Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 12, 2018 | Jun. 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 | 13,074,558 | ||
Entity Public Float | $ 140,000,000 | ||
Document Fiscal Year Focus | 2,017 | ||
Document Fiscal Period Focus | FY | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 24,993 | $ 38,512 |
Short-term investment | 254 | 251 |
Accounts receivable, net of allowances for bad debts and customer credits of $892 and $1,015 at December 31, 2017 and 2016, respectively | 25,911 | 33,634 |
Deferred tax asset | 0 | 4,669 |
Prepaid expenses and other current assets | 1,805 | 901 |
Total current assets | 52,963 | 77,967 |
Property and equipment, net | 4,311 | 4,430 |
Investments | 100 | 680 |
Intangible assets, net | 29,113 | 23,783 |
Goodwill | 5,133 | 42,821 |
Long-term deferred tax asset | 692 | 14,799 |
Other assets | 601 | 801 |
Total assets | 92,913 | 165,281 |
Current liabilities: | ||
Accounts payable | 7,083 | 9,764 |
Accrued employee-related benefits | 2,411 | 4,530 |
Other accrued expenses and other current liabilities | 7,252 | 8,315 |
Current portion of term loan payable | 0 | 6,563 |
Total current liabilities | 16,746 | 29,172 |
Convertible note payable | 1,000 | 1,000 |
Long-term portion of term loan payable | 0 | 7,500 |
Borrowings under revolving credit facility | 8,000 | 8,000 |
Total liabilities | 25,746 | 45,672 |
Commitments and contingencies (Note 7) | ||
Stockholders' equity: | ||
Common stock, $0.001 par value; 55,000,000 shares authorized; 13,059,341 and 11,012,625 shares issued and outstanding at December 31, 2017 and 2016, respectively | 13 | 11 |
Additional paid-in capital | 356,054 | 350,022 |
Accumulated deficit | (288,900) | (230,424) |
Total stockholders' equity | 67,167 | 119,609 |
Total liabilities and stockholders' equity | 92,913 | 165,281 |
Series A Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred Stock | 0 | 0 |
Series B Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred Stock | $ 0 | $ 0 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Accounts receivable, allowances for bad debts and customer credits | $ 892 | $ 1,015 |
Stockholders' equity: | ||
Preferred stock, authorized (in shares) | 11,445,187 | 11,445,187 |
Common stock, par value (in dollars per share) | $ .001 | $ .001 |
Common stock, authorized (in shares) | 55,000,000 | 55,000,000 |
Common stock, issued (in shares) | 13,059,341 | 11,012,625 |
Common stock, outstanding (in shares) | 13,059,341 | 11,012,625 |
Series A Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ .001 | $ .001 |
Preferred stock, issued (in shares) | 0 | 0 |
Preferred stock, outstanding (in shares) | 0 | 0 |
Series B Preferred Stock [Member] | ||
Stockholders' equity: | ||
Preferred stock, par value (in dollars per share) | $ .001 | $ .001 |
Preferred stock, issued (in shares) | 0 | 168,007 |
Preferred stock, outstanding (in shares) | 0 | 168,007 |
CONSOLIDATED STATEMENTS OF INCO
CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenues: | |||
Lead fees | $ 107,045 | $ 130,684 | $ 120,678 |
Advertising | 34,142 | 24,508 | 10,534 |
Other revenues | 938 | 1,492 | 2,014 |
Total revenues | 142,125 | 156,684 | 133,226 |
Cost of revenues | 99,352 | 98,771 | 81,586 |
Gross profit | 42,773 | 57,913 | 51,640 |
Operating expenses: | |||
Sales and marketing | 14,315 | 18,118 | 15,956 |
Technology support | 12,567 | 13,986 | 11,740 |
General and administrative | 12,110 | 14,663 | 13,189 |
Depreciation and amortization | 4,781 | 5,068 | 3,106 |
Litigation settlements | (109) | (50) | (108) |
Goodwill impairment | 37,688 | 0 | 0 |
Total operating expenses | 81,352 | 51,785 | 43,883 |
Operating income (loss) | (38,579) | 6,128 | 7,757 |
Interest and other income (expense), net | (946) | 558 | 322 |
Income (loss) before income tax provision | (39,525) | 6,686 | 8,079 |
Income tax provision | 25,439 | 2,815 | 3,433 |
Net income (loss) and comprehensive income (loss) | $ (64,964) | $ 3,871 | $ 4,646 |
Basic earnings (loss) per common share | $ (5.48) | $ 0.36 | $ 0.47 |
Diluted earnings (loss) per common share | $ (5.48) | $ 0.29 | $ 0.37 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Common Stock | Preferred Stock | Additional Paid-In Capital | Accumulated Deficit | Total |
Beginning balance, amount at Dec. 31, 2014 | $ 9 | $ 0 | $ 308,190 | $ (238,941) | $ 69,258 |
Beginning balance (shares) at Dec. 31, 2014 | 8,880,377 | 0 | |||
Share-based compensation, amount | 2,563 | 2,563 | |||
Issuance of common stock upon exercise of stock options, amount | 1,197 | 1,197 | |||
Issuance of common stock upon exercise of stock options (shares) | 145,979 | ||||
Issuance of warrants, amount | 2,542 | 2,542 | |||
Issuance of preferred shares, amount | 21,133 | 21,133 | |||
Issuance of preferred shares, (shares) | 168,007 | ||||
Issuance of restricted shares, (shares) | 125,000 | ||||
DealerX contingent consideration | 0 | ||||
Exercise of warrants, amount | $ 1 | 1,860 | 1,861 | ||
Exercise of warrants (shares) | 400,000 | ||||
Conversion of note payable, amount | $ 1 | 5,000 | 5,001 | ||
Conversion of note payable, shares | 1,075,268 | ||||
Net income (loss) | 4,646 | 4,646 | |||
Ending balance, amount at Dec. 31, 2015 | $ 11 | $ 0 | 342,485 | (234,295) | $ 119,609 |
Ending balance (shares) at Dec. 31, 2015 | 10,626,624 | 168,007 | 11,012,625 | ||
Share-based compensation, amount | 4,486 | $ 4,486 | |||
Issuance of common stock upon exercise of stock options, amount | 3,051 | 3,051 | |||
Issuance of common stock upon exercise of stock options (shares) | 386,001 | ||||
DealerX contingent consideration | 0 | ||||
Net income (loss) | 3,871 | 3,871 | |||
Ending balance, amount at Dec. 31, 2016 | $ 11 | $ 0 | 350,022 | (230,424) | $ 119,609 |
Ending balance (shares) at Dec. 31, 2016 | 11,012,625 | 168,007 | 11,012,625 | ||
Share-based compensation, amount | 4,106 | $ 4,106 | |||
Issuance of common stock upon exercise of stock options, amount | $ 0 | 1,355 | $ 1,355 | ||
Issuance of common stock upon exercise of stock options (shares) | 248,344 | 248,344 | |||
Issuance of restricted shares, (shares) | 345,000 | ||||
Conversion of preferred shares, amount | $ 2 | $ 0 | (2) | ||
Conversion of preferred shares, shares | 1,680,070 | (168,007) | |||
DealerX contingent consideration | 2,470 | $ 2,470 | |||
Repurchase of common stock, amount | $ 0 | (1,897) | (1,897) | ||
Repurchase of common stock (shares) | (226,698) | ||||
Cumulative effect adjustment | 6,488 | 6,488 | |||
Net income (loss) | (64,964) | (64,964) | |||
Ending balance, amount at Dec. 31, 2017 | $ 13 | $ 0 | $ 356,054 | $ (288,900) | $ 67,167 |
Ending balance (shares) at Dec. 31, 2017 | 13,059,341 | 0 | 13,059,341 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash flows from operating activities: | |||
Net income (loss) | $ (64,964) | $ 3,871 | $ 4,646 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation and amortization | 7,653 | 7,303 | 4,021 |
Provision for bad debt | 346 | 344 | 379 |
Provision for customer credits | 247 | 592 | 803 |
Share-based compensation | 4,103 | 4,412 | 2,557 |
Write-down of assets | 8 | 115 | 0 |
Gain on sale of business | 0 | (2,183) | 0 |
(Gain)/loss on long-term strategic investment | 580 | 777 | (636) |
Change in deferred tax assets | 25,264 | 1,994 | 2,996 |
Goodwill impairment | 37,688 | 0 | 0 |
Changes in assets and liabilities: | |||
Accounts receivable | 7,130 | (3,229) | (381) |
Prepaid expenses and other current assets | (904) | (402) | (121) |
Other non-current assets | 200 | 946 | 147 |
Accounts payable | (2,681) | 2,121 | (586) |
Accrued expenses and other current liabilities | (3,182) | 1,581 | (1,352) |
Non-current liabilities | 0 | 0 | (273) |
Net cash provided by operating activities | 11,488 | 18,242 | 12,200 |
Cash flows from investing activities: | |||
Purchase of Dealix/Autotegrity | 0 | 0 | (25,011) |
Investment in GoMoto | 0 | (375) | (375) |
Change in short-term investment | (3) | (251) | 0 |
Purchase of intangible assets | (8,600) | 0 | 0 |
Purchases of property and equipment | (1,799) | (2,148) | (2,719) |
Net cash used in investing activities | (10,402) | (2,774) | (28,105) |
Cash flows from financing activities: | |||
Repurchase of common stock | (1,897) | 0 | 0 |
Borrowings under credit facility | 0 | 0 | 2,750 |
Borrowings under term loan | 0 | 0 | 15,000 |
Payments on term loan borrowings | (14,063) | (3,937) | (3,750) |
Net proceeds from stock option exercises | 1,355 | 3,051 | 1,197 |
Proceeds from exercise of warrants | 0 | 0 | 1,860 |
Proceeds from issuance of preferred shares | 0 | 0 | 2,132 |
Payment of contingent fee arrangement | 0 | (63) | (38) |
Net cash (used in) provided by financing activities | (14,605) | (949) | 19,151 |
Net increase (decrease) in cash and cash equivalents | (13,519) | 14,519 | 3,246 |
Cash and cash equivalents, beginning of period | 38,512 | 23,993 | 20,747 |
Cash and cash equivalents, end of period | 24,993 | 38,512 | 23,993 |
Supplemental disclosure of cash flow information: | |||
Cash paid for income taxes | 650 | 760 | 552 |
Cash paid for interest | 948 | 717 | 884 |
Supplemental schedule of non-cash investing and financing activities: | |||
DealerX contingent consideration | 2,470 | 0 | 0 |
Purchase of AutoWeb | 0 | 0 | 21,543 |
Conversion of Cyber Note | 0 | 0 | 5,000 |
Sale of specialty finance leads product | $ 0 | $ 3,168 | $ 0 |
Organization and Operations of
Organization and Operations of Autobytel | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization and Operations of Autobytel | 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., assuming the name of AutoWeb, Inc., which was the name of the company that was acquired by the Company in October 2015. In connection with this name change, the Company’s stock ticker symbol was changed from “ABTL” to “AUTO” on The Nasdaq Capital Market. On October 5, 2017, the Company and DealerX Partners, LLC, a Florida limited liability company (“ DealerX DealerX License Agreement Platform Support Obligations On December 19, 2016, AutoWeb and Car.com, Inc., a wholly owned subsidiary of AutoWeb (“ Car.com Internet Brands On October 1, 2015 (“ AWI Merger Date Merger Sub AWI 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 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Basis of Presentation Use of Estimates in the Preparation of Financial Statements. U.S. GAAP Cash and Cash Equivalents. Investments Accounts Receivable. Allowances for Bad Debts and Customer Credits. The allowance for customer credits is an estimate of adjustments for services that do not meet the customer requirements. Additions to the estimated allowance for customer credits are recorded as a reduction of revenues and are based on the Company’s historical experience of: (i) the amount of credits issued; (ii) the length of time after services are rendered that the credits are issued; (iii) other factors known at the time; and (iv) future expectations. Reductions in the estimated allowance for customer credits are recorded as an increase in revenues. As specific customer credits are identified, they are written-off against the previously established estimated allowance for customer credits with no impact on revenues. If there is a decline in the general economic environment that negatively affects the financial condition of the Company’s customers or an increase in the number of customers that are dissatisfied with their services, additional estimated allowances for bad debts and customer credits may be required, and the impact on the Company’s business, results of operations, financial condition, earnings per share, cash flow or the trading price of our stock could be material. Contingencies. Fair Value of Financial Instruments. Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Inputs include management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. The inputs are unobservable in the market and significant to the instrument’s valuation. Cash equivalents, accounts receivable, net of allowance, accounts payable and accrued liabilities, are carried at cost, which management believes approximates fair value because of the short-term maturity of these instruments. The Company’s investments at December 31, 2017 and 2016 consist primarily of investments in SaleMove and GoMoto and are accounted for under the cost method. During the years ended December 31, 2017 and 2016, the Company recorded a write-off related to it its investments in SaleMove of $0.6 million and GoMoto of $0.7 million in SaleMove, respectively. Variable Interest Entities. VIE Based on AutoWeb’s analysis for the periods presented in this report, it is not the primary beneficiary of SaleMove. Accordingly, SaleMove does not meet the criteria for consolidation. The SaleMove advances are classified as an other long-term asset on the consolidated balance sheet as of December 31, 2017 and December 31, 2016. The carrying value and maximum potential loss exposure from SaleMove was zero and $0.6 million as of December 31, 2017 and 2016, respectively. Concentration of Credit Risk and Risks Due to Significant Customers. The Company has a concentration of credit risk with its automotive industry related accounts receivable balances, particularly with Urban Science Applications (which represents several Manufacturer programs), General Motors and Media.net Advertising. During 2017, approximately 34% of the Company’s total revenues were derived from these three customers, and approximately 43% or $11.6 million of gross accounts receivable related to these three customers at December 31, 2017. In 2017, Urban Science Applications accounted for 15% and 20% of total revenues and total accounts receivable as of December 31, 2017, respectively. In 2017, Media.net Advertising accounted for 11% of both total revenues and accounts receivable as of