfolio enables government agencies and commercial entities to enroll, identify, authenticate and enable using biometrics, which comprise physiological characteristics, such as fingerprints, faces, irises and voices. • Enroll: Register biometric identities into an organization’s secure database • Identify: Utilize an organization’s secure database to accurately identify individuals using biometric data • Authenticate: Provide frictionless multi-factor, passwordless access to secured accounts and databases with biometric verification • Enable: Manage the lifecycle of secure identities through optimized biometric interchanges We have been engaged in this business since 1993. Our comprehensive portfolio of biometric solutions is based on innovative, robust products designed explicitly for ease of integration, including customer-managed and integration ready biometric frameworks, platforms, software development kits (SDKs) and services. Principal government applications of biometrics systems include border control, visa applicant screening, law enforcement, national defense, intelligence, secure credentialing, access control, and background checks. Principal commercial applications include mobile enrollment, user authentication, identity proofing, and secure transaction enablement. Our products span multiple biometric modalities including fingerprint, face, iris and voice, and provide interoperable, standards-compliant, field-proven biometric functionality. Our products are used to capture, verify, format, compress and decompress biometric images as well as aggregate, analyze, process, match and transport those images and templates within biometric systems. For large deployments, we may provide project management and software engineering services. We sell our biometrics software products and services globally through a multifaceted distribution strategy using systems integrators, original equipment manufacturers (OEMs), value added resellers (VARs), partners, and directly to end user customers. Certain amounts in the consolidated financial statements and associated notes may not add due to rounding. All percentages have been calculated using unrounded amounts. Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and therefore do not include all information and notes necessary for a complete presentation of our financial position, results of operations and cash flows, in conformity with generally accepted accounting principles. We filed audited financial statements which included all information and notes necessary for such presentation for the two years ended December 31, 2020 in conjunction with our 2020 Annual Report on Form 10-K. This Form 10-Q should be read in conjunction with that Form 10-K. The accompanying unaudited consolidated balance sheets, statements of operations, statements of cash flows, and statements of stockholders’ equity reflect all adjustments (consisting only of normal recurring items) which are, in the opinion of management, necessary for a fair presentation of financial position at June 30, 2021, and of operations and cash flows for the interim periods ended June 30, 2021 and 2020. The results of operations for the interim period ended June 30, 2021 are not necessarily indicative of the results to be expected for the year. Principles of Consolidation The consolidated financial statements include the accounts of Aware, Inc. and its subsidiary, Aware Security Corporation. Intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of our financial statements in conformity with accounting principles generally accepted in the United States of America requires us 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 amount of revenues and expenses during the reporting period. The most significant estimates included in the financial statements pertain to revenue recognition, reserves for doubtful accounts, valuation of intangible assets and goodwill recorded as part of the combinations and valuation allowance for deferred income tax assets. Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses of Financial Instruments Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) Effective Dates, |
Revenue Recognition
Revenue Recognition | 6 Months Ended |
Jun. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenue Recognition | Note 2 – Revenue Recognition We recognize revenue in accordance with Accounting Standards Codification (“ASC”) Topic 606, “Revenue from Contracts with Customers” (“ASC 606”). Under ASC 606, 1. Identify the contract with the customer; 2. Identify the performance obligations in the contract; 3. Determine the transaction price; 4. Allocate the transaction price to the performance obligations in the contract; and 5. Recognize revenue when (or as) each performance obligation is satisfied. We categorize revenue as software licenses, software maintenance, or services and other. Revenue from software licenses is recognized at a point in time upon delivery, provided all other revenue recognition criteria are met. In addition to selling software licenses, software maintenance and software services on a standalone basis, a significant portion of our contracts include multiple performance obligations, which require an allocation of the transaction price to each distinct performance obligation based on a relative standalone selling price (“SSP) basis. The SSP is the price at which we would sell a promised good or service separately to a customer. The best estimate of SSP is the observable price of a good or service when we sell that good or service separately. A contractually stated price or a list price for a good or service may be the SSP of that good or service. We use a range of amounts to estimate SSP when we sell each of the goods and services separately and need to determine whether there is a discount that needs to be allocated based on the relative SSP of the various goods and services. In instances where SSP is not directly observable, such as when we do not sell the product or service separately, we typically determine the SSP using an adjusted market assessment approach using information that may include market conditions and other observable inputs. We typically have more than one SSP for individual goods and services due to the stratification of those goods and services by customer. In these instances, we may use information such as the nature of the customer and distribution channel in determining the SSP. When software licenses and significant customization engineering services are sold together, they are accounted for as a combined performance obligation, as the software licenses are generally highly dependent on, and interrelated with, the associated customization services and therefore are not distinct performance obligations. Revenue for the combined performance obligation is recognized over time as the services are delivered using an input method (i.e., labor hours incurred as a percentage of total labor hours budgeted). When subscription-based software is