Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Oct. 30, 2017 | |
Document and Entity Information [Abstract] | ||
Entity Registrant Name | AutoWeb, 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 | 13,083,313 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Trading Symbol | AUTO |
CONSOLIDATED CONDENSED BALANCE
CONSOLIDATED CONDENSED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 44,696 | $ 38,512 |
Short-term investment | 253 | 251 |
Accounts receivable, net of allowances for bad debts and customer credits of $975 and $1,015 at September 30, 2017 and December 31, 2016, respectively | 27,503 | 33,634 |
Deferred tax asset | 0 | 4,669 |
Prepaid expenses and other current assets | 1,293 | 901 |
Total current assets | 73,745 | 77,967 |
Property and equipment, net | 4,635 | 4,430 |
Investments | 680 | 680 |
Intangible assets, net | 20,290 | 23,783 |
Goodwill | 42,821 | 42,821 |
Long-term deferred tax asset | 25,837 | 14,799 |
Other assets | 667 | 801 |
Total assets | 168,675 | 165,281 |
Current liabilities: | ||
Accounts payable | 10,054 | 9,764 |
Accrued employee-related benefits | 2,215 | 4,530 |
Other accrued expenses and other current liabilities | 7,518 | 8,315 |
Current portion of term loan payable | 4,875 | 6,563 |
Total current liabilities | 24,662 | 29,172 |
Convertible note payable | 1,000 | 1,000 |
Long-term portion of term loan payable | 5,250 | 7,500 |
Borrowings under revolving credit facility | 8,000 | 8,000 |
Total liabilities | 38,912 | 45,672 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, $0.001 par value; 55,000,000 shares authorized and 13,082,948 and 11,012,625 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively | 13 | 11 |
Additional paid-in capital | 352,810 | 350,022 |
Accumulated deficit | (223,060) | (230,424) |
Total stockholders' equity | 129,763 | 119,609 |
Total liabilities and stockholders' equity | 168,675 | 165,281 |
Preferred Class A [Member] | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value, 11,445,187 shares authorized, Series A Preferred stock, none issued and outstanding, Series B Preferred stock, none and 168,007 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively | 0 | 0 |
Preferred Class B [Member] | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value, 11,445,187 shares authorized, Series A Preferred stock, none issued and outstanding, Series B Preferred stock, none and 168,007 shares issued and outstanding at September 30, 2017 and December 31, 2016, respectively | $ 0 | $ 0 |
CONSOLIDATED CONDENSED BALANCE3
CONSOLIDATED CONDENSED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Current assets: | ||
Accounts receivable, allowances for bad debts and customer credits | $ 975 | $ 1,015 |
Stockholders' equity: | ||
Preferred stock, authorized (in shares) | 11,445,187 | 11,445,187 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, authorized (in shares) | 55,000,000 | 55,000,000 |
Common stock, issued (in shares) | 13,082,948 | 11,012,625 |
Common stock, outstanding (in shares) | 13,082,948 | 11,012,625 |
Preferred Class A [Member] | ||
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, Issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Preferred Class B [Member] | ||
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, Issued (in shares) | 0 | 168,007 |
Preferred stock, outstanding (in shares) | 0 | 168,007 |
CONSOLIDATED CONDENSED STATEMEN
CONSOLIDATED CONDENSED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Revenues: | ||||
Lead fees | $ 27,711 | $ 36,202 | $ 83,149 | $ 98,706 |
Advertising | 8,946 | 7,371 | 24,914 | 16,412 |
Other revenues | 215 | 338 | 741 | 1,188 |
Total revenues | 36,872 | 43,911 | 108,804 | 116,306 |
Cost of revenues | 25,786 | 28,156 | 74,171 | 72,995 |
Gross profit | 11,086 | 15,755 | 34,633 | 43,311 |
Operating expenses: | ||||
Sales and marketing | 3,692 | 3,964 | 10,684 | 14,026 |
Technology support | 3,141 | 2,943 | 9,582 | 10,775 |
General and administrative | 2,844 | 3,346 | 9,116 | 10,405 |
Depreciation and amortization | 1,192 | 1,270 | 3,623 | 3,809 |
Litigation settlements | (26) | (24) | (76) | (25) |
Total operating expenses | 10,843 | 11,499 | 32,929 | 38,990 |
Operating income | 243 | 4,256 | 1,704 | 4,321 |
Interest and other income (expense), net | (93) | (206) | (289) | (643) |
Income before income tax provision | 150 | 4,050 | 1,415 | 3,678 |
Income tax provision | 81 | 1,312 | 539 | 1,185 |
Net income and comprehensive income | $ 69 | $ 2,738 | $ 876 | $ 2,493 |
Basic earnings (loss) per common share | $ 0.01 | $ 0.26 | $ 0.08 | $ 0.23 |
Diluted earnings (loss) per common share | $ 0.01 | $ 0.21 | $ 0.07 | $ 0.19 |
CONSOLIDATED CONDENSED STATEME5
CONSOLIDATED CONDENSED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Cash flows from operating activities: | ||
Net income | $ 876 | $ 2,493 |
Adjustments to reconcile net income (loss) to net cash provided by operating activities: | ||
Depreciation and amortization | 5,499 | 5,492 |
Provision for bad debts | 294 | 225 |
Provision for customer credits | 29 | 411 |
Share-based compensation | 2,918 | 3,171 |
Loss on disposal of assets | 7 | 0 |
Change in deferred tax asset | 119 | 553 |
Changes in assets and liabilities: | ||
Accounts receivable | 5,808 | (4,590) |
Prepaid expenses and other current assets | (392) | 196 |
Other assets | 132 | 156 |
Accounts payable | 290 | 3,747 |
Accrued expenses and other current liabilities | (3,112) | 189 |
Non-current liabilities | 0 | 38 |
Net cash provided by operating activities | 12,468 | 12,081 |
Cash flows from investing activities: | ||
Investment in GoMoto | 0 | (375) |
Purchase of intangible asset | (600) | 0 |
Purchases of property and equipment | (1,618) | (1,871) |
Net cash used in investing activities | (2,218) | (2,246) |
Cash flows from financing activities: | ||
Payments on term loan borrowings | (3,938) | (3,938) |