December 31, 2017, respectively. . During 2016, approximately 28% of the Company’s total revenues were derived from Urban Science Applications, General Motors and Ford Direct, and approximately 36% or $12.6 million of gross accounts receivable related to these three customers at December 31, 2016. In 2016, Urban Science Applications accounted for 16% and 19% of total revenues and total accounts receivable as of December 31, 2016, respectively. Property and Equipment. Operating Leases. Reimbursed tenant improvements are considered in determining straight-line rent expense and are amortized over the shorter of their estimated useful lives or the lease term. The lease term begins on the date of initial possession of the leased property for purposes of recognizing rent expense on a straight-line basis over the term of the lease. Lease renewal periods are considered on a lease-by-lease basis and are generally not included in the initial lease term. Capitalized Internal Use Software and Website Development Costs. ASC Impairment of Long-Lived Assets and Intangible Assets. Indefinite-lived intangible assets Goodwill. Revenue Recognition. The Company recognizes revenues when evidence of an arrangement exists, pricing is fixed and determinable, collection is reasonably assured and delivery or performance of service has occurred. Lead fees are generally recognized as revenues in the period the service is provided. Advertising revenues are generally recognized in the period the advertisements are displayed on Company Websites and the period in which clicks have been delivered. Fees billed prior to providing services are deferred, as they do not satisfy all U.S. GAAP revenue recognition criteria. Deferred revenues are recognized as revenue over the periods services are provided. Cost of Revenues. SEM SEO Income Taxes. On December 22, 2017, the U.S. government enacted comprehensive tax legislation known as the Tax Cuts and Jobs Act (“ TCJA AMT Transition Tax NOLs ASC 740, Income Taxes, requires the effects of changes in tax laws to be recognized in the period in which the legislation is enacted. However, due to the complexity and significance of the TCJA's provisions, the SEC staff issued Staff Accounting Bulletin 118 (“ SAB 118 At December 31, 2017, the Company has not completed its accounting for the tax effects of enactment of the TCJA; however, the Company has made a reasonable estimate of the effects of the TCJA’s change in the federal rate and revalued its deferred tax assets based on the rates at which they are expected to reverse in the future, which is generally the new 21% federal corporate tax rate plus applicable state tax rate. The Company recorded a decrease in deferred tax assets and deferred tax liabilities of $11.7 million and $0.0 million, respectively, with a corresponding net adjustment to deferred income tax expense of $11.7 million for the year ended December 31, 2017. In addition, the Company recognized a deemed repatriation of $0.6 million of deferred foreign income from its Guatemala subsidiary, which did not result in any incremental tax cost after application of foreign tax credits. The Company’s provisional estimates will be adjusted during the measurement period defined under SAB 118, based upon ongoing analysis of data and tax positions along with the new guidance from regulators and interpretations of the law. Computation of Basic and Diluted Net Earnings (Loss) per Share. The following are the share amounts utilized to compute the basic and diluted net earnings (loss) per share for the years ended December 31: 2017 2016 2015 Basic Shares: Weighted average common shares outstanding 11,910,906 10,673,015 9,907,066 Weighted average common shares repurchased (58,367 ) — — Basic Shares 11,852,539 10,673,015 9,907,066 Diluted Shares: Basic Shares 11,852,539 10,673,015 9,907,066 Weighted average dilutive securities — 2,630,194 2,755,258 Dilutive Shares 11,852,539 13,303,209 12,662,324 For the year ended December 31, 2017, weighted average dilutive securities were not included since the company had a net loss for the year. For the years ended December 31, 2016 and 2015, weighted average dilutive securities included dilutive options, warrants and convertible preferred shares. Potentially dilutive securities representing approximately 3.7 million, 1.9 million and 1.4 million shares of common stock for the years ended December 31, 2017, 2016 and 2015, respectively, were excluded from the computation of diluted income per share for these periods because their effect would have been anti-dilutive. Share-Based Compensation. Awards Plans Restricted stock fair value is measured on the grant date based on the quoted market price of the Company’s common stock, and the stock option fair value is estimated on the grant date using the Black-Scholes option pricing model based on the underlying common stock closing price as of the date of grant, the expected term, stock price volatility and risk-free interest rates. Business Segment. Advertising Expense. Recent Accounting Pronouncements Issued but not yet adopted by the Company Accounting Standards Codification 842 “Leases.” ASU Accounting Standards Codification 805 “Business Combinations.” Accounting Standards Codification 718 “Compensation – Stock Compensation.” Accounting Standards Codification 606 “Revenue from Contracts with Customers.” The standard permits the use of either the retrospective or cumulative effect transition method (modified retrospective method). The Company adopted the ASU on a modified retrospective transition method on January 1, 2018 and will apply the guidance to the most current period presented in the financial statements issued subsequent to the adoption date. The Company did not record a cumulative adjustment to retained earnings as of January 1, 2018 since the Company was recognizing revenue consistent with the provisions of ASC 606 and any adjustment would have been deemed immaterial. In preparation for adoption of the standard, the Company has implemented internal controls to enable the preparation of financial information and have reached conclusions on key accounting assessments related to the standard, including that accounting for variable consideration is immaterial. Under ASU 2014-09, revenue is recognized upon transfer of control of promised products or services to customers. The Company has three main revenue streams: lead fees, advertising and other revenues. Lead fees are paid by Dealers and Manufacturers participating in the Company’s Lead programs and are comprised of monthly transaction and/or subscription fees. Lead fees are recognized in the period when service is provided. Advertising revenue represents fees for display advertising on our website and fees from our click program. Advertising revenue is recognized in the period the advertisements are displayed on our websites and the period in which clicks have been delivered. The Company adopted the standard through the application of the portfolio approach and selected a sample of customer contracts to assess under the guidance of the new standard that are characteristically representative of each revenue stream. The Company has completed its review of the sample contracts, and the Company does not anticipate a significant change to the pattern or timing of revenue recognition as a result of adopting the new standard. Recently adopted by the Company Accounting Standards Codification 350 “Intangibles – Goodwill and Other.” 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. 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. The Company recognized $6.5 million of deferred tax assets relating to unrealized stock option benefits, resulting in a cumulative $6.5 million adjustment to retained earnings. For the twelve months ended December 31, 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 $32,000 was recognized in the twelve months ended December 31, 2017 as a result of the adoption of ASU 2016-09. 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 |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisition of AWI On the AWI Merger Date, Merger Sub merged with and into AWI, with AWI continuing as the surviving corporation and as a wholly owned subsidiary of AutoWeb. The AWI Merger Date fair value of the consideration transferred totaled $23.8 million consisting of (i) 168,007 newly issued shares of Series B Junior Participating Convertible Preferred Stock, par value $0.001 per share, of AutoWeb (“ Series B Preferred Stock AWI Warrant Common Stock (in thousands) Series B Preferred Stock $ 20,989 Series B Preferred warrants to purchase 148,240 shares of Series B Preferred Stock 2,542 Cash 279 Fair value of prior ownership in AWI 4,016 $ 27,826 The shares of Series B Preferred Stock were converted into ten (10) shares of Common Stock upon stockholder approval on June 22, 2017. The AWI Warrant was valued at $1.72 per share underlying the warrant for a total value of $2.5 million. The Company used a Monte Carlo simulation model to determine the value of the AWI Warrant. Key assumptions used in valuing the AutoWeb Warrant are as follows: risk-free rate of 1.9%, stock price volatility of 74.0% and a term of 7.0 years. On June 22, 2017, the Company received stockholder approval which resulted in the automatic conversion of the AWI Warrant into warrants to acquire up to 1,482,400 shares of the Company’s common stock at an exercise price of $18.45 per share of common stock. The AWI Warrant becomes exercisable on October 1, 2018, subject to the following vesting conditions: (i) with respect to the first one-third (1/3) of the warrant shares, if at any time after the issuance date of the AWI Warrant and prior to the expiration date of the AWI Warrant the weighted average closing price of the Common Stock for the preceding 30 trading days (adjusted for any stock splits, stock dividends, reverse stock splits or combinations of the Common Stock occurring after the issuance date) (“ Weighted Average Closing Price The following table summarizes the fair values of the assets acquired and liabilities assumed as of the AWI Merger Date. (in thousands) Net identifiable assets acquired: Total tangible assets acquired $ 4,456 Total liabilities assumed 543 Net identifiable assets acquired 3,913 Definite-lived intangible assets acquired 17,690 Goodwill 5,954 $ 27,557 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 intangible assets related to the AWI acquisition include the following: Valuation Method Estimated Fair Value Estimated Useful Life (1) (in thousands) (years) Customer relationships Excess of earnings (2) $ 7,470 4 Trademark/trade names Relief from Royalty (3) 2,600 6 Developed technology Excess of earnings (4) 7,620 7 Total purchased intangible assets $ 17,690 (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 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. (3) 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. (4) 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 method takes into account technological and economic obsolescence of the technology. Additionally, in connection with the acquisition of AWI, the Company entered into non-compete agreements with key executives of AWI. The fair value of the AWI non-compete agreements was $270,000 and was derived by calculating the difference between the present value of the Company’s forecasted cash flows with the agreements in place and without the agreements in place. The Company amortized the value of the AWI non-compete agreement over two years. 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 $6.0 million was attributable primarily to expected synergies and the assembled workforce of AWI. The Company incurred approximately $1.1 million of acquisition-related costs related to the AWI acquisition. Acquisition of Dealix/Autotegrity On the Dealix/Autotegrity Acquisition Date, AutoWeb acquired all of the issued and outstanding shares of common stock of Dealix and Autotegrity. Dealix provides new and used car leads to automotive dealerships, Dealer groups and Manufacturers, and Autotegrity 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 Company’s results of operations since the Dealix/Autotegrity Acquisition Date. The following table summarizes the estimated fair values of the assets acquired and liabilities assumed as of the Dealix/Autotegrity Acquisition Date. During the year ended December 31, 2016, the Company made adjustments to the purchase price allocation due to changes in accounts receivable and sales tax payable acquired. (in thousands) Net identifiable assets acquired: Total tangible assets acquired $ 9,778 Total liabilities assumed 2,520 Net identifiable assets acquired 7,258 Definite-lived intangible assets acquired 7,655 Indefinite-lived intangible assets acquired 2,200 Goodwill 7,358 $ 24,471 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 intangible assets related to the Dealix/Autotegrity acquisition include the following: Valuation Method Estimated Fair Value Estimated Useful Life (1) (in thousands) (years) Customer relationships Excess of earnings (2) $ 7,020 10 Trademark/trade names – Autotegrity Relief from Royalty (3) 120 3 Trademark/trade names – UsedCars.com Relief from Royalty (3) 2,200 Indefinite Developed technology Cost Approach (4) 515 3 Total purchased intangible assets $ 9,855 (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 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. (3) 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. (4) 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. Additionally, in connection with the acquisition of Dealix/Autotegrity, the Company entered into non-compete agreements with CDK and a key executive of Dealix/Autotegrity. The fair value of the non-compete agreements with CDK and the key executive from Dealix/Autotegrity was $0.5 million and $40,000, respectively, and was derived by calculating the difference between the present value of the Company’s forecasted cash flows with the agreements in place and without the agreements in place. The Company amortized the value of the non-compete agreement with CDK and the key executive from Dealix/Autotegrity over two and one year(s), respectively. 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 Dealix/Autotegrity. The Company incurred approximately $1.7 million of acquisition-related costs related to the Dealix/Autotegrity acquisition. 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 (1) granted 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) provided 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 $0.4 million during the twelve months ended December 31, 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. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Investments | Investments. The following table presents the Company’s investment activity for 2017 and 2016 (in thousands): Note Note receivable- receivable- Description long-term current Investments Balance at December 31, 2015 $ 375 $ — $ 680 Purchases, (sales), issuances and (settlements), net (375 ) 750 — Balance at December 31, 2016 — 750 680 Reserve for notes receivable — (750 ) — Net balance at December 31, 2016 — — 680 Write-offs — — (580 ) Net balance at December 31, 2017 $ — $ — $ 100 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 December 31, 2016. The Company recorded an impairment charge of $0.6 million in SaleMove in 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 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 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 from the Reseller Agreement. As of December 31, 2017, the net advances due from SaleMove totaled $424,000. 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 for each period in GoMoto in the form of convertible promissory notes (“ GoMoto Notes |
