Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2015 | Nov. 02, 2015 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AUTOBYTEL INC | |
Entity Central Index Key | 1,023,364 | |
Current Fiscal Year End Date | --12-31 | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 10,499,719 | |
Document Fiscal Year Focus | 2,015 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2015 | |
Trading Symbol | ABTL |
UNAUDITED CONSOLIDATED CONDENSE
UNAUDITED CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash and cash equivalents | $ 18,798 | $ 20,747 |
Accounts receivable, net of allowances for bad debts and customer credits of $1,087 and $770 at September 30, 2015 and December 31, 2014, respectively | 27,723 | 18,311 |
Deferred tax asset | 3,616 | 5,498 |
Prepaid expenses and other current assets | 2,217 | 811 |
Total current assets | 52,354 | 45,367 |
Property and equipment, net | 3,099 | 1,904 |
Investments | 4,060 | 3,880 |
Intangible assets, net | 12,996 | 4,173 |
Goodwill | 32,096 | 20,948 |
Long-term deferred tax asset | 23,615 | 27,396 |
Other assets | 1,002 | 1,081 |
Total assets | 129,222 | 104,749 |
Current liabilities: | ||
Accounts payable | 9,564 | 7,685 |
Accrued expenses and other current liabilities | $ 9,934 | 9,495 |
Convertible note payable | 5,000 | |
Current portion of term loan payable | $ 5,250 | 2,250 |
Total current liabilities | 24,748 | 24,430 |
Convertible note payable | 1,000 | 1,000 |
Long-term portion of term loan payable | 14,063 | 4,500 |
Borrowings under revolving credit facility | 8,000 | 5,250 |
Other non-current liabilities | 25 | 311 |
Total liabilities | $ 47,836 | $ 35,491 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 11,445,187 shares authorized; none outstanding | ||
Common stock, $0.001 par value; 55,000,000 shares authorized and 10,499,719 and 8,880,377 shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively | $ 10 | $ 9 |
Additional paid-in capital | 317,057 | 308,190 |
Accumulated deficit | (235,681) | (238,941) |
Total stockholders' equity | 81,386 | 69,258 |
Total liabilities and stockholders' equity | $ 129,222 | $ 104,749 |
UNAUDITED CONSOLIDATED CONDENS3
UNAUDITED CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Current assets: | ||
Accounts receivable, allowances for bad debts and customer credits | $ 1,087 | $ 770 |
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ .001 | $ 0.001 |
Preferred stock, authorized (in shares) | 11,445,187 | 11,445,187 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ .001 | $ 0.001 |
Common stock, authorized (in shares) | 55,000,000 | 55,000,000 |
Common stock, issued (in shares) | 10,499,719 | 8,880,377 |
Common stock, outstanding (in shares) | 10,499,719 | 8,880,377 |
UNAUDITED CONSOLIDATED CONDENS4
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Revenues: | ||||
Lead fees | $ 36,459 | $ 25,880 | $ 88,480 | $ 76,727 |
Advertising | 3,211 | 1,093 | 6,846 | 2,531 |
Other revenues | 505 | 391 | 1,479 | 979 |
Total revenues | 40,175 | 27,364 | 96,805 | 80,237 |
Cost of revenues | 24,878 | 16,356 | 59,639 | 48,828 |
Gross profit | 15,297 | 11,008 | 37,166 | 31,409 |
Operating expenses: | ||||
Sales and marketing | 4,109 | 3,336 | 11,430 | 11,078 |
Technology support | 3,574 | 2,055 | 7,952 | 5,971 |
General and administrative | 3,600 | 3,161 | 9,854 | 8,899 |
Depreciation and amortization | 720 | 483 | 1,808 | 1,373 |
Litigation settlements | (25) | (25) | (75) | (118) |
Total operating expenses | 11,978 | 9,010 | 30,969 | 27,203 |
Operating income | 3,319 | 1,998 | 6,197 | 4,206 |
Interest and other income (expense), net | (216) | (177) | (546) | (518) |
Income before income tax provision | 3,103 | 1,821 | 5,651 | 3,688 |
Income tax provision | 1,488 | 697 | 2,391 | 1,394 |
Net income and comprehensive income | $ 1,615 | $ 1,124 | $ 3,260 | $ 2,294 |
Computation of Basic and Diluted Net Income Per Share [Abstract] | ||||
Basic income per common share (in dollars per share) | $ 0.16 | $ 0.12 | $ 0.33 | $ 0.26 |
Diluted income per common share (in dollars per share) | $ .14 | $ .11 | $ .30 | $ .22 |
UNAUDITED CONSOLIDATED CONDENS5
UNAUDITED CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Sep. 30, 2014 | |
Cash flows from operating activities: | ||
Net income | $ 3,260 | $ 2,294 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 2,262 | 1,650 |
Provision for bad debts | 343 | 236 |
Provision for customer credits | 716 | 773 |
Share-based compensation | 1,889 | 1,025 |
Change in deferred tax asset | 5,663 | 1,171 |
Changes in assets and liabilities: | ||
Accounts receivable | (1,159) | (690) |
Prepaid expenses and other current assets | (1,217) | 3 |
Other assets | (3,627) | (776) |
Accounts payable | 1,879 | 173 |
Accrued expenses and other current liabilities | (2,137) | 331 |
Non-current liabilities | (261) | (600) |
Net cash provided by operating activities | 7,611 | 5,590 |
Cash flows from investing activities: | ||
Purchases of property and equipment | (1,810) | $ (925) |
Purchase of Dealiz/Autogrity | $ (25,011) | |
Purchase of AutoUSA | $ (10,044) | |
Net cash used in investing activities | $ (26,821) | (10,969) |
Cash flows from financing activities: | ||
Borrowings under credit facility | 2,750 | 1,000 |
Borrowings under term loan | 15,000 | 9,000 |
Payments on term loan borrowings | (2,437) | (1,687) |
Proceeds from exercise of stock options | 113 | $ 502 |
Proceeds from exercise of warrant | 1,860 | |
Payment of contingent fee arrangement | (25) | $ (50) |
Net cash provided by financing activities | 17,261 | 8,765 |
Net (decrease) increase in cash and cash equivalents | (1,949) | 3,386 |
Cash and cash equivalents, beginning of period | 20,747 | 18,930 |
Cash and cash equivalents, end of period | 18,798 | 22,316 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes | 329 | 279 |
Cash paid for interest | $ 659 | $ 445 |
Organization and Operations
Organization and Operations | 9 Months Ended |
Sep. 30, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations | Autobytel Inc. ( Autobytel Company Dealers Manufacturers Leads The Companys consumer-facing automotive websites ( Company Websites ® , provide consumers with information and tools to aid them with their automotive purchase decisions and the ability to submit inquiries requesting Dealers to contact the consumers regarding purchasing or leasing vehicles ( Vehicle Leads Finance Leads ® by engaging consumers throughout the entire lifecycle of their automotive needs. The Company was incorporated in Delaware on May 17, 1996. Its principal corporate offices are located in Irvine, California. The Companys common stock is listed on The NASDAQ Capital Market under the symbol ABTL. On October 1, 2015 ( AutoWeb Merger Date Merger Sub AutoWeb On May 21, 2015 ( Dealix/Autotegrity Acquisition Date CDK Dealix/Autotegrity On April 27, 2015, Auto Holdings Ltd. ( Auto Holdings Cyber Cyber Note Cyber Warrant On January 13, 2014 ( AutoUSA Acquisition Date Seller Parent Seller AutoUSA |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2015 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated condensed financial statements are presented on the same basis as the Companys Annual Report on Form 10-K for the year ended December 31, 2014 ( 2014 Form 10-K SEC GAAP |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2015 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Accounting Standards Codification 225-20 Income Statement Extraordinary and Unusual Items. ASU Accounting Standards Codification 810 Consolidation. Accounting Standards Codification 606 Revenue from Contracts with Customers. Accounting Standards Codification 805 Business Combinations. |
Acquisition
Acquisition | 9 Months Ended |
Sep. 30, 2015 | |
Business Combinations [Abstract] | |
Acquisition | Acquisition of Dealix/Autotegrity On the Dealix/Autotegrity Acquisition Date, Autobytel acquired all of the issued and outstanding shares of common stock in Dealix/Autotegrity. Dealix Corporation provides new and used car leads to automotive dealerships, Dealer groups and Manufacturers, and Autotegrity, Inc. is a consumer leads acquisition and analytics business. The Company acquired Dealix/Autotegrity to further expand its reach and influence in the industry by increasing its Dealer network. The Dealix/Autotegrity Acquisition Date fair value of the consideration transferred totaled $25.0 million in cash (plus a working capital adjustment of $11,000). The results of operations of Dealix/Autotegrity have been included in the Companys results of operations since the Dealix/Autotegrity Acquisition Date. The following table summarizes the preliminary estimated fair values of the assets acquired and liabilities assumed as of the Dealix/Autotegrity Acquisition Date. Because the transaction was completed during the second quarter of 2015, the Company has not yet finalized the fair values of the assets and liabilities assumed in connection with the acquisition. (in thousands) Net identifiable assets acquired: Total tangible assets acquired $ 9,664 Total liabilities assumed 2,488 Net identifiable assets acquired 7,176 Definite-lived intangible assets acquired 8,195 Indefinite-lived intangible assets acquired 2,200 Goodwill 7,440 $ 25,011 The preliminary fair value of the acquired intangible assets was determined