sold, the subscription-based software and software maintenance are generally considered distinct performance obligations. The transaction price is allocated to subscription-based software and the software maintenance based on relative SSP. We sell subscription-based software for a fixed fee and/or a usage-based royalty fee, sometimes subject to a minimum guarantee. When the amount is in the form of a fixed fee, including the guaranteed minimum in subscription-based royalties, revenue is allocated to the subscription-based software and recognized at a point in time upon delivery, provided all other revenue recognition criteria are met. Revenue allocated to the software maintenance is recognized over the contract term on a straight-line basis. Any subscription-based software fees earned not subject to the guaranteed minimum or earned in excess of the minimum amount are recognized as revenue when the subsequent usage occurs. Our contracts can include variable fees, such as the option to purchase additional usage of a previously delivered software license. We may also provide pricing concessions to clients, a business practice that also gives rise to variable fees in contracts. We include variable fees in the determination of total transaction price if it is not probable that a future significant reversal of revenue will occur. We use the expected value or most likely value amount, whichever is more appropriate for specific circumstances, to estimate variable consideration, and the estimates are based on the level of historical price concessions offered to clients. The amount of consideration is not adjusted for a significant financing component if the time between payment and the transfer of the related good or service is expected to be one year or less under the practical expedient in ASC 606-10-32-18. Our revenue arrangements are typically accounted for under such expedient, as payment is typically due within 30 to 60 days. As of June 30, 2021 and 2020, none of our contracts contained a significant financing component. Disaggregation of Revenues We organize ourselves into a single segment that reports to the chief operating decision maker. We conduct our operations in the United States and sell our products and services to domestic and international customers. Revenues were generated from the following geographic regions for the three and six months ended June 30, 2021 and 2020 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 United States $ 2,445 $ 1,156 $ 4,668 $ 3,167 United Kingdom 774 92 1,453 779 Brazil 261 210 646 491 Canada 140 199 221 337 Rest of World 644 233 1,694 635 $ 4,264 $ 1,890 $ 8,682 $ 5,409 Revenue by timing of transfer of goods or services for the three and six months ended June 30, 2021 and 2020 was (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Goods or services transferred at a point in time $ 1,614 $ 409 $ 4,021 $ 2,362 Goods or services transferred over time 2,650 1,481 4,661 3,047 $ 4,264 $ 1,890 $ 8,682 $ 5,409 Revenue by contract type for the three and six months ended June 30, 2021 and 2020 was (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 License and service contracts $ 3,927 $ 1,770 $ 7,561 $ 5,141 Subscription-based contracts 337 120 1,121 268 $ 4,264 $ 1,890 $ 8,682 $ 5,409 Revenue from subscription-based contracts include revenue that may be recognized as part of a fixed fee and or minimum guarantee as well as fees earned and allocated software maintenance. Contract Balances When the timing of our delivery of goods or services is different from the timing of payments made by customers, we recognize either a contract asset (performance precedes contractual due date) or a contract liability (customer payment precedes performance). Customers that prepay are represented by the deferred revenue below until the performance obligation is satisfied. Our contract assets consist of unbilled receivables. Our contract liabilities consist of deferred (unearned) revenue, which is generally related to software maintenance contracts. We classify deferred revenue as current or noncurrent based on the timing of when we expect to recognize revenue. The following table presents changes in our contract assets and liabilities during the three and six months ended June 30, 2020 and 2021 (in thousands): Balance at Beginning of Period Revenue Recognized In Advance of Billings Billings Balance at End of Period Three months ended June 30, 2020 Contract assets: Unbilled receivables $ 3,225 $ 77 $ (1,284 ) $ 2,018 Three months ended June 30, 2021 Contract assets: Unbilled receivables $ 2,482 $ 1,389 $ (1,004 ) $ 2,867 Balance at Beginning of Period Billings Revenue Recognized Balance at End of Period Three months ended June 30, 2020 Contract liabilities: Deferred revenue $ 2,617 $ 1,736 $ (1,392 ) $ 2,961 Three months ended June 30, 2021 Contract liabilities: Deferred revenue $ 3,543 $ 1,173 $ (1,769 ) $ 2,947 Balance at Beginning of Period Revenue Recognized In Advance of Billings Billings Balance at End of Period Six months ended June 30, 2020 Contract assets: Unbilled receivables $ 3,315 $ 260 $ (1,557 ) $ 2,018 Six months ended June 30, 2021 Contract assets: Unbilled receivables $ 2,229 $ 2,079 $ (1,441 ) $ 2,867 Balance at Beginning of Period Billings Revenue Recognized Balance at End of Period Six months ended June 30, 2020 Contract liabilities: Deferred revenue $ 2,837 $ 2,884 $ (2,760 ) $ 2,961 Six months ended June 30, 2021 Contract liabilities: Deferred revenue $ 3,933 $ 2,608 $ (3,594 ) $ 2,947 Remaining Performance Obligations Remaining performance obligations represent the transaction price from contracts for which work has not been performed or goods and services have not been delivered. We expect to recognize revenue on approximately 72% of the remaining performance obligations over the next 12 months, with the remainder recognized thereafter. As of June 30, 2021, the aggregate amount of the transaction price allocated to remaining performance obligations for contracts with a duration greater than one year was $2.1 million. |
Fair Value Measurements
Fair Value Measurements | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | Note 3 – Fair Value Measurements The FASB Codification defines fair value, and establishes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The three levels of the fair value hierarchy under the FASB Codification are: Level 1 – valuations that are based on quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date; Level 2 – valuations that are based on quoted prices in markets that are not active or for which all significant inputs are observable, either directly or indirectly; and Level 3 – valuations that require inputs that are both significant to the fair value measurement and unobservable. Cash and cash equivalents, which primarily include money market mutual funds, were $35.2 million and $38.6 million as of June 30, 2021 and December 31, 2020, respectively. As of June 30, 2021, our assets that are measured at fair value on a recurring basis and whose carrying values approximate their respective fair values included the following (in thousands): Fair Value Measurement at June 30, 2021 Using: Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Level 1) (Level 2) (Level 3) Money market funds (included in cash and cash equivalents) $ 33,450 $ — $ — Total $ 33,450 $ — $ — As of December 31, 2020, our assets that are measured at fair value on a recurring basis and whose carrying values approximate their respective fair values included the following (in thousands): Fair Value Measurement at December 31, 2020 Using: Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Level 1) (Level 2) (Level 3) Money market funds (included in cash and cash equivalents) $ 37,948 $ — $ — Total $ 37,948 $ — $ — |