Proceeds from exercise of stock options | 1,068 | 2,877 |
Repurchase of common stock | (1,196) | 0 |
Payment of contingent fee arrangement | 0 | (38) |
Net cash used in financing activities | (4,066) | (1,099) |
Net increase in cash and cash equivalents | 6,184 | 8,736 |
Cash and cash equivalents, beginning of period | 38,512 | 23,993 |
Cash and cash equivalents, end of period | 44,696 | 32,729 |
Supplemental disclosure of cash flow information: | ||
Cash paid for income taxes | 445 | 261 |
Cash paid for interest | $ 648 | $ 661 |
Organization and Operations
Organization and Operations | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations | AutoWeb, Inc. (“ AutoWeb Company Dealers Manufacturers The Company’s consumer-facing automotive websites (“ Company Websites Leads The Company was incorporated in Delaware on May 17, 1996. Its principal corporate offices are located in Irvine, California. The Company’s common stock is listed on The Nasdaq Capital Market under the symbol AUTO. On October 9, 2017, the Company changed its name from Autobytel Inc. to AutoWeb, Inc. In connection with this name change, the Company’s stock ticker symbol was changed from “ABTL” to “AUTO” on The Nasdaq Capital Market. |
Basis of Presentation
Basis of Presentation | 9 Months Ended |
Sep. 30, 2017 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated condensed financial statements are presented on the same basis as the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 (“ 2016 Form 10-K SEC GAAP |
Recent Accounting Pronouncement
Recent Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Issued but not yet adopted by the Company Accounting Standards Codification 606 “Revenue from Contracts with Customers.” ASU Accounting Standards Codification 842 “Leases.” Accounting Standards Codification 805 “Business Combinations.” Accounting Standards Codification 350 “Intangibles – Goodwill and Other.” Accounting Standards Codification 718 “Compensation – Stock Compensation.” Recently adopted by the Company Accounting Standards Codification 740 “Income Taxes.” Accounting Standards Codification 323 “Investments-Equity Method and Joint Ventures.” Accounting Standards Codification 718 “Compensation-Stock Compensation.” The changes in the new standard eliminate the accounting for excess tax benefits to be recognized in additional paid-in capital and tax deficiencies recognized either in the income tax provision or in additional paid-in capital. ASU 2016-09 requires recognition of excess tax benefits and tax deficiencies in the income statement on a prospective basis. For the nine months ended September 30, 2017, the Company recognized all excess tax benefits and tax deficiencies as income tax expense or benefit as a discrete event. Income tax benefit of approximately $28,000 was recognized in the nine months ended September 30, 2017 as a result of the adoption of ASU 2016-09. The Company adopted the amendments on January 1, 2017 related to the timing of when excess tax benefits are recognized on a modified retrospective transition method. T The treatment of forfeitures has not changed as the Company is electing to continue its current process of estimating the number of forfeitures. As such, this has no cumulative effect on retained earnings. The Company has elected to present the cash flow statement on a prospective transition method and no prior periods have been adjusted. The Company calculates diluted earnings per share using the treasury stock method for share-based payment awards. ASU 2016-09 eliminates excess tax benefits and deficiencies from the calculation of assumed proceeds under the treasury stock method, which the Company adopted on a prospective transition method. Accounting Standards Codification 230 “Statement of Cash Flows.” Accounting Standards Codification 810 “Consolidation.” VIE |
Disposal of Specialty Finance L
Disposal of Specialty Finance Leads Product | 9 Months Ended |
Sep. 30, 2017 | |
Disposal Of Specialty Finance Leads Product | |
Disposal of Specialty Finance Leads Product | On December 19, 2016, AutoWeb and Car.com, Inc., a wholly owned subsidiary of AutoWeb (“ Car.com Internet Brands Acquired Group Specialty Finance Leads License Agreement In connection with the transaction, Internet Brands, Car.com and AutoWeb entered into the Specialty Finance Leads License Agreement pursuant to which Car.com and AutoWeb will provide to Internet Brands certain transition services and arrangements. Pursuant to the Specialty Finance Leads License Agreement, (i) Internet Brands will pay AutoWeb $1.6 million in fees over the five-year term of the Specialty Finance Leads License Agreement, and (ii) Car.com will (1) grant Internet Brands a limited, non-exclusive, non-transferable license to use the Car.com logo and name solely for sales and marketing purposes in Internet Brand’s automotive specialty finance leads business; and (2) provide certain redirect linking of consumer traffic from the Acquired Group’s current specialty finance leads application forms to a landing page designated by Internet Brands. The Company received $0.2 million and recorded a $0.1 million receivable during the nine months ended September 30, 2017 related to the Specialty Finance Leads License Agreement. The disposal of the automotive specialty finance leads product did not qualify for presentation and disclosure as a discontinued operation because it did not represent a strategic shift that had or will have a major effect on the Company’s operations. The pretax profit of the finance leads product for the three and nine months ended September 30, 2016 was $0.1 million and $0.4 million, respectively. |
Net Earnings (Loss) Per Share a