using the below valuation approaches. In estimating the fair value of the acquired intangible assets, the Company utilized the valuation methodology determined to be most appropriate for the individual intangible asset being valued as described below. The acquired intangible assets include the following: Valuation Method Estimated Fair Value Estimated Useful Life (1) (in thousands) (years) Non-compete agreement from CDK Discounted cash flow (2) $ 500 2 Non-compete agreement key employee Discounted cash flow (2) 40 1 Customer relationships Excess of earnings (3) 7,020 10 Trademark/trade names Autotegrity Relief from Royalty (4) 120 3 Trademark/trade names UsedCars.com Relief from Royalty (4) 2,200 Indefinite Developed technology Cost Approach (5) 515 3 Total purchased intangible assets $ 10,395 (1) Determination of the estimated useful lives of the individual categories of purchased intangible assets was based on the nature of the applicable intangible asset and the expected future cash flows to be derived from such intangible asset. Amortization of intangible assets with definite lives is recognized over the shorter of the respective life of the agreement or the period of time the assets are expected to contribute to future cash flows. (2) The non-compete agreement fair value was derived by calculating the difference between the present value of the Company's forecasted cash flows with the agreement in place and without the agreement in place. (3) The excess of earnings method estimates a purchased intangible asset's value based on the present value of the prospective net cash flows (or excess earnings) attributable to it. The value attributed to these intangibles was based on projected net cash inflows from existing contracts or relationships. (4) The relief from royalty method is an earnings approach which assesses the royalty savings an entity realizes since it owns the asset and isnt required to pay a third party a license fee for its use. (5) The cost approach estimates the cost required to repurchase or reproduce the intangible assets. The method takes into account technological and economic obsolescence of the technology. Some of the more significant estimates and assumptions inherent in the estimate of the fair value of the identifiable purchased intangible assets include all assumptions associated with forecasting cash flows and profitability. The primary assumptions used for the determination of the preliminary fair value of the purchased intangible assets were generally based upon the discounted present value of anticipated cash flows. Estimated years of projected earnings generally follow the range of estimated remaining useful lives for each intangible asset class. The goodwill recognized of $7.4 million was attributable primarily to expected synergies and the assembled workforce of Dealix/Autotegrity. The Company incurred approximately $0.9 million of acquisition-related costs related to the Dealix/Autotegrity acquisition in the nine months ended September 30, 2015, all of which were expensed. As of September 30, 2015, the Company had $1.7 million due from CDK related to revenue collected by CDK from Dealers on behalf of the Company after the Dealix/Autotegrity Acquisition Date and not yet remitted to Autobytel. This amount is recorded as an other current asset as of September 30, 2015. The Company subsequently received $1.4 million of the amount due from CDK in October 2015. The following unaudited pro forma information presents the consolidated results of the Company and Dealix/Autotegrity for the three and nine months ended September 30, 2014, with adjustments to give effect to pro forma events that are directly attributable to the acquisition and have a continuing impact, but excludes the impact of pro forma events that are directly attributable to the acquisition and are one-time occurrences. The unaudited pro forma information is presented for illustrative purposes only and is not necessarily indicative of the results of operations of future periods, the results of operations that actually would have been realized had the entities been a single company during the periods presented or the results of operations that the combined company will experience after the acquisition. The unaudited pro forma information does not give effect to the potential impact of current financial conditions, regulatory matters or any anticipated synergies, operating efficiencies or cost savings that may be associated with the acquisition. The unaudited pro forma information also does not include any integration costs or remaining future transaction costs that the companies may incur as a result of the acquisition and combining the operations of the companies. The unaudited pro forma consolidated results of operations, assuming the acquisition had occurred on January 1, 2014, are as follows: Three Months Ended September 30, 2014 Nine Months Ended September 30, 2014 (in thousands) Unaudited pro forma consolidated results: Revenues $ 39,910 $ 121,836 Net income $ 2,263 $ 9,231 Acquisition of AutoUSA On the AutoUSA Acquisition Date, Autobytel acquired all of the issued and outstanding membership interests in AutoUSA. The Company acquired AutoUSA to expand its reach and influence in the industry by increasing its Dealer network. The results of operations of AutoUSA have been included in the Companys results of operations since the AutoUSA Acquisition Date. The AutoUSA Acquisition Date fair value of the consideration transferred totaled $11.9 million, which consisted of the following: (in thousands) Cash (including a working capital adjustment of $44) $ 10,044 Convertible subordinated promissory note 1,300 Warrant to purchase 69,930 shares of Company common stock 510 $ 11,854 As part of the consideration paid for the acquisition, the Company issued a convertible subordinated promissory note for $1.0 million ( AutoUSA Note The warrant to purchase 69,930 shares of Company common stock issued in connection with the acquisition ( AutoUSA Warrant The following table summarizes the fair values of the assets acquired and liabilities assumed: (in thousands) Net identifiable assets acquired $ 758 Definite-lived intangible assets acquired 3,750 Goodwill 7,346 $ 11,854 The fair value of the acquired intangible assets was determined using the below valuation approaches. In estimating the fair value of the acquired intangible assets, the Company utilized the valuation methodology determined to be most appropriate for the individual intangible asset being valued as described below. The acquired intangible assets include the following: Valuation Method Estimated Fair Value Estimated Useful Life (1) (in thousands) (years) Non-compete agreement Discounted cash flow (2) $ 90 2 Customer relationships Excess of earnings (3) 2,660 5 Trademark/trade names Relief from Royalty (4) 1,000 5 Total purchased intangible assets $ 3,750 (1) Determination of the estimated useful lives of the individual categories of purchased intangible assets was based on the nature of the applicable intangible asset and the expected future cash flows to be derived from such intangible asset. Amortization of intangible assets with definite lives is recognized over the shorter of the respective life of the agreement or the period of time the assets are expected to contribute to future cash flows. (2) The non-compete agreement fair value was derived by calculating the difference between the present value of the Company's forecasted cash flows with the agreement in place and without the agreement in place. (3) The excess of earnings method estimates a purchased intangible asset's value based on the present value of the prospective net cash flows (or excess earnings) attributable to it. The value attributed to these intangibles was based on projected net cash inflows from existing contracts or relationships. (4) The relief from royalty method is an earnings approach which assesses the royalty savings an entity realizes since it owns the asset and isnt required to pay a third party a license fee for its use. Some of the more significant estimates and assumptions inherent in the estimate of the fair value of the identifiable purchased intangible assets include all assumptions associated with forecasting cash flows and profitability. The primary assumptions used for the determination of the preliminary fair value of the purchased intangible assets were generally based upon the discounted present value of anticipated cash flows. Estimated years of projected earnings generally follow the range of estimated remaining useful lives for each intangible asset class. The goodwill recognized of $7.3 million was attributable primarily to expected synergies and the assembled workforce of AutoUSA. The full amount is expected to be amortizable for income tax purposes. The Company incurred approximately $1.1 million of acquisition-related costs related to AutoUSA in 2014, all of which were expensed. |
Computation of Basic and Dilute
Computation of Basic and Diluted Net Earnings Per Share | 9 Months Ended |
Sep. 30, 2015 | |
Computation of Basic and Diluted Net Income Per Share [Abstract] | |
