Document And Entity Information
Document And Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Mar. 29, 2018 | Jun. 30, 2017 | |
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2,017 | ||
Entity Registrant Name | EVOLVING SYSTEMS INC | ||
Trading Symbol | evol | ||
Entity Central Index Key | 1,052,054 | ||
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 | Smaller Reporting Company | ||
Entity Public Float | $ 40.9 | ||
Entity Common Stock, Shares Outstanding | 12,528,892 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Current assets: | ||
Cash and cash equivalents | $ 7,562 | $ 7,614 |
Contract receivables, net of allowance for doubtful accounts of $970 and $221 at December 31, 2017 and December 31, 2016, respectively | 10,151 | 5,867 |
Unbilled work-in-progress, net of allowance for doubtful accounts of $107 and $0 at December 31, 2017 and December 31, 2016, respectively | 5,823 | 3,376 |
Prepaid and other current assets | 2,053 | 1,553 |
Total current assets | 25,589 | 18,410 |
Property and equipment, net | 258 | 546 |
Amortizable intangible assets, net | 5,613 | 4,200 |
Goodwill | 25,216 | 20,599 |
Deferred income taxes | 274 | |
Total assets | 56,950 | 43,755 |
Current liabilities: | ||
Term loans - current portion | 2,805 | 1,998 |
Accounts payable and accrued liabilities | 6,890 | 4,274 |
Income taxes payable | 1,107 | 617 |
Contingent earnout | 396 | |
Unearned revenue | 5,397 | 3,532 |
Total current liabilities | 16,595 | 10,421 |
Long-term liabilities: | ||
Term loans, net of current portion | 5,942 | 4,000 |
Total liabilities | 22,537 | 14,421 |
Commitments and contingencies: | ||
Stockholders' equity: | ||
Preferred stock, $0.001 par value; 2,000,000 shares authorized; no shares issued and outstanding as of December 31, 2017 and December 31, 2016 | ||
Common stock, $0.001 par value; 40,000,000 shares authorized; 12,119,961 shares issued and 11,941,072 outstanding as of December 31, 2017 and 12,086,280 shares issued and 11,907,391 outstanding as of December 31, 2016 | 12 | 12 |
Additional paid-in capital | 98,517 | 97,744 |
Treasury stock 178,889 shares, at December 31, 2017 and December 31, 2016, at cost | (1,253) | (1,253) |
Accumulated other comprehensive loss | (8,202) | (9,992) |
Accumulated deficit | (54,661) | (57,177) |
Total stockholders' equity | 34,413 | 29,334 |
Total liabilities and stockholders' equity | $ 56,950 | $ 43,755 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Consolidated Balance Sheets [Abstract] | ||
Allowance for doubtful accounts receivable | $ 970 | $ 221 |
Allowance for doubtful unbilled work-in-progress | $ 107 | $ 0 |
Preferred stock, par value | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 2,000,000 | 2,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 40,000,000 | 40,000,000 |
Common stock, shares issued | 12,119,961 | 12,086,280 |
Common stock, shares outstanding | 11,941,072 | 11,907,391 |
Treasury stock, shares | 178,889 | 178,889 |
Consolidated Statements Of Inco
Consolidated Statements Of Income - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
REVENUE | |||
License fees | $ 3,438 | $ 2,873 | $ 3,161 |
Services | 25,374 | 21,905 | 22,415 |
Total revenue | 28,812 | 24,778 | 25,576 |
COSTS OF REVENUE AND OPERATING EXPENSES | |||
Costs of revenue, excluding depreciation and amortization | 8,680 | 5,297 | 6,449 |
Sales and marketing | 5,214 | 4,965 | 5,844 |
General and administrative | 6,065 | 3,855 | 4,003 |
Product development | 2,042 | 3,014 | 3,847 |
Depreciation | 250 | 259 | 314 |
Amortization | 860 | 783 | 266 |
Restructuring | 286 | 1,010 | 533 |
Total costs of revenue and operating expenses | 23,397 | 19,183 | 21,256 |
Income from operations | 5,415 | 5,595 | 4,320 |
Other income (expense) | |||
Interest income | 1 | 6 | 18 |
Interest expense | (365) | (340) | (121) |
Other (expense) income | 23 | 183 | |
Foreign currency exchange loss | (1,137) | (552) | (6) |
Other (expense) income, net | (1,478) | (703) | (109) |
Income before income taxes | 3,937 | 4,892 | 4,211 |
Income tax expense | 1,421 | 1,457 | 915 |
Net income | $ 2,516 | $ 3,435 | $ 3,296 |
Basic income per common share - net income | $ 0.21 | $ 0.29 | $ 0.28 |
Diluted income per common share - net income | $ 0.21 | 0.29 | 0.28 |
Cash dividend declared per common share | $ 0.22 | $ 0.44 | |
Weighted average basic shares outstanding | 11,934 | 11,845 | 11,693 |
Weighted average diluted shares outstanding | 11,981 | 11,961 | 11,935 |
Consolidated Statements Of Comp
Consolidated Statements Of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Consolidated Statements Of Comprehensive Income (Loss) [Abstract] | |||
Net income | $ 2,516 | $ 3,435 | $ 3,296 |
Other comprehensive income: | |||
Foreign currency translation income (loss) | 1,790 | (3,993) | (1,465) |
Comprehensive income (loss) | $ 4,306 | $ (558) | $ 1,831 |
Consolidated Statements Of Chan
Consolidated Statements Of Changes In Stockholders' Equity - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Accumulated Deficit [Member] | Total |
Balance at Dec. 31, 2015 | $ 12 | $ 97,418 | $ (1,253) | $ (5,999) | $ (58,016) | $ 32,162 |
Balance, shares at Dec. 31, 2015 | 11,791,842 | |||||
Stock option exercises | 51 | 51 | ||||
Stock option exercises, shares | 112,185 | |||||
Common stock issued pursuant to the Employee Stock Purchase Plan | 16 | 16 | ||||
