Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2017 | May 01, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | EDGW | |
Entity Registrant Name | EDGEWATER TECHNOLOGY INC/DE/ | |
Entity Central Index Key | 1,017,968 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 13,439,400 |
Unaudited Condensed Consolidate
Unaudited Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 17,674 | $ 19,693 |
Accounts receivable, net of allowance of $150 | 25,366 | 25,661 |
Prepaid expenses and other current assets | 1,781 | 1,208 |
Total current assets | 44,821 | 46,562 |
Property and equipment, net | 536 | 623 |
Intangible assets, net | 7,677 | 8,378 |
Goodwill | 29,983 | 29,983 |
Deferred tax assets, net | 23,627 | 19,031 |
Other assets | 227 | 228 |
Total assets | 106,871 | 104,805 |
Current liabilities: | ||
Accounts payable | 587 | 634 |
Accrued liabilities | 13,717 | 13,497 |
Contingent earnout consideration | 8,929 | 8,089 |
Deferred revenue | 1,922 | 1,811 |
Total current liabilities | 25,155 | 24,031 |
Revolving credit facility | 5,000 | 5,000 |
Total liabilities | 30,155 | 29,031 |
Stockholders' equity: | ||
Preferred stock, $.01 par value; 2,000 shares authorized, no shares issued or outstanding | ||
Common stock, $.01 par value; 48,000 shares authorized, 29,736 shares issued as of March 31, 2017 and December 31, 2016, 13,388 and 12,878 shares outstanding as of March 31, 2017 and December 31, 2016, respectively | 297 | 297 |
Paid-in capital | 205,611 | 207,445 |
Treasury stock, at cost, 16,348 and 16,858 shares at March 31, 2017 and December 31, 2016, respectively | (104,262) | (108,335) |
Accumulated other comprehensive loss | (582) | (580) |
Retained deficit | (24,348) | (23,053) |
Total stockholders' equity | 76,716 | 75,774 |
Total liabilities and stockholders' equity | $ 106,871 | $ 104,805 |
Unaudited Condensed Consolidat3
Unaudited Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance | $ 150 | $ 150 |
Preferred stock, par value | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 48,000,000 | 48,000,000 |
Common stock, shares issued | 29,736,000 | 29,736,000 |
Common stock, shares outstanding | 13,388,000 | 12,878,000 |
Treasury stock, shares | 16,348,000 | 16,858,000 |
Unaudited Condensed Consolidat4
Unaudited Condensed Consolidated Statements of Comprehensive Loss - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue: | ||
Service revenue | $ 25,135 | $ 28,215 |
Software revenue | 2,531 | 2,029 |
Reimbursable expenses | 1,464 | 1,654 |
Total revenue | 29,130 | 31,898 |
Cost of revenue: | ||
Project and personnel costs | 16,286 | 18,240 |
Software costs | 1,392 | 1,254 |
Reimbursable expenses | 1,464 | 1,654 |
Total cost of revenue | 19,142 | 21,148 |
Gross profit | 9,988 | 10,750 |
Operating expenses: | ||
Selling, general and administrative | 9,938 | 9,886 |
Named executive officer severance | 3,371 | |
Consent solicitation expense | 666 | 58 |
Change in fair value of contingent earnout consideration | 604 | |
Direct acquisition costs | 430 | |
Depreciation and amortization | 808 | 1,004 |
Total operating expenses | 15,387 | 11,378 |
Operating loss | (5,399) | (628) |
Other expense, net | 233 | 625 |
Loss before income taxes | (5,632) | (1,253) |
Tax benefit | (2,945) | (490) |
Net loss | (2,687) | (763) |
Comprehensive loss: | ||
Currency translation adjustments | (2) | 54 |
Total comprehensive loss | $ (2,689) | $ (709) |
Net loss per share: | ||
Basic net loss per share of common stock | $ (0.21) | $ (0.06) |
Diluted net loss per share of common stock | $ (0.21) | $ (0.06) |
Shares used in computing basic net loss per share of common stock | 12,971 | 11,790 |
Shares used in computing diluted net loss per share of common stock | 12,971 | 11,790 |
Unaudited Condensed Consolidat5
Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net loss | $ (2,687) | $ (763) |
Adjustments to reconcile net loss to net cash used in operating activities, excluding the impact of acquisitions: | ||
Depreciation and amortization | 808 | 1,004 |
Share-based compensation expense | 510 | 477 |
Deferred income taxes | (3,204) | (622) |
Accretion of contingent earnout consideration | 236 | 733 |
Change in fair value of contingent earnout consideration | 604 | |
Recovery of doubtful accounts | (29) | |
Excess tax benefit from stock options | 101 | |
Changes in operating accounts, net of acquisition: | ||
Accounts receivable | 275 | (1,146) |
Prepaid expenses and other current assets | (572) | (1,614) |
Accounts payable | (47) | 375 |
Accrued liabilities and other liabilities | 220 | (3,339) |
Deferred revenue | 111 | (375) |
Net cash used in operating activities | (3,743) | (5,153) |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Net cash used to acquire Zero2Ten/Branchbird/M2 Dynamics | (93) | |
Purchases of property and equipment | (19) | (43) |
Net cash used in investing activities | (19) | (136) |
CASH FLOWS FROM FINANCING ACTIVITES: | ||
Proceeds from employee stock plans and stock option exercises | 1,730 | 1,317 |
Excess tax benefit from stock options | (101) | |
Net cash provided by financing activities | 1,730 | 1,216 |
Effects of exchange rates on cash | 13 | 59 |
Net decrease in cash and cash equivalents | (2,019) | (4,014) |
CASH AND CASH EQUIVALENTS, beginning of period | 19,693 | 11,981 |
CASH AND CASH EQUIVALENTS, end of period | 17,674 | 7,967 |
SUPPLEMENTAL DISCLOSURES OF CASH FLOW INFORMATION: | ||
Cash paid for income taxes | 40 | 40 |
Issuance of restricted stock awards | $ 0 | $ 0 |
Organization
Organization | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | 1. ORGANIZATION: Edgewater Technology, Inc. helps the C-suite drive transformational change through its unique selection of business and technology services and channel-based solutions. Classic consulting disciplines (such as business advisory, process improvement, organizational change management, M&A due diligence, and domain expertise) are blended with technical services (such as digital transformation, technical roadmaps, data and analytics services, custom development and system integration) to help organizations leverage investments in legacy IT assets to create new digital business models. The Company delivers product based consulting in both the Enterprise Performance Management (“EPM”) and Enterprise Resource Planning (“ERP”) areas both on premise and in the cloud. Within the EPM offering, our Oracle channel, Edgewater Ranzal, provides Business Analytics solutions leveraging Oracle EPM, Business Intelligence (“BI”) and Big Data technologies. Within the ERP offering, our Microsoft channel, Edgewater Fullscope delivers Dynamics AX ERP, Business Intelligence and CRM solutions primarily in the manufacturing space. In this Quarterly Report on Form 10-Q (the “Form 10-Q”), we use the terms “Edgewater,” “Edgewater Technology,” “we,” “our Company,” “the Company,” “our” and “us” to refer to Edgewater Technology, Inc. and its wholly-owned subsidiaries, which are described in our 2016 Annual Report on Form 10-K, as filed with the Securities and Exchange Commission (the “SEC”) on March 15, 2017 (the “2016 Form 10-K”). |
Basis of Presentation
Basis of Presentation | 3 Months Ended |