Acquisition
Acquisition | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Acquisition | Note 4 – Acquisition In November 2020 The acquisition was accounted for as a business combination, whereby all the assets acquired, and liabilities assumed were recognized at fair value on the acquisition date, with any excess of the consideration transferred over the fair value of the net assets acquired recognized as goodwill. Unaudited pro forma results of operations assuming the above acquisition had taken place at the beginning of each period are not provided because the historical operating results and pro forma results would not be materially different from reported results for the periods presented. The fair values recorded were based on a valuation and the estimates and assumptions used in such valuation are subject to change, within the measurement period (up to one year from the acquisition date). The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of acquisition (in thousands): Net working capital, excluding deferred revenue $ 155 Customer relationships 940 Developed technology 280 Trade name / trademarks 20 Goodwill 1,651 Assets acquired 3,046 Deferred revenue (616 ) Net assets acquired $ 2,430 After allocating the purchase price to the assets acquired and liabilities assumed based on their fair values at the date of acquisition, we recorded goodwill of approximately $1.7 million. Goodwill largely consists of expected synergies to be realized from combining operations. The goodwill is deductible for income tax purposes. The fair values of intangible assets were based on valuations using the income approach. The fair value of intangible assets and their estimated useful lifes are as of June 30, 2021 are as follows (dollars in thousands): Useful Life Gross Amount Accumulated Amortization Net Book Value Customer relationships 8 years $ 940 $ 73 $ 867 Developed technology 5 years 280 35 245 Trade name trademarks 7 years 20 2 18 $ 1,240 $ 110 $ 1,130 During the three and six months ended June 30, 2021 we recorded $44 thousand and $88 thousand respectively, of intangible amortization. We expect to record amortization for the years ended December 31 (in thousands): 2021 $ 88 2022 176 2023 176 2024 176 2025 169 Thereafter 345 $ 1,130 |
Computation of Earnings per Sha
Computation of Earnings per Share | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Computation of Earnings per Share | Note 5 – Computation of Earnings per Share Basic earnings per share is computed by dividing net income or loss by the weighted average number of common shares outstanding. Diluted earnings per share is computed by dividing net income or loss by the weighted average number of common shares outstanding plus additional common shares that would have been outstanding if dilutive potential common shares had been issued. For the purposes of this calculation, stock options are considered common stock equivalents in periods in which they have a dilutive effect. Stock options that are anti-dilutive are excluded from the calculation. Potential common stock equivalents were not included in the per share calculation below for diluted earnings per share, because we had a net loss and the effect of their inclusion would be anti-dilutive. Net income (loss) per share is calculated as follows (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Net loss $ (1,542 ) $ (3,141 ) $ (2,990 ) $ (4,201 ) Shares outstanding: Weighted-average common shares outstanding 21,497 21,470 21,495 21,495 Diluted shares outstanding 21,497 21,470 21,495 21,495 Net loss per share – basic $ (0.07 ) $ (0.15 ) $ (0.14 ) $ (0.20 ) Net loss per share - diluted $ (0.07 ) $ (0.15 ) $ (0.14 ) $ (0.20 ) |
Equity and Stock-based Compensa
Equity and Stock-based Compensation | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Equity and Stock-based Compensation | Note 6 – Equity and Stock-based compensation The following table presents stock-based compensation expenses included in our unaudited consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Cost of services $ 6 $ 4 $ 8 $ 5 Research and development 66 52 97 56 Selling and marketing 74 48 107 73 General and administrative 293 126 424 179 Stock-based compensation expense $ 439 $ 230 $ 636 $ 313 Stock Options. We granted stock options for 2,875,000 shares in the six months ended June 30, 2021, and we granted stock options for 50,000 shares in the six months ended June 30, 2020. Unrestricted Stock Grants . We grant unrestricted shares of stock under our 2001 Nonqualified Stock Plan. Stock-based compensation expense for stock grants is determined based on the fair market value of our stock on the date of grant, provided the number of shares in the grant is fixed on the grant date. We granted shares of unrestricted stock in 2021 and 2020 that affected financial results for the three and six month periods ended June 30, 2021 and 2020. These grants are described below. In February 2021 we granted an aggregate 56,533 shares of unrestricted stock to directors. The shares are scheduled to be issued in two equal installments shortly after June 30, 2021 and December 31, 2021, provided each grantee is serving as a director, officer or employee on those dates. The total stock-based compensation expense related to these grants is $0.3 million, of which $0.1 million was charged to expense in the three and six months ended June 30, 2021. We anticipate the remaining $0.2 million will be charged to expense ratably over the remaining two quarters of 2021. In 2020 we granted 256,250 shares of unrestricted stock to directors, officers, and employees. I n March and May 2020, we granted 243,000 shares of unrestricted stock to directors, officers, and employees. The shares were issued in two equal installments shortly after June 30, 2020 and December 31, 2020. In October and November, we granted 13,250 shares of unrestricted stock to employees. In 2019 we granted 120,000 shares, of which 30,000 were issued in 2020 and which the rest will be issued in three equal installments on their anniversary in September and October of 2021, 2022, and 2023, provided the grantee is serving as a director, officer, or employee on those dates. The total stock-based