Common stock issued pursuant to the Employee Stock Purchase Plan, shares | 3,364 | |||||
Stock-based compensation expense | 259 | 259 | ||||
Common stock cash dividends | (2,596) | (2,596) | ||||
Net income | 3,435 | 3,435 | ||||
Foreign currency translation adjustment | (3,993) | (3,993) | ||||
Balance at Dec. 31, 2016 | $ 12 | 97,744 | (1,253) | (9,992) | (57,177) | $ 29,334 |
Balance, shares at Dec. 31, 2016 | 11,907,391 | 11,907,391 | ||||
Stock option exercises | 30 | $ 30 | ||||
Stock option exercises, shares | 32,904 | |||||
Common stock issued pursuant to the Employee Stock Purchase Plan | 2 | 2 | ||||
Common stock issued pursuant to the Employee Stock Purchase Plan, shares | 777 | |||||
Stock-based compensation expense | 742 | 742 | ||||
Net income | 2,516 | 2,516 | ||||
Foreign currency translation adjustment | 1,790 | 1,790 | ||||
Balance at Dec. 31, 2017 | $ 12 | $ 98,517 | $ (1,253) | $ (8,202) | $ (54,661) | $ 34,413 |
Balance, shares at Dec. 31, 2017 | 11,941,072 | 11,941,072 |
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 | $ 2,516 | $ 3,435 | $ 3,296 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | |||
Depreciation | 250 | 259 | 314 |
Amortization of intangible assets | 860 | 783 | 266 |
Amortization of debt issuance costs | 13 | 32 | 14 |
Stock based compensation | 742 | 259 | 317 |
Gain on earn-out from acquisition | (4) | (178) | |
Unrealized foreign currency transaction losses, net | 1,136 | 552 | 6 |
Provision for doubtful accounts | 861 | 150 | 41 |
Benefit from deferred income taxes | (491) | (24) | (1,123) |
Change in operating assets and liabilities: | |||
Contract receivables | (2,971) | 643 | 2,202 |
Unbilled work-in-progress | (1,032) | 204 | 721 |
Prepaid and other assets | 1,746 | (182) | (120) |
Accounts payable and accrued liabilities | (1,404) | 276 | (2,305) |
Unearned revenue | 856 | 687 | (1,404) |
Other long-term obligations | 380 | ||
Net cash provided by (used in) operating activities | 3,458 | 6,896 | 2,225 |
CASH FLOWS FROM INVESTING ACTIVITIES: | |||
Purchase of property and equipment | (80) | (61) | (198) |
Business combinations, net of cash | (5,936) | (9,014) | |
Net cash used in investing activities | (6,016) | (61) | (9,212) |
CASH FLOWS FROM FINANCING ACTIVITIES: | |||
Capital lease payments | (1) | (5) | (5) |
Principal payments on long-term debt | (2,000) | ||
Proceeds from revolving line of credit | 10,000 | ||
Payments of the revolving line of credit | (10,000) | ||
Proceeds from the term loan | 4,730 | 6,000 | |
Payments for debt issuance costs | (25) | (20) | |
Common stock cash dividends | (2,596) | (5,143) | |
Excess tax benefits from stock-based compensation | 797 | ||
Proceeds from the issuance of stock | 33 | 67 | 300 |
Net cash provided by (used in) financing activities | 2,737 | (6,554) | 5,949 |
Effect of exchange rate changes on cash | (231) | (1,067) | (343) |
Net decrease in cash and cash equivalents | (52) | (786) | (1,381) |
Cash and cash equivalents at beginning of year | 7,614 | 8,400 | 9,781 |
Cash and cash equivalents at end of year | 7,562 | 7,614 | 8,400 |
Supplemental disclosure of cash and non-cash investing and financing transactions: | |||
Interest paid | 345 | 312 | 107 |
Income taxes paid | $ 1,504 | 1,270 | 2,089 |
Common stock dividends declared | 2,636 | 5,221 | |
Property and equipment purchased and included in accounts payable | $ 244 | $ 1 |
Organization And Summary Of Sig
Organization And Summary Of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2017 | |
Organization And Summary Of Significant Accounting Policies [Abstract] | |
Organization And Summary Of Significant Accounting Policies | NOTE 1 — ORGANIZATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Organization — Evolving Systems, Inc. is a provider of real-time digital engagement solutions and services to the wireless, wireline and cable markets. We maintain long-standing relationships with many of the largest wireless, wireline and cable companies worldwide. The Company’s portfolio includes market-leading solutions and services for real-time analytics, customer acquisition and activation, customer value management and loyalty for the telecom industry promoting partnerships into retail and financial services In 2016, we began a shift from selling technology to offering business solutions. The value proposition has moved from cost savings to revenue increases for the carrier and our business model has moved from classic capex license and services to opex models based on recurring managed services with performance fees. Our software solution platform, Real-time Lifecycle Marketing ™ (“RLM”), enables carriers’ marketing departments to innovate, execute and manage highly-personalized and contextually-relevant, interactive campaigns that engage consumers in real time. Our service activation solution, Tertio ® (“TSA”) is used to activate bundles of voice, video and data services for wireless, wireline and cable network operators; our SIM card activation solution, Dynamic SIM Allocation TM (“DSA”) is used to dynamically allocate and assign resources to Mobile Network Operators (“MNOs”) devices that rely on SIM cards; our Mobile Data Enablement TM (“MDE”) solution provides a data consumption and policy management solution for wireless carriers and Mobile Virtual Network Operators (“MVNOs”) that monitor the usage and consumption of data services; our Total Number Management™ (“TNM”) product is a scalable and fully automated database solution that enables operators to reliably and efficiently manage their telephone numbers as well as other communication identifiers (i.e. SIMs, MSISDNs, IMSIs, ICCIDs, IPs). Our solutions can be deployed on premise or as a Software-as-a-Service (“SaaS”). On July 6, 2017 we announced the completion of the previously announced acquisition of Business Logic Systems (“BLS”). BLS, headquartered in Newbury, UK, specializes in data-driven customer value management and customer engagement solutions that have been implemented in over 20 mobile operators in Europe, Africa, Asia-Pacific and the Caribbean. BLS solutions turn customer data into actionable insights and personalized contextual offers. Customer engagement occurs through in-bound and out-bound offers and is further extended through a suite of loyalty and retention solutions. On September 7, 2017 we announced the completion of the acquisition of four business operating units of Lumata Holdings Ltd. (“the Lumata Entities”). The Lumata Entities are a leading global provider of real-time, next generation loyalty and customer lifecycle management software and services that helps businesses gain value from their customer data for relevant and contextual insights and actions of value to both customers and enterprises. Its customers include mobile operators including Orange, Telefonica and other Tier-1 and emerging operators in Europe and around the world. The acquisition is expected to be accretive to Evolving Systems' operations once the integration of the business is completed during 2018. We believe the acquisitions of BLS and the Lumata Entities further reinforces our commitment to the customer acquisition and customer value management (“CVM”) domains that began with the acquisition of Sixth Sense Media (“ Evolving Systems NC, Inc.”) . With these recent acquisitions, we now have a customer base of more than 100 customers spanning 65 countries across the world. The experienced team and technology from BLS, which provides actionable insights and relevant offers based on customer data, greatly complements our software portfolio and 25 years of expertise in customer acquisition, activation and retention. The technology further expands our Managed Services platform for delivering on-tap strategic and tactical solutions. The Lumata Entities' value lies in its patented technology, industry expertise and strong customer relationships, in particular, those across Western Europe. Led by the explosive growth in mobile, the next generation of CVM is moving beyond traditional CRM and points based loyalty systems to highly personalized and contextual, real-time, omni-channel consumer engagement in multiple verticals including telecom, finance, and retail. Business Combinations – On July 6, 2017 and September 7, 2017 we announced our acquisitions of Business Logic Systems which became EVOL BLS and the four business operating units of Lumata Holdings Ltd. . Th ese business combinations are reflected in these consolidated financial statements since the acquisition date. Refer to Note 2, Acquisitions, for more information regarding the acquisitions. We account for business combinations in accordance with the acquisition method. The acquisition method of accounting requires that assets acquired and liabilities assumed be recorded at their fair values on the date of a business acquisition. The excess of the purchase price over the fair value of assets acquired is recognized as goodwill. Certain adjustments to the assessed fair values of the assets and liabilities made subsequent to the acquisition date, but within the measurement period, which is up to one year, are recorded as adjustments to goodwill. Any adjustments subsequent to the measurement period are recorded in income. Our consolidated financial statements and results of operations reflect an acquired business from the completion date of an acquisition. The judgments that we make in determining the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact net income in periods following a business combination. We generally use either the income, cost or market approach to aid in our conclusions of such fair values and asset lives. The income approach presumes that the value of an asset can be estimated by the net economic benefit to be received over the life of the asset, discounted to present value. The cost approach presumes that an investor would pay no more for an asset than its replacement or reproduction cost. The market approach estimates value based on what other participants in the market have paid for reasonably similar assets. Although each valuation approach is considered in valuing the assets acquired, the approach ultimately selected is based on the characteristics of the asset and the availability of information. Principles of Consolidation — The consolidated financial statements include the accounts of Evolving Systems, Inc. and subsidiaries, all of which are wholly owned. All significant intercompany transactions and balances have been eliminated in consolidation. Reclassifications - Certain reclassifications have been made to the 2016 and 2015 financial statements to conform to the consolidated 2017 financial statement presentation. These reclassifications had no effect on net earnings or cash flows as previously reported. Use of