Mar. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Basis of Presentation | 2. BASIS OF PRESENTATION: The accompanying unaudited condensed consolidated financial statements have been prepared by Edgewater pursuant to the rules and regulations of the SEC regarding interim financial reporting. Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to those rules and regulations, although we believe that the disclosures made are adequate to ensure the information presented is not misleading. The accompanying unaudited condensed consolidated financial statements reflect all adjustments (which were of a normal, recurring nature) that, in the opinion of management, are necessary to present fairly our financial position, results of operations and cash flows as of and for the interim periods presented. All intercompany transactions have been eliminated in the accompanying unaudited condensed consolidated financial statements. These financial statements should be read in conjunction with the audited financial statements and notes thereto included in our 2016 Form 10-K. The results of operations for the three months ended March 31, 2017 are not necessarily indicative of the results to be expected for any future period or the full fiscal year. Our revenue and earnings may fluctuate from quarter-to-quarter based on factors within and outside our control, including variability in demand for information technology professional services, the length of the sales cycle associated with our service offerings, the number, size and scope of our projects and the efficiency with which we utilize our employees. Other comprehensive loss consists of net loss plus or minus any currency translation adjustments. |
Business Combinations
Business Combinations | 3 Months Ended |
Mar. 31, 2017 | |
Business Combinations [Abstract] | |
Business Combinations | 3. BUSINESS COMBINATIONS: M2 Dynamics Inc. (“M2 Dynamics”): The Company initially estimated total fair value of the purchase price consideration to be $19.8 million. The initial cash consideration paid at close consisted of the $16.1 million base purchase price plus $596 thousand attributable to a net working capital adjustment. The initial cash consideration paid by the Company was increased by $3.0 million, representing the adjusted fair value estimate of additional contingent earnout consideration that may be earned by M2 Dynamics, which is described in more detail below. During the quarter ended March 31, 2016, the Company increased total purchase price consideration of the M2 Dynamics Acquisition, resulting in an increase to the carrying value of goodwill, by $93 thousand. The increase is attributable to the final true-up of excess net working capital delivered by M2 Dynamics at the closing of the transaction. An earnout agreement was entered into in connection with the M2 Dynamics Acquisition under which M2 Dynamics is eligible to receive additional contingent consideration. Contingent earnout consideration to be paid, if any, to M2 Dynamics will be based upon the achievement of certain performance measures (and is not impacted by continued employment status of M2 Dynamics owners) over a one-year earnout period, concluding on December 21, 2016. The maximum amount of contingent earnout consideration that can be earned by M2 Dynamics is capped at $6.6 million. During the three-month periods ended March 31, 2017 and December 31, 2016, the Company recorded changes in fair value of the estimated earnout consideration to be achieved (as a result of better than forecasted financial performance). These changes in estimate resulted in an expense of $651 thousand and $662 thousand, respectively, (which was recorded as a component of change in fair value of contingent earnout consideration in the accompanying condensed consolidated statements of comprehensive income). In December 2016, M2 Dynamics completed its twelve-month earnout period, during which certain performance measurements were achieved. Accordingly, M2 Dynamics will receive additional contingent consideration related to the earnout period in the amount of $5.1 million. This additional contingent consideration was paid during the second quarter of 2017. In addition to the above payments, the Company incurred approximately $430 thousand and $801 thousand in direct transaction costs, which were expensed (within direct acquisition costs on the consolidated statement of comprehensive income (loss)) in the years ended December 31, 2016 and 2015, respectively. In connection with the M2 Dynamics Acquisition, the Company made certain preliminary estimates related to the fair value of assets acquired, liabilities assumed, contingent earnout consideration, identified intangibles and goodwill. The Company performed a fair value allocation of the purchase price among assets, liabilities and identified intangible assets. The final allocation of the purchase price was as follows: Total Life (In Years) (In Thousands) Accounts receivable $ 2,878 Other assets 21 Accounts payable and accrued expenses (866 ) Customer relationships 7,700 6 Years Goodwill (deductible for tax purposes) 10,038 Total purchase price $ 19,771 The M2 Dynamics Acquisition was accounted for as a purchase transaction, and accordingly, the results of comprehensive income (loss), commencing December 21, 2015, are included in the Company’s accompanying consolidated statement of comprehensive income (loss). Acquisition of Branchbird LLC (“Branchbird”): The Company determined the total allocable purchase price consideration to be $4.2 million. The initial cash consideration paid at closing was $2.7 million, net of $19 thousand attributable to a net working capital adjustment. The initial consideration paid by the Company was increased by $1.4 million, representing our initial estimate of the fair value of additional contingent earnout consideration that may be earned by Branchbird, which is described in more detail below. In addition to the above payments, the Company incurred approximately $340 thousand in direct transaction costs, which were expensed (within direct acquisition costs on the consolidated statement of comprehensive income (loss)) during the year ended December 31, 2015. An earnout agreement was entered into in connection with the Branchbird Acquisition under which Branchbird is eligible to receive additional contingent consideration. Contingent earnout consideration to be paid, if any, to Branchbird will be based upon the achievement of certain performance measures (and is not impacted by continued employment status of Branchbird owners) over two consecutive one-year earnout periods, concluding on August 16, 2017. The maximum amount of contingent earnout consideration that can be earned by Branchbird is capped at $2.4 million. The Company continually examines actual results in comparison to financial metrics utilized in the earnout calculation and assesses the carrying value of the contingent earnout consideration. During the three-month period ended December 31, 2016, the Company recorded a change in fair value of the estimated earnout consideration to be achieved (as a result of lower than forecasted revenue performance). This change in estimate resulted in a reversal of $221 thousand (which was recorded as a component of change in fair value of contingent earnout consideration in the accompanying condensed consolidated statements of comprehensive income). Also, during the three-month period ended June 30, 2016, the Company recorded a change in fair value of the estimated earnout consideration to be achieved (as a result of lower than forecasted revenue performance). This change in estimate resulted in a reversal of $798 thousand (which was recorded as a component of change in fair value of contingent earnout consideration in the accompanying condensed consolidated statements of comprehensive income). As of March 31, 2017, the Company had recorded an accrual of $797 thousand related to Branchbird contingent earnout consideration. In connection with the Branchbird Acquisition, the Company made certain estimates related to the fair value of assets acquired, liabilities assumed, contingent earnout consideration, identified intangibles and goodwill. The Company performed a fair value allocation of the purchase price among assets, liabilities and identified intangible assets. The final allocation of the purchase price was as follows: Total Life (In Years) (In Thousands) Accounts receivable $ 540 Other assets 16 Accounts payable and accrued expenses (86 ) Customer relationships 2,100 5 Goodwill (deductible for tax purposes) 1,613 Total purchase price $ 4,183 The Branchbird Acquisition was accounted for as a purchase transaction, and accordingly, the results of operations, commencing August 17, 2015, are included in the Company’s accompanying consolidated statement of comprehensive income (loss). Pro forma financial information related to the Branchbird Acquisition is not presented as the effect of this acquisition was not material to the Company. Acquisition of Zero2Ten, Inc. (“Zero2Ten”): The Company determined the total allocable purchase price consideration to be $9.0 million. The initial cash consideration paid at closing was $4.5 million. The cash paid at closing consisted of the $5.0 million purchase price less $457 thousand attributable to a net working capital adjustment. The initial consideration paid by the Company was increased by $4.4 million, representing its initial estimate of the fair value estimate of additional contingent earnout consideration that may be earned by Zero2Ten, which is described in more detail below. In addition to the above payments, the Company incurred approximately $613 thousand in direct transaction costs, which were expensed (within direct acquisition costs on the consolidated statement of comprehensive income (loss)) during the year ended December 31, 2015. An earnout agreement was entered into in connection with the Zero2Ten Acquisition under which Zero2Ten is eligible to receive additional contingent consideration. Contingent earnout consideration to be paid, if any, to Zero2Ten will be based upon the achievement of certain performance measures (and is not impacted by continued employment status of Zero2Ten shareholders) over two consecutive one-year earnout periods, concluding on March 13, 2017. In March 2016, Zero2Ten completed its first twelve-month earnout period, during which certain performance measurements were achieved. Accordingly, Zero2Ten received additional contingent consideration related to the first earnout period in the amount of $3.9 million. During the three-month periods ended March 31, 2017, December 31, 2016 and June 30, 2016, we reversed $47 thousand, $238 thousand and $130 thousand, respectively, of accrued contingent earnout consideration (reported as a part of change in fair value of contingent earnout consideration in our condensed consolidated statements of comprehensive income) associated with the completion of the first earnout period and the projected completion of the second earnout period, as it was determined that current forecasts are slightly below those originally utilized in determining the fair value of the contingent earnout consideration. In March 2017, Zero2Ten completed its second twelve-month earnout period, during which certain performance measurements were achieved. Accordingly, Zero2Ten will receive additional contingent consideration related to the first earnout period in the amount of $3.0 million. This additional contingent consideration is expected to be paid during the second quarter of 2017. In connection with the Zero2Ten Acquisition, the Company made certain estimates related to the fair value of assets acquired, liabilities assumed, contingent earnout consideration, identified intangibles and goodwill. The Company performed a fair value allocation of the purchase price among assets, liabilities and identified intangible assets. The final allocation of the purchase price was as follows: Total Life (In Years) (In Thousands) Accounts receivable $ 1,596 Other assets 142 Deferred revenue (1,158 ) Accounts payable and accrued expenses (580 ) Customer relationships 2,800 5 Goodwill (deductible for tax purposes) 6,210 Total purchase price $ 9,010 The Zero2Ten Acquisition was accounted for as a purchase transaction, and accordingly, the results of operations, commencing March 13, 2015, are included in the Company’s accompanying consolidated statement of comprehensive income (loss). Pro forma financial information related to the Zero2Ten Acquisition is not presented as the effect of this acquisition was not material to the Company. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2017 | |
Text Block [Abstract] | |
Revenue Recognition | 4. REVENUE RECOGNITION: Our Company recognizes revenue primarily through the provision of consulting services and the resale of third-party, off-the-shelf software and maintenance. We recognize revenue by providing consulting services under written service contracts with our customers. The service contracts we enter into generally fall into three specific categories: time and materials, fixed-price and retainer. We consider amounts to be earned once evidence of an arrangement has been obtained, services are delivered, fees are fixed or determinable and collectability is reasonably assured. We establish billing terms at the time at which the project deliverables and milestones are agreed. Our standard payment terms are 30 days from invoice date. Out-of-pocket reimbursable expenses charged to customers are reflected as revenue. When a customer enters into a time and materials, fixed-price or a periodic retainer-based contract, the Company recognizes revenue in accordance with its evaluation of the deliverables in each contract. If the deliverables represent separate units of accounting, the Company then measures and allocates the consideration from the arrangement to the separate units, based on vendor specific objective evidence (“VSOE”) of the value for each deliverable. The revenue under time and materials contracts is recognized as services are rendered and performed at contractually agreed upon rates. Revenue pursuant to fixed-price contracts is recognized under the proportional performance method of accounting. We routinely evaluate whether revenue and profitability should be recognized in the current period. We estimate the proportional performance on our fixed-price contracts on a monthly basis utilizing hours incurred to date as a percentage of total estimated hours to complete the project. This method is used because reasonably dependable estimates of costs and revenue earned can be made, based on historical experience and milestones identified in any particular contract. If we do not have a sufficient basis to measure progress toward completion, revenue is recognized upon completion of performance, subject to any warranty provisions or other project management assessments as to the status of work performed. Estimates of total project costs are continually monitored during the term of an engagement. There are situations where the number of hours to complete projects may exceed our original estimate, as a result of an increase in project scope, unforeseen events that arise, or the inability of the client or the delivery team to fulfill their responsibilities. Accordingly, recorded revenues and costs are subject to revision throughout the life of a project based on current information and historical trends. Such revisions may result in increases or decreases to revenue and income and are reflected in the consolidated financial statements in the periods in which they are first identified. If our initial estimates of the resources required or the scope of work to be performed on a contract are inaccurate, or we do not manage the project properly within the planned time period, a provision for estimated losses on incomplete projects is made. Any known or probable losses on projects are charged to operations in the period in which such losses are determined. A formal project review process takes place quarterly, although projects are evaluated on an ongoing basis. Management reviews the estimated total direct costs on each contract to determine if the estimated amounts are accurate, and estimates are adjusted as needed in the period identified. No material losses were recognized on contracts during the three-month periods