| Significant Accounting Policies | 2. SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited
financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America
for interim financial information and with the instructions to Form 10-Q and Rule 8-03 of Regulation S-X. Accordingly, they do
not include all of the information and notes required by generally accepted accounting principles in the United States of America
for complete financial statements. In the opinion of management, the unaudited interim financial statements furnished herein include
all adjustments necessary for a fair presentation of the Company’s financial position at March 31, 2019 and the results of
operations, stockholders’ equity and cash flows for the three months ended March 31, 2019 and 2018. All such adjustments
are of a normal and recurring nature. Interim financial statements are prepared on a basis consistent with the Company’s
annual consolidated financial statements. Results of operations for the three month period ended March 31, 2019, are not necessarily
indicative of the operating results that may be expected for the year ending December 31, 2019. The consolidated balance
sheet as of December 31, 2018 has been derived from the audited consolidated financial statements at that date but does not include
all of the information and notes required by accounting principles generally accepted in the United States of America (“GAAP”)
for complete financial statements. References in this Quarterly
Report on Form 10-Q to “authoritative guidance” is to the Accounting Standards Codification issued by the Financial
Accounting Standards Board (“FASB”). For further information,
refer to the financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended
December 31, 2018. Recent Accounting Pronouncements In August 2018, the Securities
and Exchange Commission (“SEC”) adopted the final rule amending certain disclosure requirements that have become redundant,
duplicative, overlapping, outdated, or superseded. In addition, the amendments expand the disclosure
requirements on the analysis of stockholders’ equity for interim financial statements. Under the amendments, an analysis
of changes in each caption of stockholders’ equity presented in the balance sheet must be provided in a note or separate
statement. and was effective for the quarter that
begins after the effective date. The Company In January 2017, the FASB
issued ASU No. 2017-04, Intangibles - Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment In June 2016, the FASB
issued ASU No. 2016-13, Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments In February 2016, the FASB
issued ASU No. 2016-02, Leases Use of Estimates The preparation of the
Company’s financial statements in conformity with accounting principles generally accepted in the United States of America
requires management to make estimates and assumptions that affect the amounts reported in the Company’s financial statements
and accompanying notes. Significant estimates and assumptions that affect amounts reported in the financial statements include
impairment consideration and valuation of goodwill and intangible assets, deferred tax valuation allowances, and the fair value
of stock options granted under the Company’s stock-based compensation plans. Due to the inherent uncertainties involved in
making estimates, actual results reported in future periods may be different from those estimates. Allowance for Doubtful Accounts The Company records its
allowance for doubtful accounts based upon its assessment of various factors. The Company considers historical experience, the
age of the accounts receivable balances, credit quality of the Company’s customers, current economic conditions and other
factors that may affect customers’ ability to pay. Inventory Inventory is stated at
the lower of cost or market and cost is determined using the first-in, first-out method. Inventory is primarily comprised of finished
goods. As of March 31, 2019 and December 31, 2018, the majority of inventory is related to Government and Commercial Identity products
for intended near-term sales. Goodwill Goodwill represents the
excess of acquisition cost over the fair value of net assets acquired in business combinations. Pursuant to ASC Topic 350, the
Company tests goodwill for impairment on an annual basis in the fourth quarter (December 31, 2019), or between annual tests, in
certain circumstances. Under authoritative guidance, the Company first assessed qualitative factors to determine whether it was
necessary to perform the two-step quantitative goodwill impairment test. An entity is not required to calculate the fair value
of a reporting unit unless the entity determines, based on a qualitative assessment, that it is more likely than not that its fair
value is less than its carrying amount. Events or changes in circumstances which could trigger an impairment review include macroeconomic
conditions, industry and market conditions, cost factors, overall financial performance, other entity specific events and sustained
decrease in share price. There were no impairment charges recognized during the three months ended March 31, 2019 and 2018. Intangible Assets Intangible assets include
trade names, patents and non-contractual customer relationships. The Company uses the straight line method to amortize these assets
over their estimated useful lives. The Company reviews its long-lived assets for impairment whenever events or changes in circumstances
indicate that the carrying amount of these assets may not be fully recoverable in accordance with ASC Topic 360. To determine recoverability
of its long-lived assets, the Company evaluates the probability that future undiscounted net cash flows, without interest charges,