Computation of Basic and Diluted Net Earnings Per Share | Basic net earnings per share is computed using the weighted average number of common shares outstanding during the period, excluding any unvested restricted stock. Diluted net earnings per share is computed using the weighted average number of common shares, and if dilutive, potential common shares outstanding, as determined under the treasury stock and if-converted methods, during the period. Potential common shares consist of common shares issuable upon the exercise of stock options, common shares issuable upon the exercise of warrants, common shares issuable upon conversion of convertible notes and unvested restricted stock. The following are the share amounts utilized to compute the basic and diluted net earnings per share for the three and nine months ended September 30, 2015 and 2014: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Basic Shares: Weighted average common shares outstanding 10,499,719 9,028,733 9,805,056 8,986,146 Weighted average unvested restricted stock (125,000 ) (73,260 ) Basic Shares 10,374,719 9,028,733 9,731,796 8,986,146 Diluted Shares: Basic shares 10,374,719 9,028,733 9,731,796 8,986,146 Weighted average dilutive securities 1,164,983 2,070,375 985,944 2,268,894 Diluted Shares 11,539,702 11,099,108 10,717,740 11,255,040 For the three months ended September 30, 2015, weighted average dilutive securities included dilutive options, restricted stock awards and the AutoUSA Warrant and AutoUSA Note. For the nine months ended September 30, 2015, weighted average dilutive securities included dilutive options, restricted stock awards and the AutoUSA Warrant. For the three and nine months ended September 30, 2014, weighted average dilutive securities included dilutive options and the Cyber Warrant and Cyber Note. For the three and nine months ended September 30, 2015, 1.4 million and 1.6 million of potentially anti-dilutive shares of common stock have been excluded from the calculation of diluted net earnings per share, respectively. For the three and nine months ended September 30, 2014, 1.3 million and 1.1 million of potentially anti-dilutive shares of common stock have been excluded from the calculation of diluted net earnings per share, respectively. Warrants. Cyber Acquisition Date The AutoUSA Warrant issued in connection with the acquisition described in Note 4 was valued at $7.35 per share for a total value of $0.5 million. The Company used an option pricing model to determine the value of the AutoUSA Warrant. Key assumptions used in valuing the AutoUSA Warrant are as follows: risk-free rate of 1.6%, stock price volatility of 65.0% and a term of 5.0 years. The AutoUSA Warrant was valued based on long-term stock price volatilities of the Company. The exercise price of the AutoUSA Warrant is $14.30 per share (as adjusted for stock splits, stock dividends, combinations and other similar events). The AutoUSA Warrant becomes exercisable on the third anniversary of the issuance date and expires on the fifth anniversary of the issuance date. The right to exercise the AutoUSA Warrant is accelerated in the event of a change in control of the Company. |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-Based Compensation | Share-based compensation expense is included in costs and expenses in the accompanying Unaudited Consolidated Condensed Statements of Income and Comprehensive Income as follows: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Share-based compensation expense: Cost of revenues $ 43 $ 18 $ 106 $ 52 Sales and marketing 153 149 439 400 Technology support 202 62 429 187 General and administrative (1) 287 142 922 389 Share-based compensation costs 685 371 1,896 1,028 Amount capitalized to internal use software 1 1 7 3 Total share-based compensation costs $ 684 $ 370 $ 1,889 $ 1,025 (1) Certain awards were modified in accordance with the Companys former Chief Financial Officers consulting agreement and their vesting accelerated in accordance with the terms of the applicable option agreements. The total expense related to these modifications and acceleration of vested awards was approximately $0.2 million in the three months ended March 31, 2015. Service-Based Options. Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Number of service-based options granted 16,200 59,500 600,750 461,250 Weighted average grant date fair value $ 8.12 $ 3.88 $ 5.69 $ 6.99 Weighted average exercise price $ 17.42 $ 8.50 $ 12.38 $ 15.44 These options are valued using a Black-Scholes option pricing model and generally vest one-third on the first anniversary of the grant date and ratably over twenty-four months thereafter. The vesting of these awards is contingent upon the employees continued employment with the Company during the vesting period. Performance-based Options. 2014 AutoUSA Inducement Options Market Condition Options. Stock option exercises Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Number of stock options exercised 19,074 118,996 Weighted average exercise price $ $ $ 5.92 $ 4.20 The grant date fair value of stock options granted during these periods was estimated using the Black-Scholes option pricing model using the following weighted average assumptions: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Dividend yield Volatility 57 % 56% 56 % 56 % Risk-free interest rate 1.4 % 1.5% 1.3 % 1.4 % Expected life (years) 4.4 4.3 4.4 4.3 Restricted Stock Awards. RSAs Termination Date |
Investments
Investments | 9 Months Ended |
Sep. 30, 2015 | |
Investments [Abstract] | |
Investments | SaleMove In September 2013, the Company entered into a Contribution Agreement with AutoWeb pursuant to which Autobytel contributed to AutoWeb $2.5 million and assigned to AutoWeb all the ownership interests in the autoweb.com domain name and two registered trademarks related to the AutoWeb name and related goodwill in exchange for 8,000 shares of AutoWeb Series A Preferred Stock, $0.01 par value per share. The 8,000 shares of AutoWeb Series A Preferred Stock represented 16% of all issued and outstanding common stock of AutoWeb as of September 18, 2013, assuming conversion of the Series A Preferred Stock into AutoWeb common stock as of September 18, 2013. The Company also obtained an option to acquire an additional 5,000 shares of AutoWeb Series A Preferred Stock at a per share exercise price of $500.00. In connection with this investment, the Company also entered into arrangements with AutoWeb to use the AutoWeb pay-per-click, auction-driven automotive marketplace technology platform as both a publisher and as an advertiser. In November 2014, the Company entered into a Series B Preferred Stock Purchase Agreement with AutoWeb pursuant to which the Company paid $880,394 in exchange for 1,076 shares of AutoWeb Series B Preferred Stock, $0.01 par value per share. The investments in AutoWeb are recorded at cost because prior to the AutoWeb Merger Date, the Company did not have significant influence over AutoWeb. On the AutoWeb Merger Date, the shares of AutoWeb Series A Preferred Stock, AutoWeb Series B Preferred Stock, and the option to acquire an additional 5,000 shares of AutoWeb Series A Preferred Stock were cancelled. See Note 12. In September 2013, the Company entered into a Convertible Note Purchase Agreement in which Autobytel invested $150,000 in SaleMove in the form of a convertible promissory note ( SaleMove Note 1 In November 2014, the Company invested an additional $400,000 in SaleMove in the form of a convertible promissory note ( SaleMove Note 2 In October 2013, the Company entered into an agreement with SaleMove to become the exclusive provider to the automotive industry of SaleMoves technology for enhancing communications with consumers. SaleMoves patent-pending technology allows Dealers and Manufacturers to enhance the online shopping experience by interacting with consumers in real-time, including live video, audio and text-based chat or by phone. The Company and SaleMove will equally share in revenues from automotive-related sales of the SaleMove products and services. In connection with this reseller arrangement, the Company advanced to SaleMove $1.0 million to fund SaleMoves fifty percent share of various product development, marketing and sales costs and expenses, with the advanced funds to be recovered by the Company from SaleMoves share of sales revenue. As of September 30, 2015, $1.0 million had been advanced to SaleMove. The balance of the advances on the consolidated balance sheet as of September 30, 2015 is $849,000 and is classified as another long-term asset. In December 2014, the Company entered into a Series Seed Preferred Stock Purchase Agreement with GoMoto, Inc. ( GoMoto |
Selected Balance Sheet Accounts
Selected Balance Sheet Accounts | 9 Months Ended |
Sep. 30, 2015 | |
Selected Balance Sheet Accounts [Abstract] | |