ended March 31, 2017 or 2016. We also perform services on a monthly retainer basis under infrastructure service contracts, which include monthly hosting and support services. Revenue under periodic retainer-based contracts is recognized ratably over the contract period, as outlined within the respective contract. In the event additional services are required, above the minimum retained or contracted amount, then such services are billed on a time and materials basis. Typically, the Company provides warranty services on its fixed-price contracts related to providing customers with the ability to have any “design flaws” remedied and/or have our Company “fix” routine defects. The warranty services, as outlined in the respective contracts, are provided for a specific period of time after a project is complete. The Company values the warranty services based upon historical labor hours incurred for similar services at standard billing rates. Revenue related to the warranty provisions within our fixed-price contracts is recognized as the services are performed or the revenue is earned. The warranty period is typically for a 30-60 day period after the project is complete. Customer prepayments, even if nonrefundable, are deferred (classified as deferred revenue) and recognized over future periods as services are performed. Software revenue represents the resale of certain third-party off-the-shelf software and maintenance and is recorded on a gross basis provided we act as a principal in the transaction, which we have determined based upon several factors including, but not limited to, the fact that we have credit risk and we set the price to the end user. In the event we do not meet the requirements to be considered a principal in the software sale transaction and act as an agent, software revenue will be recorded on a net basis. Prior to the second quarter of 2013, we recorded substantially all of our software resale revenue on a gross basis (reporting the revenue and cost from the transaction in our consolidated statement of comprehensive income (loss)). However, beginning in the second quarter of 2013, due to changes in the nature of the terms of certain of our Microsoft Dynamics AX software resale arrangements, we began to recognize a portion of our software resale revenue on a net basis (reporting only the net profit from the transaction as revenue in our consolidated statement of comprehensive income (loss)). It is expected that the mix of software revenue we report on a gross verses net basis will continue to fluctuate in future periods. The majority of the software sold by the Company is delivered electronically. For software that is delivered electronically, we consider delivery to have occurred when the customer either (a) takes possession of the software via a download (that is, when the customer takes possession of the electronic data on its hardware), or (b) has been provided with access codes that allow the customer to take immediate possession of the software on its hardware pursuant to an agreement or purchase order for the software. The Company enters into multiple element arrangements which typically include software, post-contract support (or maintenance), and consulting services. Consistent with the software described above, maintenance that is in the form of a pass through transaction is recognized upon delivery of the software, as all related warranty and maintenance is performed by the primary software vendor and not the Company. Maintenance fee revenue for the Company’s software products, which is inconsequential in all years presented, is recognized ratably over the term of the arrangements, which are generally for a one-year period. The Company has established VSOE with respect to the services provided based on the price charged when the services are sold separately. The Company has established VSOE for maintenance based upon the stated renewal rate. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | 5. SHARE-BASED COMPENSATION: Share-based compensation expense under all of the Company’s share-based plans was $510 thousand and $477 thousand for the three-month periods ended March 31, 2017 and 2016, respectively. Cash received from the employee stock purchase plan (“ESPP”) and through stock option exercises was $1.7 million and $1.3 million during the three-month periods ended March 31, 2017 and 2016, respectively. As of March 31, 2017, unrecognized compensation expense, net of estimated forfeitures, related to the unvested portion of all share-based compensation arrangements was approximately $354 thousand and is expected to be recognized over a weighted-average period of 0.9 years. The Company intends to use previously purchased treasury shares for shares issued for options, restricted share awards and ESPP purchases. Shares may also be issued from authorized but unissued share reserves. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 6. INCOME TAXES: The Company recorded tax benefits of $(2.9) million and $(490) thousand for the three-month periods ended March 31, 2017 and 2016, respectively. The reported tax benefits for the three-month periods ended March 31, 2017 and 2016, are based upon estimated annual effective tax rates of 52.3% and 39.1%, respectively. The effective tax rates reflected our combined Federal and state income tax rates, foreign income tax provisions and the recognition of U.S. deferred tax liabilities for differences between the book and tax basis of goodwill. We assess the realizability of our deferred tax assets and assess the need for a valuation allowance on an ongoing basis. The periodic assessment of the net carrying value of our deferred tax assets under the applicable accounting rules is highly judgmental. We are required to consider all available positive and negative evidence in evaluating the likelihood that we will be able to realize the benefit of our deferred tax assets in the future. Such evidence includes scheduled reversals of deferred tax liabilities, projected future taxable income, tax planning strategies and the results of recent operations. Since this evaluation requires consideration of events that may occur some years into the future, there is significant judgment involved, and our conclusion could be materially different should certain of our expectations not transpire. When assessing all available evidence, we consider the extent to which we have generated pre-tax income or losses over the most recent three-year period to be an important piece of objective evidence. As of March 31, 2017 and December 31, 2016, the recorded deferred tax asset valuation allowance balance was $8.2 million. Our policy is to classify interest and penalties related to unrecognized tax benefits as income tax expense. This policy has been consistently applied in all periods. No such amounts were recognized in the three-month periods ended March 31, 2017 or 2016. We have reviewed the tax positions taken, or to be taken, in our tax returns for all tax years currently open to examination by a taxing authority. We have identified no uncertain tax positions for which it is reasonably possible that the total amount of unrecognized tax benefits will significantly increase or decrease within the twelve months ending March 31, 2018. We remain subject to examination until the statute of limitations expires for each respective tax jurisdiction. The Company adopted the recent Accounting Standards Update related to stock-based compensation during the three-month period ended March 31, 2017. This adoption had an impact on the tax treatment for stock option exercises during the quarter (as well as a cumulative adjustment for prior period activity). In connection with the adoption of this standard, all excess tax benefits and tax deficiencies will be recognized in the statement of comprehensive income in the period