Net Earnings (Loss) Per Share and Stockholders’ Equity | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Net Earnings (Loss) Per Share and Stockholders’ Equity | 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, 2017 and 2016: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Basic Shares: Weighted average common shares outstanding 12,881,812 10,842,853 11,729,181 10,729,802 Weighted average common shares repurchased (60,230 ) — (20,297 ) — Weighted average unvested restricted stock (119,584 ) (116,667 ) (115,574 ) (120,134 ) Basic Shares 12,701,998 10,726,186 11,593,310 10,609,668 Diluted Shares: Basic shares 12,701,998 10,726,186 11,593,310 10,609,668 Weighted average dilutive securities 498,587 931,175 621,449 880,653 Incremental shares from convertible preferred stock — 1,680,070 1,064,660 1,680,070 Diluted Shares 13,200,585 13,337,431 13,279,419 13,170,391 For the three months ended September 30, 2017, weighted average dilutive securities included dilutive options and restricted stock awards. For the nine months ended September 30, 2017, weighted average dilutive securities included dilutive options, restricted stock awards and incremental shares of common stock issued in June 2017 upon the conversion of the Series B Junior Participating Convertible Preferred Stock, par value $0.001 per share (“ Series B Preferred Stock AWI AutoUSA AutoUSA Acquisition Date For the three and nine months ended September 30, 2017, 3.9 million and 3.1 million of potentially anti-dilutive securities related to common stock have been excluded from the calculation of diluted net earnings per share, respectively. For both the three and nine months ended September 30, 2016, 2.0 million of potentially anti-dilutive securities related to common stock have been excluded from the calculation of diluted net earnings per share. On June 7, 2012, the Company announced that its board of directors had authorized the Company to repurchase up to $2.0 million of the Company’s common stock, and on September 17, 2014 the Company announced that the board of directors had approved the repurchase of up to an additional $1.0 million of the Company’s common stock. The Company repurchased 145,821 shares of Company’s common stock with an average price of $8.20 per share during the three and nine months ended September 30, 2017. No shares were repurchased during the three and nine months ended September 30, 2016. The repurchase of the Company’s common stock during the three months ended September 30, 2017 completes the previously authorized stock repurchase programs. On September 6, 2017, the Company announced that its board of directors had authorized the Company to repurchase up to $3.0 million of the Company’s common stock. The authorization may be increased or otherwise modified, renewed, suspended or terminated by the Company at any time, without prior notice. The Company may repurchase the Company’s common stock from time to time on the open market or in private transactions. Shares repurchased under this program have been retired and returned to the status of authorized and unissued shares. The Company funded repurchases and anticipates that the Company would fund future repurchases through the use of available cash. The repurchase authorization does not obligate the Company to repurchase any particular number of shares. The timing and actual number of repurchases of additional shares, if any, under the Company’s stock repurchase program will depend upon a variety of factors, including price, market conditions, release of quarterly and annual earnings, and other legal, regulatory, and corporate considerations at the Company’s sole discretion. The impact of repurchases on the Company’s Tax Benefit Preservation Plan, as amended, and on the Company’s use of its net operating loss carryovers and other tax attributes if the Company were to experience an “ownership change,” as defined in Section 382 of the Internal Revenue Code, is also a factor that the Company considers in connection with share repurchases. As of September 30, 2017, $3.0 million remains available for repurchase under the program. On June 22, 2017, the Company obtained stockholder approval for the issuance of shares of the Company’s common stock upon (i) the conversion of the Company’s then outstanding Series B Preferred Stock; and (ii) the conversion of shares of Series B Preferred Stock that would be issued upon exercise of the AWI Warrant (described below). Upon obtaining stockholder approval for the conversion, each share of Series B Preferred Stock outstanding was automatically converted into 10 shares of the Company’s common stock, which resulted in the outstanding shares of Series B Preferred Stock being converted into 1,680,070 shares of the Company’s common stock, and the AWI Warrant converted into warrants to acquire up to 1,482,400 shares of the Company’s common stock. Warrants. AutoUSA Warrant The warrant to purchase up to 148,240 shares of Series B Preferred Stock issued in connection with the acquisition of AWI (“ AWI Warrant Weighted Average Closing Price |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 2016 2017 2016 (in thousands) Share-based compensation expense: Cost of revenues $ 20 $ 19 $ 59 $ 47 Sales and marketing [1] 409 384 1,222 1,358 Technology support [2] 138 83 401 513 General and administrative 397 460 1,238 1,267 Share-based compensation costs 964 946 2,920 3,185 Amount capitalized to internal use software 1 6 2 14 Total share-based compensation costs $ 963 $ 940 $ 2,918 $ 3,171 (1) Certain awards were modified in connection with the termination of an executive officer’s employment with the Company 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 $0.3 million in the nine months ended September 30, 2016. (2) The vesting of certain awards was accelerated in accordance with the terms of the applicable option agreements in connection with the termination of an executive officer’s employment with the Company. The total expense related to acceleration of vested awards was approximately $0.2 million in the nine months ended September 30, 2016. Service-Based Options. Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Number of service-based options granted 83,850 314,000 457,100 805,400 Weighted average grant date fair value $ 3.72 $ 7.40 $ 6.29 $ 7.73 Weighted average exercise price $ 7.23 $ 15.51 $ 12.51 $ 16.26 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 employee’s continued employment with the Company during the vesting period and vesting may be accelerated in the event of a change in control of the Company. Market Condition Options. CEO Market Condition Options Stock option exercises Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Number of stock options exercised 15,000 176,388 191,074 334,861 Weighted average exercise price $ 4.20 $ 7.99 $ 5.58 $ 8.59 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, 2017 2016 2017 2016 Dividend yield — — — — Volatility 63 % 59 % 62 % 58 % Risk-free interest rate 1.8 % 1.1 % 1.8 % 1.2 % Expected life (years) 4.4 4.4 4.4 4.4 Upon adoption of ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting,” the Company elected to estimate the number of forfeitures. Restricted Stock Awards. RSAs Termination Date The Company granted an aggregate of 345,000 RSAs on September 27, 2017 to executive officers of the Company. The RSAs are service-based and the forfeiture restrictions lapse with respect to one-third of the restricted stock on each of the first, second and third anniversaries of the date of the award. Lapsing of the forfeiture restrictions may be accelerated in the event of a change in control of the Company and will accelerate upon the death or disability of the holder of the RSAs. |
Investments
Investments | 9 Months Ended |
Sep. 30, 2017 | |
Investments [Abstract] | |
Investments | SaleMove (“GoMoto”) In September 2013, the Company entered into a Convertible Note Purchase Agreement with SaleMove in which AutoWeb invested $150,000 in SaleMove in the form of an interest bearing, convertible promissory note. In November 2014, the Company invested an additional $400,000 in SaleMove in the form of an interest bearing, convertible promissory note. Upon closing of a preferred stock financing by SaleMove in July 2015, these two notes were converted in accordance with their terms into an aggregate of 190,997 Series A Preferred Stock, which shares are classified as a long-term investment on the consolidated balance sheet as of September 30, 2017. In October 2013, the Company entered into a Reseller Agreement with SaleMove to become a reseller of SaleMove’s technology for enhancing communications with consumers. SaleMove’s 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 share equally 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 SaleMove’s 50% share of various product development, marketing and sales costs and expenses, with the advanced funds to be recovered by the Company from SaleMove’s share of sales revenue. SaleMove advances are repaid to the Company from SaleMove’s share of net revenues and expenses from the Reseller Agreement. As of September 30, 2017, the net advances due from SaleMove totaled $448,000 and are recorded as an other long-term asset on the Unaudited Consolidated Condensed Balance Sheets. In December 2014, the Company entered into a Series Seed Preferred Stock Purchase Agreement with GoMoto in which the Company paid $100,000 for 317,460 shares of Series Seed Preferred Stock, $0.001 par value per share. The $100,000 investment in GoMoto was recorded at cost because the Company does not have significant influence over GoMoto. In October 2015 and May 2016, the Company invested an additional $375,000 and $375,000, respectively, in GoMoto in the form of convertible promissory notes (“ GoMoto Notes |
Selected Balance Sheet Accounts
Selected Balance Sheet Accounts | 9 Months Ended |
Sep. 30, 2017 | |
Selected Balance Sheet Accounts [Abstract] | |
Selected Balance Sheet Accounts | Property and Equipment September 30, 2017 December 31, 2016 (in thousands) Computer software and hardware $ 11,103 $ 12,027 Capitalized internal use software 5,590 5,359 Furniture and equipment 1,707 1,332 Leasehold improvements 1,502 1,139 19,902 19,857 Less—Accumulated depreciation and amortization (15,267 ) (15,427 ) Property and Equipment, net $ 4,635 $ 4,430 The Company periodically reviews the value of 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 Company’s judgments regarding the existence of impairment indicators are based on legal factors, market conditions and operational performance of the Company’s 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 asset’s 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 an undiscounted 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, Subaru, Toyota, Volkswagen and Volvo), Media.net Advertising and General Motors. During the first nine months of 2017, approximately 33% of the Company’s total revenues was derived from these three customers, and approximately 43%, or $12.2 million of gross accounts receivables, related to these three customers at September 30, 2017. During the first nine months of 2016, approximately 27% of the Company’s total revenues was derived from Urban Science Applications, Ford Direct and Trilogy, and approximately 40%, or $13.0 million of gross accounts receivables, related to these three customers at September 30, 2016. Intangible Assets. September 30, 2017 December 31, 2016 Definite-lived Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net Trademarks/trade names/licenses/domains 3 – 7 years $ 6,119 $ (3,511 ) $ 2,608 $ 9,294 $ (6,756 ) $ 2,538 Software and publications 3 years 1,300 (1,300 ) — 1,300 (1,300 ) — Customer relationships 2 - 10 years 19,563 (9,780 ) 9,783 19,563 (7,454 ) 12,109 Employment/non-compete agreements 1-5 years 1,510 (1,488 ) 22 