will be less than the carrying amount of the assets. There were no impairment charges recognized during the three months ended
March 31, 2019 and 2018. Income Taxes The Company accounts for
income taxes under in accordance with ASC Topic 740, “Accounting for Income Taxes.” Deferred tax assets and liabilities
are recognized for the estimated future tax consequences attributable to differences between the financial statement carrying amounts
of existing assets and liabilities and their respective tax bases and net operating loss carryforwards. Deferred tax assets and
liabilities are measured using expected tax rates in effect for the year in which those temporary differences are expected to be
recovered or settled. The Company has recorded a full valuation allowance for its net deferred tax assets as of March 31, 2019
and December 31, 2018, due to the uncertainty of the realizability of those assets. Fair Value of Financial Instruments The Company adheres to
the provisions of ASC Topic 820, “Fair Value Measurements and Disclosures”. This pronouncement requires that the Company
calculate the fair value of financial instruments and include this additional information in the notes to financial statements
when the fair value is different than the book value of those financial instruments. The Company’s financial instruments
include cash, accounts receivable, note receivable, accounts payable and accrued expenses. As of March 31, 2019 and December 31,
2018, the carrying value of the Company’s financial instruments approximated fair value, due to their short-term nature. Revenue Recognition and Deferred Revenue General The majority of license
fees and services revenue are generated from fixed-price contracts, which provide for licenses to software products and services
to customize such software to meet the customers’ use. In certain instances, customization services are determined to be
essential to the functionality of the delivered software. Under ASC 606, revenue is recognized when a customer obtains control
of promised goods or services in an amount that reflects the consideration expected to be received in exchange for those goods
or services. The Company measures revenue based on the consideration specified in a customer arrangement, and revenue is recognized
when the performance obligations in an arrangement are satisfied. A performance obligation is a promise in a contract to transfer
a distinct service to the customer. The transaction price of a contract is allocated to each distinct performance obligation and
recognized as revenue when or as, the customer receives the benefit of the performance obligation. Customers typically receive
the benefit of the Company’s services as they are performed. Substantially all customer contracts provide that the Company
is compensated for services performed to date. Invoicing is based on schedules
established in customer contracts. Payment terms are generally established at 30 days from the invoice date. Product returns are
recorded as a reduction to revenue. Revenue is measured based
on a consideration specified in a contract with a customer, and excludes any sales incentives and amounts collected on behalf of
third parties. Revenues are recognized when control of the promised goods or services is transferred to the customer, in an amount
that reflects the consideration the Company expects to be entitled to in exchange for those goods or services. Furthermore, the
Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. Nature of goods and services The following is a description
of the products and services from which the Company generates revenue, as well as the nature, timing of satisfaction of performance
obligations, and significant payment terms for each: Software as a Service
(SaaS) Software as a service (SaaS)
for hosted subscription services and licensed software allows customers to access a set of data for a predetermined period of time.
As the customer obtains access at a point in time but continues to have access for the remainder of the subscription period, the
customer is considered to simultaneously receive and consume the benefits provided by the entity’s performance as the entity
performs. Accordingly, the revenue should be recognized over time based on the usage of the hosted subscription services and licensed
software, which can vary from month to month. The revenue is typically based on a formula such as number of locations using the
service in a given month multiplied by a fee per location. Other Subscription and
Support Services The Company also recognizes
revenues from other subscription and support services, which includes jurisdictional updates to certain commercial customers and
support services particularly to its Defense ID® customers. These subscriptions require continuing service or post contractual
customer support and performance. As the customer obtains access at a point in time but continues to have access for the remainder
of the subscription period, the customer is considered to simultaneously receive and consume the benefits provided by the entity’s
performance as the entity performs. Accordingly, the revenue should be recognized over time based on usage, which can vary from
month to month. The revenue is typically based on a formula such as number of locations in a given month multiplied by a fee per
location. Equipment Revenue Revenue from the sale of
equipment is recognized at a point in time. The point in time that the revenue is recognized is when the customer has control of
the equipment which is when the customer receives the benefit and the Company’s performance obligation has been satisfied.