in which they occur. The Company recognized $241 thousand of tax expense related to current period stock option exercises and the Company has also recorded a $1.4 million cumulative adjustment to retained earnings to present the impact of prior period activity in accordance with the newly adopted standard. |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 7. FAIR VALUE MEASUREMENT: We utilize the following valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels as follows: • Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. • Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. • Level 3 inputs are unobservable inputs based on our own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based upon the lowest level input that is significant to the fair value measurement. As of March 31, 2017 and December 31, 2016, our only financial assets and liabilities required to be measured on a recurring basis were our contingent earnout consideration liabilities. The following table represents the Company’s fair value hierarchy for its financial assets and liabilities required to be measured on a recurring basis: Basis of Fair Value Measurements Balance Quoted Prices Significant Significant (In Thousands) Balance at March 31, 2017: Financial liabilities: Contingent earnout consideration $ 8,929 $ — $ — $ 8,929 Total financial liabilities $ 8,929 $ — $ — $ 8,929 Balance at December 31, 2016: Financial liabilities: Contingent earnout consideration $ 8,089 $ — $ — $ 8,089 Total financial liabilities $ 8,089 $ — $ — $ 8,089 No financial instruments were transferred into or out of Level 3 classification during the three- month period ended March 31, 2017. The Company has classified its net liability for contingent earnout considerations relating to its Zero2Ten, Branchbird and M2 Dynamics Acquisitions within Level 3 of the fair value hierarchy because the fair value is determined using significant unobservable inputs, which included probability weighted cash flows. A description of these acquisitions is included within Note 3. The contingent earnout payments for each acquisition are based on the achievement of certain revenue and earnings before interest, taxes, depreciation and amortization targets. A reconciliation of the beginning and ending Level 3 net liabilities for the three-month period ended March 31, 2017 is as follows: Fair Value (Level 3) (In Thousands) Balance at December 31, 2016 $ 8,089 Accretion of contingent earnout consideration (included within other expense, net) 236 Change in fair value of contingent earnout consideration (included within selling, general and administrative expense) 604 Ending balance at March 31, 2017 $ 8,929 As of March 31, 2017 and December 31, 2016, the fair values of our other financial instruments, which include cash and cash equivalents, accounts receivable and accounts payable, approximate the carrying amounts of the respective asset and/or liability due to the short-term nature of these financial instruments. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 8. GOODWILL AND INTANGIBLE ASSETS: There have been no changes to the Company’s goodwill balance. Our annual goodwill and intangible assets measurement date is December 2. We amortize our intangible assets that have finite lives using either the straight-line method or based on estimated future cash flows to approximate the pattern in which the economic benefit of the asset will be utilized. Amortization expense was $698 thousand and $858 thousand during the three-month periods ended March 31, 2017 and 2016, respectively. This amortization expense relates to certain non-competition covenants and customer lists, which expire at various times through 2021. The Company recorded amortization from capitalized internally developed software (intellectual property) (reported as part of Cost of Revenue—software cost) of $3 thousand and $45 thousand during the three- month periods ended March 31, 2017 and 2016, respectively. Estimated annual amortization expense of our intangible assets (including amortization expense associated with capitalized software costs) for the current year and the following four years ending December 31, is as follows: Amortization (In Thousands) 2017 $ 2,804 2018 $ 2,240 2019 $ 1,712 2020 $ 1,057 2021 and beyond $ 565 |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 3 Months Ended |
Mar. 31, 2017 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | 9. ACCRUED EXPENSES AND OTHER LIABILITIES: Accrued liabilities as of March 31, 2017 and December 31, 2016 consisted of the following: March 31, December 31, (In Thousands) Accrued bonuses $ 2,890 $ 3,053 Accrued payroll related liabilities 3,524 2,614 Accrued vacation 2,926 2,243 Accrued commissions 1,150 2,537 Accrued software expense 813 844 Accrued contractor fees 395 455 Accrued professional service fees 404 344 Deferred rent 73 74 Income tax related accruals 373 166 Other accrued expenses 1,169 1,167 Total $ 13,717 $ 13,497 |
Net Loss Per Share
Net Loss Per Share | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | 10. NET LOSS PER SHARE: A reconciliation of net loss and weighted average shares used in computing basic and diluted net loss per share is as follows: Three Months Ended 2017 2016 Basic net loss per share: Net loss applicable to common shares $ (2,687 ) $ (763 ) Weighted average common shares outstanding 12,971 11,790 Basic net loss per share of common stock $ (0.21 ) $ (0.06 ) Diluted net loss per share: Net loss applicable to common shares $ (2,687 ) $ (763 ) Weighted average common shares outstanding 12,971 11,790 Dilutive effects of stock options — — Weighted average common shares, assuming dilutive effect of stock options 12,971 11,790 Diluted net loss per share of common stock $ (0.21 ) $ (0.06 ) Share-based awards, inclusive of all grants made under the Company’s equity plans, for which either the stock option exercise price or the fair value of the restricted share award exceeds the average market price over the period, have an anti-dilutive effect on earnings per share, and accordingly, are excluded from the diluted computations for all periods presented. Had such shares been included, shares for the diluted computation would have increased by approximately 194 and 109 thousand in the three-month periods ended March 31, 2017 and 2016, respectively. As of March 31, 2017 and 2016, there were approximately 2.5 million and 3.7 million share-based awards outstanding, respectively, under the Company’s equity plans. Options to purchase 1.7 million shares of common stock that were outstanding during the three months ended March 31, 2017 and 2016 were not included in the computation of diluted net loss per share due to the reported periodic loss. |
Stock Repurchase Program
Stock Repurchase Program | 3 Months Ended |
Mar. 31, 2017 | |
Equity [Abstract] | |
Stock Repurchase Program | 11. STOCK REPURCHASE PROGRAM: In December 2007, our Board of Directors (the “Board”) authorized a stock repurchase program for up to $5.0 million of common stock on the open market or through privately negotiated transactions from time-to-time through December 31, 2008 (the “Stock Repurchase Program”). The Board subsequently amended the Stock Repurchase Program, authorizing both an increase to and an extension of the Stock Repurchase Program. The Stock Repurchase Program, as amended, had a maximum purchase value of shares of $23.1 million (the “Purchase Authorization”) and was set to expire on September 23, 2016 (the “Repurchase Period”). On September 23, 2016, we announced that the Board had approved an extension of the Repurchase Period to September 22, 2017. The timing and amount of the purchases will be based upon market conditions, securities law considerations and other factors. The Stock Repurchase Program does not obligate the Company to acquire a specific number of shares in any period and may be modified, suspended, extended or discontinued at any time, without prior notice. The Company did not repurchase any shares of common stock during the three-month periods ended March 31, 2017 or 2016. |