1,510 (1,273 ) 237 Developed technology 5-7 years 8,955 (3,278 ) 5,677 8,955 (2,256 ) 6,699 $ 37,447 $ (19,357 ) $ 18,090 $ 40,622 $ (19,039 ) $ 21,583 September 30, 2017 December 31, 2016 Indefinite-lived Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net Trademark Indefinite $ 2,200 $ — $ 2,200 $ 2,200 $ — $ 2,200 Amortization expense is included in “Cost of revenues” and “Depreciation and amortization” in the Unaudited Consolidated Condensed Statements of Income. Amortization expense was $1.3 million and $4.1 million for the three and nine months ended September 30, 2017, respectively. Amortization expense was $1.5 million and $4.3 million for the three and nine months ended September 30, 2016, respectively. Amortization expense for the remainder of the year and for future years is as follows: Year Amortization Expense (in thousands) 2017 $ 1,313 2018 5,114 2019 3,741 2020 2,310 2021 2,201 2022 1,604 Thereafter 1,807 $ 18,090 Goodwill. Accrued Expenses and Other Current Liabilities September 30, 2017 December 31, 2016 (in thousands) Accrued employee-related benefits $ 2,215 $ 4,530 Other accrued expenses and other current liabilities: Other accrued expenses and current liabilities 7,087 7,849 Amounts due to customers 431 466 Total other accrued expenses and other current liabilities 7,518 8,315 Total accrued expenses and other current liabilities $ 9,733 $ 12,845 Convertible Notes Payable AutoUSA Note |
Credit Facility
Credit Facility | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Credit Facility | The Company and MUFG Union Bank, N.A. (“ 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 London Interbank Offering Rate (“ LIBOR 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) LIBOR plus 3.00% or (ii) the bank’s Reference Rate (prime rate), at the option of the Company. Borrowings under the Revolving Loan bear interest at either (i) the LIBOR plus 2.50% or (ii) the bank’s Reference Rate (prime rate) minus 0.50%, at the option of the Company. Interest under both Term Loan 2 and the Revolving Loan adjust (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. The Company paid an upfront fee of 0.10% of the Term Loan 2 principal amount upon drawing upon Term Loan 2 and also pays a commitment fee of 0.10% per year on the unused portion of the Revolving Loan, payable quarterly in arrears. Borrowings under Term Loan 2 and the Revolving Loan 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 2 matures June 30, 2020. Pursuant to the Fifth Amendment to the Loan Credit Facility Agreement dated as of June 28, 2017, (i) the maturity date of the Revolving Loan was extended from April 30, 2018 to January 5, 2021 and (ii) the maturity date of the Standby Letter of Credit Sublimit under the Revolving Loan was extended from April 30, 2019 to January 5, 2022. Borrowings under the Revolving Loan may be used as a source to finance working capital, capital expenditures, acquisitions and stock repurchases and for other general corporate purposes. Borrowing under Term Loan 2 was limited to use for the acquisition of Dealix Corporation and Autotegrity, Inc. (collectively, “ Dealix/Autotegrity 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, 2017. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Employment Agreements The Company has employment agreements and severance benefits/retention agreements with certain key employees. A number of these agreements require severance payments and continuation of certain insurance benefits in the event of a termination of the employee’s employment by the Company without cause or by the employee for good reason (as defined is these agreements). Stock option agreements and restricted stock award agreements with some key employees provide for acceleration of vesting of stock options and lapsing of forfeiture restrictions on restricted stock in the event of a change in control of the Company, upon termination of employment by the Company without cause or by the employee for good reason, or upon the employee’s death or disability. Litigation From time to time, the Company may be involved in litigation matters arising from the normal course of its business activities. Such 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, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | The Company has adopted the provisions of ASU 2016-09 as of January 1, 2017 which requires recognition through opening retained earnings of any pre-adoption date net operating loss (“ NOL 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 Company’s effective tax rate for the three and nine months ended September 30, 2017 differed from the U.S. federal statutory rate primarily due to state income taxes and tax deficiencies from stock-based compensation. The total amount of unrecognized tax benefits, excluding associated interest and penalties, was $0.5 million as of September 30, 2017, all of which, if subsequently recognized, would have affected the Company’s tax rate. As of September 30, 2017 and December 31, 2016, the total balance of accrued interest and penalties related to uncertain tax positions was zero. The Company recognizes interest and penalties related to 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 Company’s 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, 2017 and September 30, 2016. The Company is subject to taxation in the U.S. and in various foreign and state jurisdictions. Due to expired statutes of limitation, the Company’s federal income tax returns for years prior to calendar year 2014 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 2013 are no longer subject to examination. 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, 2017 | |
Subsequent Event | |