compensation expense related to the 120,000 shares granted is $0.3 million of which $21,000 and $42,000 was charged to expense in the three months and six months ended June 30, 2020 and 2021 respectively We issued shares of common stock related to the March 2019 grant as follows: i) 58,548 net shares of common stock were issued in early July 2019 after employees surrendered 12,952 shares for which we paid $43,000 of withholding taxes on their behalf; and ii) 56,605 net shares of common stock were issued in early January 2020 after employees surrendered 14,895 shares for which we paid $50,000 of withholding taxes on their behalf. We issued 109,773 shares of common stock related to the March and May 2020 grant in early July 2020 after employees surrendered 11,727 shares for which we paid $0.1 million of withholding taxes on their behalf. We also issued 30,000 shares of common stock related to September and October 2019 grants in September and October 2020. We issued 115,403 shares of common stock related to the March, May and November 2020 grants in early January 2021 after employees surrendered 15,347 shares for which we paid $0.1 million of withholding taxes on their behalf. Performance Share Awards . In September 2019, we granted 20,000 shares of stock to an officer as a performance share award under our 2001 Nonqualified Stock Plan. The shares were issued in September 2019 and were forfeitable if the grantee was not serving as a director, officer or employee on March 19, 2020. Stock-based compensation expense for this stock grant was determined based on the fair market value of our stock on the date of grant, as the number of shares in the grant was fixed on the grant date. The total stock-based compensation expense related to this grant was $55,000, of which $12,000 and $24,000 was charged to expense in the three and six months ended June 30, 2020 respectively and no expense in the six months ended June 30, 2021. In October 2019, we granted 10,000 shares of stock to an officer as a performance share award under our 2001 Nonqualified Stock Plan. The shares were issued in October 2019 and were forfeitable if the grantee was not serving as a director, officer or employee on April 1, 2020. Stock-based compensation expense for this stock grant was determined based on the fair market value of our stock on the date of grant, as the number of shares in the grant was fixed on the grant date. The total stock-based compensation expense related to this grant was $29,000, of which $0 and $14,000 was charged to expense in the three and six months ended June 30, 2020 respectively and no expense was charged with respect to this grant in the six months ended June 30, 2021. Share Purchases - On April 30, 2020, our Board of Directors approved a program authorizing us to purchase up to $10 million of our common stock, of which $1.0 million had been utilized to repurchase shares as of June 30, 2021. During the three and six months ended June 30, 2021 we did not repurchase any shares of our common stock. During the three and six months ended June 30, 2020, we repurchased 139,000 shares of our common stock for $0.5 million. The shares may be purchased from time to time in the open market or through privately negotiated transactions at management’s discretion, depending upon market conditions and other factors. The authorization to repurchase shares of our common stock expires on December 31, 2021. Repurchases will be made under the program using our own cash resources and will been accordance with Rule 10b-18 under the Securities Exchange Act of 1934 and other applicable laws, rules and regulations. The program does not obligate us to acquire any particular amount of common stock and the program may be modified or suspended at any time at our Board of Director’s discretion |
Income Taxes
Income Taxes | 6 Months Ended |
Jun. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Note 7 – Income Taxes During the three and six months ended June 30, 2021, we recorded no income tax benefits for the net operating losses incurred or for the research and development tax credits generated due to the uncertainty of realizing a benefit from those items. During the three and six months ended June 30, 2020, we recorded $0.5 million and $0.7 million, respectively, of income tax benefits for the net operating loss. We have evaluated the positive and negative evidence bearing upon our ability to realize our deferred tax assets, which primarily consist of net operating loss carryforwards and research and development tax credits. We considered the history of cumulative net losses, estimated future taxable income and prudent and feasible tax planning strategies and we have concluded that it is more likely than not that we will not realize the benefits of deferred tax assts. As a result, as of June 30, 2021 and December 31, 2020, we recorded a full valuation allowance against our net deferred tax assts. The Coronavirus Aid, Relief and Economic Security Act (CARES Act) was signed into law on March 27, 2020. The CARES Act contained specific relief and stimulus measures including allowing net operating losses originating in 2018 through 2020 to be carried back five years to offset taxable income in the carryback period. Separately, the enactment of the Tax Cut and Jobs Act in 2017 allowed taxpayers to claim a refund for alternative minimum tax credits over a period of years. The CARES Act enacted during the first quarter of 2020 allows for the entire amount of the credit to be refunded. We have reviewed the impact of the CARES Act enactment on the income tax provision and have determined that, as a result of the net operating loss carryback provision, we can obtain a tax benefit if we were to carry back the forecasted 2020 net operating loss to the five year carryback period. The carryback of the estimated loss would result in a refundable federal tax credit of approximately $1.5 million and an increase in research credit carryforwards previously utilized. The federal tax credit can be refunded in the future, if we decide to carry back the loss reported on the filed 2020 tax return instead of electing to carry the loss forward. Since we have not filed the 2020 tax return as of June 30, 2021, we have recorded the federal tax credit as a long-term receivable. Due to the recent loss history, continued investments in the Company, and our future projections of income, we will benefit from the 2020 loss to the extent of the available tax refund and will maintain a full valuation allowance on all other deferred tax assets, including any increase in research credit carryforward resulting from a potential carryback. As of June 30, 2021, we have not made a determination on whether to elect to carry forward the 2020 operating loss, however, the federal tax refund potential on carryback represents a minimum tax benefit we can obtain from the estimated 2020 loss. We can realize a tax benefit to the extent of the carryback refund potential as it is considered a source of income against which to utilize the 2020 estimated loss. |