Selected Balance Sheet Accounts
Selected Balance Sheet Accounts | 12 Months Ended |
Dec. 31, 2017 | |
Selected Balance Sheet Accounts [Abstract] | |
Selected Balance Sheet Accounts | Property and Equipment Property and equipment consists of the following: As of December 31, 2017 2016 (in thousands) Computer software and hardware $ 11,065 $ 12,027 Capitalized internal use software 5,774 5,359 Furniture and equipment 1,703 1,332 Leasehold improvements 1,539 1,139 20,081 19,857 Less—Accumulated depreciation and amortization (15,770 ) (15,427 ) Property and Equipment, net $ 4,311 $ 4,430 As of December 31, 2017 and 2016, capitalized internal use software, net of amortization, was $2.0 million and $2.7 million, respectively. Depreciation and amortization expense related to property and equipment was $1.9 million for the year ended December 31, 2017. Of this amount, $1.1 million was recorded in cost of revenues and $0.8 million was recorded in operating expenses for the year ended December 31, 2017. Depreciation and amortization expense related to property and equipment was $1.6 million for the year ended December 31, 2016. Of this amount, $0.7 million was recorded in cost of revenues and $0.8 million was recorded in operating expenses for the year ended December 31, 2016. Intangible Assets. The Company amortizes specifically identified definite-lived intangible assets using the straight-line method over the estimated useful lives of the assets. On October 5, 2017, the Company and DealerX entered into the DealerX License Agreement. Pursuant to the terms of the DealerX License Agreement, AutoWeb was granted a perpetual license to access and use DealerX’s proprietary platform and technology for targeted, online marketing. 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 The Company’s intangible assets will be amortized over the following estimated useful lives (in thousands): December 31, 2017 December 31, 2016 Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net Trademarks/trade names/licenses/domains 3 – 7 years $ 16,589 (4,037 ) $ 12,552 $ 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 (10,555 ) 9,008 19,563 (7,454 ) 12,109 Employment/non-compete agreements 1-5 years 1,510 (1,493 ) 17 1,510 (1,273 ) 237 Developed technology 5-7 years 8,955 (3,619 ) 5,336 8,955 (2,256 ) 6,699 $ 47,917 (21,004 ) $ 26,913 $ 40,622 (19,039 ) $ 21,583 December 31, 2017 December 31, 2016 Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net Domain Indefinite $ 2,200 — $ 2,200 $ 2,200 — $ 2,200 Amortization expense is included in “Cost of Revenues” and “Depreciation and amortization” in the Statements of Operations. Amortization expense was $5.7 million, $5.7 million and $3.0 million in 2017, 2016 and 2015, respectively. Amortization expense for intangible assets for the next five years is as follows: Year Amortization Expense (in thousands) 2018 $ 6,610 2019 5,236 2020 3,805 2021 3,697 2022 3,100 Thereafter 4,465 $ 26,913 Goodwill. Goodwill represents the excess of the purchase price over the fair value of net assets acquired. Goodwill is not amortized and is assessed annually for impairment or whenever events or circumstances indicate that the carrying value of such assets may not be recoverable. The Company did not record any impairment related to goodwill as of December 31, 2016. The Company impaired goodwill by $37.7 million as of December 31, 2017. As of December 31, 2017 and 2016, goodwill consisted of the following: (in thousands) Goodwill as of December 31, 2015 $ 42,903 Purchase price allocation adjustments from Dealix/Autotegrity acquisition (82 ) Goodwill as December 31, 2016 42,821 Impairment charge (37,688 ) Goodwill as of December 31, 2017 $ 5,133 During the year ended December 31, 2016, the Company made adjustments to the Dealix/Autotegrity purchase price allocation due to changes in accounts receivable and sales tax payable acquired, and adjusted goodwill accordingly. Accrued Expenses and Other Current Liabilities As of December 31, 2017 and 2016, accrued expenses and other current liabilities consisted of the following: As of December 31, 2017 2016 (in thousands) Accrued employee-related benefits $ 2,411 $ 4,530 Other accrued expenses and other current liabilities: Other accrued expenses 6,307 7,278 Amounts due to customers 438 466 Other current liabilities 507 571 Total other accrued expenses and other current liabilities 7,252 8,315 Total accrued expenses and other current liabilities $ 9,663 $ 12,845 Convertible Notes Payable In connection with the acquisition of Cyber, the Company issued the Cyber Note to the sellers. The fair value of the Cyber Note as of the Cyber Acquisition Date was $5.9 million. This valuation was estimated using a binomial option pricing method. Key assumptions used by the Company's outside valuation consultants in valuing the Cyber Note included a market yield of 15.0% and stock price volatility of 77.5%. As the Cyber Note was issued with a substantial premium, the Company recorded the premium as additional paid-in capital. Interest is payable at an annual interest rate of 6% in quarterly installments. The Cyber Note was acquired by Auto Holdings and was converted into 1,075,268 shares of Company common stock on April 27, 2015, as discussed in Note 1. Upon conversion of the Cyber Note, the Company removed the liability from the Consolidated Balance Sheet. In connection with the acquisition of AutoUSA, LLC (“ AutoUSA AutoUSA Note |
Credit Facility
Credit Facility | 12 Months Ended |
Dec. 31, 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 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 the Revolving Loan 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. The Company pays a commitment fee of 0.10% per year on the unused portion of the Revolving Loan, payable quarterly in arrears. Borrowings under 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. The maturity date of the Revolving Loan was extended from March 31, 2017 to April 30, 2018. Borrowings under the Revolving Loan may be used as a source to finance working capital, capital expenditures, acquisitions and stock buybacks and for other general corporate purposes. Term Loan 1 was amortized over a period of four years, with fixed quarterly principal payments of $562,500. Borrowings under Term Loan 1 bore 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 was amortized over a period of five years, with fixed quarterly principal payments of $750,000. Borrowings under Term Loan 2 bore interest at either (i) LIBOR plus 3.00% or (ii) the bank’s Reference Rate (prime rate), at the option of the Company. Interest under Term Loan 2 adjusted (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 was selected; or (ii) with changes in Union Bank’s Reference Rate, if the Reference Rate was selected. The Company paid an upfront fee of 0.10% of the Term Loan 2 principal amount upon drawing upon Term Loan 2. Borrowings under Term Loan 2 were 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. Borrowing under Term Loan 2 was limited to use for the acquisition of Dealix/Autotegrity, and the Company drew down the entire $15.0 million of Term Loan 2, together with $2.75 million under the Revolving Loan and $6.76 million from available cash on hand, in financing this acquisition. The Credit Facility Agreement contains certain customary affirmative and negative covenants and restrictive and financial covenants, which the Company was in compliance with as of December 31, 2017. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Operating Leases The Company leases its facilities and certain office equipment under operating leases which expire on various dates through 2024. The Company’s future minimum lease payments on leases with non-cancelable terms in excess of one year were as follows (in thousands): Years Ending December 31, 2018 $ 1,526 2019 1,385 2020 964 2021 461 2022 459 Thereafter 672 $ 5,467 Rent expense included in operating expenses was $2.0 million, $2.0 million and $1.2 million for the years ended December 31, 2017, 2016 and 2015, respectively. 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 without cause or 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. 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. |
Retirement Savings Plan
Retirement Savings Plan | 12 Months Ended |
Dec. 31, 2017 | |
Postemployment Benefits [Abstract] | |
Retirement Savings Plan | The Company has a retirement savings plan which qualifies as a deferred salary arrangement under Section 401(k) of the Internal Revenue Code of 1986, as amended (“ IRC 401(k) Plan |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stockholders' Equity | Stock-Based Incentive Plans The Company has established several plans that provide for stock-based awards (“ Awards RSAs Share-based compensation expense is included in costs and expenses in the Consolidated Statements of Operations and Comprehensive Income (Loss) as follows: Years Ended December 31, 2017 2016 2015 (in thousands) Share-based compensation expense: Cost of revenues $ 78 $ 67 $ 150 Sales and marketing 1,703 1,777 713 Technology support 586 601 518 General and administrative 1,739 1,982 1,185 Share-based compensation expense 4,106 4,427 2,566 Amount capitalized to internal use software 3 15 9 Total share-based compensation expense $ 4,103 $ 4,412 $ 2,557 As of December 31, 2017, December 31, 2016 and December 31, 2015, there was approximately $3.9 million, $4.9 million and $2.9 million, respectively, of unrecognized compensation expense related to unvested stock options. This expense is expected to be recognized over a weighted average period of approximately 3.9 years. Stock Options The fair value of stock options is estimated on the grant date using the Black-Scholes option pricing model based on the underlying common stock closing price as of the date of grant, the expected term, stock price volatility and risk-free interest rates. The expected risk-free interest rate is based on United States treasury yield for a term consistent with the expected life of the stock option in effect at the time of grant. Expected volatility is based on the Company’s historical experience for a period equal to the expected life. The Company has used historical volatility because it has limited or no options traded on its common stock to support the use of an implied volatility or a combination of both historical and implied volatility. The Company estimates the expected life of options granted based on historical experience, which it believes is representative of future behavior. The dividend yield is not considered in the option-pricing formula since the Company has not paid dividends in the past and has no current plans to do so in the future. The Company elected to estimate a forfeiture rate and is based on historical experience and is adjusted based on actual experience. The Company grants its options at exercise prices that are not less than the fair market value of the Company’s common stock on the date of grant. Stock options generally have a seven or ten year maximum contractual term and generally vest one-third on the first anniversary of the grant date and ratably over twenty-four months, thereafter. The vesting of certain stock options is accelerated under certain conditions, including upon a change in control of the Company, termination without cause of an employee and voluntary termination by an employee with good reason. Awards granted under the Company’s stock option plans were estimated to have a weighted average grant date fair value per share of $6.23, $7.04 and $5.73 for the years ended December 31, 2017, 2016 and 2015, respectively, based on the Black-Scholes option-pricing model on the date of grant using the following weighted average assumptions: Years Ended December 31, 2017 2016 2015 Expected volatility 62 % 58 % 56 % Expected risk-free interest rate 1.8 % 1.2 % 1.3 % Expected life (years) 4.4 4.4 4.4 A summary of the Company’s outstanding stock options as of December 31, 2017, and changes during the year then ended is presented below: Number of Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (years) (thousands) Outstanding at December 31, 2016 2,742,531 $ 11.15 4.3 Granted 466,600 12.41 Exercised (248,344 ) 5.46 Forfeited or expired (215,503 ) 15.93 Outstanding at December 31, 2017 2,745,284 $ 11.50 3.9 $ 4,089 Vested and expected to vest at December 31, 2017 2,677,867 $ 11.45 3.9 $ 4,066 Exercisable at December 31, 2017 1,909,298 $ 10.32 3.1 $ 3,920 Service-Based Options. Stock option exercises Market Condition Options. CEO Market Condition Options Weighted Average Closing Price Restricted Stock Awards. Service-Based RSA Award Performance-Based RSA Award 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. Tax Benefit Preservation Plan The Company’s Tax Benefit Preservation Plan dated as of May 26, 2010 between AutoWeb and Computershare Trust Company, N.A., as rights agent, as amended by Amendment No. 1 to Tax Benefit Preservation Plan dated as of April 14, 2014 (collectively, the “ Tax Benefit Preservation Plan Tax Benefits Rights Series B Preferred Stock On the AWI Merger Date, the Company issued the Series B Preferred Stock. The shares of Series B Preferred Stock were convertible, subject to certain limitations, into 10 shares of Common Stock (with such conversion ratio subject to adjustment as set forth in the certificate of designations for the Series B Preferred Stock). On June 22, 2017, the Company obtained stockholder approval for conversion of the then outstanding Series B Preferred Stock. 