Revolving Line of Credit
Revolving Line of Credit | 3 Months Ended |
Mar. 31, 2017 | |
Debt Disclosure [Abstract] | |
Revolving Line of Credit | 12. REVOLVING LINE OF CREDIT: In September 2013, the Company entered into a secured revolving credit facility (the “Credit Facility”). The Credit Facility was modified through an amendment in December 2015, which increased the borrowing base to $15 million (from the previous $10 million) with an additional accordion feature that allows the Company to request an additional $5.0 million as needed, extending the total credit facility borrowing capacity to $20 million over its three-year term. The Credit Facility is collateralized by substantially all assets of the Company and its domestic subsidiaries, and is subject to certain financial covenants. The Company was in compliance with the financial covenants (which are related to interest coverage and leverage) as of March 31, 2016. Under the terms of the Credit Facility, any advances will accrue interest at a variable per annum rate of interest equal to the LIBOR Rate plus 1.5%. Interest is due and payable, in arrears, on a monthly basis. The Company will be obligated to pay an annual commitment fee of 0.15% on the daily undrawn balance of the facility. Any amounts outstanding under the Credit Facility will be due on December 21, 2018. The Company had drawn down $5.0 million of this balance as of March 31, 2017. |
Geographic Information
Geographic Information | 3 Months Ended |
Mar. 31, 2017 | |
Text Block [Abstract] | |
Geographic Information | 13. GEOGRAPHIC INFORMATION Total revenue to unaffiliated customers by geographic area were as follows: For the Three-Months Ended March 31, 2017 2016 United States $ 25,100 $ 26,445 Canada 2,876 3,750 Other International 1,154 1,703 Total Revenue $ 29,130 $ 31,898 Substantially all of the Company’s long-lived assets are located within the United States. |
Segment Information
Segment Information | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Segment Information | 14. SEGMENT INFORMATION In accordance with the provisions of Topic 280, Segment Reporting to the FASB ASC (“ASC 280”), the Company determined that it has three operating segments (Enterprise Performance Management (“EPM”), Enterprise Resource Planning (“ERP”) and Classic Consulting). The EPM segment provides Business Analytics solutions leveraging Oracle EPM, BI and Big Data technologies. The ERP segment delivers Dynamics AX ERP, Business Intelligence and CRM solutions, primarily in the manufacturing space. The Classic Consulting segment provides business advisory services that are blended with technical services to help organizations leverage investments in legacy IT assets to create new digital business models. The Company’s chief operating decision maker evaluates performance using several factors, of which the primary financial measures are revenue and operating segment operating income. The accounting policies of the operating segments are the same as those described in Note 2 “Summary of Significant Accounting Policies”. Segment information for the three-month periods ended March 31, 2017 and 2016 were as follows: EPM ERP Classic Consulting Corporate Consolidated (In Thousands) March 31, 2017 Total revenue $ 14,308 $ 11,350 $ 3,472 $ — $ 29,130 Operating income (loss) $ 899 $ 929 $ (25 ) $ (7,202 ) $ (5,399 ) Depreciation and amortization expense $ 562 $ 198 $ 3 $ 45 $ 808 March 31, 2016 Total revenue $ 16,506 $ 10,836 $ 4,556 $ — $ 31,898 Operating income (loss) $ 1,640 $ 285 $ 977 $ (3,530 ) $ (628 ) Depreciation and amortization expense $ 720 $ 190 $ 46 $ 48 $ 1,004 The Company is not disclosing total assets for each of its reportable segments, as total assets by reportable segment is not a key metric provided to the Company’s chief operating decision maker. |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
M2 Dynamics [Member] | |
Summary of Preliminary Purchase Price Allocation | The Company performed a fair value allocation of the purchase price among assets, liabilities and identified intangible assets. The final allocation of the purchase price was as follows: Total Life (In Years) (In Thousands) Accounts receivable $ 2,878 Other assets 21 Accounts payable and accrued expenses (866 ) Customer relationships 7,700 6 Years Goodwill (deductible for tax purposes) 10,038 Total purchase price $ 19,771 |
Branchbird [Member] | |
Summary of Preliminary Purchase Price Allocation | The Company performed a fair value allocation of the purchase price among assets, liabilities and identified intangible assets. The final allocation of the purchase price was as follows: Total Life (In Years) (In Thousands) Accounts receivable $ 540 Other assets 16 Accounts payable and accrued expenses (86 ) Customer relationships 2,100 5 Goodwill (deductible for tax purposes) 1,613 Total purchase price $ 4,183 |
Zero2Ten [Member] | |
Summary of Preliminary Purchase Price Allocation | The Company performed a fair value allocation of the purchase price among assets, liabilities and identified intangible assets. The final allocation of the purchase price was as follows: Total Life (In Years) (In Thousands) Accounts receivable $ 1,596 Other assets 142 Deferred revenue (1,158 ) Accounts payable and accrued expenses (580 ) Customer relationships 2,800 5 Goodwill (deductible for tax purposes) 6,210 Total purchase price $ 9,010 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Company's Fair Value Hierarchy for its Financial Assets and Liabilities | The following table represents the Company’s fair value hierarchy for its financial assets and liabilities required to be measured on a recurring basis: Basis of Fair Value Measurements Balance Quoted Prices Significant Significant (In Thousands) Balance at March 31, 2017: Financial liabilities: Contingent earnout consideration $ 8,929 $ — $ — $ 8,929 Total financial liabilities $ 8,929 $ — $ — $ 8,929 Balance at December 31, 2016: Financial liabilities: Contingent earnout consideration $ 8,089 $ — $ — $ 8,089 Total financial liabilities $ 8,089 $ — $ — $ 8,089 |
Reconciliation of the Beginning and Ending Level 3 Net Liabilities | A reconciliation of the beginning and ending Level 3 net liabilities for the three-month period ended March 31, 2017 is as follows: Fair Value (Level 3) (In Thousands) Balance at December 31, 2016 $ 8,089 Accretion of contingent earnout consideration (included within other expense, net) 236 Change in fair value of contingent earnout consideration (included within selling, general and administrative expense) 604 Ending balance at March 31, 2017 $ 8,929 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Estimated Annual Amortization Expense of our Intangible Assets | Estimated annual amortization expense of our intangible assets (including amortization expense associated with capitalized software costs) for the current year and the following four years ending December 31, is as follows: Amortization (In Thousands) 2017 $ 2,804 2018 $ 2,240 2019 $ 1,712 2020 $ 1,057 2021 and beyond $ 565 |
Accrued Expenses and Other Li23
Accrued Expenses and Other Liabilities (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Payables and Accruals [Abstract] | |
Components of Accrued Liabilities | Accrued liabilities as of March 31, 2017 and December 31, 2016 consisted of the following: March 31, December 31, (In Thousands) Accrued bonuses $ 2,890 $ 3,053 Accrued payroll related liabilities 3,524 2,614 Accrued vacation 2,926 2,243 Accrued commissions 1,150 2,537 Accrued software expense 813 844 Accrued contractor fees 395 455 Accrued professional service fees 404 344 Deferred rent 73 74 Income tax related accruals 373 166 Other accrued expenses 1,169 1,167 Total $ 13,717 $ 13,497 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Earnings Per Share [Abstract] | |