Selected Balance Sheet Accounts | Property and Equipment September 30, December 31, 2015 2014 (in thousands) Computer software and hardware and capitalized internal use software $ 14,798 $ 12,990 Furniture and equipment 1,306 1,271 Leasehold improvements 965 957 17,069 15,218 Less Accumulated depreciation and amortization (13,970 ) (13,314 ) Property and equipment, net $ 3,099 $ 1,904 The Company periodically reviews long-lived assets to determine if there are any impairment indicators. The Company assesses the impairment of these assets, or the need to accelerate amortization, whenever events or changes in circumstances indicate that the carrying value may not be recoverable. The Companys judgments regarding the existence of impairment indicators are based on legal factors, market conditions and operational performance of the Companys long-lived assets. If such indicators exist, the Company evaluates the assets for impairment based on the estimated future undiscounted cash flows expected to result from the use of the assets and their eventual disposition. Should the carrying amount of an asset exceed its estimated future undiscounted cash flows, an impairment loss is recorded for the excess of the assets carrying amount over its fair value. Fair value is generally determined based on a valuation process that provides an estimate of the fair value of these assets using a discounted cash flow model, which includes assumptions and estimates. Concentration of Credit Risk and Risks Due to Significant Customers Accounts receivable are primarily derived from fees billed to Dealers and Manufacturers. The Company generally requires no collateral to support its accounts receivables and maintains an allowance for bad debts for potential credit losses. The Company has a concentration of credit risk with its automotive industry related accounts receivable balances, particularly with Urban Science Applications (which represents Acura, Audi, Honda, Nissan, Infiniti, Scion, Subaru, Toyota, Volkswagen and Volvo), General Motors and Jumpstart Automotive Group. During the first nine months of 2015, approximately 28% of the Companys total revenues was derived from these three customers, and approximately 35%, or $10.1 million of gross accounts receivables, related to these three customers at September 30, 2015. During the first nine months of 2014, approximately 28% of the Companys total revenues was derived from General Motors, Urban Science Applications and Trilogy Smartleads, and approximately 36%, or $6.4 million of gross accounts receivables, related to these three customers at September 30, 2014. Intangible Assets. September 30, 2015 December 31, 2014 Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net (in thousands) Trademarks/trade names/licenses/domains 5 years Indefinite $ 8,894 $ (5,896 ) $ 2,998 $ 6,574 $ (5,594 ) $ 980 Software and publications 3 years 1,300 (1,300 ) 1,300 (1,300 ) Customer relationships 2-10 years 12,093 (3,554 ) 8,539 5,074 (2,696 ) 2,378 Employment/non-compete agreements 5 years 1,240 (726 ) 514 700 (500 ) 200 Developed technology 1-5 years 1,335 (390 ) 945 820 (205 ) 615 $ 24,862 $ (11,866 ) $ 12,996 $ 14,468 $ (10,295 ) $ 4,173 Amortization expense for the remainder of the year and for the next five years is as follows: Year Amortization Expense (in thousands) 2015 $ 560 2016 2,122 2017 1,937 2018 1,663 2019 732 2020 702 $ 7,716 Goodwill. As of September 30, 2015, goodwill consisted of the following (in thousands): Goodwill as of December 31, 2014 $ 20,948 Acquisition of Dealix/Autotegrity 11,148 Goodwill as of September 30, 2015 $ 32,096 In connection with the Dealix/Autotegrity stock acquisition in Note 4 above, the Company recorded net deferred tax liabilities of $3.7 million and adjusted goodwill by $3.7 million in the quarter ended June 30, 2015. Accrued Expenses and Other Current Liabilities September 30, December 31, 2015 2014 (in thousands) Compensation and related costs $ 3,247 $ 5,149 Professional fees and other accrued expenses 5,836 3,383 Amounts due to customers 404 267 Other current liabilities 447 696 Total accrued expenses and other current liabilities $ 9,934 $ 9,495 Convertible notes payable In connection with the acquisition of AutoUSA, the Company issued the AutoUSA Note to the Seller. For information concerning the fair value of the AutoUSA Note, see Note 4. |
Credit Facility
Credit Facility | 9 Months Ended |
Sep. 30, 2015 | |
Debt Disclosure [Abstract] | |
Credit Facility | On May 20, 2015, the Company entered into a Third Amendment to Loan Agreement ( Credit Facility Amendment Union Bank Credit Facility Agreement Term Loan 1 Term Loan 2 Revolving Loan Term Loan 1 is amortized over a period of four years, with fixed quarterly principal payments of $562,500. Borrowings under Term Loan 1 bear interest at either (i) the bank's Reference Rate (prime rate) minus 0.50% or (ii) the LIBOR plus 2.50%, at the option of the Company. Interest under Term Loan 1 adjusts (i) at the end of each LIBOR rate period (1, 2, 3, 6 or 12 months terms) selected by the Company, if the LIBOR rate is selected; or (ii) with changes in Union Bank's Reference Rate, if the Reference Rate is selected. Borrowings under Term Loan 1 are secured by a first priority security interest on all of the Company's personal property (including, but not limited to, accounts receivable) and proceeds thereof. Term Loan 1 matures on December 31, 2017. Borrowing under Term Loan 1 was limited to use for the acquisition of AutoUSA, and the Company drew down the entire $9.0 million of Term Loan 1, together with $1.0 million under the Revolving Loan, in financing this acquisition. The outstanding balance of Term Loan 1 as of September 30, 2015 was $5.1 million. Term Loan 2 is amortized over a period of five years, with fixed quarterly principal payments of $750,000. Borrowings under Term Loan 2 bear interest at either (i) the London Interbank Offering Rate ( LIBOR The Credit Facility Agreement contains certain customary affirmative and negative covenants and restrictive and financial covenants, including that the Company maintain specified levels of minimum consolidated liquidity and quarterly and annual earnings before interest, taxes and depreciation and amortization, which the Company was in compliance with as of September 30, 2015. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Employment Agreements The Company has employment agreements and retention agreements with certain key employees. A number of these agreements require severance payments, continuation of certain insurance benefits and acceleration of vesting of stock options in the event of a termination of employment by the Company without cause or by the employee for good reason. Litigation From time to time, the Company may be involved in litigation matters arising from the normal course of its business activities. The actions filed against the Company and other litigation, even if not meritorious, could result in substantial costs and diversion of resources and management attention, and an adverse outcome in litigation could materially adversely affect its business, results of operations, financial condition and cash flows. |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | On an interim basis, the Company estimates what its anticipated annual effective tax rate will be and records a quarterly income tax provision in accordance with the estimated annual rate, plus the tax effect of certain discrete items that arise during the quarter. As the fiscal year progresses, the Company refines its estimates based on actual events and financial results during the year. This process can result in significant changes to the Company's estimated effective tax rate. When this occurs, the income tax provision is adjusted during the quarter in which the estimates are refined so that the year-to-date provision reflects the estimated annual effective tax rate. These changes, along with adjustments to the Company's deferred taxes and related valuation allowance, may create fluctuations in the overall effective tax rate from quarter to quarter. The Companys effective tax rate for the three and nine months ended September 30, 2015 differed from the U.S. federal statutory rate primarily due to unrecognized tax benefits, state income taxes and permanent non-deductible tax items. The total amount of unrecognized tax benefits, excluding associated interest and penalties, was $0.5 million as of September 30, 2015, of which $42,000 would impact the effective tax rate if recognized. The total balance of accrued interest and penalties related to state uncertain tax positions was $9,000 and $28,000 as of September 30, 2015 and December 31, 2014, respectively. The Company recognizes interest and penalties related to state uncertain tax positions as a component of income tax expense, and the accrued interest and penalties are included in deferred and other long-term liabilities in the Companys condensed consolidated balance sheets. There were no material interest or penalties included in income tax expense for the three and nine months ended September 30, 2015 and September 30, 2014. In connection with the Dealix/Autotegrity stock acquisition, the Company recorded net deferred tax liabilities of $3.7 million, relating primarily to intangible assets that were acquired. As a result, our overall deferred tax asset decreased by $3.7 million for the quarter ended June 30, 2015. The Company is subject to taxation in the U.S. and in various state jurisdictions. Due to expired statutes of limitation, the Companys federal income tax returns for years prior to calendar year 2012 are not subject to examination by the U.S. Internal Revenue Service. Generally, for the majority of state jurisdictions where the Company does business, periods prior to calendar year 2011 are no longer subject to examination. The Company is currently under examination by the State of California for the years 2011 and 2012, but does not anticipate any material adjustments. The Company does not anticipate a significant change to the total amount of unrecognized tax benefits within the next twelve months. Audit outcomes and the timing of settlements are subject to significant uncertainty. |