Potential Sale of Building
Potential Sale of Building | 6 Months Ended |
Jun. 30, 2021 | |
Potential Sale Of Building [Abstract] | |
Potential Sale of Building Text Block | Note 8 – Potential Sale of Building On April 26, 2021 (the “Contract Date”), we entered into an Agreement of Purchase and Sale (the “Purchase and Sale Agreement”) with FDS Bedford, LLC or its designee (the “Purchaser”). The Purchase and Sale Agreement provides that Aware is obligated to sell the property it owns at 40 Middlesex Turnpike, Bedford, Massachusetts (the “Property”) to the Purchaser for $8,000,000 (the “Transaction”), subject to the Purchaser notifying Aware within 180 days after the Contract Date that it wishes to proceed with the closing of the Transaction (the “Closing”) and further subject to the satisfaction or waiver on or before the Closing of the conditions set forth in the Purchase and Sale Agreement. Until such time, if ever, that the Purchaser delivers to us a written notice indicating its intention to proceed with the Transaction (the “Affirmation Notice”), which Affirmation Notice must be given on or prior to the date that is 180 days after the Contract Date (the “Due Diligence Period”), the Purchaser is under no obligation to complete the Transaction. The Purchaser may choose not to complete the Transaction for any or no reason, including as a result of its due diligence review of the Property, as a result of changes in the Purchaser’s business plans or as a result of the Purchaser not winning certain business it may be bidding for. The Purchaser is obligated to deposit $125,000 with a title company within five days following the Contract Date. The deposit will be credited against the $8,000,000 purchase price at the Closing. If the Purchaser delivers the Affirmation Notice to Aware, the Closing will occur 45 days after the expiration of the Due Diligence Period. The Closing is subject to the satisfaction or waiver on or before the Closing of the conditions set forth in the Purchase and Sale Agreement, including (a) Aware’s representations and warranties in the Purchase and Sale Agreement being true and correct in all material respects as of the Closing; (b) Aware having performed all of its obligations under the Purchase and Sale Agreement; (c) good and marketable fee simple title to the land and improvements forming part of the Property being insurable at standard rates; (d) Aware delivering a quitclaim deed to the Property; and (e) the Property being free and clear of all tenants, occupants and licensees other than Aware. We currently occupy the Property. We are entitled to continue to occupy the Property for a period of approximately 90 days following the Closing at no cost to us. We are obligated to maintain the Property it occupies in first class condition and repair during this period. We will be obligated to pay certain brokerage commissions at the Closing. |
Description of the Company an_2
Description of the Company and Basis of Presentation (Policies) | 6 Months Ended |
Jun. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying unaudited consolidated financial statements have been prepared in accordance with the instructions for Form 10-Q and therefore do not include all information and notes necessary for a complete presentation of our financial position, results of operations and cash flows, in conformity with generally accepted accounting principles. We filed audited financial statements which included all information and notes necessary for such presentation for the two years ended December 31, 2020 in conjunction with our 2020 Annual Report on Form 10-K. This Form 10-Q should be read in conjunction with that Form 10-K. The accompanying unaudited consolidated balance sheets, statements of operations, statements of cash flows, and statements of stockholders’ equity reflect all adjustments (consisting only of normal recurring items) which are, in the opinion of management, necessary for a fair presentation of financial position at June 30, 2021, and of operations and cash flows for the interim periods ended June 30, 2021 and 2020. The results of operations for the interim period ended June 30, 2021 are not necessarily indicative of the results to be expected for the year. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Aware, Inc. and its subsidiary, Aware Security Corporation. Intercompany accounts and transactions have been eliminated in consolidation. |
Use of Estimates | Use of Estimates The preparation of our financial statements in conformity with accounting principles generally accepted in the United States of America requires us 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 amount of revenues and expenses during the reporting period. The most significant estimates included in the financial statements pertain to revenue recognition, reserves for doubtful accounts, valuation of intangible assets and goodwill recorded as part of the combinations and valuation allowance for deferred income tax assets. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In December 2019, the Financial Accounting Standards Board (“FASB”) issued Accounting Standard Update (“ASU”) No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses of Financial Instruments Financial Instruments – Credit Losses (Topic 326), Derivatives and Hedging (Topic 815), and Leases (Topic 842) Effective Dates, |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Revenues Generated from Geographic Regions | Revenues were generated from the following geographic regions for the three and six months ended June 30, 2021 and 2020 (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 United States $ 2,445 $ 1,156 $ 4,668 $ 3,167 United Kingdom 774 92 1,453 779 Brazil 261 210 646 491 Canada 140 199 221 337 Rest of World 644 233 1,694 635 $ 4,264 $ 1,890 $ 8,682 $ 5,409 |
Schedule of Revenue by Timing of Transfer of Goods or Services | Revenue by timing of transfer of goods or services for the three and six months ended June 30, 2021 and 2020 was (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Goods or services transferred at a point in time $ 1,614 $ 409 $ 4,021 $ 2,362 Goods or services transferred over time 2,650 1,481 4,661 3,047 $ 4,264 $ 1,890 $ 8,682 $ 5,409 |
Schedule of Revenue by Contract Type | Revenue by contract type for the three and six months ended June 30, 2021 and 2020 was (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 License and service contracts $ 3,927 $ 1,770 $ 7,561 $ 5,141 Subscription-based contracts 337 120 1,121 268 $ 4,264 $ 1,890 $ 8,682 $ 5,409 |