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. Warrant On September 17, 2010 (“ Cyber Acquisition Date The warrant to purchase 69,930 shares of the Company’s common stock issued in connection with the acquisition of AutoUSA was valued at $7.35 per share for a total value of $0.5 million (“ 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 Stock Repurchase 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 its board of directors had approved the repurchase of up to an additional $1.0 million of the Company’s common stock. On September 6, 2017, the Company announced that its board of directors authorized the Company to repurchase an additional $3.0 million of the Company’s common stock. Under these repurchase programs, the Company may repurchase common stock from time to time on the open market or in private transactions. These authorizations do not require us to purchase a specific number of shares, and the board of directors may suspend, modify or terminate the programs at any time. The Company will fund future repurchases through the use of available cash. During 2017, the Company repurchased 226,698 shares for an aggregate price of $1.9 million. The average price paid for all shares repurchased during 2017 was $8.37. The shares repurchased during 2017 were cancelled and returned to authorized and unissued shares. No shares were repurchased in 2016. Shares Reserved for Future Issuance The Company had the following shares of common stock reserved for future issuance upon the exercise or issuance of equity instruments as of December 31, 2017: Number of Shares Stock options outstanding 2,745,284 Authorized for future grants under stock-based incentive plans 603,758 Reserved for exercise of warrants 1,552,330 Reserved for conversion of AUSA Note 61,200 Total 4,962,572 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | The components of income (loss) before income tax provision are as follows for the years ended December 31: 2017 2016 2015 (in thousands) United States $ (40,090 ) $ 6,448 $ 8,079 International 565 238 — Total income (loss) before income tax provision $ (39,525 ) $ 6,686 $ 8,079 Income tax expense from continuing operations consists of the following for the years ended December 31: 2017 2016 2015 (in thousands) Current: Federal $ — $ 244 $ 212 State 36 508 226 Foreign 139 69 — 175 821 438 Deferred: Federal (2,916 ) 1,726 2,997 State (175 ) 1,040 586 Foreign — — — (3,091 ) 2,766 3,583 Change in federal tax rate 11,693 — — Valuation allowance 16,662 (772 ) (588 ) Total income tax expense $ 25,439 $ 2,815 $ 3,433 The reconciliations of the U.S. federal statutory rate to the effective income tax rate for the years ended December 31, 2017, 2016 and 2015 are as follows: 2017 2016 2015 Tax provision at U.S. federal statutory rates 34.0 % 34.0 % 34.0 % State income taxes net of federal benefit 2.7 3.1 2.3 Deferred tax asset adjustments – NOL related (12.1 ) 16.1 6.8 Non-deductible permanent items (0.1 ) — 0.7 Stock options (0.1 ) — — Acquisition costs — — 7.0 Goodwill impairment (17.5 ) — — Other 0.3 0.4 (1.0 ) Transition tax adjustment 0.2 — — Change in rate (29.6 ) — — Change in valuation allowance (42.2 ) (11.5 ) (7.3 ) Effective income tax rate (64.4 %) 42.1 % 42.5 % Deferred income taxes reflect the net tax effect of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s deferred taxes as of December 31, 2017 and 2016 are as follows: 2017 2016 (in thousands) Deferred tax assets: Allowance for doubtful accounts $ 225 $ 381 Accrued liabilities 574 1,596 Net operating loss carry-forwards 17,286 25,563 Intangible assets 161 — Share-based compensation expense 2,727 3,225 Other 1,062 1,191 Total gross deferred tax assets 22,035 31,956 Valuation allowance (21,318 ) (4,656 ) 717 27,300 Deferred tax liabilities: Fixed assets (25 ) (114 ) Intangible assets — (7,698 ) Unremitted foreign earnings — (20 ) Total gross deferred tax liabilities (25 ) (7,832 ) Net deferred tax assets $ 692 $ 19,468 On December 22, 2017, the U.S. government enacted comprehensive tax legislation known as the TCJA. The TCJA establishes new tax laws that will take effect in 2018, including, but not limited to (1) reduction of the U.S. federal corporate tax rate from a maximum of 35% to 21%; (2) elimination of the corporate AMT; (3) a new limitation on deductible interest expense; (4) the Transition Tax; (5) limitations on the deductibility of certain executive compensation; (6) changes to the bonus depreciation rules for fixed asset additions: and (7) limitations on NOLs generated after December 31, 2017, to 80% of taxable income. ASC 740, Income Taxes, requires the effects of changes in tax laws to be recognized in the period in which the legislation is enacted. However, due to the complexity and significance of the TCJA's provisions, the SEC staff issued Staff Accounting Bulletin 118 (“ SAB 118 At December 31, 2017, the Company has not completed its accounting for the tax effects of enactment of the TCJA; however, the Company has made a reasonable estimate of the effects of the TCJA’s change in the federal rate and revalued its deferred tax assets based on the rates at which they are expected to reverse in the future, which is generally the new 21% federal corporate tax rate plus applicable state tax rate. The Company recorded a decrease in deferred tax assets and deferred tax liabilities of $11.7 million and $0.0 million, respectively, with a corresponding net adjustment to deferred income tax expense of $11.7 million for the year ended December 31, 2017. In addition, the Company recognized a deemed repatriation of $0.6 million of deferred foreign income from its Guatemala subsidiary, which did not result in any incremental tax cost after application of foreign tax credits. The Company’s provisional estimates will be adjusted during the measurement period defined under SAB 118, based upon ongoing analysis of data and tax positions along with the new guidance from regulators and interpretations of the law. The Company adopted the provisions of ASU 2016-09 as of January 1, 2017, which requires recognition through opening retained earnings of any pre-adoption date NOL carryforwards from nonqualified stock options and other employee share-based payments (e.g., restricted shares and share appreciation rights), as well as recognition of all income tax effects from share-based payments arising on or after January 1, 2017 in income tax expense. As a result, the Company has recognized $18.4 million of pre-adoption date NOL carryforwards with remaining carryforward periods of at least seven years. The Company recognized excess tax benefits of $6.5 million as an increase to deferred tax assets and a cumulative-effect adjustment to retained earnings of $6.5 million. Based on the weight of available evidence, the Company believes that it is more likely than not that these NOLs will not be realized and has placed a valuation allowance against the deferred tax asset. During 2017, management assessed the available positive and negative evidence to estimate if sufficient future taxable income will be generated to utilize the existing deferred tax assets. A significant piece of objective negative evidence evaluated was the cumulative losses incurred over the three-year period ended December 31, 2017. The Company was projecting pre-tax income for 2017 until the three months ended December 31, 2017, in which the Company incurred a significant pre-tax loss due to goodwill impairment. The Company experienced increased costs in servicing its customers and started to see a decrease in market share as a result of more competition. The Company also projects that 2018 pre-tax profits may not offset the cumulative three-year pre-tax loss as of December 31, 2017. Based on this evaluation, the Company recorded an additional valuation allowance of $16.7 million against its deferred tax assets during the year. At December 31, 2017, the Company has recorded a valuation allowance of $21.3 million against its deferred tax assets. At December 31, 2017, the Company had federal and state NOLs of approximately $74.0 million and $26.2 million, respectively. The federal NOLs expire through 2035 as follows (in millions): 2025 $ 4.1 2026 25.5 2027 15.5 2028 5.2 2029 7.7 2030 10.6 2031 1.3 2032 — 2033 0.1 2034 2.5 2035 1.5 $ 74.0 The state NOLs expire through 2035 as follows (in millions): 2028 $ 2.7 2029 5.8 2030 11.0 2034 1.5 2035 0.8 California NOLs 21.8 Other State NOLs 4.4 Total State NOLs $ 26.2 Utilization of the net operating loss and tax credit carry-forwards may be subject to a substantial annual limitation due to ownership change limitations that may have occurred or that could occur in the future, as required by Section 382 of the IRC, as well as similar state provisions. These ownership changes may limit the amount of NOLs and research and development credit carry-forwards that can be utilized annually to offset future taxable income and tax, respectively. A Section 382 ownership change occurred in 2006 and any changes have been reflected in the NOLs presented above as of December 31, 2017. As a result of an acquisition in 2001, approximately $9.9 million of the NOLs are subject to an annual limitation of approximately $0.5 million per year. The federal and state NOLs begin to expire in 2025 and 2028, respectively. Approximately $10.8 million and $5.0 million, respectively, of the federal and state NOLs were incurred by subsidiaries prior to the date of the Company’s acquisition of such subsidiaries. The Company established a valuation allowance of $4.1 million at the date of acquisitions related to these subsidiaries. The tax benefits associated with the realization of such NOLs was credited to the provision for income taxes. At December 31, 2017, the Company has federal and state research and development tax credit carry-forwards of $0.3 million and $0.2 million, respectively. The federal credits begin to expire in 2021. The state credits do not expire. As of December 31, 2017 and 2016, the Company had unrecognized tax benefits of approximately $0.5 million and $0.5 million, respectively, all of which, if subsequently recognized, would have affected the Company’s tax rate. A reconciliation of the beginning and ending amount of unrecognized tax benefits is as follows: 2017 2016 (in thousands) Balance at January 1, $ 464 $ 527 Reductions based on tax positions related to prior years and settlements — (63 ) Balance at December 31, $ 464 $ 464 The Company is subject to taxation in the United States and various foreign and state jurisdictions. In general, the Company is no longer subject to U.S. federal and state income tax examinations for years prior to 2013 (except for the use of tax losses generated prior to 2013 that may be used to offset taxable income in subsequent years). The Company does not anticipate a significant change to the total amount of unrecognized tax benefits within the next twelve months. The Company’s policy is to recognize interest and penalties accrued on any unrecognized tax benefits as a component of income tax expense. The Company has not accrued any interest associated with its unrecognized tax benefits in the years ended December 31, 2017 and 2016. |
Quarterly Financial Data (Unaud
Quarterly Financial Data (Unaudited) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Quarterly Financial Data (Unaudited) | Below is a summary table of the Company’s quarterly data for the years ended December 31, 2017 and December 31, 2016. Quarter Ended Dec 31, 2017 (1) Sep 30, 2017 Jun 30, 2017 Mar 31, 2017 Dec 31, 2016 Sep 30, 2016 Jun 30, 2016 Mar 31, 2016 (in thousands, except per-share amounts) Total net revenues $ 33,321 $ 36,872 $ 34,591 $ 37,341 $ 40,378 $ 43,911 $ 36,148 $ 36,247 Gross profit $ 8,139 $ 11,086 $ 10,636 $ 12,911 $ 14,601 $ 15,755 $ 13,921 $ 13,635 Net income (loss) $ (65,840 ) $ 69 $ 322 $ 484 $ 1,378 $ 2,738 $ 430 $ (676 ) Basic earnings (loss) per share $ (5.22 ) $ 0.01 $ 0.03 $ 0.04 $ 0.13 $ 0.26 $ 0.04 $ (0.06 ) Diluted earnings (loss) per share $ (5.22 ) $ 0.01 $ 0.02 $ 0.04 $ 0.10 $ 0.21 $ 0.03 $ (0.06 ) (1) Net income in the quarter ended December 31, 2017 included goodwill impairment of $37.7 million, tax provision related to valuation allowance of $16.7 million, tax provision of $11.7 million due to TCJA and a $0.6 million write-off related to SaleMove. |