Subsequent Event
Subsequent Event | 9 Months Ended |
Sep. 30, 2015 | |
Subsequent Events [Abstract] | |
Subsequent Event | On the AutoWeb Merger Date, Autobytel entered into and consummated an Agreement and Plan of Merger by and among Autobytel, Merger Sub, AutoWeb and Jose Vargas, in his capacity as Stockholder Representative. Merger Sub merged with and into AutoWeb, with AutoWeb continuing as the surviving corporation and as a wholly owned subsidiary of Autobytel. The Company previously owned approximately 15% of the outstanding shares of AutoWeb, on a fully converted and diluted basis, and accounted for the investment on the cost basis. This acquisition represents a business combination achieved in stages (i.e. step acquisition) in accordance with ASC 805-10-25-10. Per ASC 805-10-25-10, in a business combination achieved in stages, the acquirer shall remeasure its previously held equity interest in the acquiree at its acquisition-date fair value and recognize the resulting gain or loss, if any, in earnings. The merger consideration consisted of: (i) 168,007 newly issued shares of the Companys Series B Junior Participating Convertible Preferred Stock, par value $0.001 per share, (ii) warrants to purchase up to 148,240 shares of Series B Preferred Stock, at an exercise price per share of $184.47 (reflecting 10 times the $16.77 closing price of a share of the Companys common stock, on The Nasdaq Capital Market on September 30, 2015, plus a ten percent (10%) premium and (iii) $279,299 in cash to cancel vested, in-the-money options to acquire shares of AutoWeb common stock. The number of Series B Preferred Stock and Warrants issued are subject to a post-closing adjustment based on AutoWebs working capital as of the closing date of the transaction. The following unaudited pro forma information presents the consolidated results of the Company and AutoWeb for the three and nine months ended September 30, 2015 and September 30, 2014, with adjustments to give effect to pro forma events that are directly attributable to the acquisition and have a continuing impact, but excludes the impact of pro forma events that are directly attributable to the acquisition and are one-time occurrences. The unaudited pro forma information is presented for illustrative purposes only and is not necessarily indicative of the results of operations of future periods, the results of operations that actually would have been realized had the entities been a single company during the periods presented or the results of operations that the combined company will experience after the acquisition. The unaudited pro forma information does not give effect to the potential impact of current financial conditions, regulatory matters or any anticipated synergies, operating efficiencies or cost savings that may be associated with the acquisition. The unaudited pro forma information also does not include any integration costs or remaining future transaction costs that the companies may incur as a result of the acquisition and combining the operations of the companies. The unaudited pro forma consolidated results of operations, assuming the acquisition had occurred on January 1, 2014, are as follows: Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 (in thousands) Unaudited pro forma consolidated results: Revenues $40,795 $27,234 $98,545 $80,845 Net income $1,602 $322 $2,349 $690 |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Dealix [Member] | |
Fair value of assets and liabilities assumed | (in thousands) Net identifiable assets acquired: Total tangible assets acquired $ 9,664 Total liabilities assumed 2,488 Net identifiable assets acquired 7,176 Definite-lived intangible assets acquired 8,195 Indefinite-lived intangible assets acquired 2,200 Goodwill 7,440 $ 25,011 |
Acquired intangible assets | Valuation Method Estimated Fair Value Estimated Useful Life (1) (in thousands) (years) Non-compete agreement from CDK Discounted cash flow (2) $ 500 2 Non-compete agreement key employee Discounted cash flow (2) 40 1 Customer relationships Excess of earnings (3) 7,020 10 Trademark/trade names Autotegrity Relief from Royalty (4) 120 3 Trademark/trade names UsedCars.com Relief from Royalty (4) 2,200 Indefinite Developed technology Cost Approach (5) 515 3 Total purchased intangible assets $ 10,395 (1) Determination of the estimated useful lives of the individual categories of purchased intangible assets was based on the nature of the applicable intangible asset and the expected future cash flows to be derived from such intangible asset. Amortization of intangible assets with definite lives is recognized over the shorter of the respective life of the agreement or the period of time the assets are expected to contribute to future cash flows. (2) The non-compete agreement fair value was derived by calculating the difference between the present value of the Company's forecasted cash flows with the agreement in place and without the agreement in place. (3) The excess of earnings method estimates a purchased intangible asset's value based on the present value of the prospective net cash flows (or excess earnings) attributable to it. The value attributed to these intangibles was based on projected net cash inflows from existing contracts or relationships. (4) The relief from royalty method is an earnings approach which assesses the royalty savings an entity realizes since it owns the asset and isnt required to pay a third party a license fee for its use. (5) The cost approach estimates the cost required to repurchase or reproduce the intangible assets. The method takes into account technological and economic obsolescence of the technology. |
Pro forma information | Three Months Ended September 30, 2014 Nine Months Ended September 30, 2014 (in thousands) Unaudited pro forma consolidated results: Revenues $ 39,910 $ 121,836 Net income $ 2,263 $ 9,231 |
Auto USA [Member] | |
Fair value of consideration transferred | (in thousands) Cash (including a working capital adjustment of $44) $ 10,044 Convertible subordinated promissory note 1,300 Warrant to purchase 69,930 shares of Company common stock 510 $ 11,854 |
Fair value of assets and liabilities assumed | The following table summarizes the fair values of the assets acquired and liabilities assumed: (in thousands) Net identifiable assets acquired $ 758 Definite-lived intangible assets acquired 3,750 Goodwill 7,346 $ 11,854 The fair value of the acquired intangible assets was determined using the below valuation approaches. In estimating the fair value of the acquired intangible assets, the Company utilized the valuation methodology determined to be most appropriate for the individual intangible asset being valued as described below. The acquired intangible assets include the following: Valuation Method Estimated Fair Value Estimated Useful Life (1) (in thousands) (years) Non-compete agreement Discounted cash flow (2) $ 90 2 Customer relationships Excess of earnings (3) 2,660 5 Trademark/trade names Relief from Royalty (4) 1,000 5 Total purchased intangible assets $ 3,750 (1) Determination of the estimated useful lives of the individual categories of purchased intangible assets was based on the nature of the applicable intangible asset and the expected future cash flows to be derived from such intangible asset. Amortization of intangible assets with definite lives is recognized over the shorter of the respective life of the agreement or the period of time the assets are expected to contribute to future cash flows. (2) The non-compete agreement fair value was derived by calculating the difference between the present value of the Company's forecasted cash flows with the agreement in place and without the agreement in place. (3) The excess of earnings method estimates a purchased intangible asset's value based on the present value of the prospective net cash flows (or excess earnings) attributable to it. The value attributed to these intangibles was based on projected net cash inflows from existing contracts or relationships. (4) The relief from royalty method is an earnings approach which assesses the royalty savings an entity realizes since it owns the asset and isnt required to pay a third party a license fee for its use. |
Computation of Basic and Dilu19
Computation of Basic and Diluted Net Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Computation of Basic and Diluted Net Income Per Share [Abstract] | |