Estimates — The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities, at the date of the consolidated financial statements, as well as the reported amounts of revenue and expenses during the reporting period. We made estimates with respect to revenue recognition for estimated hours to complete projects accounted for using the percentage-of-completion method, allowance for doubtful accounts, income tax valuation allowance, fair values of long-lived assets, valuation of intangible assets and goodwill, useful lives for property, equipment and intangible assets, business combinations, capitalization of internal software development costs and fair value of stock-based compensation amounts. Actual results could differ from these estimates. Foreign Currency — Our functional currency is the U.S. dollar. The functional currency of our foreign operations, generally, is the respective local currency for each foreign subsidiary. Assets and liabilities of foreign operations denominated in local currencies are translated at the spot rate in effect at the applicable reporting date. Our consolidated statements of income are translated at the weighted average rate of exchange during the applicable period. The resulting unrealized cumulative translation adjustment is recorded as a component of accumulated other comprehensive income (loss) in stockholders’ equity. Realized and unrealized transaction gains and losses generated by transactions denominated in a currency different from the functional currency of the applicable entity are recorded in other income (loss) in the period in which they occur. Goodwill − Goodwill is the excess of acquisition cost of an acquired entity over the fair value of the identifiable net assets acquired. Goodwill is not amortized, but tested for impairment annually or whenever indicators of impairment exist. These indicators may include a significant change in the business climate, legal factors, operating performance indicators, competition, sale or disposition of a significant portion of the business or other factors. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to the reporting unit, and determination of the fair value of the reporting unit. Intangible Assets − Amortizable intangible assets consist primarily of purchased software and licenses, customer relationships, trademarks and tradenames, non-competition and purchased software acquired in conjunction with our purchase of Telespree Communications (“Evolving Systems Labs, Inc.”), Evolving Systems NC, Inc., EVOL BLS and the Lumata Entities. These assets are amortized using the straight-line method over their estimated lives. We assess the impairment of identifiable intangibles if events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. If we determine that the carrying value of intangibles and/or long-lived assets may not be recoverable, we compare the estimated undiscounted cash flows expected to result from the use of the asset and its eventual disposition to the asset’s carrying amount. If an amortizable intangible or long-lived asset is not deemed to be recoverable, we recognize an impairment loss representing the excess of the asset’s carrying value over its estimated fair value. Fair Value Measurements − Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, 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 that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. Cash and Cash Equivalents - All highly liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents. Revenue Recognition − We recognize revenue when an agreement is signed, the fee is fixed or determinable and collectability is reasonably assured. We recognize revenue from two primary sources: license fees and services. The majority of our license fees and services revenue is generated from fixed-price contracts, which provide for licenses to our software products and services to customize such software to meet our customers’ use. When the customization services are determined to be essential to the functionality of the delivered software, we recognize revenue using the percentage-of-completion method of accounting. In these types of arrangements, we do not typically have vendor specific objective evidence (“VSOE”) of fair value on the license fee/services portion (services are related to customizing the software) of the arrangement due to the large amount of customization required by our customers; however, we do have VSOE for the warranty/maintenance services based on the renewal rate of the first year of maintenance in the arrangement. The license/services portion is recognized using the percentage-of-completion method of accounting and the warranty/maintenance services are separated based on the renewal rate in the contract and recognized ratably over the warranty or maintenance period. We estimate the percentage-of-completion for each contract based on the ratio of direct labor hours incurred to total estimated direct labor hours and recognize revenue based on the percent complete multiplied by the contract amount allocated to the license fee/services. Since estimated direct labor hours, and changes thereto, can have a significant impact on revenue recognition, these estimates are critical and we review them regularly. If the arrangement includes a customer acceptance provision, the hours to complete the acceptance testing are included in the