SCHEDULE II - VALUATION AND QUA
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II—VALUATION AND QUALIFYING ACCOUNTS Years Ended December 31, 2017 2016 2015 (in thousands) Allowance for bad debts: Beginning balance $ 643 $ 605 $ 490 Additions 346 344 379 Write-offs (311 ) (306 ) (264 ) Ending balance $ 678 $ 643 $ 605 Allowance for customer credits: Beginning balance $ 371 $ 439 $ 280 Additions 247 592 803 Write-offs (405 ) (660 ) (644 ) Ending balance $ 213 $ 371 $ 439 Tax valuation allowance: Beginning balance $ 4,656 $ 5,427 $ 6,015 Charged (credited) to tax expense 21,247 (771 ) (588 ) Charged (credited) to retained earnings (4,585 ) — — Ending balance $ 21,318 $ 4,656 $ 5,427 |
Summary of Significant Accoun19
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. Certain prior year amounts have been reclassified for consistency with the current period presentation. These reclassifications had no effect on the reported results of operations. |
Use of Estimates in the Preparation of Financial Statements | The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“ U.S. GAAP |
Cash and Cash Equivalents | For purposes of the Consolidated Balance Sheets and the Consolidated Statements of Cash Flows, the Company considers all highly liquid investments with an original maturity of 90 days or less at the date of purchase to be cash equivalents. Cash and cash equivalents represent amounts held by the Company for use by the Company and are recorded at cost, which approximates fair value. |
Investments | The Company makes strategic investments because they believe that investments may allow the Company to increase market share, benefit from advancements in technology and strengthen its business operations by enhancing their product and service offerings. |
Accounts Receivable | . |
Allowances for Bad Debts and Customer Credits | The allowance for bad debts is an estimate of bad debt expense that could result from the inability or refusal of customers to pay for services. Additions to the estimated allowance for bad debts are recorded to sales and marketing expenses and are based on factors such as historical write-off percentages, the current business environment and known concerns within the current aging of accounts receivable. Reductions in the estimated allowance for bad debts due to subsequent cash recoveries are recorded as a decrease in sales and marketing expenses. As specific bad debts are identified, they are written-off against the previously established estimated allowance for bad debts with no impact on operating expenses. The allowance for customer credits is an estimate of adjustments for services that do not meet the customer requirements. Additions to the estimated allowance for customer credits are recorded as a reduction of revenues and are based on the Company’s historical experience of: (i) the amount of credits issued; (ii) the length of time after services are rendered that the credits are issued; (iii) other factors known at the time; and (iv) future expectations. Reductions in the estimated allowance for customer credits are recorded as an increase in revenues. As specific customer credits are identified, they are written-off against the previously established estimated allowance for customer credits with no impact on revenues. If there is a decline in the general economic environment that negatively affects the financial condition of the Company’s customers or an increase in the number of customers that are dissatisfied with their services, additional estimated allowances for bad debts and customer credits may be required, and the impact on the Company’s business, results of operations, financial condition, earnings per share, cash flow or the trading price of our stock could be material. |
Contingencies | From time to time the Company may be subject to proceedings, lawsuits and other claims. The Company assesses the likelihood of any adverse judgments or outcomes of these matters as well as potential ranges of probable losses. The Company records a loss contingency when an unfavorable outcome is probable and the amount of the loss can be reasonably estimated. The amount of allowances required, if any, for these contingencies is determined after analysis of each individual case. The amount of allowances may change in the future if there are new material developments in each matter. Gain contingencies are not recorded until all elements necessary to realize the revenue are present. Any legal fees incurred in connection with a contingency are expensed as incurred. |
Fair Value of Financial Instruments | The Company records its financial assets and liabilities at fair value, which is defined under the applicable accounting standards as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measure date. The Company uses valuation techniques to measure fair value, maximizing the use of observable outputs and minimizing the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: Level 1 – Quoted prices in active markets for identical assets or liabilities. Level 2 – Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. Level 3 – Inputs include management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. The inputs are unobservable in the market and significant to the instrument’s valuation. Cash equivalents, accounts receivable, net of allowance, accounts payable and accrued liabilities, are carried at cost, which management believes approximates fair value because of the short-term maturity of these instruments. The Company’s investments at December 31, 2017 and 2016 consist primarily of investments in SaleMove and GoMoto and are accounted for under the cost method. During the years ended December 31, 2017 and 2016, the Company recorded a write-off related to it its investments in SaleMove of $0.6 million and GoMoto of $0.7 million in SaleMove, respectively. |
Variable Interest Entities | The Company has an investment in an entity that is considered a variable interest entity (“ VIE Based on AutoWeb’s analysis for the periods presented in this report, it is not the primary beneficiary of SaleMove. Accordingly, SaleMove does not meet the criteria for consolidation. The SaleMove advances are classified as an other long-term asset on the consolidated balance sheet as of December 31, 2017 and December 31, 2016. The carrying value and maximum potential loss exposure from SaleMove was zero and $0.6 million as of December 31, 2017 and 2016, respectively. |
Concentration of Credit Risk and Risks Due to Significant Customers | Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, investments and accounts receivable. Cash and cash equivalents are primarily maintained with two financial institutions in the United States. Deposits held by banks exceed the amount of insurance provided for such deposits. Generally these deposits may be redeemed upon demand. Accounts receivable are primarily derived from fees billed to automotive Dealers and automotive Manufacturers. The Company has a concentration of credit risk with its automotive industry related accounts receivable balances, particularly with Urban Science Applications (which represents several Manufacturer programs), General Motors and Media.net Advertising. During 2017, approximately 34% of the Company’s total revenues were derived from these three customers, and approximately 43% or $11.6 million of gross accounts receivable related to these three customers at December 31, 2017. In 2017, Urban Science Applications accounted for 15% and 20% of total revenues and total accounts receivable as of December 31, 2017, respectively. In 2017, Media.net Advertising accounted for 11% of both total revenues and accounts receivable as of December 31, 2017, respectively. . During 2016, approximately 28% of the Company’s total revenues were derived from Urban Science Applications, General Motors and Ford Direct, and approximately 36% or $12.6 million of gross accounts receivable related to these three customers at December 31, 2016. In 2016, Urban Science Applications accounted for 16% and 19% of total revenues and total accounts receivable as of December 31, 2016, respectively. |
Property and Equipment | Property and equipment are stated at cost less accumulated depreciation and amortization. Depreciation is provided using the straight-line method over the estimated useful lives of the respective assets, generally three years. Amortization of leasehold improvements is provided using the straight-line method over the shorter of the remaining lease term or the estimated useful lives of the improvements. Repair and maintenance costs are charged to operating expenses as incurred. Gains or losses resulting from the retirement or sale of property and equipment are recorded as operating income or expenses, respectively. |
Operating Leases | The Company leases office space and certain office equipment under operating lease agreements which expire on various dates through 2024, with options to renew on expiration of the original lease terms. Reimbursed tenant improvements are considered in determining straight-line rent expense and are amortized over the shorter of their estimated useful lives or the lease term. The lease term begins on the date of initial possession of the leased property for purposes of recognizing rent expense on a straight-line basis over the term of the lease. Lease renewal periods are considered on a lease-by-lease basis and are generally not included in the initial lease term. |
Capitalized Internal Use Software and Website Development Costs | The Company capitalizes costs to develop internal use software in accordance with Accounting Standards Codification (“ ASC |
Impairment of Long-Lived Assets and Intangible Assets | The Company periodically reviews long-lived amortizing assets to determine if there is any impairment of these assets. 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. Judgments regarding the existence of impairment indicators are based on legal factors, market conditions and operational performance of the long-lived assets and other intangibles. Future events could cause the Company to conclude that impairment indicators exist and that the assets should be reviewed to determine their fair value. The Company assesses 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. If the carrying amount of an asset exceeds 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 a fair value of these assets using a discounted cash flow model, which includes many assumptions and estimates. Once the valuation is determined, the Company would write-down these assets to their determined fair value, if necessary. Any write-down could have a material adverse effect on the Company’s financial condition and results of operations. The Company recorded impairment of $0.6 million related to its investment in SaleMove in 2017. The Company did not record any impairment of long-lived assets in 2016 and 2015. |
Indefinite-lived intangible assets | Indefinite-lived intangible assets consists of a domain name, which was acquired as part of the Dealix/Autotegrity acquisition in 2015, which is tested for impairment annually, or more frequently if an event occurs or circumstances changes that would indicate that impairment may exist. When evaluating indefinite-lived intangible assets for impairment, the Company may first perform a qualitative analysis to determine whether it is more likely than not that the indefinite-lived intangible assets is impaired. If the Company does not perform the qualitative assessment, or if the Company determines that it is more likely than not that the fair value of the indefinite-lived intangible asset exceeds its carrying amount, the Company will calculate the estimated fair value of the indefinite-lived intangible asset. Fair value is the price a willing buyer would pay for the indefinite-lived intangible asset and is typically calculated using an income approach. If the carrying amount of the indefinite-lived intangible asset exceeds the estimated fair value, an impairment charge is recorded to reduce the carrying value to the estimated fair value. The Company did not record any impairment of indefinite-lived intangible assets in 2017, 2016 and 2015. |
Goodwill | Goodwill represents the excess of the purchase price for business acquisitions over the fair value of identifiable assets and liabilities acquired. The Company evaluates the carrying value of enterprise goodwill for impairment by comparing the enterprise’s carrying value to its fair value. If the fair value is less than the carrying value, enterprise goodwill is potentially impaired. The Company evaluates enterprise goodwill, at a minimum, on an annual basis in the fourth quarter of each year or whenever events or changes in circumstances suggest that the carrying amount of goodwill may be impaired. The Company recorded goodwill impairment of $37.7 million in 2017. |