Computation of Basic and Diluted Net Income Per Share | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Basic Shares: Weighted average common shares outstanding 10,499,719 9,028,733 9,805,056 8,986,146 Weighted average unvested restricted stock (125,000 ) (73,260 ) Basic Shares 10,374,719 9,028,733 9,731,796 8,986,146 Diluted Shares: Basic shares 10,374,719 9,028,733 9,731,796 8,986,146 Weighted average dilutive securities 1,164,983 2,070,375 985,944 2,268,894 Diluted Shares 11,539,702 11,099,108 10,717,740 11,255,040 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based compensation expense included in costs and expenses | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 (in thousands) Share-based compensation expense: Cost of revenues $ 43 $ 18 $ 106 $ 52 Sales and marketing 153 149 439 400 Technology support 202 62 429 187 General and administrative (1) 287 142 922 389 Share-based compensation costs 685 371 1,896 1,028 Amount capitalized to internal use software 1 1 7 3 Total share-based compensation costs $ 684 $ 370 $ 1,889 $ 1,025 (1) Certain awards were modified in accordance with the Companys former Chief Financial Officers consulting agreement and their vesting accelerated in accordance with the terms of the applicable option agreements. The total expense related to these modifications and acceleration of vested awards was approximately $0.2 million in the three months ended March 31, 2015. |
Service based options granted during period | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Number of service-based options granted 16,200 59,500 600,750 461,250 Weighted average grant date fair value $ 8.12 $ 3.88 $ 5.69 $ 6.99 Weighted average exercise price $ 17.42 $ 8.50 $ 12.38 $ 15.44 |
Stock option exercises | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Number of stock options exercised 19,074 118,996 Weighted average exercise price $ $ $ 5.92 $ 4.20 |
Fair value of stock options granted using the following weighted average assumptions | Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Dividend yield Volatility 57 % 56% 56 % 56 % Risk-free interest rate 1.4 % 1.5% 1.3 % 1.4 % Expected life (years) 4.4 4.3 4.4 4.3 |
Selected Balance Sheet Accoun21
Selected Balance Sheet Accounts (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Selected Balance Sheet Accounts [Abstract] | |
Property and equipment | September 30, December 31, 2015 2014 (in thousands) Computer software and hardware and capitalized internal use software $ 14,798 $ 12,990 Furniture and equipment 1,306 1,271 Leasehold improvements 965 957 17,069 15,218 Less Accumulated depreciation and amortization (13,970 ) (13,314 ) Property and equipment, net $ 3,099 $ 1,904 |
Intangible assets amortized over the estimated useful lives | September 30, 2015 December 31, 2014 Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net (in thousands) Trademarks/trade names/licenses/domains 5 years Indefinite $ 8,894 $ (5,896 ) $ 2,998 $ 6,574 $ (5,594 ) $ 980 Software and publications 3 years 1,300 (1,300 ) 1,300 (1,300 ) Customer relationships 2-10 years 12,093 (3,554 ) 8,539 5,074 (2,696 ) 2,378 Employment/non-compete agreements 5 years 1,240 (726 ) 514 700 (500 ) 200 Developed technology 1-5 years 1,335 (390 ) 945 820 (205 ) 615 $ 24,862 $ (11,866 ) $ 12,996 $ 14,468 $ (10,295 ) $ 4,173 |
Amortization expense for the remainder of the year and for the next four years | Year Amortization Expense (in thousands) 2015 $ 560 2016 2,122 2017 1,937 2018 1,663 2019 732 2020 702 $ 7,716 |
Goodwill | Goodwill as of December 31, 2014 $ 20,948 Acquisition of Dealix/Autotegrity 11,148 Goodwill as of September 30, 2015 $ 32,096 |
Accrued expenses and other current liabilities | September 30, December 31, 2015 2014 (in thousands) Compensation and related costs $ 3,247 $ 5,149 Professional fees and other accrued expenses 5,836 3,383 Amounts due to customers 404 267 Other current liabilities 447 696 Total accrued expenses and other current liabilities $ 9,934 $ 9,495 |
Subsequent Event (Tables)
Subsequent Event (Tables) | 9 Months Ended |
Sep. 30, 2015 | |
Autoweb [Member] | |
Pro forma information | Three Months Ended September 30, 2015 Three Months Ended September 30, 2014 Nine Months Ended September 30, 2015 Nine Months Ended September 30, 2014 (in thousands) Unaudited pro forma consolidated results: Revenues $40,795 $27,234 $98,545 $80,845 Net income $1,602 $322 $2,349 $690 |
Organization and Operations (De
Organization and Operations (Details Narrative) - USD ($) | 1 Months Ended | 9 Months Ended | ||
Oct. 30, 2015 | Sep. 30, 2015 | Sep. 01, 2015 | Apr. 27, 2015 | |
State of incorporation | Delaware | |||
Date of incorporation | May 17, 1996 | |||
Trading Symbol | ABTL | |||
Auto Holdings [Member] | ||||
Warrant issued | 400,000 | |||
Sale of promissory note | $ 5,000,000 | |||
Warrant exercised | 400,000 | |||
Warrant exercised, exercise price | $ 4.65 | |||
Shares issued upon conversion of note | 1,075,268 | |||
Dealix [Member] | ||||
State of incorporation | Delaware | |||
Date of acquisition/merger | May 21, 2015 | |||
Auto USA [Member] | ||||
State of incorporation | Delaware | |||
Date of acquisition/merger | Jan. 13, 2014 | |||
Autoweb [Member] | ||||
Date of acquisition/merger | Oct. 1, 2015 | |||
Warrant issued | 148,240 | |||
Warrant exercised, exercise price | $ 184.47 | |||
Ownership | 15.00% |
Acquisition - Dealix (Details)
Acquisition - Dealix (Details) - Dealix [Member] $ in Thousands | May. 21, 2015USD ($) |
Assets Acquired (Liabilities Assumed), Net | |
Total tangible assets acquired | $ 9,664 |
Total liabilities assumed | 2,488 |
Net identifiable assets acquired | 7,176 |
Definite-lived intangible assets acquired | 8,195 |
Indefinite-lived intangible assets acquired | 2,200 |
Goodwill | 7,440 |
Net assets acquired | $ 25,011 |
Acquisition - Dealix (Details 1
Acquisition - Dealix (Details 1) - Dealix [Member] $ in Thousands | 5 Months Ended | |
May. 21, 2015USD ($) | ||
Acquired Definite-Lived Intangible Assets | ||
Estimated Fair Value | $ 10,395 | |
Noncompete Agreements [Member] | ||
Acquired Definite-Lived Intangible Assets | ||
Valuation Method | Discounted cash flow | [1] |
Estimated Fair Value | $ 500 | |
Estimated Useful Life | 2 years | [2] |
Noncompete Agreements 2 [Member] | ||
Acquired Definite-Lived Intangible Assets | ||
Valuation Method | Discounted cash flow | [1] |
Estimated Fair Value | $ 40 | |
Estimated Useful Life | 1 year | [2] |
Customer Relationships [Member] | ||
Acquired Definite-Lived Intangible Assets | ||
Valuation Method | Excess of earnings | [3] |
Estimated Fair Value | $ 7,020 | |
Estimated Useful Life | 10 years | [2] |
Trademarks and Trade Names [Member] | ||
Acquired Definite-Lived Intangible Assets | ||
Valuation Method | Relief from Royalty | [4] |
Estimated Fair Value | $ 120 | |
Estimated Useful Life | 3 years | [2] |
Trademarks and Trade Names 2 [Member] | ||
Acquired Definite-Lived Intangible Assets | ||
Valuation Method | Relief from Royalty | [4] |
Estimated Fair Value | $ 2,200 | |
Developed Technology Rights [Member] | ||
Acquired Definite-Lived Intangible Assets | ||
Valuation Method | Cost Approach | [5] |
Estimated Fair Value | $ 515 | |
Estimated Useful Life | 3 years | [2] |
[1] | The non-compete agreement fair value was derived by calculating the difference between the present value of the Company's forecasted cash flows with the agreement in place and without the agreement in place. | |
[2] | Determination of the estimated useful lives of the individual categories of purchased intangible assets was based on the nature of the applicable intangible asset and the expected future cash flows to be derived from such intangible asset. Amortization of intangible assets with definite lives is recognized over the shorter of the respective life of the agreement or the period of time the assets are expected to contribute to future cash flows. | |
[3] | The excess of earnings method estimates a purchased intangible asset's value based on the present value of the prospective net cash flows (or excess earnings) attributable to it. The value attributed to these intangibles was based on projected net cash inflows from existing contracts or relationships. | |
[4] | The relief from royalty method is an earnings approach which assesses the royalty savings an entity realizes since it owns the asset and isn’t required to pay a third party a license fee for its use. | |
[5] | The cost approach estimates the cost required to repurchase or reproduce the intangible assets. The method takes into account technological and economic obsolescence of the technology. |
Acquisition - Dealix (Details 2
Acquisition - Dealix (Details 2) - Dealix [Member] - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2014 | Sep. 30, 2014 | |
Pro forma consolidated results | ||
Revenues | $ 39,910 | $ 121,836 |
Net income | $ 2,263 | $ 9,231 |
Acquisition - Auto USA (Details
Acquisition - Auto USA (Details 3) - Auto USA [Member] $ in Thousands | Jan. 13, 2014USD ($) |
Consideration transferred | |
Consideration transferred | $ 11,854 |
Cash [Member] | |
Consideration transferred | |
Consideration transferred | 10,000 |
Working Capital [Member] | |
Consideration transferred | |
Consideration transferred | 44 |
Convertible Notes Payable [Member] | |
Consideration transferred | |
Consideration transferred | 1,300 |
Warrant [Member] | |
Consideration transferred | |
Consideration transferred | $ 510 |
Acquisition - Auto USA (Detai28
Acquisition - Auto USA (Details 4) - Auto USA [Member] $ in Thousands | Jan. 13, 2014USD ($) |
Assets Acquired (Liabilities Assumed), Net | |
Net identifiable assets acquired | $ 758 |