Subsequent Event | On October 5, 2017, the Company and DealerX Partners, LLC, a Florida limited liability company (“ DealerX DealerX License Agreement Platform Support Obligations The transaction consideration consisted of: (i) $8.0 million in cash paid to DealerX upon execution of the DealerX License Agreement and (ii) the right to 710,856 shares of the Company’s common stock, par value $0.001 per share, representing approximately five percent of the Company’s outstanding Common Stock as of the date the parties entered into the DealerX License Agreement (“ Market Capitalization Shares Alternative Cash Payment |
Basis of Presentation (Policies
Basis of Presentation (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Basis of Presentation [Abstract] | |
Basis of Presentation | The accompanying unaudited consolidated condensed financial statements are presented on the same basis as the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 (“ 2016 Form 10-K SEC GAAP |
Recent Accounting Pronounceme19
Recent Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Recent Accounting Pronouncements | Issued but not yet adopted by the Company Accounting Standards Codification 606 “Revenue from Contracts with Customers.” ASU Accounting Standards Codification 842 “Leases.” Accounting Standards Codification 805 “Business Combinations.” Accounting Standards Codification 350 “Intangibles – Goodwill and Other.” Accounting Standards Codification 718 “Compensation – Stock Compensation.” Recently adopted by the Company Accounting Standards Codification 740 “Income Taxes.” Accounting Standards Codification 323 “Investments-Equity Method and Joint Ventures.” Accounting Standards Codification 718 “Compensation-Stock Compensation.” The changes in the new standard eliminate the accounting for excess tax benefits to be recognized in additional paid-in capital and tax deficiencies recognized either in the income tax provision or in additional paid-in capital. ASU 2016-09 requires recognition of excess tax benefits and tax deficiencies in the income statement on a prospective basis. For the nine months ended September 30, 2017, the Company recognized all excess tax benefits and tax deficiencies as income tax expense or benefit as a discrete event. Income tax benefit of approximately $28,000 was recognized in the nine months ended September 30, 2017 as a result of the adoption of ASU 2016-09. The Company adopted the amendments on January 1, 2017 related to the timing of when excess tax benefits are recognized on a modified retrospective transition method. T The treatment of forfeitures has not changed as the Company is electing to continue its current process of estimating the number of forfeitures. As such, this has no cumulative effect on retained earnings. The Company has elected to present the cash flow statement on a prospective transition method and no prior periods have been adjusted. The Company calculates diluted earnings per share using the treasury stock method for share-based payment awards. ASU 2016-09 eliminates excess tax benefits and deficiencies from the calculation of assumed proceeds under the treasury stock method, which the Company adopted on a prospective transition method. Accounting Standards Codification 230 “Statement of Cash Flows.” Accounting Standards Codification 810 “Consolidation.” VIE |
Net Earnings (Loss) Per Share20
Net Earnings (Loss) Per Share and Stockholders’ Equity (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Income Per Share | Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Basic Shares: Weighted average common shares outstanding 12,881,812 10,842,853 11,729,181 10,729,802 Weighted average common shares repurchased (60,230 ) — (20,297 ) — Weighted average unvested restricted stock (119,584 ) (116,667 ) (115,574 ) (120,134 ) Basic Shares 12,701,998 10,726,186 11,593,310 10,609,668 Diluted Shares: Basic shares 12,701,998 10,726,186 11,593,310 10,609,668 Weighted average dilutive securities 498,587 931,175 621,449 880,653 Incremental shares from convertible preferred stock — 1,680,070 1,064,660 1,680,070 Diluted Shares 13,200,585 13,337,431 13,279,419 13,170,391 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
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, 2017 2016 2017 2016 (in thousands) Share-based compensation expense: Cost of revenues $ 20 $ 19 $ 59 $ 47 Sales and marketing [1] 409 384 1,222 1,358 Technology support [2] 138 83 401 513 General and administrative 397 460 1,238 1,267 Share-based compensation costs 964 946 2,920 3,185 Amount capitalized to internal use software 1 6 2 14 Total share-based compensation costs $ 963 $ 940 $ 2,918 $ 3,171 |
Service based options granted during period | Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Number of service-based options granted 83,850 314,000 457,100 805,400 Weighted average grant date fair value $ 3.72 $ 7.40 $ 6.29 $ 7.73 Weighted average exercise price $ 7.23 $ 15.51 $ 12.51 $ 16.26 |
Stock option exercises | Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Number of stock options exercised 15,000 176,388 191,074 334,861 Weighted average exercise price $ 4.20 $ 7.99 $ 5.58 $ 8.59 |
Fair value of stock options granted using the following weighted average assumptions | Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Dividend yield — — — — Volatility 63 % 59 % 62 % 58 % Risk-free interest rate 1.8 % 1.1 % 1.8 % 1.2 % Expected life (years) 4.4 4.4 4.4 4.4 |
Selected Balance Sheet Accoun22
Selected Balance Sheet Accounts (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Selected Balance Sheet Accounts [Abstract] | |
Property and equipment | September 30, 2017 December 31, 2016 (in thousands) Computer software and hardware $ 11,103 $ 12,027 Capitalized internal use software 5,590 5,359 Furniture and equipment 1,707 1,332 Leasehold improvements 1,502 1,139 19,902 19,857 Less—Accumulated depreciation and amortization (15,267 ) (15,427 ) Property and Equipment, net $ 4,635 $ 4,430 |