Depending on the contract terms, that could either be at the time the equipment is shipped or at the time the equipment is received. Non-Recurring Services
Revenue The non-recurring services
include items such as training, installation, customization, and configuration. The Company recognizes revenue from non-recurring
services contracts ratably over the service contract period as the customer consumes the benefit as it is provided and the Company’s
performance obligation has been satisfied. Extended Warranty Extended warranty revenues
is generated when a warranty is provided to the customer separately of other performance obligations when the equipment is sold.
As the customer obtains access at a point in time and continues to have access for the remainder of the warranty term, the customer
is considered to simultaneously receive and consume the benefits provided by the Company’s performance as the Company performs.
The related revenue is recognized ratably over the specified term of the warranty period. The extended warranty is separate to
the Company’s standard warranty of usually one year that it receives from its vendor. Disaggregation of revenue In the following tables,
revenue is disaggregated by product and service and the timing of revenue recognition. The table also includes a reconciliation
of the disaggregated revenue.
For the Three Months Ended March 31,
2019 2018
Products and services
Software as a Service (SaaS) $ 861,249 $ 594,690
Other subscription and support services 268,170 294,199
Equipment 116,412 119,722
Non-recurring services 7,143 17,248
Extended warranties on equipment 20,678 33,851
Other 5,342 2,352
$ 1,278,994 $ 1,062,062
Timing of revenue recognition
Products transferred at a point in time $ 121,755 $ 130,616
Services transferred over time 1,157,239 931,446
$ 1,278,994 $ 1,062,062 Contract balances The current portion of
deferred revenue at March 31, 2019 and December 31, 2018 was $757,448 and $704,536, respectively, and primarily consists of revenue
that is recognized over time for software license contracts and hosted subscription services. The changes in these balances are
related to the satisfaction or partial satisfaction of these contracts. Of this balance at December 31, 2018, $349,898 was recognized
as revenue for the three months ended March 31, 2019, respectively. The long-term portion of deferred revenue is $30,445 and $29,486
as of March 31, 2019 and December 31, 2018, respectively. The Company did not recognize
any material revenue in the current reporting period for performance obligations that were fully satisfied in previous periods. Transaction price allocated to the remaining
performance obligations The following table includes
estimated revenue expected to be recognized in the future related to performance obligations that are unsatisfied (or partially
unsatisfied) at the end of the reporting period:
2019 2020 2021 Total
Software as a Service (SaaS) $ 429,825 $ 35,496 $ - $ 465,321
Other subscription and support services 231,909 21,202 3,284 256,395
Non-recurring services 554 - - 554
Extended warranties on equipment 38,394 20,182 7,047 65,623
$ 700,682 $ 76,880 $ 10,331 $ 787,893 All consideration from contracts with customers is included in the
amounts presented above. Business Concentrations and Credit Risk
During the three month
period ended March 31, 2019, the Company made sales to two customers that accounted for approximately 26% of total revenues. The
revenue was associated with commercial identity sales customers. These customers represented 22% of total accounts receivable at
March 31, 2019. During the three month period ended March 31, 2018, the Company made sales to two customers that accounted for
approximately 33% of total revenues. The revenue was associated with commercial identity sales customers. Net Loss Per Share Basic net loss per share
is computed by dividing the net loss for the period by the weighted average number of common shares outstanding during the period.
Diluted net loss per share is computed by dividing the net loss for the period by the weighted average number of shares of common
stock and potentially dilutive common stock equivalents outstanding during the period. The dilutive effect of outstanding options
and restricted stock is reflected in diluted earnings per share by application of the treasury stock method. The calculation of
diluted net loss per share excludes all anti-dilutive shares.
Three Months Ended
March 31
2019 2018
Numerator:
Net Loss $ (1,212,991 ) $ (1,067,957 )
Denominator:
Weighted average common shares – Basic/Diluted 15,638,765 15,271,213
Net Loss per share – Basic/Diluted $ (0.08 ) $ (0.07 ) The following table summarizes
the common stock equivalents excluded from loss per diluted share because their effect would be anti-dilutive due to the net loss:
Three Months Ended
March 31,
2019 2018
Stock options 1,516,495 1,129,020
Warrants 423,176 471,801
Restricted stock 2,000 16,296
1,941,671 1,617,117 |