Revenue Recognition | Lead fees consist of fees from the sale of Leads for new and used vehicles and Leads for vehicle financing. Fees paid by customers participating in the Company’s Lead programs are comprised of monthly transaction and/or subscription fees. Advertising revenues represent fees for display advertising on Company’s Websites and fees from the Company’s click programs. The Company recognizes revenues when evidence of an arrangement exists, pricing is fixed and determinable, collection is reasonably assured and delivery or performance of service has occurred. Lead fees are generally recognized as revenues in the period the service is provided. Advertising revenues are generally recognized in the period the advertisements are displayed on Company Websites and the period in which clicks have been delivered. Fees billed prior to providing services are deferred, as they do not satisfy all U.S. GAAP revenue recognition criteria. Deferred revenues are recognized as revenue over the periods services are provided. |
Cost of Revenues | Cost of revenues consists of Lead and traffic acquisition costs and other cost of revenues. Lead and traffic acquisition costs consist of payments made to the Company’s Lead providers, including internet portals and on-line automotive information providers. Other cost of revenues consists of search engine marketing (“ SEM SEO |
Income Taxes | Income Taxes. On December 22, 2017, the U.S. government enacted comprehensive tax legislation known as the Tax Cuts and Jobs Act (“ TCJA AMT Transition Tax NOLs ASC 740, Income Taxes, requires the effects of changes in tax laws to be recognized in the period in which the legislation is enacted. However, due to the complexity and significance of the TCJA's provisions, the SEC staff issued Staff Accounting Bulletin 118 (“ SAB 118 At December 31, 2017, the Company has not completed its accounting for the tax effects of enactment of the TCJA; however, the Company has made a reasonable estimate of the effects of the TCJA’s change in the federal rate and revalued its deferred tax assets based on the rates at which they are expected to reverse in the future, which is generally the new 21% federal corporate tax rate plus applicable state tax rate. The Company recorded a decrease in deferred tax assets and deferred tax liabilities of $11.7 million and $0.0 million, respectively, with a corresponding net adjustment to deferred income tax expense of $11.7 million for the year ended December 31, 2017. In addition, the Company recognized a deemed repatriation of $0.6 million of deferred foreign income from its Guatemala subsidiary, which did not result in any incremental tax cost after application of foreign tax credits. The Company’s provisional estimates will be adjusted during the measurement period defined under SAB 118, based upon ongoing analysis of data and tax positions along with the new guidance from regulators and interpretations of the law. |
Computation of Basic and Diluted Net Earnings per Share | Basic net earnings (loss) per share is computed using the weighted average number of common shares outstanding during the period. Diluted net earnings (loss) 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 method, 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 described below and common shares issuable upon conversion of the shares described in Note 3. The following are the share amounts utilized to compute the basic and diluted net earnings (loss) per share for the years ended December 31: 2017 2016 2015 Basic Shares: Weighted average common shares outstanding 11,910,906 10,673,015 9,907,066 Weighted average common shares repurchased (58,367 ) — — Basic Shares 11,852,539 10,673,015 9,907,066 Diluted Shares: Basic Shares 11,852,539 10,673,015 9,907,066 Weighted average dilutive securities — 2,630,194 2,755,258 Dilutive Shares 11,852,539 13,303,209 12,662,324 For the year ended December 31, 2017, weighted average dilutive securities were not included since the company had a net loss for the year. For the years ended December 31, 2016 and 2015, weighted average dilutive securities included dilutive options, warrants and convertible preferred shares. Potentially dilutive securities representing approximately 3.7 million, 1.9 million and 1.4 million shares of common stock for the years ended December 31, 2017, 2016 and 2015, respectively, were excluded from the computation of diluted income per share for these periods because their effect would have been anti-dilutive. |
Share-Based Compensation | The Company grants restricted stock and stock option awards (the “ Awards Plans Restricted stock fair value is measured on the grant date based on the quoted market price of the Company’s common stock, and the stock option fair value is estimated on the grant date using the Black-Scholes option pricing model based on the underlying common stock closing price as of the date of grant, the expected term, stock price volatility and risk-free interest rates. |
Business Segment | The Company conducts its business within the United States and within one business segment which is defined as providing automotive and marketing services. The Company’s operations are aggregated into a single reportable operating segment based upon similar economic and operating characteristics as well as similar markets. |
Advertising Expense | Advertising costs are expensed in the period incurred and the majority of advertising expense is recorded in sales and marketing expense. Advertising expense in the years ended December 31, 2017, 2016 and 2015 was $1.7 million, $1.4 million and $2.0 million, respectively. |
Recent Accounting Pronouncements | Issued but not yet adopted by the Company Accounting Standards Codification 842 “Leases.” ASU Accounting Standards Codification 805 “Business Combinations.” Accounting Standards Codification 718 “Compensation – Stock Compensation.” Accounting Standards Codification 606 “Revenue from Contracts with Customers.” The standard permits the use of either the retrospective or cumulative effect transition method (modified retrospective method). The Company adopted the ASU on a modified retrospective transition method on January 1, 2018 and will apply the guidance to the most current period presented in the financial statements issued subsequent to the adoption date. The Company did not record a cumulative adjustment to retained earnings as of January 1, 2018 since the Company was recognizing revenue consistent with the provisions of ASC 606 and any adjustment would have been deemed immaterial. In preparation for adoption of the standard, the Company has implemented internal controls to enable the preparation of financial information and have reached conclusions on key accounting assessments related to the standard, including that accounting for variable consideration is immaterial. Under ASU 2014-09, revenue is recognized upon transfer of control of promised products or services to customers. The Company has three main revenue streams: lead fees, advertising and other revenues. Lead fees are paid by Dealers and Manufacturers participating in the Company’s Lead programs and are comprised of monthly transaction and/or subscription fees. Lead fees are recognized in the period when service is provided. Advertising revenue represents fees for display advertising on our website and fees from our click program. Advertising revenue is recognized in the period the advertisements are displayed on our websites and the period in which clicks have been delivered. The Company adopted the standard through the application of the portfolio approach and selected a sample of customer contracts to assess under the guidance of the new standard that are characteristically representative of each revenue stream. The Company has completed its review of the sample contracts, and the Company does not anticipate a significant change to the pattern or timing of revenue recognition as a result of adopting the new standard. Recently adopted by the Company Accounting Standards Codification 350 “Intangibles – Goodwill and Other.” 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. 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. The Company recognized $6.5 million of deferred tax assets relating to unrealized stock option benefits, resulting in a cumulative $6.5 million adjustment to retained earnings. For the twelve months ended December 31, 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 $32,000 was recognized in the twelve months ended December 31, 2017 as a result of the adoption of ASU 2016-09. 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 |
Summary of Significant Accoun20
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
Computation of basic and diluted net earnings (loss) per share | 2017 2016 2015 Basic Shares: Weighted average common shares outstanding 11,910,906 10,673,015 9,907,066 Weighted average common shares repurchased (58,367 ) — — Basic Shares 11,852,539 10,673,015 9,907,066 Diluted Shares: Basic Shares 11,852,539 10,673,015 9,907,066 Weighted average dilutive securities — 2,630,194 2,755,258 Dilutive Shares 11,852,539 13,303,209 12,662,324 |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Autoweb [Member] | |
Fair value of consideration transferred | (in thousands) Series B Preferred Stock $ 20,989 Series B Preferred warrants to purchase 148,240 shares of Series B Preferred Stock 2,542 Cash 279 Fair value of prior ownership in AWI 4,016 $ 27,826 |
Fair value of assets and liabilities assumed | (in thousands) Net identifiable assets acquired: Total tangible assets acquired $ 4,456 Total liabilities assumed 543 Net identifiable assets acquired 3,913 Definite-lived intangible assets acquired 17,690 Goodwill 5,954 $ 27,557 |
Acquired intangible assets | Valuation Method Estimated Fair Value Estimated Useful Life (1) (in thousands) (years) Customer relationships Excess of earnings (2) $ 7,470 4 Trademark/trade names Relief from Royalty (3) 2,600 6 Developed technology Excess of earnings (4) 7,620 7 Total purchased intangible assets $ 17,690 |
Dealix/Autotegrity [Member] | |
Fair value of assets and liabilities assumed | (in thousands) Net identifiable assets acquired: Total tangible assets acquired $ 9,778 Total liabilities assumed 2,520 Net identifiable assets acquired 7,258 Definite-lived intangible assets acquired 7,655 Indefinite-lived intangible assets acquired 2,200 Goodwill 7,358 $ 24,471 |
Acquired intangible assets | Valuation Method Estimated Fair Value Estimated Useful Life (1) (in thousands) (years) Customer relationships Excess of earnings (2) $ 7,020 10 Trademark/trade names – Autotegrity Relief from Royalty (3) 120 3 Trademark/trade names – UsedCars.com Relief from Royalty (3) 2,200 Indefinite Developed technology Cost Approach (4) 515 3 Total purchased intangible assets $ 9,855 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Fair Value of Investments | Note Note receivable- receivable- Description long-term current Investments Balance at December 31, 2015 $ 375 $ — $ 680 Purchases, (sales), issuances and (settlements), net (375 ) 750 — Balance at December 31, 2016 — 750 680 Reserve for notes receivable — (750 ) — Net balance at December 31, 2016 — — 680 Write-offs — — (580 ) Net balance at December 31, 2017 $ — $ — $ 100 |
Selected Balance Sheet Accoun23
Selected Balance Sheet Accounts (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Selected Balance Sheet Accounts [Abstract] | |
Property and equipment | As of December 31, 2017 2016 (in thousands) Computer software and hardware $ 11,065 $ 12,027 Capitalized internal use software 5,774 5,359 Furniture and equipment 1,703 1,332 Leasehold improvements 1,539 1,139 20,081 19,857 Less—Accumulated depreciation and amortization (15,770 ) (15,427 ) Property and Equipment, net $ 4,311 $ 4,430 |
Amortization of intangible assets, estimated useful lives | December 31, 2017 December 31, 2016 Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net Trademarks/trade names/licenses/domains 3 – 7 years $ 16,589 (4,037 ) $ 12,552 $ 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 (10,555 ) 9,008 19,563 (7,454 ) 12,109 Employment/non-compete agreements 1-5 years 1,510 (1,493 ) 17 1,510 (1,273 ) 237 Developed technology 5-7 years 8,955 (3,619 ) 5,336 8,955 (2,256 ) 6,699 $ 47,917 (21,004 ) $ 26,913 $ 40,622 (19,039 ) $ 21,583 December 31, 2017 December 31, 2016 Intangible Asset Estimated Useful Life Gross Accumulated Amortization Net Gross Accumulated Amortization Net Domain Indefinite $ 2,200 — $ 2,200 $ 2,200 — $ 2,200 |
Amortization expense | Year Amortization Expense (in thousands) 2018 $ 6,610 2019 5,236 2020 3,805 2021 3,697 2022 3,100 Thereafter 4,465 $ 26,913 |
Goodwill | (in thousands) Goodwill as of December 31, 2015 $ 42,903 Purchase price allocation adjustments from Dealix/Autotegrity acquisition (82 ) Goodwill as December 31, 2016 42,821 Impairment charge (37,688 ) Goodwill as of December 31, 2017 $ 5,133 |
Accrued expenses and other current liabilities | As of December 31, 2017 2016 (in thousands) Accrued employee-related benefits $ 2,411 $ 4,530 Other accrued expenses and other current liabilities: Other accrued expenses 6,307 7,278 Amounts due to customers 438 466 Other current liabilities 507 571 Total other accrued expenses and other current liabilities 7,252 8,315 Total accrued expenses and other current liabilities $ 9,663 $ 12,845 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments and Contingencies Disclosure [Abstract] | |
Future minimum lease payments | Years Ending December 31, 2018 $ 1,526 2019 1,385 2020 964 2021 461 2022 459 Thereafter 672 $ 5,467 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Share-based compensation expense included in costs and expenses | Years Ended December 31, 2017 2016 2015 (in thousands) Share-based compensation expense: Cost of revenues $ 78 $ 67 $ 150 Sales and marketing 1,703 1,777 713 Technology support 586 601 518 General and administrative 1,739 1,982 1,185 Share-based compensation expense 4,106 4,427 2,566 Amount capitalized to internal use software 3 15 9 Total share-based compensation expense $ 4,103 $ 4,412 $ 2,557 |
Fair value of stock options granted using the following weighted average assumptions | Years Ended December 31, 2017 2016 2015 Expected volatility 62 % 58 % 56 % Expected risk-free interest rate 1.8 % 1.2 % 1.3 % Expected life (years) 4.4 4.4 4.4 |