total estimated direct labor hours; therefore, the related revenue is recognized as the acceptance testing is performed. Revenue is not recognized in full until the customer has provided proof of acceptance on the arrangement. Generally, our contracts are accounted for individually. However, when certain criteria are met, it may be necessary to account for two or more contracts as one to reflect the substance of the group of contracts. We record amounts billed in advance of services being performed as unearned revenue. Unbilled work-in-progress represents revenue earned but not yet billable under the terms of the fixed-price contracts. All such amounts are expected to be billed and collected within 12 months. We may encounter budget and schedule overruns on fixed-price contracts caused by increased labor or overhead costs. We make adjustments to cost estimates in the period in which the facts requiring such revisions become known. We record estimated losses, if any, in the period in which current estimates of total contract revenue and contract costs indicate a loss. If revisions to cost estimates are obtained after the balance sheet date but before the issuance of the interim or annual financial statements, we make adjustments to the interim or annual financial statements accordingly. In arrangements where the services are not essential to the functionality of the delivered software, we recognize license revenue when a license agreement has been signed, delivery and acceptance have occurred, the fee is fixed or determinable and collectability is reasonably assured. Where applicable, we unbundle and record as revenue fees from multiple element arrangements as the elements are delivered to the extent that VSOE of fair value of the undelivered elements exist. If VSOE for the undelivered elements does not exist, we defer fees from such arrangements until the earlier of the date that VSOE does exist on the undelivered elements or all of the elements have been delivered. We recognize revenue from fixed-price service contracts using the proportional performance method of accounting, which is similar to the percentage-of-completion method described above. We recognize revenue from professional services provided pursuant to time-and-materials based contracts and training services as the services are performed, as that is when our obligation to our customers under such arrangements is fulfilled. We recognize revenue from our managed services contracts primarily ratably over the service contract period. On occasion, our managed services contracts will contain a specified number of hours to work over the term of the contract. Revenue for this type of managed service contract is recognized using the proportional performance method of accounting. We recognize revenue from our MDE contracts based on the number of transactions per month multiplied by a factor based on a unique table for transaction volumes relating to each account. We recognize customer support, including maintenance revenue, ratably over the service contract period. When maintenance is bundled with the original license fee arrangement, its fair value, based upon VSOE, is deferred and recognized during the periods when services are provided. We review and update our contract-related estimates regularly. The impact of an adjustment in estimate is recognized prospectively over the remaining contract term. No adjustment on any one contract was material to our Consolidated financial Statements for the years ended December 31, 2017, 2016, and 2015 . Stock-based Compensation − We account for stock-based compensation by applying a fair-value-based measurement method to account for share-based payment transactions with employees and directors. We record compensation costs associated with the vesting of unvested options on a straight-line basis over the vesting period. Stock-based compensation is a non-cash expense because we settle these obligations by issuing shares of our common stock instead of settling such obligations with cash payments. We use the Black-Scholes model to estimate the fair value of each option grant on the date of grant. This model requires the use of estimates for expected term of the options and expected volatility of the price of our common stock. In March 2016, the FASB issued ASU No. 2016-09, Stock Compensation (Topic 718), which includes provisions intended to simplify various aspects related to how share-based payments are accounted for and presented in the financial statements. The standard is effective for annual periods beginning after December 15, 2016. We adopted this ASU during the first quarter 2017. The key effects of the adoption on our financial statements include that the Company will now recognize windfall tax benefits as deferred tax assets instead of tracking the windfall pool and recording such benefits in equity. Additionally, we have elected to recognize forfeitures as they occur rather than estimating them at the time of grant. The fair market value of restricted shares for share-based compensation expensing is equal to the closing price of our common stock on the date of grant. Of the restrictions on the stock awards granted during the three months ended March 31, 2017 and June 30, 2017, 20% will be released in January 2018, and 10% annually beginning on the one year anniversary of their offering thereafter