Reconciliation of Net Income and Weighted Average Shares used in Computing Basic and Diluted Net Income Per Share | A reconciliation of net loss and weighted average shares used in computing basic and diluted net loss per share is as follows: Three Months Ended 2017 2016 Basic net loss per share: Net loss applicable to common shares $ (2,687 ) $ (763 ) Weighted average common shares outstanding 12,971 11,790 Basic net loss per share of common stock $ (0.21 ) $ (0.06 ) Diluted net loss per share: Net loss applicable to common shares $ (2,687 ) $ (763 ) Weighted average common shares outstanding 12,971 11,790 Dilutive effects of stock options — — Weighted average common shares, assuming dilutive effect of stock options 12,971 11,790 Diluted net loss per share of common stock $ (0.21 ) $ (0.06 ) |
Geographic Information (Tables)
Geographic Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Text Block [Abstract] | |
Schedule of Geographic Information | Total revenue to unaffiliated customers by geographic area were as follows: For the Three-Months Ended March 31, 2017 2016 United States $ 25,100 $ 26,445 Canada 2,876 3,750 Other International 1,154 1,703 Total Revenue $ 29,130 $ 31,898 |
Segment Information (Tables)
Segment Information (Tables) | 3 Months Ended |
Mar. 31, 2017 | |
Segment Reporting [Abstract] | |
Schedule of Segment Information | Segment information for the three-month periods ended March 31, 2017 and 2016 were as follows: EPM ERP Classic Consulting Corporate Consolidated (In Thousands) March 31, 2017 Total revenue $ 14,308 $ 11,350 $ 3,472 $ — $ 29,130 Operating income (loss) $ 899 $ 929 $ (25 ) $ (7,202 ) $ (5,399 ) Depreciation and amortization expense $ 562 $ 198 $ 3 $ 45 $ 808 March 31, 2016 Total revenue $ 16,506 $ 10,836 $ 4,556 $ — $ 31,898 Operating income (loss) $ 1,640 $ 285 $ 977 $ (3,530 ) $ (628 ) Depreciation and amortization expense $ 720 $ 190 $ 46 $ 48 $ 1,004 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) | Dec. 21, 2015USD ($) | Aug. 17, 2015USD ($) | Mar. 13, 2015USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Mar. 31, 2016USD ($) | Mar. 31, 2017USD ($)Earnout_Period | Dec. 31, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) |
Business Acquisition [Line Items] | |||||||||||
Initial cash consideration | $ 93,000 | ||||||||||
Increase in carrying value of goodwill | $ 0 | ||||||||||
Increase in total purchase price | $ 604,000 | ||||||||||
Direct acquisition costs | 430,000 | ||||||||||
M2 Dynamics [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition date | Dec. 21, 2015 | ||||||||||
Purchase price consideration | $ 19,800,000 | ||||||||||
Initial cash consideration | 16,100,000 | ||||||||||
Working capital adjustment | 596,000 | ||||||||||
Initial cash consideration increased | 3,000,000 | ||||||||||
Increase in carrying value of goodwill | $ 93,000 | ||||||||||
Earnout period | 1 year | ||||||||||
Earnout consideration | $ 6,600,000 | ||||||||||
Earnout period completed | 12 months | ||||||||||
Payment of contingent earnout consideration | $ 5,100,000 | ||||||||||
Direct transaction costs | 430,000 | $ 430,000 | $ 801,000 | ||||||||
Purchase price consideration | $ 19,771,000 | ||||||||||
M2 Dynamics [Member] | Restatement Adjustment [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Increase in total purchase price | $ 651,000 | 662,000 | |||||||||
Branchbird [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition date | Aug. 17, 2015 | ||||||||||
Purchase price consideration | $ 4,200,000 | ||||||||||
Initial cash consideration | 2,700,000 | ||||||||||
Working capital adjustment | 19,000 | ||||||||||
Initial cash consideration increased | 1,400,000 | ||||||||||
Earnout period | 1 year | ||||||||||
Earnout consideration | 2,400,000 | ||||||||||
Direct acquisition costs | 340,000 | ||||||||||
Number of consecutive earnout period | Earnout_Period | 2 | ||||||||||
Business combination, contingent earnout considerations accrual | $ 797,000 | $ 797,000 | |||||||||
Purchase price consideration | $ 4,183,000 | ||||||||||
Branchbird [Member] | Restatement Adjustment [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Increase in total purchase price | 221,000 | $ 798,000 | |||||||||
Zero2Ten [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Acquisition date | Mar. 13, 2015 | ||||||||||
Initial cash consideration | $ 4,500,000 | ||||||||||
Working capital adjustment | 457,000 | ||||||||||
Initial cash consideration increased | 4,400,000 | ||||||||||
Earnout period | 1 year | ||||||||||
Direct acquisition costs | $ 613,000 | ||||||||||
Number of consecutive earnout period | Earnout_Period | 2 | ||||||||||
Purchase price consideration | 9,010,000 | ||||||||||
Gross cash consideration | $ 5,000,000 | ||||||||||
Business combination, accrued contingent earnout considerations reversed | $ 47,000 | $ 238,000 | $ 47,000 | $ 238,000 | $ 130,000 | ||||||
Zero2Ten [Member] | First Earnout Period [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Earnout period completed | 12 months | ||||||||||
Payment of contingent earnout consideration | $ 3,900,000 | ||||||||||
Zero2Ten [Member] | Second Earnout Period [Member] | |||||||||||
Business Acquisition [Line Items] | |||||||||||
Earnout period completed | 12 months | ||||||||||
Payment of contingent earnout consideration | $ 3,000,000 |
Business Combinations - Summary
Business Combinations - Summary of Preliminary Purchase Price Allocation (Detail) - USD ($) $ in Thousands | Dec. 21, 2015 | Aug. 17, 2015 | Mar. 13, 2015 |
Branchbird [Member] | |||
Business Acquisition [Line Items] | |||
Customer relationships | 5 years | ||
Accounts receivable | $ 540 | ||
Other assets | 16 | ||
Accounts payable and accrued expenses | (86) | ||
Customer relationships | 2,100 | ||
Goodwill (deductible for tax purposes) | 1,613 | ||
Total purchase price | $ 4,183 | ||
Zero2Ten [Member] | |||
Business Acquisition [Line Items] | |||
Customer relationships | 5 years | ||
Accounts receivable | $ 1,596 | ||
Other assets | 142 | ||
Deferred revenue | (1,158) | ||
Accounts payable and accrued expenses | (580) | ||
Customer relationships | 2,800 | ||
Goodwill (deductible for tax purposes) | 6,210 | ||
Total purchase price | $ 9,010 | ||
M2 Dynamics [Member] | |||
Business Acquisition [Line Items] | |||
Customer relationships | 6 years | ||
Accounts receivable | $ 2,878 | ||
Other assets | 21 | ||
Accounts payable and accrued expenses | (866) | ||
Customer relationships | 7,700 | ||
Goodwill (deductible for tax purposes) | 10,038 | ||
Total purchase price | $ 19,771 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||
Standard payment terms to customers | 30 days | |
Losses recognized on fixed-price contracts | $ 0 | $ 0 |
Maintenance fee revenue recognition period | 1 year | |
Minimum [Member] | ||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||
Warranty period on fixed-price contracts | 30 days | |
Maximum [Member] | ||
Revenue Recognition, Multiple-deliverable Arrangements [Line Items] | ||
Warranty period on fixed-price contracts | 60 days |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Share-based Compensation [Abstract] | ||
Stock-based compensation expense under share based plans | $ 510 | $ 477 |
Proceeds from employee stock purchase plans and stock option exercises | 1,730 | $ 1,317 |
Unrecognized compensation expense | $ 354 | |
Expected weighted-average recognition period for unrecognized compensation expense | 10 months 24 days |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | ||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2016 | |
Income Tax Benefit [Line Items] | |||
Income tax expense(benefit) | $ (2,945,000) | $ (490,000) | |
Effective tax rate | 52.30% | 39.10% | |