Definite-lived intangible assets acquired | 3,750 |
Goodwill | 7,346 |
Net assets acquired | $ 11,854 |
Acquisition - Auto USA (Detai29
Acquisition - Auto USA (Details 5) - Auto USA [Member] $ in Thousands | Jan. 13, 2014USD ($) | |
Acquired Definite-Lived Intangible Assets | ||
Estimated Fair Value | $ 3,750 | |
Noncompete Agreements [Member] | ||
Acquired Definite-Lived Intangible Assets | ||
Valuation Method | Discounted cash flow | [1] |
Estimated Fair Value | $ 90 | |
Estimated Useful Life | 2 years | [2] |
Customer Relationships [Member] | ||
Acquired Definite-Lived Intangible Assets | ||
Valuation Method | Excess of earnings | [3] |
Estimated Fair Value | $ 2,660 | |
Estimated Useful Life | 5 years | [2] |
Trademarks and Trade Names [Member] | ||
Acquired Definite-Lived Intangible Assets | ||
Valuation Method | Relief from Royalty | [4] |
Estimated Fair Value | $ 1,000 | |
Estimated Useful Life | 5 years | [2] |
[1] | The non-compete agreement fair value was derived by calculating the difference between the present value of the Company's forecasted cash flows with the agreement in place and without the agreement in place. | |
[2] | Determination of the estimated useful lives of the individual categories of purchased intangible assets was based on the nature of the applicable intangible asset and the expected future cash flows to be derived from such intangible asset. Amortization of intangible assets with definite lives is recognized over the shorter of the respective life of the agreement or the period of time the assets are expected to contribute to future cash flows. | |
[3] | The excess of earnings method estimates a purchased intangible asset's value based on the present value of the prospective net cash flows (or excess earnings) attributable to it. The value attributed to these intangibles was based on projected net cash inflows from existing contracts or relationships. | |
[4] | The relief from royalty method is an earnings approach which assesses the royalty savings an entity realizes since it owns the asset and isn’t required to pay a third party a license fee for its use. |
Acquisition (Details Narratives
Acquisition (Details Narratives) - USD ($) | Jan. 13, 2014 | Oct. 31, 2015 | May. 21, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Dec. 31, 2014 |
Consideration transferred | ||||||
Convertible subordinated promissory note | $ 5,000,000 | |||||
Dealix [Member] | ||||||
Assets Acquired | ||||||
Goodwill | $ 7,440,000 | |||||
Acquisition related costs | $ 900,000 | |||||
Net assets acquired | 25,011,000 | |||||
Acquired Definite-Lived Intangible Assets | ||||||
Net deferred tax liabilities | 3,700,000 | $ 3,700,000 | ||||
Fair value consideration | 25,000,000 | |||||
Working capital adjustment | $ 11,000 | |||||
Due from acquiree | 1,700,000 | |||||
Proceeds from receivable | $ 1,400,000 | |||||
Auto USA [Member] | ||||||
Consideration transferred | ||||||
Convertible subordinated promissory note fair value | $ 1,300,000 | |||||
Convertible subordinated promissory note | $ 1,000,000 | |||||
Principal convertible into shares of common stock upon meeting threshold | $ 30,600 | |||||
Interest rate | 6.00% | |||||
Conversion price per share | $ 16.34 | |||||
Default interest rate maximum | 8.00% | |||||
Warrant per share price | $ 7.35 | |||||
Valuation assumptions | ||||||
Market yield | 1.60% | |||||
Volatilty | 65.00% | 65.00% | ||||
Warrant exercise price | $ 14.30 | |||||
Assets Acquired | ||||||
Goodwill | $ 7,346,000 | |||||
Acquisition related costs | $ 1,100,000 | |||||
Net assets acquired | $ 11,854,000 | |||||
Auto USA [Member] | Warrant [Member] | ||||||
Valuation assumptions | ||||||
Volatilty | 65.00% | |||||
Risk free rate | 1.60% | |||||
Warrant term | 5 years | |||||
Warrant exercise price | $ 14.30 | |||||
Auto USA [Member] | Convertible Notes Payable [Member] | ||||||
Consideration transferred | ||||||
Principal convertible into shares of common stock upon meeting threshold | $ 30,600,000 | |||||
Conversion price per share | $ 16.34 | |||||
Default interest rate maximum | 8.00% | |||||
Warrant issued | 69,930 | |||||
Valuation assumptions | ||||||
Market yield | 1.60% | |||||
Volatilty | 65.00% |
Computation of Basic and Dilu31
Computation of Basic and Diluted Net Earnings Per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Basic Shares: | ||||
Weighted average common shares outstanding | 10,499,719 | 9,028,733 | 9,805,056 | 8,986,146 |
Weighted average unvested restricted stock | (125,000) | (73,260) | ||
Basic shares (in shares) | 10,374,719 | 9,028,733 | 9,731,796 | 8,986,146 |
Dilutive Shares: | ||||
Basic shares (in shares) | 10,374,719 | 9,028,733 | 9,731,796 | 8,986,146 |
Weighted average dilutive securities (in shares) | 1,164,983 | 2,070,375 | 985,944 | 2,268,894 |
Dilutive Shares (in shares) | 11,539,702 | 11,099,108 | 10,717,740 | 11,255,040 |
Computation of Basic and Dilu32
Computation of Basic and Diluted Net Earnings Per Share (Details Narrative) - USD ($) | Jan. 13, 2014 | Sep. 17, 2010 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | Sep. 17, 2014 | Jun. 07, 2012 | Feb. 13, 2012 |
Dilutive Shares: | |||||||||
Anti-dilutive potential shares of common stock | 1,400,000 | 1,300,000 | 1,600,000 | 1,100,000 | |||||
Authorized amount of stock repurchase, minimum | $ 1,000,000 | $ 2,000,000 | $ 1,500,000 | ||||||
Warrant | |||||||||
Risk-free rate | 1.40% | 1.50% | 1.30% | 1.40% | |||||
Stock price volatility | 57.00% | 56.00% | 56.00% | 56.00% | |||||
Term | 4 years 4 months 24 days | 4 years 3 months 18 days | 4 years 4 months 24 days | 4 years 3 months 18 days | |||||
Proceeds from exercise of warrant | $ 1,860,000 | ||||||||
Auto Holdings [Member] | |||||||||
Warrant | |||||||||
Warrant issued | 400,000 | ||||||||
Warrant exercised | 400,000 | ||||||||
Proceeds from exercise of warrant | $ 1,900,000 | ||||||||
Cyber [Member] | |||||||||
Warrant | |||||||||
Warrant price (in dollars per share) | $ 3.15 | ||||||||
Number of shares warrants give right to purchase (in shares) | 400,000 | ||||||||
Risk-free rate | 2.30% | ||||||||
Stock price volatility | 77.50% | ||||||||
Term | 8 years 14 days | ||||||||
Exercise price of warrant (in dollars per share) | $ 4.65 | ||||||||
Auto USA [Member] | |||||||||
Warrant | |||||||||
Warrant price (in dollars per share) | $ 7.35 | ||||||||
Total value | $ 500,000 | ||||||||
Exercise price of warrant (in dollars per share) | $ 14.30 | ||||||||
Auto USA [Member] | Warrant [Member] | |||||||||
Warrant | |||||||||
Risk-free rate | 1.60% | ||||||||
Stock price volatility | 65.00% | ||||||||
Term | 5 years | ||||||||
Exercise price of warrant (in dollars per share) | $ 14.30 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | ||
Share-based Compensation | |||||
Share-based compensation costs | $ 685 | $ 371 | $ 1,896 | $ 1,028 | |
Amount capitalized to internal use software | 1 | 1 | 7 | 3 | |
Total share-based compensation costs | 684 | 370 | 1,889 | 1,025 | |
Cost of revenues [Member] | |||||
Share-based Compensation | |||||
Share-based compensation costs | 43 | 18 | 106 | 52 | |
Sales and marketing [Member] | |||||
Share-based Compensation | |||||
Share-based compensation costs | 153 | 149 | 439 | 400 | |
Technology support [Member] | |||||
Share-based Compensation | |||||
Share-based compensation costs | 202 | 62 | 429 | 187 | |
General and administrative [Member] | |||||
Share-based Compensation | |||||
Share-based compensation costs | [1] | $ 287 | $ 142 | $ 922 | $ 389 |
[1] | Certain awards were modified in accordance with the Company's former Chief Financial Officer's consulting agreement and their vesting accelerated in accordance with the terms of the applicable option agreements. The total expense related to these modifications and acceleration of vested awards was approximately $0.2 million in the three months ended March 31, 2015. |
Share-Based Compensation (Det34
Share-Based Compensation (Details 1) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
StockIssuedDuringPeriodSharebasedCompensationAbstract | ||||
Options granted (in shares) | 16,200 | 59,500 | 600,750 | 461,250 |
Options weighted average grant date fair value (in dollars per share) | $ 8.12 | $ 3.88 | $ 5.69 | $ 6.99 |
Options weighted average exercise price (in dollars per share) | $ 17.42 | $ 8.50 | $ 12.38 | $ 15.44 |
Share-Based Compensation (Det35
Share-Based Compensation (Details 2) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Number of stock options exercised | 19,074 | 118,996 | ||
Weighted average exercise prices | $ 5.92 | $ 4.20 |
Share-Based Compensation (Det36
Share-Based Compensation (Details 3) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Fair value of stock options granted using the following weighted average assumptions | ||||
Dividend yield (in hundredths) | ||||
Volatility (in hundredths) | 57.00% | 56.00% | 56.00% | 56.00% |
Risk-free interest rate (in hundredths) | 1.40% | 1.50% | 1.30% | 1.40% |
Expected life (years) | 4 years 4 months 24 days | 4 years 3 months 18 days | 4 years 4 months 24 days | 4 years 3 months 18 days |
Share-Based Compensation (Det37
Share-Based Compensation (Details Narrative) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Apr. 23, 2015USD ($)shares | Sep. 30, 2015$ / sharesshares | Sep. 30, 2014$ / sharesshares | Sep. 30, 2015$ / sharesshares | Sep. 30, 2014$ / sharesshares | Dec. 31, 2009$ / sharesshares | |