Schedule of Changes in Contract Assets and Liabilities | The following table presents changes in our contract assets and liabilities during the three and six months ended June 30, 2020 and 2021 (in thousands): Balance at Beginning of Period Revenue Recognized In Advance of Billings Billings Balance at End of Period Three months ended June 30, 2020 Contract assets: Unbilled receivables $ 3,225 $ 77 $ (1,284 ) $ 2,018 Three months ended June 30, 2021 Contract assets: Unbilled receivables $ 2,482 $ 1,389 $ (1,004 ) $ 2,867 Balance at Beginning of Period Billings Revenue Recognized Balance at End of Period Three months ended June 30, 2020 Contract liabilities: Deferred revenue $ 2,617 $ 1,736 $ (1,392 ) $ 2,961 Three months ended June 30, 2021 Contract liabilities: Deferred revenue $ 3,543 $ 1,173 $ (1,769 ) $ 2,947 Balance at Beginning of Period Revenue Recognized In Advance of Billings Billings Balance at End of Period Six months ended June 30, 2020 Contract assets: Unbilled receivables $ 3,315 $ 260 $ (1,557 ) $ 2,018 Six months ended June 30, 2021 Contract assets: Unbilled receivables $ 2,229 $ 2,079 $ (1,441 ) $ 2,867 Balance at Beginning of Period Billings Revenue Recognized Balance at End of Period Six months ended June 30, 2020 Contract liabilities: Deferred revenue $ 2,837 $ 2,884 $ (2,760 ) $ 2,961 Six months ended June 30, 2021 Contract liabilities: Deferred revenue $ 3,933 $ 2,608 $ (3,594 ) $ 2,947 |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of assets measured at fair value on a recurring basis | As of June 30, 2021, our assets that are measured at fair value on a recurring basis and whose carrying values approximate their respective fair values included the following (in thousands): Fair Value Measurement at June 30, 2021 Using: Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Level 1) (Level 2) (Level 3) Money market funds (included in cash and cash equivalents) $ 33,450 $ — $ — Total $ 33,450 $ — $ — As of December 31, 2020, our assets that are measured at fair value on a recurring basis and whose carrying values approximate their respective fair values included the following (in thousands): Fair Value Measurement at December 31, 2020 Using: Quoted Prices in Active Markets for Identical Assets Significant Other Observable Inputs Significant Unobservable Inputs (Level 1) (Level 2) (Level 3) Money market funds (included in cash and cash equivalents) $ 37,948 $ — $ — Total $ 37,948 $ — $ — |
Acquisition (Tables)
Acquisition (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Business Combinations [Abstract] | |
Summary of Fair Value of Assets Acquired and Liabilities Assumed At Date of Acquisition | The following table summarizes the fair values of the assets acquired and liabilities assumed at the date of acquisition (in thousands): Net working capital, excluding deferred revenue $ 155 Customer relationships 940 Developed technology 280 Trade name / trademarks 20 Goodwill 1,651 Assets acquired 3,046 Deferred revenue (616 ) Net assets acquired $ 2,430 |
Summary of Fair Value of Intangible Assets and Estimated Useful Lifes | The fair values of intangible assets were based on valuations using the income approach. The fair value of intangible assets and their estimated useful lifes are as of June 30, 2021 are as follows (dollars in thousands): Useful Life Gross Amount Accumulated Amortization Net Book Value Customer relationships 8 years $ 940 $ 73 $ 867 Developed technology 5 years 280 35 245 Trade name trademarks 7 years 20 2 18 $ 1,240 $ 110 $ 1,130 |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | During the three and six months ended June 30, 2021 we recorded $44 thousand and $88 thousand respectively, of intangible amortization. We expect to record amortization for the years ended December 31 (in thousands): 2021 $ 88 2022 176 2023 176 2024 176 2025 169 Thereafter 345 $ 1,130 |
Computation of Earnings per S_2
Computation of Earnings per Share (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Earnings Per Share [Abstract] | |
Schedule of Net Income (Loss) Per Share | Net income (loss) per share is calculated as follows (in thousands, except per share data): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Net loss $ (1,542 ) $ (3,141 ) $ (2,990 ) $ (4,201 ) Shares outstanding: Weighted-average common shares outstanding 21,497 21,470 21,495 21,495 Diluted shares outstanding 21,497 21,470 21,495 21,495 Net loss per share – basic $ (0.07 ) $ (0.15 ) $ (0.14 ) $ (0.20 ) Net loss per share - diluted $ (0.07 ) $ (0.15 ) $ (0.14 ) $ (0.20 ) |
Equity and Stock-based Compen_2
Equity and Stock-based Compensation (Tables) | 6 Months Ended |
Jun. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Schedule of Stock-based Compensation Expenses Included in Unaudited Consolidated Statements of Operations | The following table presents stock-based compensation expenses included in our unaudited consolidated statements of operations (in thousands): Three Months Ended June 30, Six Months Ended June 30, 2021 2020 2021 2020 Cost of services $ 6 $ 4 $ 8 $ 5 Research and development 66 52 97 56 Selling and marketing 74 48 107 73 General and administrative 293 126 424 179 Stock-based compensation expense $ 439 $ 230 $ 636 $ 313 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) $ in Millions | 6 Months Ended |
Jun. 30, 2021USD ($) | |
Revenue From Contract With Customer [Abstract] | |
Practical expedient for financing components | true |
Minimum period of payment of transaction price in contract with customer | 30 days |
Maximum period of payment of transaction price in contract with customer | 60 days |
Percentage of remaining performance obligations expected to be recognized as revenue | 72.00% |
Minimum period of remaining performance obligations | 12 months |
Revenue recognition performance obligation transaction price | $ 2.1 |
Revenue, Practical Expedient, Incremental Cost of Obtaining Contract [true false] | true |
Revenue Recognition - Revenues
Revenue Recognition - Revenues Generated Following Geographic Regions (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 4,264 | $ 1,890 | $ 8,682 | $ 5,409 |
Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 4,264 | 1,890 | 8,682 | 5,409 |
Operating Segments | United States | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 2,445 | 1,156 | 4,668 | 3,167 |
Operating Segments | United Kingdom | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 774 | 92 | 1,453 | 779 |
Operating Segments | Brazil | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 261 | 210 | 646 | 491 |
Operating Segments | Canada | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 140 | 199 | 221 | 337 |
Operating Segments | Rest of World | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 644 | $ 233 | $ 1,694 | $ 635 |
Revenue Recognition - Revenue b
Revenue Recognition - Revenue by Timing of Transfer of Goods or Services (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 4,264 | $ 1,890 | $ 8,682 | $ 5,409 |
Goods or services transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,614 | 409 | 4,021 | 2,362 |
Goods or services transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 2,650 | $ 1,481 | $ 4,661 | $ 3,047 |
Revenue Recognition - Schedule
Revenue Recognition - Schedule of Revenue by Contract Type (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 4,264 | $ 1,890 | $ 8,682 | $ 5,409 |