for four years. The remaining 40 % will be released evenly over four years beginning in 2018 contingent upon the attainment of annual performance goals established by our Board of Directors. Of the restrictions on the stock awards granted during the three months ended September 30, 2017, one -fourth will be released on the one-year anniversary of the date of the grant and the balance will be released quarterly over a three year period . Of the restrictions on the stock awards grante d during the three months ended December 31 , 2017, one -fourth will be released on the one-year anniversary of the date of the grant and the balance will be released quarterly over a three year period . Stock-based payments made to non-employees, including grants of stock options, are recognized in the statements of operations based on their estimated fair values. The fair value of these options will be re-measured on each reporting date until the options vest. The re-measured fair value will be recognized as compensation expense over the remaining vesting term of the options. Comprehensive Income (Loss) - Comprehensive income consists of two components, net income and other comprehensive income (loss). Other comprehensive income refers to revenue, expenses, gains, and losses that under GAAP are recorded as an element of shareholders’ equity but are excluded from net income. Other comprehensive income (loss) consists of foreign currency translation adjustments from those subsidiaries not using the U.S. dollar as their functional currency and unrealized gains and losses on marketable securities categorized as available-for-sale. Contract Receivables, Unbilled Work-in-Progress and Allowance for Doubtful Accounts — Contract receivables are recorded at the invoiced amount and do not bear interest. Credit is extended based on the evaluation of a customer’s financial condition and collateral is not required. Unbilled work in progress is revenue which has been earned but not invoiced. An allowance is placed against accounts receivable or unbilled work in progress for our best estimate of the amount of probable credit losses. We determine the allowance based on historical write-off experience and information received during collection efforts. We review our allowances monthly and past due balances over 90 days are reviewed individually for collectability. Account balances are charged against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. We do not have any off-balance-sheet credit exposure related to our customers. The following table reflects the activity in the allowance for doubtful accounts: Balance at Bad Debt Write-Offs Charged Effects of Foreign Currency Balance at Fiscal Beginning Expense/ to Exchange End of Year Description of Period (Recovery) Allowance Rates Period 2017 Allowance for doubtful accounts $ 221 $ 789 $ (41) $ 1 $ 970 2016 Allowance for doubtful accounts $ 83 $ 150 $ - $ (12) $ 221 2015 Allowance for doubtful accounts $ 43 $ 41 $ - $ (1) $ 83 The following table reflects the activity in the allowance for unbilled work-in-progress: Balance at Unbilled Work-in-Progress Write-Offs Charged Effects of Foreign Currency Balance at Fiscal Beginning Allowance/ to Exchange End of Year Description of Period (Recovery) Allowance Rates Period 2017 Allowance for unbilled work-in-progress $ - $ 107 $ - $ - $ 107 2016 Allowance for unbilled work-in-progress $ - $ - $ - $ - $ - 2015 Allowance for unbilled work-in-progress $ 306 $ - $ (306) $ - $ - Concentration of Credit Risk — Financial instruments that potentially subject us to concentrations of credit risk consist primarily of contract receivables and unbilled work-in-progress. We perform on-going evaluations of customers’ financial condition and, generally, require no collateral from customers. A substantial portion of our revenue is from a limited number of customers, all in the telecommunications industry. For the year ended December 31, 2017, one significant customers accounted for 11% of revenue from operations. This customer is a large telecommunications operators in Europe. For the years ended December 31, 2016 and 2015, no significant customers exceeded the threshold (defined as contributing at least 10% ) of revenue from operations. As of December 31, 2017 and 2016 no customers accounted for 10% of contract receivables and unbilled work-in-progress. We are subject to concentration of credit risk with respect to our cash and cash equivalents, which we attempt to minimize by maintaining our cash and cash equivalents with institutions of sound financial quality. At times, cash balances may exceed limits federally insured by the Federal Deposit Insurance Corporation (“FDIC”). Our funds not under any FDIC program were $5.4 million and $6.3 million as of December 31, 2017 and 2016, respectively. Sales, Use and Other Value Added Tax — Revenue is recorded net of applicable state, use and other value added taxes. Advertising and Promotion Costs — Advertising and promotion costs are expensed as incurred. Advertising costs totaled approximately $0.1 million, $0.1 million and $0.1 million for the years ended December 31, 2017, 2016 and 2015. Capitalization of Internal Software Development Costs — We expend amounts on product development, particularly for new products and/or for enhancements of existing products. For internal development of software products