StockIssuedDuringPeriodSharebasedCompensationAbstract | ||||||
Options granted (in shares) | 16,200 | 59,500 | 600,750 | 461,250 | ||
Options weighted average grant date fair value (in dollars per share) | $ / shares | $ 8.12 | $ 3.88 | $ 5.69 | $ 6.99 | ||
Options weighted average exercise price (in dollars per share) | $ / shares | $ 17.42 | $ 8.50 | $ 12.38 | $ 15.44 | ||
Stock options exercised (in shares) | 19,074 | 118,996 | ||||
AutoUSA Inducement Options [Member] | ||||||
StockIssuedDuringPeriodSharebasedCompensationAbstract | ||||||
Options granted (in shares) | 40,000 | |||||
Options weighted average grant date fair value (in dollars per share) | $ / shares | $ 6.08 | |||||
Options weighted average exercise price (in dollars per share) | $ / shares | $ 13.62 | |||||
Market Condition Options [Member] | ||||||
StockIssuedDuringPeriodSharebasedCompensationAbstract | ||||||
Options granted (in shares) | 213,650 | |||||
Options weighted average grant date fair value (in dollars per share) | $ / shares | $ 0.97 | |||||
Options weighted average exercise price (in dollars per share) | $ / shares | $ 1.75 | |||||
Proportion of options vested on first anniversary of grant date | .33 | |||||
Period over which options are granted ratably | 24 months | |||||
Stock options exercised (in shares) | 15,793 | |||||
Restricted Stock [Member] | ||||||
StockIssuedDuringPeriodSharebasedCompensationAbstract | ||||||
Options granted (in shares) | 125,000 | |||||
Granted for services | $ | $ 25,000 | |||||
Performance awards, officer | 100,000 |
Investments (Details Narrative)
Investments (Details Narrative) - USD ($) | Sep. 01, 2013 | Oct. 30, 2015 | Jul. 31, 2015 | Nov. 30, 2013 | Dec. 01, 2015 | Sep. 30, 2015 |
SaleMove Inc [Member] | ||||||
Convertible promissory note | $ 150,000 | |||||
Annual interest rate (in hundredths) | 6.00% | |||||
Advances to affiliate | $ 1,000,000 | |||||
Long term asset | $ 849,000 | |||||
SaleMove Note 2 Inc [Member] | ||||||
Convertible promissory note | $ 400,000 | |||||
Annual interest rate (in hundredths) | 6.00% | |||||
Preferred shares issued upon convesion of debt | 190,997 | |||||
GoMoto [Member] | ||||||
Payment to acquire investments | $ 100,000 | |||||
Preferred stock acquired (in shares) | 317,460 | |||||
Autoweb [Member] | ||||||
Equity Interest in Driverside Inc (in hundredths) | 16.00% | |||||
Payment to acquire investments | $ 2,500,000 | $ 880,394 | ||||
Preferred stock acquired (in shares) | 8,000 | 1,076 | ||||
Option acquired | 5,000 | |||||
Option exercise price | $ 500 | |||||
Shares cancelled | 5,000 |
Selected Balance Sheet Accoun39
Selected Balance Sheet Accounts (Details) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Property and Equipment | ||
Computer software and hardware and capitalized internal use software | $ 14,798 | $ 12,990 |
Furniture and equipment | 1,306 | 1,271 |
Leasehold improvements | 965 | 957 |
Property and equipment, gross | 17,069 | 15,218 |
Less - Accumulated depreciation and amortization | (13,970) | (13,314) |
Property and equipment, net | $ 3,099 | $ 1,904 |
Selected Balance Sheet Accoun40
Selected Balance Sheet Accounts (Details 1) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2015 | Dec. 31, 2014 | |
Intangible Assets | ||
Intangible assets, gross | $ 24,862 | $ 14,468 |
Accumulated amortization | (11,866) | (10,295) |
Intangible assets, net | 12,996 | 4,173 |
Trademarks and Trade Names [Member] | ||
Intangible Assets | ||
Intangible assets, gross | 8,894 | 6,574 |
Accumulated amortization | (5,896) | (5,594) |
Intangible assets, net | $ 2,998 | 980 |
Trademarks and Trade Names [Member] | MinimumMember | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 5 years | |
Software and publications [Member] | ||
Intangible Assets | ||
Intangible assets, gross | $ 1,300 | 1,300 |
Accumulated amortization | $ (1,300) | $ (1,300) |
Intangible assets, net | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 3 years | |
Customer Relationships [Member] | ||
Intangible Assets | ||
Intangible assets, gross | $ 12,093 | $ 5,074 |
Accumulated amortization | (3,554) | (2,696) |
Intangible assets, net | $ 8,539 | 2,378 |
Customer Relationships [Member] | MinimumMember | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 2 years | |
Customer Relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 10 years | |
Noncompete Agreements [Member] | ||
Intangible Assets | ||
Intangible assets, gross | $ 1,240 | 700 |
Accumulated amortization | (726) | (500) |
Intangible assets, net | 514 | 200 |
Developed Technology Rights [Member] | ||
Intangible Assets | ||
Intangible assets, gross | 1,335 | 820 |
Accumulated amortization | (390) | (205) |
Intangible assets, net | $ 945 | $ 615 |
Developed Technology Rights [Member] | MinimumMember | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 1 year | |
Developed Technology Rights [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 5 years | |
Employment/non-compete agreements [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 5 years |
Selected Balance Sheet Accoun41
Selected Balance Sheet Accounts (Details 2) $ in Thousands | Sep. 30, 2015USD ($) |
Amortization expense for the remainder of the year and for the next five years | |
2,015 | $ 560 |
2,016 | 2,122 |
2,017 | 1,937 |
2,018 | 1,663 |
2,019 | 732 |
2,020 | 702 |
Total | $ 7,716 |
Selected Balance Sheet Accoun42
Selected Balance Sheet Accounts (Details 3) $ in Thousands | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Goodwill | |
Goodwill, beginning of period | $ 20,948 |
Acquisition of Dealix/Autotegrity | 11,148 |
Goodwill, end of period | $ 32,096 |
Selected Balance Sheet Accoun43
Selected Balance Sheet Accounts (Details 4) - USD ($) $ in Thousands | Sep. 30, 2015 | Dec. 31, 2014 |
Accrued expenses and other current liabilities | ||
Compensation and related costs | $ 3,247 | $ 5,149 |
Professional fees and other accrued expenses | 5,836 | 3,383 |
Amounts due to customers | 404 | 267 |
Other current liabilities | 447 | 696 |
Total accrued expenses and other current liabilities | $ 9,934 | $ 9,495 |
Selected Balance Sheet Accoun44
Selected Balance Sheet Accounts (Details Narrative) - USD ($) | Sep. 17, 2010 | Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 |
Property, Plant and Equipment [Line Items] | ||||
Intangible assets acquired in business acquisitions | $ 20,100,000 | |||
Note maturity date | Mar. 31, 2017 | |||
Auto Holdings [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Shares issued upon conversion of note | 1,075,268 | |||
Sales Revenue Net [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Concentration risk | 28.00% | 28.00% | ||
Accounts Receivable [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Concentration risk | 35.00% | 36.00% | ||
Concentration risk, amount | $ 10,100,000 | $ 6,400,000 | ||
Cyber [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Fair value of note | $ 5,900,000 | |||
Market yield (in hundredths) | 15.00% | |||
Stock price volatility (in hundredths) | 77.50% | |||
Interest is payable at an annual interest rate (in hundredths) | 6.00% | |||
Note maturity date | Sep. 30, 2015 | |||
Date after which notes can be converted | Sep. 30, 2013 | |||
Dealix [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Net deferred tax liabilities | $ 3,700,000 | $ 3,700,000 | ||
Increase goodwill | $ 3,700,000 |
Credit Facility (Details Narrat
Credit Facility (Details Narrative) | 9 Months Ended |
Sep. 30, 2015USD ($) | |
Term Loan 1 [Member] | |
Term loan | $ 9,000,000 |
Term loan amortization period | 4 years |
Revolving loan draw | $ 9,000,000 |
Revolving loan current balance | 5,100,000 |
Term Loan 2 [Member] | |
Term loan | $ 15,000,000 |
Term loan amortization period | 5 years |
Interest rate | 3.00% |
Revolving loan draw | $ 15,000,000 |
Revolving loan current balance | 14,300,000 |
Revolving Loan [Member] | |
Term loan | 8,000,000 |
Revolving loan draw | 2,750,000 |
Revolving loan current balance | $ 8,000,000 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2015 | Sep. 30, 2015 | Sep. 30, 2014 | Dec. 31, 2014 | |
Unrecognized tax benefits | $ 500,000 | |||
Unrecognized Tax Benefits That Would Impact Effective Tax Rate | 42,000 | |||
Accrued interest and penalties | 9,000 | $ 28,000 | ||
Decrease to deferred tax asset | 1,217,000 | $ (3,000) | ||
Dealix [Member] | ||||
Net deferred tax liabilities | $ 3,700,000 | $ 3,700,000 | ||
Decrease to deferred tax asset | $ (3,700,000) |
Subsequent Event (Details)
Subsequent Event (Details) - Autoweb [Member] - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2015 | Sep. 30, 2014 | Sep. 30, 2015 | Sep. 30, 2014 | |
Pro forma consolidated results | ||||
Revenues | $ 40,795 | $ 27,234 | $ 98,545 | $ 80,845 |
Net income | $ 1,602 | $ 322 | $ 2,349 | $ 690 |
Subsequent Event (Details Narra
Subsequent Event (Details Narrative) - Autoweb [Member] - USD ($) | 1 Months Ended | |
Oct. 30, 2015 | Sep. 01, 2015 | |
Ownership | 15.00% | |
Shares issued in consideration | 168,007 | |
Warrant issued | 148,240 | |
Warrant exercise price | $ 184.47 | |
Closing price share of common stock on acquisition | $ 16.77 | |
Cash issued to cancel options | $ 279,299 |