Intangible assets amortized over the estimated useful lives | September 30, 2017 December 31, 2016 Definite-lived Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net Trademarks/trade names/licenses/domains 3 – 7 years $ 6,119 $ (3,511 ) $ 2,608 $ 9,294 $ (6,756 ) $ 2,538 Software and publications 3 years 1,300 (1,300 ) — 1,300 (1,300 ) — Customer relationships 2 - 10 years 19,563 (9,780 ) 9,783 19,563 (7,454 ) 12,109 Employment/non-compete agreements 1-5 years 1,510 (1,488 ) 22 1,510 (1,273 ) 237 Developed technology 5-7 years 8,955 (3,278 ) 5,677 8,955 (2,256 ) 6,699 $ 37,447 $ (19,357 ) $ 18,090 $ 40,622 $ (19,039 ) $ 21,583 September 30, 2017 December 31, 2016 Indefinite-lived Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net Trademark Indefinite $ 2,200 $ — $ 2,200 $ 2,200 $ — $ 2,200 |
Amortization expense for the remainder of the year and for the next four years | Year Amortization Expense (in thousands) 2017 $ 1,313 2018 5,114 2019 3,741 2020 2,310 2021 2,201 2022 1,604 Thereafter 1,807 $ 18,090 |
Accrued expenses and other current liabilities | September 30, 2017 December 31, 2016 (in thousands) Accrued employee-related benefits $ 2,215 $ 4,530 Other accrued expenses and other current liabilities: Other accrued expenses and current liabilities 7,087 7,849 Amounts due to customers 431 466 Total other accrued expenses and other current liabilities 7,518 8,315 Total accrued expenses and other current liabilities $ 9,733 $ 12,845 |
Organization and Operations (De
Organization and Operations (Details Narrative) | 9 Months Ended |
Sep. 30, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
State of incorporation | Delaware |
Date of incorporation | May 17, 1996 |
Trading Symbol | AUTO |
Date of acquisition/merger | Dec. 31, 2016 |
Net Earnings (Loss) Per Share24
Net Earnings (Loss) Per Share and Stockholders’ Equity (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Basic Shares: | ||||
Weighted average common shares outstanding | 12,881,812 | 10,842,853 | 11,729,181 | 10,729,802 |
Weighted average common shares repurchased | (60,230) | 0 | (20,297) | 0 |
Weighted average unvested restricted stock | (119,584) | (116,667) | (115,574) | (120,134) |
Basic shares | 12,701,998 | 10,726,186 | 11,593,310 | 10,609,668 |
Dilutive Shares: | ||||
Basic shares | 12,701,998 | 10,726,186 | 11,593,310 | 10,609,668 |
Weighted average dilutive securities | 498,587 | 931,175 | 621,449 | 880,653 |
Incremental shares from convertible preferred stock | 0 | 1,680,070 | 1,064,660 | 1,680,070 |
Dilutive Shares | 13,200,585 | 13,337,431 | 13,279,419 | 13,170,391 |
Net Earnings (Loss) Per Share25
Net Earnings (Loss) Per Share and Stockholders’ Equity (Details Narrative) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Dilutive Shares: | ||||
Authorized amount of stock repurchase, minimum | $ 3,000,000 | $ 3,000,000 | ||
Anti-dilutive potential shares of common stock | 3,900,000 | 2,000,000 | 3,100,000 | 2,000,000 |
Auto USA | ||||
Warrant | ||||
Warrant issued | 69,930 | |||
Warrant price (in dollars per share) | $ 7.35 | $ 7.35 | ||
Exercise price of warrant (in dollars per share) | $ 14.30 | |||
AWI Warrant | ||||
Warrant | ||||
Warrant issued | 148,240 | |||
Warrant price (in dollars per share) | $ 1.72 | $ 1.72 | ||
Exercise price of warrant (in dollars per share) | $ 18.45 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Share-based compensation expense: | ||||
Share-based compensation costs | $ 964 | $ 946 | $ 2,920 | $ 3,185 |
Amount capitalized to internal use software | 1 | 6 | 2 | 14 |
Total share-based compensation costs | 963 | 940 | 2,918 | 3,171 |
Cost of revenues [Member] | ||||
Share-based compensation expense: | ||||
Share-based compensation costs | 20 | 19 | 59 | 47 |
Sales and marketing [Member] | ||||
Share-based compensation expense: | ||||
Share-based compensation costs | 409 | 384 | 1,222 | 1,358 |
Technology support [Member] | ||||
Share-based compensation expense: | ||||
Share-based compensation costs | 138 | 83 | 401 | 513 |
General and administrative [Member] | ||||
Share-based compensation expense: | ||||
Share-based compensation costs | $ 397 | $ 460 | $ 1,238 | $ 1,267 |
Share-Based Compensation (Det27
Share-Based Compensation (Details 1) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Stock Issued or Granted During Period, Share-based Compensation | ||||
Number of service-based options granted | 83,850 | 314,000 | 457,100 | 805,400 |
Weighted average grant date fair value | $ 3.72 | $ 7.40 | $ 6.29 | $ 7.73 |
Weighted average exercise price | $ 7.23 | $ 15.51 | $ 12.51 | $ 16.26 |
Share-Based Compensation (Det28
Share-Based Compensation (Details 2) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||||
Number of stock options exercised | 15,000 | 176,388 | 191,074 | 334,861 |
Weighted average exercise price | $ 4.20 | $ 7.99 | $ 5.58 | $ 8.59 |
Share-Based Compensation (Det29
Share-Based Compensation (Details 3) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Fair value of stock options granted using the following weighted average assumptions | ||||
Dividend yield | 0.00% | 0.00% | 0.00% | 0.00% |
Volatility (in hundredths) | 63.00% | 59.00% | 62.00% | 58.00% |
Risk-free interest rate (in hundredths) | 1.80% | 1.10% | 1.80% | 1.20% |
Expected life (years) | 4 years 4 months 24 days | 4 years 4 months 24 days | 4 years 4 months 24 days | 4 years 4 months 24 days |
Share-Based Compensation (Det30
Share-Based Compensation (Details Narrative) - $ / shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Stock Issued or Granted During Period, Share-based Compensation [Abstract] | ||||
Options granted (in shares) | 83,850 | 314,000 | 457,100 | 805,400 |
Options weighted average grant date fair value (in dollars per share) | $ 3.72 | $ 7.40 | $ 6.29 | $ 7.73 |
Options weighted average exercise price (in dollars per share) | $ 7.23 | $ 15.51 | $ 12.51 | $ 16.26 |