License and service contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 1,723 | 409 | 4,090 | 2,381 |
Operating Segments | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 4,264 | 1,890 | 8,682 | 5,409 |
Operating Segments | License and service contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | 3,927 | 1,770 | 7,561 | 5,141 |
Operating Segments | Subscription-based contracts | ||||
Disaggregation of Revenue [Line Items] | ||||
Total revenue | $ 337 | $ 120 | $ 1,121 | $ 268 |
Revenue Recognition - Changes i
Revenue Recognition - Changes in Contract Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | ||||
Unbilled receivables, Balance at Beginning of Period | $ 2,482 | $ 3,225 | $ 2,229 | $ 3,315 |
Unbilled receivables, Revenue Recognized In Advance of Billings | 1,389 | 77 | 2,079 | 260 |
Unbilled receivables, Billings | (1,004) | (1,284) | (1,441) | (1,557) |
Unbilled receivables, Balance at End of Period | $ 2,867 | $ 2,018 | $ 2,867 | $ 2,018 |
Revenue Recognition - Changes_2
Revenue Recognition - Changes in Contract Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Revenue From Contract With Customer [Abstract] | ||||
Deferred revenue, Balance at Beginning of Period | $ 3,543 | $ 2,617 | $ 3,933 | $ 2,837 |
Deferred revenue, Billings | 1,173 | 1,736 | 2,608 | 2,884 |
Deferred revenue, Revenue Recognized | (1,769) | (1,392) | (3,594) | (2,760) |
Deferred revenue, Balance at End of Period | $ 2,947 | $ 2,961 | $ 2,947 | $ 2,961 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional information (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 |
Fair Value Disclosures [Abstract] | ||||
Cash and cash equivalents | $ 35,192 | $ 38,565 | $ 44,951 | $ 47,742 |
Fair Value Measurements - Asset
Fair Value Measurements - Assets Measured at Fair Value on a Recurring Basis (Details) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 |
Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Schedule of Available-for-sale Securities | ||
Total | $ 33,450 | $ 37,948 |
Significant Other Observable Inputs (Level 2) | ||
Schedule of Available-for-sale Securities | ||
Total | 0 | 0 |
Significant Unobservable Inputs (Level 3) | ||
Schedule of Available-for-sale Securities | ||
Total | 0 | 0 |
Money market funds (included in cash and cash equivalents) | Quoted Prices in Active Markets for Identical Assets (Level 1) | ||
Schedule of Available-for-sale Securities | ||
Money market funds (included in cash and cash equivalents) | 33,450 | 37,948 |
Money market funds (included in cash and cash equivalents) | Significant Other Observable Inputs (Level 2) | ||
Schedule of Available-for-sale Securities | ||
Money market funds (included in cash and cash equivalents) | 0 | 0 |
Money market funds (included in cash and cash equivalents) | Significant Unobservable Inputs (Level 3) | ||
Schedule of Available-for-sale Securities | ||
Money market funds (included in cash and cash equivalents) | $ 0 | $ 0 |
Acquisition - Additional Inform
Acquisition - Additional Information (Details) - USD ($) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | |
Nov. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2020 | |
Business Acquisition [Line Items] | ||||
Goodwill | $ 1,651 | $ 1,651 | $ 1,651 | |
Bill of Sale and Assignment Agreement | ||||
Business Acquisition [Line Items] | ||||
Cash consideration to acquire business | $ 2,400 | |||
Business acquisition date of agreement | Nov. 30, 2020 | |||
Goodwill | $ 1,651 | |||
Amortization of intangible assets | $ 44 | $ 88 |
Acquisition - Summary of Fair V
Acquisition - Summary of Fair Value of Assets Acquired and Liabilities Assumed At Date of Acquisition (Details) - USD ($) $ in Thousands | Jun. 30, 2021 | Dec. 31, 2020 | Nov. 30, 2020 |
Business Acquisition [Line Items] | |||
Goodwill | $ 1,651 | $ 1,651 | |
Bill of Sale and Assignment Agreement | |||
Business Acquisition [Line Items] | |||
Net working capital, excluding deferred revenue | $ 155 | ||
Goodwill | 1,651 | ||
Assets acquired | 3,046 | ||
Deferred revenue | (616) | ||
Net assets acquired | 2,430 | ||
Customer Relationships | Bill of Sale and Assignment Agreement | |||
Business Acquisition [Line Items] | |||
Intangible assets acquired | 940 | ||
Developed Technology | Bill of Sale and Assignment Agreement | |||
Business Acquisition [Line Items] | |||
Intangible assets acquired | 280 | ||
Trade Name / Trademarks | Bill of Sale and Assignment Agreement | |||
Business Acquisition [Line Items] | |||
Intangible assets acquired | $ 20 |
Acquisition - Summary of Fair_2
Acquisition - Summary of Fair Value of Intangible Assets and Estimated Useful Lifes (Details) - USD ($) $ in Thousands | 1 Months Ended | |
Nov. 30, 2020 | Dec. 31, 2020 | |
Acquired Finite Lived Intangible Assets [Line Items] | ||
Net Book Value | $ 1,130 | |
Bill of Sale and Assignment Agreement | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 1,240 | |
Accumulated Amortization | 110 | |
Net Book Value | $ 1,130 | |
Customer Relationships | Bill of Sale and Assignment Agreement | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Useful Life | 8 years | |
Gross Amount | $ 940 | |
Accumulated Amortization | 73 | |
Net Book Value | $ 867 | |
Developed Technology | Bill of Sale and Assignment Agreement | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Useful Life | 5 years | |
Gross Amount | $ 280 | |
Accumulated Amortization | 35 | |
Net Book Value | $ 245 | |
Trade name trademarks | Bill of Sale and Assignment Agreement | ||
Acquired Finite Lived Intangible Assets [Line Items] | ||
Useful Life | 7 years | |
Gross Amount | $ 20 | |
Accumulated Amortization | 2 | |
Net Book Value | $ 18 |
Acquisition - Schedule of Finit
Acquisition - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) $ in Thousands | Dec. 31, 2020USD ($) |
Finite Lived Intangible Assets Net Amortization Expense Rolling Maturity [Abstract] | |
2021 | $ 88 |
2022 | 176 |
2023 | 176 |
2024 | 176 |
2025 | 169 |
Thereafter | 345 |
Net Book Value | $ 1,130 |
Computation of Earnings per S_3
Computation of Earnings per Share - Net Income (Loss) per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Jun. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2020 | Mar. 31, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Earnings Per Share [Abstract] | ||||||
Net loss | $ (1,542) | $ (1,448) | $ (3,141) | $ (1,060) | $ (2,990) | $ (4,201) |
Shares outstanding: | ||||||
Weighted-average common shares outstanding | 21,497 | 21,470 | 21,495 | 21,495 | ||
Diluted shares outstanding | 21,497 | 21,470 | 21,495 | 21,495 | ||
Net loss per share – basic | $ (0.07) | $ (0.15) | $ (0.14) | $ (0.20) | ||
Net loss per share – diluted | $ (0.07) | $ (0.15) | $ (0.14) | $ (0.20) |
Equity and Stock-based Compen_3
Equity and Stock-based Compensation - Summary of Stock-based Compensation Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 439 | $ 230 | $ 636 | $ 313 |
Cost of services | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 6 | 4 | 8 | 5 |