that are to be licensed by us, we expense the cost of developing software prior to establishing technological feasibility and those costs are capitalized once technological feasibility has been established. Capitalization ceases upon general release of the software. The determination of whether internal software development costs are subject to capitalization is, by its nature, highly subjective and involves significant judgments. This decision could significantly affect earnings during the development period. Further, once capitalized, the software costs are generally amortized on a straight-line basis over the estimated economic life of the product. The determination of the expected useful life of a product is highly judgmental. Finally, capitalized software costs must be assessed for impairment if facts and circumstances warrant such a review. We did no t capitalize any internal software development costs during the three years ended December 31, 2017. In addition, we did not have any capitalized internal software development costs included in our December 31, 201 7 and 201 6 Consolidated Balance Sheets. We believe that during these periods no material internal software development costs were required to be capitalized. Our conclusion is primarily based on the fact that the feature−rich, pre−integrated, and highly−scalable nature of our products requires that our development efforts include complex design, coding and testing methodologies, which include next generation software languages and development tools. Development projects of this nature carry a high degree of development risk. Substantially all of our internal software development efforts are of this nature, and therefore, we believe the period between achieving technological feasibility and the general release of the software to operations is so short that any costs incurred during this period are not material. Property and Equipment and Long-Lived Assets — Property and equipment are stated at cost or estimated fair value if acquired in an acquisition, less accumulated depreciation, and are depreciated over their estimated useful lives, or the lease term, if shorter, using the straight-line method. Leasehold improvements are stated at cost, less accumulated amortization, and are amortized over the shorter of the lease term or estimated useful life of the asset. Maintenance and repair costs are expensed as incurred. We review our long-lived assets, such as property and equipment and purchased intangible assets subject to amortization, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. We evaluate the recoverability of an asset or asset group by comparing its carrying amount to the estimated undiscounted future cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset or asset group exceeds its estimated future cash flows, we recognize an impairment charge as the amount by which the carrying amount of the asset exceeds the estimated fair value of the asset. Income Taxes — We record deferred tax assets and liabilities for the estimated future tax effects of temporary differences between the tax bases of assets and liabilities and amounts reported in the accompanying consolidated balance sheets, as well as operating loss and tax credit carry-forwards. We measure deferred tax assets and liabilities using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. We reduce deferred tax assets by a valuation allowance if, based on available evidence, it is more likely than not that these benefits will not be realized. We use a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. On December 22, 2017, the 2017 Tax Cuts and Job Act (the Tax Act) was enacted into law and the new legislation contains key tax provisions that affected us. We are required to recognize the effect of the tax law changes in the period of enactment, such as determining the transition tax, remeasuring our US deferred tax assets and liabilities as well as reassessing the net realizability of our deferred tax assets and liabilities. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (SAB 118), which allows us to record provisional amounts during a measurement period not extend beyond one year of the enactment date. Segment Information — We define operating segments as components of our enterprise for which separate financial information is reviewed regularly by the chief operating decision-makers to evaluate performance and to make operating decisions. We have identified our Chief Executive Officer and Senior Vice President of Finance as our chief operating decision-makers (“CODM”). These chief operating decision makers review revenues by segment and review overall results of operations. We currently operate our business as one operating segment which includes two revenue types: license fees revenue and services revenue (as shown on the consolidated statements of income). License fees revenue represents the fees received from the license of software products. Services revenue includes services directly related to the delivery of the licensed products, such as fees for custom development, integration services, SaaS service, managed services, annual support fees, recurring maintenance fees, fees for maintenance upgrades and warranty services. Warranty services that are similar to software maintenance services are typically bundled with a license sale. Recent Accounting