Performance awards, officer | 0 | 0 | 0 | 0 |
Investments (Details Narrative)
Investments (Details Narrative) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($)shares | |
Annual interest rate (in hundredths) | 6.00% | 6.00% |
Maturity date | Jan. 31, 2019 | |
GoMoto [Member] | ||
Convertible promissory note | $ 100 | $ 100 |
Preferred shares issued upon convesion of debt | shares | 317,460 | |
Annual interest rate (in hundredths) | 4.00% | 4.00% |
Reserve for notes receivable | $ 800 | $ 800 |
SaleMove Inc [Member] | ||
Convertible promissory note | 150 | $ 150 |
Preferred shares issued upon convesion of debt | shares | 190,997 | |
Advances to affiliate | $ 448 | $ 448 |
Selected Balance Sheet Accoun32
Selected Balance Sheet Accounts (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Property and Equipment | ||
Computer software and hardware | $ 11,103 | $ 12,027 |
Capitalized internal use software | 5,590 | 5,359 |
Furniture and equipment | 1,707 | 1,332 |
Leasehold improvements | 1,502 | 1,139 |
Property and equipment, gross | 19,902 | 19,857 |
Less - Accumulated depreciation and amortization | (15,267) | (15,427) |
Property and equipment, net | $ 4,635 | $ 4,430 |
Selected Balance Sheet Accoun33
Selected Balance Sheet Accounts (Details 1) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Intangible Assets | ||
Gross | $ 37,447 | $ 40,622 |
Accumulated Amortization | (19,357) | (19,039) |
Net | $ 20,290 | 23,783 |
Software and publications [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life | 3 years | |
Intangible Assets | ||
Gross | $ 1,300 | 40,622 |
Accumulated Amortization | (1,300) | (19,039) |
Net | 0 | 21,583 |
Trademarks and Trade Names [Member] | ||
Intangible Assets | ||
Gross | 6,119 | 19,563 |
Accumulated Amortization | (3,511) | (7,454) |
Net | $ 2,608 | 12,109 |
Trademarks and Trade Names [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life | 3 years | |
Trademarks and Trade Names [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life | 7 years | |
Customer Relationships [Member] | ||
Intangible Assets | ||
Gross | $ 19,563 | 9,294 |
Accumulated Amortization | (9,780) | (6,756) |
Net | $ 9,783 | 2,538 |
Customer Relationships [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life | 2 years | |
Customer Relationships [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life | 10 years | |
Developed Technology Rights [Member] | ||
Intangible Assets | ||
Gross | $ 8,955 | 1,300 |
Accumulated Amortization | (3,278) | (1,300) |
Net | $ 5,677 | 0 |
Developed Technology Rights [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life | 5 years | |
Developed Technology Rights [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life | 7 years | |
Employment/non-compete agreements [Member] | ||
Intangible Assets | ||
Gross | $ 1,510 | 1,510 |
Accumulated Amortization | (1,488) | (1,273) |
Net | $ 22 | 237 |
Employment/non-compete agreements [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life | 1 year | |
Employment/non-compete agreements [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life | 5 years | |
Trademark [Member] | ||
Intangible Assets | ||
Gross | $ 2,200 | 8,955 |
Accumulated Amortization | 0 | (2,256) |
Net | $ 2,200 | $ 6,699 |
Selected Balance Sheet Accoun34
Selected Balance Sheet Accounts (Details 2) $ in Thousands | Sep. 30, 2017USD ($) |
Amortization expense for the remainder of the year and for the next five years | |
2,017 | $ 1,313 |
2,018 | 5,114 |
2,019 | 3,741 |
2,020 | 2,310 |
2,021 | 2,201 |
2,022 | 1,604 |
Thereafter | 1,807 |
Total | $ 18,090 |
Selected Balance Sheet Accoun35
Selected Balance Sheet Accounts (Details 3) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Accrued expenses and other current liabilities | ||
Compensation and related costs and professional fees | $ 2,215 | $ 4,530 |
Other accrued expenses | 7,087 | 7,849 |
Amounts due to customers | 431 | 466 |
Total other accrued expenses and other current liabilities | 7,518 | 8,315 |
Total accrued expenses and other current liabilities | $ 9,733 | $ 12,845 |
Selected Balance Sheet Accoun36
Selected Balance Sheet Accounts (Details Narrative) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Property, Plant and Equipment [Line Items] | ||||
Fair value of note | $ 1,300 | $ 1,300 | ||
Market yield (in hundredths) | 1.60% | |||
Convertible subordinated promissory note issued | $ 1,000 | $ 1,000 | ||
Stock price volatility (in hundredths) | 65.00% | |||
Interest is payable at an annual interest rate (in hundredths) | 6.00% | 6.00% | ||
Note maturity date | Jan. 31, 2019 | |||
Amortization expense | $ 1,300 | $ 1,500 | $ 4,100 | $ 4,300 |
Sales Revenue Net [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Concentration risk | 33.00% | 40.00% | ||
Accounts Receivable [Member] | ||||
Property, Plant and Equipment [Line Items] | ||||
Concentration risk | 43.00% | 40.00% | ||
Concentration risk, amount | $ 12,200 | $ 13,000 |
Credit Facility (Details Narrat
Credit Facility (Details Narrative) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2017USD ($) | Sep. 30, 2017USD ($) | |
Term loan maturity date | Jan. 31, 2019 | |
Revolving loan limit | $ 8,000 | $ 8,000 |
Revolving loan current balance | 8,000 | 8,000 |
Term Loan 1 | ||
Term loan | 9,000 | $ 9,000 |
Term loan amortization period | 4 years | |
Quarterly principal payment | $ 562 | |
Term loan maturity date | Dec. 31, 2017 | |
Term loan balance | 1,100 | $ 1,100 |
Term Loan 2 | ||
Term loan | 15,000 | $ 15,000 |
Term loan amortization period | 5 years | |
Quarterly principal payment | $ 750 | |
Term loan maturity date | Jun. 30, 2020 | |
Term loan balance | $ 9,000 | $ 9,000 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Income Tax Disclosure [Abstract] | ||
Unrecognized tax benefits | $ 500 | |
Accrued interest and penalties | $ 0 | $ 0 |