Research and development | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 66 | 52 | 97 | 56 |
Selling and marketing | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | 74 | 48 | 107 | 73 |
General and administrative | ||||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||||
Total stock-based compensation expense | $ 293 | $ 126 | $ 424 | $ 179 |
Equity and Stock-based Compen_4
Equity and Stock-based Compensation - Stock Option Grants and Unrestricted Stock Grants (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||||||||||||
Feb. 28, 2021installmentshares | Jan. 31, 2021USD ($)shares | Nov. 30, 2020shares | Oct. 31, 2020shares | Sep. 30, 2020shares | Jul. 31, 2020USD ($)shares | May 31, 2020shares | Mar. 31, 2020shares | Jan. 31, 2020USD ($)shares | Jul. 31, 2019USD ($)shares | Jun. 30, 2021USD ($) | Jun. 30, 2020USD ($) | Jun. 30, 2021USD ($)shares | Dec. 31, 2020installment | Jun. 30, 2020USD ($)shares | Dec. 31, 2020shares | Dec. 31, 2019USD ($)installmentshares | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Total stock-based compensation expense | $ 439 | $ 230 | $ 636 | $ 313 | |||||||||||||
2001 Nonqualified Stock Plan | March 2019 Grant | Directors, officers and employees | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of stock options granted | shares | 56,605 | 58,548 | |||||||||||||||
Number of common stock shares surrendered by employees withholding taxes | shares | 14,895 | 12,952 | |||||||||||||||
Common stock value surrendered by employees withholding taxes | $ 50,000 | $ 43,000 | |||||||||||||||
Stock options | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of stock options granted | shares | 2,875,000 | 50,000 | |||||||||||||||
Unrestricted Stock | 2001 Nonqualified Stock Plan | 2019 Grant | Directors | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of unrestricted stock granted | shares | 56,533 | ||||||||||||||||
Number of installment | installment | 2 | ||||||||||||||||
Total stock-based compensation expense | $ 300 | ||||||||||||||||
Stock-based compensation expense charged to expense | 100 | 100 | |||||||||||||||
Remaining stock based compensation expense | 200 | 200 | |||||||||||||||
Unrestricted Stock | 2001 Nonqualified Stock Plan | 2019 Grant | Directors, officers and employees | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of unrestricted stock granted | shares | 30,000 | 120,000 | |||||||||||||||
Number of installment | installment | 3 | ||||||||||||||||
Total stock-based compensation expense | $ 300 | ||||||||||||||||
Stock-based compensation expense charged to expense | 42,000 | 21,000 | 42,000 | $ 21,000 | |||||||||||||
Remaining stock based compensation expense | $ 200 | ||||||||||||||||
Unrestricted Stock | 2001 Nonqualified Stock Plan | 2020 Grant | Directors, officers and employees | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Total stock-based compensation expense | 700 | ||||||||||||||||
Stock-based compensation expense charged to expense | $ 200 | $ 200 | |||||||||||||||
Remaining stock based compensation expense | $ 500 | $ 500 | |||||||||||||||
Unrestricted Stock | 2001 Nonqualified Stock Plan | 2020 Grant | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of shares granted (in shares) | shares | 13,250 | 13,250 | |||||||||||||||
Unrestricted Stock | 2001 Nonqualified Stock Plan | 2020 Grant | Directors, officers and employees | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of installment | installment | 2 | ||||||||||||||||
Number of shares granted (in shares) | shares | 243,000 | 243,000 | 256,250 | ||||||||||||||
Unrestricted Stock | 2001 Nonqualified Stock Plan | March and May 2020 Grant | Directors, officers and employees | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of stock options granted | shares | 109,773 | ||||||||||||||||
Number of common stock shares surrendered by employees withholding taxes | shares | 11,727 | ||||||||||||||||
Common stock value surrendered by employees withholding taxes | $ 100 | ||||||||||||||||
Unrestricted Stock | 2001 Nonqualified Stock Plan | September and October 2019 Grant | Directors, officers and employees | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of stock options granted | shares | 30,000 | 30,000 | |||||||||||||||
Unrestricted Stock | 2001 Nonqualified Stock Plan | March, May and November 2020 Grant | Directors, officers and employees | |||||||||||||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||||||||||||||
Number of stock options granted | shares | 115,403 | ||||||||||||||||
Number of common stock shares surrendered by employees withholding taxes | shares | 15,347 | ||||||||||||||||
Common stock value surrendered by employees withholding taxes | $ 100 |
Equity and Stock-based Compen_5
Equity and Stock-based Compensation - Performance Share Awards (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 6 Months Ended | ||
Sep. 30, 2019 | Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Total stock-based compensation expense | $ 439,000 | $ 230,000 | $ 636,000 | $ 313,000 | |
Performance Share Awards | 2001 Nonqualified Stock Plan | Officer | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of shares granted (in shares) | 20,000 | ||||
Total stock-based compensation expense | 12,000 | 0 | 24,000 | ||
Share based compensation expense for the total grant | $ 55,000 | ||||
Performance Share Awards | 2001 Nonqualified Stock Plan | Officer | October 2019 Grant | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of shares granted (in shares) | 10,000 | ||||
Total stock-based compensation expense | $ 0 | $ 0 | $ 14,000 | ||
Share based compensation expense for the total grant | $ 29,000 |
Equity and Stock-based Compen_6
Equity and Stock-based Compensation - Share Purchases (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | Apr. 30, 2020 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Value of shares repurchased | $ 469 | ||||
Share Purchases | |||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||||
Number of common stock authorized for repurchase | $ 10,000 | ||||
Amount utilized under the program to repurchase shares | $ 1,000 | ||||
Number of stock repurchase | 0 | 139,000 | 0 | 139,000 | |
Value of shares repurchased | $ 500 | $ 500 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2021 | Jun. 30, 2020 | Jun. 30, 2021 | Jun. 30, 2020 | |
Income Tax Disclosure [Abstract] | ||||
Income tax benefits for net operating losses | $ 0 | $ 541,000 | $ 0 | $ 680,000 |
Estimated benefit of federal tax refund | $ 1,500,000 | $ 1,500,000 |
Potential Sale of Building - Ad
Potential Sale of Building - Additional Information (Details) - Purchase and Sale Agreement - FDS Bedford, LLC | Apr. 26, 2021USD ($) |
Potential Sale of Building [Line Items] | |
Purchase obligation | $ 8,000,000 |
Purchase obligation, term | 180 days |
Due diligence period | 180 days |
Purchaser obligated deposit | $ 125,000 |
Purchaser obligated deposit period | 5 days |
Affirmation notice period | 45 days |
Property occupy period | 90 days |