Outstanding stock options | Number of Options Weighted Average Exercise Price per Share Weighted Average Remaining Contractual Term Aggregate Intrinsic Value (years) (thousands) Outstanding at December 31, 2016 2,742,531 $ 11.15 4.3 Granted 466,600 12.41 Exercised (248,344 ) 5.46 Forfeited or expired (215,503 ) 15.93 Outstanding at December 31, 2017 2,745,284 $ 11.50 3.9 $ 4,089 Vested and expected to vest at December 31, 2017 2,677,867 $ 11.45 3.9 $ 4,066 Exercisable at December 31, 2017 1,909,298 $ 10.32 3.1 $ 3,920 |
Shares reserved for issuance | Number of Shares Stock options outstanding 2,745,284 Authorized for future grants under stock-based incentive plans 603,758 Reserved for exercise of warrants 1,552,330 Reserved for conversion of AUSA Note 61,200 Total 4,962,572 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | |
Income tax expense (benefit) from continuing operations | 2017 2016 2015 (in thousands) United States $ (40,090 ) $ 6,448 $ 8,079 International 565 238 — Total income (loss) before income tax provision $ (39,525 ) $ 6,686 $ 8,079 2017 2016 2015 (in thousands) Current: Federal $ — $ 244 $ 212 State 36 508 226 Foreign 139 69 — 175 821 438 Deferred: Federal (2,916 ) 1,726 2,997 State (175 ) 1,040 586 Foreign — — — (3,091 ) 2,766 3,583 Change in federal tax rate 11,693 — — Valuation allowance 16,662 (772 ) (588 ) Total income tax expense $ 25,439 $ 2,815 $ 3,433 |
The reconciliations of the U.S. federal statutory rate to the effective income tax rate | 2017 2016 2015 Tax provision at U.S. federal statutory rates 34.0 % 34.0 % 34.0 % State income taxes net of federal benefit 2.7 3.1 2.3 Deferred tax asset adjustments – NOL related (12.1 ) 16.1 6.8 Non-deductible permanent items (0.1 ) — 0.7 Stock options (0.1 ) — — Acquisition costs — — 7.0 Goodwill impairment (17.5 ) — — Other 0.3 0.4 (1.0 ) Transition tax adjustment 0.2 — — Change in rate (29.6 ) — — Change in valuation allowance (42.2 ) (11.5 ) (7.3 ) Effective income tax rate (64.4 %) 42.1 % 42.5 % |
Deferred income taxes | 2017 2016 (in thousands) Deferred tax assets: Allowance for doubtful accounts $ 225 $ 381 Accrued liabilities 574 1,596 Net operating loss carry-forwards 17,286 25,563 Intangible assets 161 — Share-based compensation expense 2,727 3,225 Other 1,062 1,191 Total gross deferred tax assets 22,035 31,956 Valuation allowance (21,318 ) (4,656 ) 717 27,300 Deferred tax liabilities: Fixed assets (25 ) (114 ) Intangible assets — (7,698 ) Unremitted foreign earnings — (20 ) Total gross deferred tax liabilities (25 ) (7,832 ) Net deferred tax assets $ 692 $ 19,468 |
Federal and state net operating loss carry-forwards | 2025 $ 4.1 2026 25.5 2027 15.5 2028 5.2 2029 7.7 2030 10.6 2031 1.3 2032 — 2033 0.1 2034 2.5 2035 1.5 $ 74.0 2028 $ 2.7 2029 5.8 2030 11.0 2034 1.5 2035 0.8 California NOLs 21.8 Other State NOLs 4.4 Total State NOLs $ 26.2 |
A reconciliation of the beginning and ending amount of unrecognized tax benefits | 2017 2016 (in thousands) Balance at January 1, $ 464 $ 527 Reductions based on tax positions related to prior years and settlements — (63 ) Balance at December 31, $ 464 $ 464 |
Quarterly Financial Data (Una27
Quarterly Financial Data (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information Disclosure [Abstract] | |
Schedule of quarterly financial information | Quarter Ended Dec 31, 2017 (1) Sep 30, 2017 Jun 30, 2017 Mar 31, 2017 Dec 31, 2016 Sep 30, 2016 Jun 30, 2016 Mar 31, 2016 (in thousands, except per-share amounts) Total net revenues $ 33,321 $ 36,872 $ 34,591 $ 37,341 $ 40,378 $ 43,911 $ 36,148 $ 36,247 Gross profit $ 8,139 $ 11,086 $ 10,636 $ 12,911 $ 14,601 $ 15,755 $ 13,921 $ 13,635 Net income (loss) $ (65,840 ) $ 69 $ 322 $ 484 $ 1,378 $ 2,738 $ 430 $ (676 ) Basic earnings (loss) per share $ (5.22 ) $ 0.01 $ 0.03 $ 0.04 $ 0.13 $ 0.26 $ 0.04 $ (0.06 ) Diluted earnings (loss) per share $ (5.22 ) $ 0.01 $ 0.02 $ 0.04 $ 0.10 $ 0.21 $ 0.03 $ (0.06 ) (1) Net income in the quarter ended December 31, 2017 included goodwill impairment of $37.7 million, tax provision related to valuation allowance of $16.7 million, tax provision of $11.7 million due to TCJA and a $0.6 million write-off related to SaleMove. |
SCHEDULE II - VALUATION AND Q28
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Valuation and Qualifying Accounts [Abstract] | |
SCHEDULE II VALUATION AND QUALIFYING ACCOUNTS | Years Ended December 31, 2017 2016 2015 (in thousands) Allowance for bad debts: Beginning balance $ 643 $ 605 $ 490 Additions 346 344 379 Write-offs (311 ) (306 ) (264 ) Ending balance $ 678 $ 643 $ 605 Allowance for customer credits: Beginning balance $ 371 $ 439 $ 280 Additions 247 592 803 Write-offs (405 ) (660 ) (644 ) Ending balance $ 213 $ 371 $ 439 Tax valuation allowance: Beginning balance $ 4,656 $ 5,427 $ 6,015 Charged (credited) to tax expense 21,247 (771 ) (588 ) Charged (credited) to retained earnings (4,585 ) — — Ending balance $ 21,318 $ 4,656 $ 5,427 |
Organization and Operations o29
Organization and Operations of Autobytel (Details Narrative) | 12 Months Ended |
Dec. 31, 2017 | |
Date of incorporation | May 17, 1996 |
Auto USA [Member] | |
Date of acquisition | Jan. 13, 2014 |
Autoweb [Member] | |
Date of acquisition | Oct. 1, 2015 |
Dealix/Autotegrity [Member] | |
Date of acquisition | May 21, 2015 |
Car.com [Member] | |
Date of acquisition | Dec. 19, 2016 |
Auto Holdings [Member] | |
Date of acquisition | Apr. 27, 2015 |
Summary of Significant Accoun30
Summary of Significant Accounting Policies (Details) - shares | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Weighted average common shares outstanding, basic | |||
Weighted average common shares outstanding, basic | 11,910,906 | 10,673,015 | 9,907,066 |
Weighted average common shares outstanding, basic, repurchased | (58,367) | 0 | 0 |
Weighted average common shares outstanding, basic, total | 11,852,539 | 10,673,015 | 9,907,066 |
Weighted average dilutive securities | |||
Weighted average common shares outstanding, basic | 11,852,539 | 10,673,015 | 9,907,066 |
Weighted average dilutive securities (in shares) | 0 | 2,630,194 | 2,755,258 |
Dilutive Shares (in shares) | 11,852,539 | 13,303,209 | 12,662,324 |
Summary of Significant Accoun31
Summary of Significant Accounting Policies (Details Narratives) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Investment [Line Items] | |||
Capitalized software and website development costs | $ 500 | $ 1,700 | $ 1,500 |
Antidilutive shares excluded for EPS computation | 3,700,000 | 1,900,000 | 1,400,000 |
Advertising expense | $ 1,700 | $ 1,400 | $ 2,000 |
Sales Revenue, Net [Member] | |||
Investment [Line Items] | |||
Concentration risk | 34.00% | 28.00% | |
Sales Revenue, Net [Member] | Urban Science [Member] | |||
Investment [Line Items] | |||
Concentration risk | 15.00% | 19.00% | |
Sales Revenue, Net [Member] | Media.net [Member] | |||
Investment [Line Items] | |||
Concentration risk | 11.00% | ||
Accounts Receivable [Member] | |||
Investment [Line Items] | |||
Concentration risk | 43.00% | 36.00% | |
Accounts receivable | $ 11,600 | $ 12,600 | |
Accounts Receivable [Member] | Urban Science [Member] | |||
Investment [Line Items] | |||
Concentration risk | 20.00% | 16.00% | |
Accounts Receivable [Member] | Media.net [Member] | |||
Investment [Line Items] | |||
Concentration risk | 11.00% |
Acquisitions (Details)
Acquisitions (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Autoweb [Member] | |
Consideration transferred | $ 4,016 |
Autoweb [Member] | Series B Preferred Stock [Member] | |
Consideration transferred | 20,989 |
Autoweb [Member] | Series B Preferred Warrants [Member] | |
Consideration transferred | 2,542 |
Autoweb [Member] | Cash [Member] | |
Consideration transferred | 279 |
Auto USA [Member] | |
Consideration transferred | $ 27,826 |
Acquisitions (Details 1)
Acquisitions (Details 1) $ in Thousands | Dec. 31, 2017USD ($) |
Dealix/Autotegrity [Member] | |
Total tangible assets acquired | $ 9,778 |
Total liabilities assumed | 2,520 |
Net identifiable assets acquired | 7,258 |
Definite-lived intangible assets acquired | 7,655 |
Indefinite-lived intangible assets acquired | 2,200 |
Goodwill | 7,358 |
Net assets acquired | 24,471 |
Autoweb [Member] | |
Total tangible assets acquired | 4,456 |
Total liabilities assumed | 543 |
Net identifiable assets acquired | 3,913 |
Definite-lived intangible assets acquired | 17,690 |
Goodwill | 5,954 |
Net assets acquired | $ 27,557 |
Acquisitions (Details 2)
Acquisitions (Details 2) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Autoweb [Member] | |
Acquired Definite-Lived Intangible Assets | |
Estimated Fair Value | $ 17,690 |
Autoweb [Member] | Customer Relationships [Member] | |
Acquired Definite-Lived Intangible Assets | |
Valuation Method | Excess of earnings (2) |
Estimated Fair Value | $ 7,470 |
Estimated Useful Life | 4 years |
Autoweb [Member] | Trademarks and Trade Names [Member] | |
Acquired Definite-Lived Intangible Assets | |
Valuation Method | Relief from Royalty (3) |
Estimated Fair Value | $ 2,600 |
Estimated Useful Life | 6 years |
Autoweb [Member] | Developed Technology [Member] | |
Acquired Definite-Lived Intangible Assets | |
Valuation Method | Excess of earnings (4) |
Estimated Fair Value | $ 7,620 |
Estimated Useful Life | 7 years |
Dealix/Autotegrity [Member] | |
Acquired Definite-Lived Intangible Assets | |
Estimated Fair Value | $ 9,855 |
Dealix/Autotegrity [Member] | Customer Relationships [Member] | |
Acquired Definite-Lived Intangible Assets | |
Valuation Method | Excess of earnings (2) |
Estimated Fair Value | $ 7,020 |
Estimated Useful Life | 10 years |
Dealix/Autotegrity [Member] | Trademarks and Trade Names [Member] | |
Acquired Definite-Lived Intangible Assets | |
Valuation Method | Relief from Royalty (3) |
Estimated Fair Value | $ 120 |
Estimated Useful Life | 3 years |
Dealix/Autotegrity [Member] | Developed Technology [Member] | |
Acquired Definite-Lived Intangible Assets | |
Valuation Method | Cost Approach (4) |
Estimated Fair Value | $ 515 |
Estimated Useful Life | 3 years |
Dealix/Autotegrity [Member] | Trademarks and Trade Names Usedcars.com [Member] | |
Acquired Definite-Lived Intangible Assets | |
Valuation Method | Relief from Royalty (3) |
Estimated Fair Value | $ 2,200 |
Investments (Details)
Investments (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2015 | Dec. 31, 2016 | |
Notes Receivable Long-Term [Member] | |||
Balance at beginning of period | $ 0 | $ 375 | |
Total gains, realized or unrealized | (375) | ||
Write-offs | 0 | ||
Balance at end of period | 0 | 0 | |
Reserve for notes receivable | $ 0 | ||
Net balance at December 31, 2017 | 0 | ||
Notes Receivable Current [Member] | |||
Balance at beginning of period | 0 | 0 | |
Total gains, realized or unrealized | 750 | ||
Write-offs | 0 | ||
Balance at end of period | 0 | 750 | |
Reserve for notes receivable | (750) | ||
Net balance at December 31, 2017 | 100 | ||
Investments [Member] | |||
Balance at beginning of period | 680 | 680 | |
Total gains, realized or unrealized | 0 | ||
Write-offs | (580) | ||
Balance at end of period | $ 100 | 680 | |
Reserve for notes receivable | $ 0 | ||
Net balance at December 31, 2017 | $ 0 |
Investments (Details Narrative)
Investments (Details Narrative) $ in Thousands | Dec. 31, 2017USD ($) |
GoMoto [Member] | |
Reserve for notes receivable | $ 800 |
SaleMove Inc [Member] | |
Advances due from affiliate | $ 424 |
Selected Balance Sheet Accoun37
Selected Balance Sheet Accounts (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property and Equipment | ||
Computer software and hardware | $ 11,065 | $ 12,027 |
Capitalized internal use software | 5,774 | 5,359 |
Furniture and equipment | 1,703 | 1,332 |
Leasehold improvements | 1,539 | 1,139 |
Property and equipment, gross | 20,081 | 19,857 |
Less - Accumulated depreciation and amortization | (15,770) | (15,427) |
Property and equipment, net | $ 4,311 | $ 4,430 |
Selected Balance Sheet Accoun38
Selected Balance Sheet Accounts (Details 1) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Intangible Assets | ||
Intangible assets, gross | $ 47,917 | $ 40,622 |
Accumulated amortization | (21,004) | (19,039) |
Intangible assets, net | 29,113 | 23,783 |
Domain [Member] | ||
Intangible Assets | ||
Intangible assets, gross | 2,200 | 2,200 |
Accumulated amortization | 0 | 0 |
Intangible assets, net | 2,200 | 2,200 |
Trademarks and Trade Names [Member] | ||
Intangible Assets | ||
Intangible assets, gross | 16,589 | 9,294 |
Accumulated amortization | (4,037) | (6,756) |
Intangible assets, net | $ 12,552 | 2,538 |
Trademarks and Trade Names [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 3 years | |
Trademarks and Trade Names [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 7 years | |
Software and publications [Member] | ||
Intangible Assets | ||
Intangible assets, gross | $ 1,300 | 1,300 |
Accumulated amortization | (1,300) | (1,300) |
Intangible assets, net | $ 0 | 0 |
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 3 years | |
Customer Relationships [Member] | ||
Intangible Assets | ||
Intangible assets, gross | $ 19,563 | 19,563 |
Accumulated amortization | (10,555) | (7,454) |
Intangible assets, net | $ 9,008 | 12,109 |
Customer Relationships [Member] | Minimum [Member] | ||
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 | |
Employment/non-compete agreements [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 1 year | |
Employment/non-compete agreements [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 5 years | |
Developed Technology Rights [Member] | ||
Intangible Assets | ||
Intangible assets, gross | $ 8,955 | 8,955 |
Accumulated amortization | (3,619) | (2,256) |