Pre-tax income or losses period | 3 years | ||
Deferred tax asset valuation allowance | $ 8,200,000 | $ 8,200,000 | |
Interest and penalties related to unrecognized tax benefits | 0 | $ 0 | |
Uncertain tax portions | 0 | ||
Cumulative adjustment to retained earnings | 1,400,000 | ||
Stock Option Exercises [Member] | |||
Income Tax Benefit [Line Items] | |||
Income tax expense(benefit) | $ 241,000 |
Fair Value Measurement - Compan
Fair Value Measurement - Company's Fair Value Hierarchy for its Financial Assets and Liabilities (Detail) - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Financial liabilities: | ||
Total financial liabilities | $ 8,929 | $ 8,089 |
Zero2Ten and Branchbird Contingent Earnout Consideration [Member] | ||
Financial liabilities: | ||
Total financial liabilities | 8,929 | 8,089 |
Significant Unobservable Inputs (Level 3) [Member] | ||
Financial liabilities: | ||
Total financial liabilities | 8,929 | 8,089 |
Significant Unobservable Inputs (Level 3) [Member] | Zero2Ten and Branchbird Contingent Earnout Consideration [Member] | ||
Financial liabilities: | ||
Total financial liabilities | $ 8,929 | $ 8,089 |
Fair Value Measurement - Additi
Fair Value Measurement - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2017USD ($) | |
Fair Value Disclosures [Abstract] | |
Financial instruments transferred into or out of Level 3 classification | $ 0 |
Fair Value Measurement - Reconc
Fair Value Measurement - Reconciliation of the Beginning and Ending Level 3 Net Liabilities (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Accretion of contingent earnout consideration (included within other expense, net) | $ (236) | $ (733) |
Change in fair value of contingent earnout consideration (included within selling, general and administrative expense) | (604) | |
Significant Unobservable Inputs (Level 3) [Member] | Zero2Ten and Branchbird Contingent Earnout Consideration [Member] | ||
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Beginning balance | 8,089 | |
Accretion of contingent earnout consideration (included within other expense, net) | 236 | |
Change in fair value of contingent earnout consideration (included within selling, general and administrative expense) | 604 | |
Ending balance | $ 8,929 |
Goodwill and Intangible Asset35
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Changes in goodwill balance | $ 0 | |
Amortization expense of intangible assets | 698,000 | $ 858,000 |
Amortization from capitalized internally developed software | $ 3,000 | $ 45,000 |
Goodwill and Intangible Asset36
Goodwill and Intangible Assets - Estimated Annual Amortization Expense of our Intangible Assets (Detail) $ in Thousands | Mar. 31, 2017USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2,017 | $ 2,804 |
2,018 | 2,240 |
2,019 | 1,712 |
2,020 | 1,057 |
2021 and beyond | $ 565 |
Accrued Expenses and Other Li37
Accrued Expenses and Other Liabilities - Components of Accrued Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2017 | Dec. 31, 2016 |
Components of accrued liabilities | ||
Accrued bonuses | $ 2,890 | $ 3,053 |
Accrued payroll related liabilities | 3,524 | 2,614 |
Accrued vacation | 2,926 | 2,243 |
Accrued commissions | 1,150 | 2,537 |
Accrued software expense | 813 | 844 |
Accrued contractor fees | 395 | 455 |
Accrued professional service fees | 404 | 344 |
Deferred rent | 73 | 74 |
Income tax related accruals | 373 | 166 |
Other accrued expenses | 1,169 | 1,167 |
Total | $ 13,717 | $ 13,497 |
Net Loss Per Share - Reconcilia
Net Loss Per Share - Reconciliation of Net Loss and Weighted Average Shares used in Computing Basic and Diluted Net Loss Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Basic net loss per share: | ||
Net loss applicable to common shares | $ (2,687) | $ (763) |
Weighted average common shares outstanding | 12,971 | 11,790 |
Basic net loss per share of common stock | $ (0.21) | $ (0.06) |
Diluted net loss per share: | ||
Net loss applicable to common shares | $ (2,687) | $ (763) |
Weighted average common shares outstanding | 12,971 | 11,790 |
Dilutive effects of stock options | 0 | 0 |
Weighted average common shares, assuming dilutive effect of stock options | 12,971 | 11,790 |
Diluted net loss per share of common stock | $ (0.21) | $ (0.06) |
Net Income Per Share - Addition
Net Income Per Share - Additional Information (Detail) - shares shares in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Diluted computation increased | 194 | 109 |
Share-based awards outstanding under equity plans | 2,500 | 3,700 |
Option Plans [Member] | ||
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Diluted computation increased | 1,700 | 1,700 |
Stock Repurchase Program - Addi
Stock Repurchase Program - Additional Information (Detail) - USD ($) | 3 Months Ended | |||
Mar. 31, 2017 | Mar. 31, 2016 | Dec. 31, 2008 | Dec. 31, 2007 | |
Equity, Class of Treasury Stock [Line Items] | ||||
Stock repurchase program | $ 23,100,000 | $ 5,000,000 | ||
Stock repurchase program expiration date | Sep. 23, 2016 | |||
Repurchase of common stock | 0 | 0 | ||
Prior Stock Repurchase Program [Member] | ||||
Equity, Class of Treasury Stock [Line Items] | ||||
Stock repurchase program expiration date | Sep. 22, 2017 |
Revolving Line of Credit - Addi
Revolving Line of Credit - Additional Information (Detail) - USD ($) | 3 Months Ended | |||
Mar. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Sep. 30, 2013 | |
Line of Credit Facility [Line Items] | ||||
Amount drawn under credit facility | $ 5,000,000 | $ 5,000,000 | ||
Revolving Credit Facility [Member] | ||||
Line of Credit Facility [Line Items] | ||||
Additional borrowing credit facility | $ 5,000,000 | |||
Total credit facility borrowing capacity | 20,000,000 | |||
Revolving credit facility period | 3 years | |||
Variable interest rate | The LIBOR Rate plus 1.5% | |||
LIBOR Rate plus | 1.50% | |||
Annual commitment fee | 0.15% | |||
Due date of amounts outstanding under credit facility | Dec. 21, 2018 | |||
Amount drawn under credit facility | $ 5,000,000 | |||
Borrowing credit facility | $ 15,000,000 | $ 10,000,000 |
Geographic Information - Schedu
Geographic Information - Schedule of Geographic Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Segment Reporting Information [Line Items] | ||
Total revenue | $ 29,130 | $ 31,898 |
UNITED STATES | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 25,100 | 26,445 |
CANADA | ||
Segment Reporting Information [Line Items] | ||
Total revenue | 2,876 | 3,750 |
Non-US [Member] | ||
Segment Reporting Information [Line Items] | ||
Total revenue | $ 1,154 | $ 1,703 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2017Segment | |
Segment Reporting [Abstract] | |
Number of Operating Segments | 3 |
Segment Information - Schedule
Segment Information - Schedule of Segment Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2017 | Mar. 31, 2016 | |
Schedule of Statement of Income Components [Line Items] | ||
Total revenue | $ 29,130 | $ 31,898 |
Operating income (loss) | (5,399) | (628) |
Depreciation and amortization expense | 808 | 1,004 |
EPM [Member] | ||
Schedule of Statement of Income Components [Line Items] | ||
Total revenue | 14,308 | 16,506 |
Operating income (loss) | 899 | 1,640 |
Depreciation and amortization expense | 562 | 720 |
ERP [Member] | ||
Schedule of Statement of Income Components [Line Items] | ||
Total revenue | 11,350 | 10,836 |
Operating income (loss) | 929 | 285 |
Depreciation and amortization expense | 198 | 190 |
Classic Consulting [Member] | ||
Schedule of Statement of Income Components [Line Items] | ||
Total revenue | 3,472 | 4,556 |
Operating income (loss) | (25) | 977 |
Depreciation and amortization expense | 3 | 46 |
Corporate [Member] | ||
Schedule of Statement of Income Components [Line Items] | ||
Operating income (loss) | (7,202) | (3,530) |
Depreciation and amortization expense | $ 45 | $ 48 |