Intangible assets, net | $ 5,336 | 6,699 |
Developed Technology Rights [Member] | Minimum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 5 years | |
Developed Technology Rights [Member] | Maximum [Member] | ||
Finite-Lived Intangible Assets | ||
Estimated Useful Life (in years) | 7 years | |
Noncompete Agreements [Member] | ||
Intangible Assets | ||
Intangible assets, gross | $ 1,510 | 1,510 |
Accumulated amortization | (1,493) | (1,273) |
Intangible assets, net | $ 17 | $ 237 |
Selected Balance Sheet Accoun39
Selected Balance Sheet Accounts (Details 2) $ in Thousands | Dec. 31, 2017USD ($) |
Amortization expense for the remainder of the year and for the next five years | |
2,018 | $ 6,610 |
2,019 | 5,236 |
2,020 | 3,805 |
2,021 | 3,697 |
2,022 | 3,100 |
Thereafter | 4,465 |
Total | $ 26,913 |
Selected Balance Sheet Accoun40
Selected Balance Sheet Accounts (Details 3) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Goodwill | ||
Goodwill, beginning of period | $ 42,821 | $ 42,903 |
Purchase price allocation adjustments from Dealix/Autotegrity acquisition | (82) | |
Impairment charge | (37,688) | |
Goodwill, end of period | $ 5,133 | $ 42,821 |
Selected Balance Sheet Accoun41
Selected Balance Sheet Accounts (Details 4) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Selected Balance Sheet Accounts [Abstract] | ||
Accrued employee-related benefits | $ 2,411 | $ 4,530 |
Other accrued expenses and other current liabilities: | ||
Other accrued expenses | 6,307 | 7,278 |
Amounts due to customers | 438 | 466 |
Other current liabilities | 507 | 571 |
Total other accrued expenses and other current liabilities | 7,252 | 8,315 |
Total accrued expenses and other current liabilities | $ 9,663 | $ 12,845 |
Selected Balance Sheet Accoun42
Selected Balance Sheet Accounts (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Selected Balance Sheet Accounts [Abstract] | |||
Capitalized internal use software, net of amortization | $ 2,000 | $ 2,700 | |
Depreciation and amortization expense, property and equipment | 1,900 | 1,600 | |
Depreciation and amortization, cost of revenues | 1,100 | 700 | |
Depreciation and amortization, operating expenses | 800 | 800 | |
Amortization expense | $ 5,700 | $ 5,700 | $ 3,000 |
Credit Facility (Details Narrat
Credit Facility (Details Narrative) $ in Thousands | 12 Months Ended |
Dec. 31, 2017USD ($) | |
Revolving loan current balance | $ 8,000 |
Term Loan 1 | |
Term loan | $ 9,000 |
Term loan amortization period | 4 years |
Quarterly principal payment | $ 562,500 |
Term loan maturity date | Apr. 30, 2018 |
Revolving loan draw | $ 9,000 |
Term Loan 2 | |
Term loan | 15,000 |
Quarterly principal payment | 750,000 |
Revolving loan draw | $ 15,000 |
Commitments and Contingencies44
Commitments and Contingencies (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,017 | $ 1,526 |
2,018 | 1,385 |
2,019 | 964 |
2,020 | 461 |
2,021 | 459 |
Thereafter | 672 |
Total | $ 5,467 |
Commitments and Contingencies45
Commitments and Contingencies (Detail Narratives) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |||
Rent expense included in operating expenses | $ 2,000 | $ 2,000 | $ 1,200 |
Retirement Savings Plan (Detail
Retirement Savings Plan (Details Narratives) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Postemployment Benefits [Abstract] | |||
Employer Discretionary Contribution Amount | $ 300 | $ 400 | $ 400 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation | |||
Amount capitalized to internal use software | $ 3 | $ 15 | $ 9 |
Total share-based compensation costs | 4,103 | 4,412 | 2,557 |
Cost of revenues [Member] | |||
Share-based Compensation | |||
Share-based compensation costs | 78 | 67 | 150 |
Sales and marketing [Member] | |||
Share-based Compensation | |||
Share-based compensation costs | 1,703 | 1,777 | 713 |
Technology support [Member] | |||
Share-based Compensation | |||
Share-based compensation costs | 586 | 601 | 518 |
General and administrative [Member] | |||
Share-based Compensation | |||
Share-based compensation costs | 1,739 | 1,982 | 1,185 |
Share-based Compensation Costs [Member] | |||
Share-based Compensation | |||
Share-based compensation costs | $ 4,106 | $ 4,427 | $ 2,566 |
Stockholders' Equity (Details 1
Stockholders' Equity (Details 1) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Fair value of stock options granted using the following weighted average assumptions | |||
Expected volatility | 62.00% | 58.00% | 56.00% |
Expected risk-free interest rate | 1.80% | 1.20% | 1.30% |
Expected life (years) | 4 years 4 months 24 days | 4 years 4 months 24 days | 4 years 4 months 24 days |
Stockholders' Equity (Details 2
Stockholders' Equity (Details 2) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Number of Options | |||
Stock options outstanding at beginning of period | 2,742,531 | ||
Granted | 466,600 | 833,900 | 606,750 |
Exercised | (248,344) | ||
Forfeited or expired | (215,503) | ||
Stock options outstanding | 2,745,284 | 2,742,531 | |
Vested and expected to vest at end of period | 2,677,867 | ||
Exercisable at end of period | 1,909,298 | ||
Weighted Average Exercise Price per Share | |||
Outstanding at beginning of period | $ 11.15 | ||
Granted | 12.41 | ||
Exercised | 5.46 | ||
Forfeited or expired | 15.93 | ||
Outstanding at end of period | 11.5 | $ 11.15 | |
Vested and expected to vest at end of period | 11.45 | ||
Exercisable at end of period | $ 10.32 | ||
Weighted Average Remaining Contractual Term | |||
Outstanding at beginning of period | 3 years 10 months 24 days | ||
Outstanding at end of period | 4 years 3 months 18 days | ||
Vested and expected to vest at end of period | 3 years 10 months 24 days | ||
Exercisable at end of period | 3 years 1 month 6 days | ||
Aggregate Intrinsic Value | |||
Outstanding at end of period | $ 4,089 | ||
Vested and expected to vest at end of period | 4,066 | ||
Exercisable at end of period | $ 3,920 |
Stockholders' Equity (Details 3
Stockholders' Equity (Details 3) - shares | Dec. 31, 2017 | Dec. 31, 2016 |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Stock options outstanding | 2,745,284 | 2,742,531 |
Authorized for future grants under stock-based incentive plans | 603,758 | |
Reserved for exercise of warrants | 1,552,330 | |
Reserved for conversion of promissory notes | 61,200 | |
Total reserved for future issuance | 4,962,572 |
Stockholders' Equity (Details N
Stockholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Unrecognized compensation expense | $ 3,900 | $ 4,900 | $ 2,900 |
Options granted (in shares) | 466,600 | 833,900 | 606,750 |
Options, weighted average fair value at grant date | $ 6.23 | $ 7.71 | $ 5.73 |
Equity Incentive Plan 2014 [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | |||
Shares reserved for future issuance | 600,000 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Total income (loss) before income tax provision | $ (39,525) | $ 6,686 | $ 8,079 |
United States | |||
Total income (loss) before income tax provision | (40,090) | 6,448 | 8,079 |
International | |||
Total income (loss) before income tax provision | $ 565 | $ 238 | $ 0 |
Income Taxes (Details 1)
Income Taxes (Details 1) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Current income tax expense (benefit), Federal | $ 0 | $ 244 | $ 212 |
Current income tax expense (benefit), State | 36 | 508 | 226 |
Current income tax expense (benefit), Foreign | 139 | 69 | 0 |
Total current income tax expense (benefit) | 175 | 821 | 438 |
Deferred income tax expense (benefit), Federal | (2,916) | 1,726 | 2,997 |
Deferred income tax expense (benefit), State | (175) | 1,040 | 586 |
Deferred income tax expense (benefit), Foreign | 0 | 0 | 0 |
Total deferred income tax expense (benefit) | (3,091) | 2,766 | 3,583 |
Change in federal tax rate | 11,693 | 0 | 0 |
Valuation allowance | 16,662 | (772) | (588) |
Total income tax expense (benefit) | $ 25,439 | $ 2,815 | $ 3,433 |
Income Taxes (Details 2)
Income Taxes (Details 2) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
The reconciliations of the U.S. federal statutory rate to the effective income tax rate | |||
Tax provision at U.S. federal statutory rates | 34.00% | 34.00% | 34.00% |
State income taxes net of federal benefit | 2.70% | 3.10% | 2.30% |
Deferred tax asset adjustments – NOL related | (12.10%) | 16.10% | 6.80% |
Non-deductible permanent items | (0.10%) | 0.00% | 0.70% |
Stock options | (0.10%) | 0.00% | 0.00% |
Acquisition costs | 0.00% | 0.00% | 7.00% |
Goodwill impairment | (17.50%) | 0.00% | 0.00% |
Other | 0.30% | 0.40% | (1.00%) |
Transition tax adjustment | 0.20% | 0.00% | 0.00% |
Change in rate | (29.60%) | 0.00% | 0.00% |
Change in valuation allowance | (42.20%) | (11.50%) | (7.30%) |
Effective income tax rate | (64.40%) | 42.10% | 42.50% |
Income Taxes (Details 3)
Income Taxes (Details 3) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Allowance for doubtful accounts | $ 225 | $ 381 |
Accrued liabilities | 574 | 1,596 |
Net operating loss carry-forwards | 17,286 | 25,563 |
Intangible assets | 161 | 0 |
Share-based compensation expense | 2,727 | 3,225 |
Other | 1,062 | 1,191 |
Total gross deferred tax assets | 22,035 | 31,956 |
Valuation allowance | (21,318) | (4,656) |
Deferred tax assets, net of valuation allowance | 717 | 27,300 |
Deferred tax liabilities: | ||
Fixed assets | (25) | (114) |
Tax deductible goodwill | 0 | (7,698) |
Unremitted foreign earnings | 0 | (20) |
Total gross deferred tax liabilities | (25) | (7,832) |
Net deferred tax assets | $ 692 | $ 19,468 |
Income Taxes (Details 4)
Income Taxes (Details 4) $ in Thousands | Dec. 31, 2017USD ($) |
Federal [Member] | |
Net operating loss carry-forwards | $ 74,000 |
Federal [Member] | Expiration 2025 [Member] | |
Net operating loss carry-forwards | 4,100 |
Federal [Member] | Expiration 2026 [Member] | |
Net operating loss carry-forwards | 25,500 |
Federal [Member] | Expiration 2027 [Member] | |
Net operating loss carry-forwards | 15,500 |
Federal [Member] | OperatingLossCarryForwardsExpiration2028Member | |
Net operating loss carry-forwards | 5,200 |
Federal [Member] | OperatingLossCarryForwardsExpiration2029Member | |
Net operating loss carry-forwards | 7,700 |
Federal [Member] | OperatingLossCarryForwardsExpiration2030Member | |
Net operating loss carry-forwards | 10,600 |
Federal [Member] | Expiration 2031 [Member] | |
Net operating loss carry-forwards | 1,300 |
Federal [Member] | Expiration 2032 [Member] | |
Net operating loss carry-forwards | 0 |
Federal [Member] | Expiration 2033 [Member] | |
Net operating loss carry-forwards | 100 |
Federal [Member] | Expiration 2034 [Member] | |
Net operating loss carry-forwards | 2,500 |
Federal [Member] | Expiration 2035 [Member] | |
Net operating loss carry-forwards | 1,500 |
State [Member] | |
Net operating loss carry-forwards | 26,200 |
State [Member] | Expiration 2028 [Member] | |
Net operating loss carry-forwards | 2,700 |
State [Member] | Expiration 2029 [Member] | |
Net operating loss carry-forwards | 5,800 |
State [Member] | Expiration 2030 [Member] | |
Net operating loss carry-forwards | 11,000 |
State [Member] | Expiration 2034 [Member] | |
Net operating loss carry-forwards | 1,500 |
State [Member] | Expiration 2035 [Member] | |
Net operating loss carry-forwards | 800 |
California [Member] | |
Net operating loss carry-forwards | 21,800 |
Other State [Member] | |
Net operating loss carry-forwards | $ 4,400 |
Income Taxes (Details 5)
Income Taxes (Details 5) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Reconciliation of the beginning and ending amount of unrecognized tax benefits | ||
Unrecognized tax benefits | $ 464 | $ 527 |
Reductions based on tax positions related to prior years and settlements | 0 | (63) |
Unrecognized tax benefits | $ 464 | $ 464 |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
NOL Limitation | $ 500 | |
Valuation allowance, subsidiaries | 4,100 | |
Research and development tax credit carry-forwards | 300 | $ 200 |
Federal [Member] | ||
Net operating loss carry-forwards | 26,200 | |
NOL carry-forwards incurred by subsidiaries | 5,000 | |
State [Member] | ||
Net operating loss carry-forwards | 74,000 | |
NOL carry-forwards incurred by subsidiaries | $ 10,800 |
Quarterly Financial Data (Una59
Quarterly Financial Data (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information Disclosure [Abstract] | |||||||||||
Total net revenues | $ 33,321 | $ 36,872 | $ 43,911 | $ 36,148 | $ 34,591 | $ 37,341 | $ 36,247 | $ 40,378 | |||
Gross Profit | 8,139 | 11,086 | 15,755 | 13,921 | 10,636 | 12,911 | 13,635 | 14,601 | $ 42,773 | $ 57,913 | $ 51,640 |
Net income (loss) | $ (65,840) | $ 69 | $ 2,738 | $ 430 | $ 322 | $ 484 | $ (676) | $ 1,378 | $ (64,964) | $ 3,871 | $ 4,646 |
Basic earnings (loss) per share | $ (5.22) | $ 0.01 | $ 0.26 | $ 0.04 | $ 0.03 | $ 0.04 | $ (0.06) | $ 0.13 | $ (5.48) | $ 0.36 | $ 0.47 |
Diluted earnings (loss) per share | $ (5.22) | $ 0.01 | $ 0.21 | $ 0.03 | $ 0.02 | $ 0.04 | $ (0.06) | $ 0.1 | $ (5.48) | $ 0.29 | $ 0.37 |
SCHEDULE II - VALUATION AND Q60
SCHEDULE II - VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Allowance for Bad Debts [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | $ 643 | $ 605 | $ 490 |
Additions | 346 | 344 | 379 |
Write-offs | (311) | (306) | (264) |
Ending Balance | 678 | 643 | 605 |
Allowance for Customer Credits [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | 371 | 439 | 280 |
Additions | 247 | 592 | 803 |
Write-offs | (405) | (660) | (644) |
Ending Balance | 213 | 371 | 439 |
Tax Valuation Allowance [Member] | |||
Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Beginning Balance | 4,656 | 5,427 | 6,015 |
Charged (credit) to tax expense | 21,247 | (771) | (588) |
Charged (credited) to retained earnings | (4,585) | 0 | 0 |
Ending Balance | $ 21,318 | $ 4,656 | $ 5,427 |