Pronouncements — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers,” Topic 606. This Update affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards. The guidance in this Update supersedes the revenue recognition requirements in Topic 605, Revenue Recognition and most industry-specific guidance. The core principle of the guidance is that an entity should recognize revenue to illustrate the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance also includes a cohesive set of disclosure requirements that will provide users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from a reporting organization’s contracts with customers. In April 2016, the FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers,” Topic 606: “Identifying Performance Obligations and Licensing”. This Update clarifies guidance related to identifying performance obligations and licensing implementation guidance contained in the new revenue recognition standard. The Update includes targeted improvements based on input the Board received from the Transition Resource Group for Revenue Recognition and other stakeholders. The update seeks to proactively address areas in which diversity in practice potentially could arise, as well as to reduce the cost and complexity of applying certain aspects of the guidance both at implementation and on an ongoing basis. In May 2016, the FA |
Acquisitions
Acquisitions | 12 Months Ended |
Dec. 31, 2017 | |
Acquisitions [Abstract] | |
Acquisitions | NOTE 2 — ACQUISITIONS Business Logic Systems On July 3, 2017, we completed the purchase by BLS Limited (“EVOL BLS”), a wholly owned subsidiary of Evolving Systems, Inc., a Delaware corporation (the “Company”), of Business Logic Systems Limited (“Seller”). EVOL BLS and Seller are both companies incorporated under the laws of England and Wales. Under the terms of the Asset Purchase Agreement, dated as of May 5, 2017 (the “Purchase Agreement”), the Seller agreed to sell substantially all of its assets and transfer certain liabilities relating to Seller’s business of providing customer value management solutions and data driven marketing solutions for £1.2 million ( $1.6 million) in cash, plus (a) an additional sum of £100,000 ( $134,000 ), which was reduced in full by the sums paid by EVOL BLS to certain employees’ severance obligations (collectively, the “Cash Payments”); (b) a percentage of collections on certain receivables over a 24 month period; and (c) an earnout equal to 50% of BLS based revenue over $4.8 million per year for 3 years after the closing date. The Company agreed to guarantee EVOL BLS’ obligations under the Purchase Agreement. The Purchase Agreement contains a two year “no solicitation” provision which restricts the Seller’s ability to compete with EVOL BLS with respect to the BLS business or to solicit BLS customers or BLS employees serving in an executive, managerial, sales or technical role. We accounted for this business combination by applying the acquisition method, and accordingly, the purchase price was allocated to the assets and liabilities assumed based upon their fair values at the acquisition date. The excess of the purchase price over the net assets and liabilities, approximately $0.3 million, was recorded as goodwill. The results of EVOL BLS’s operations have been included in the consolidated financial statements since the acquisition date. The amortization of the intangible assets is deductible for tax purposes. Total purchase price is summarized as follows (in thousands): July 3, 2017 Cash Consideration Total Cash Consideration $ 1,553 Earnout 380 Total purchase price $ 1,933 The following table summarizes the estimated fair values of the assets and liabilities assumed at the acquisition date (in thousands): July 3, 2017 Contract receivables $ 1,037 Unbilled work-in-progress 1,039 Intangible assets 246 Prepaid and other current assets 437 Other assets, non-current 55 Total identifiable assets acquired $ 2,814 Accounts payable and accrued liabilities $ 792 Deferred revenue 338 Total identifiable liabilities acquired $ 1,130 Net identifiable assets acquired 1,684 Goodwill 249 Net assets acquired $ 1,933 We recorded $0.2 million in intangible assets as of the acquisition date with a weighted-average amortization period of approximately six years and are amortizing the value of the purchased software, trademarks and trade names, non-competition and customer relationships over an estimated useful life of 5, 0.5, 2 and 7 years, respectively. Amortization expense of approximately $25,000 related to the acquired intangible assets was recorded during the year ended December 31, 2017. The $0.3 million of the goodwill recognized is attributed primarily to expected synergies and the assembled workforce of EVOL BLS. Goodwill was adjusted by $0.2 million related to changes in the opening client balances for contract receivables and unbilled work in progress. The Company expects the purchase price allocation will be finalized in 2018. As of the date of this report there were no additional changes in the recognized amounts of goodwill resulting from the acquisition of EVOL BLS. . Intangible assets related to the EVOL BLS’s acquisition as of December 31, 2017 were as follows (in thousands): December 31, 2017 Gross Amount Effects of changes in foreign currency exchange rates Net Amount Accumulated Amortization Net Carrying Amount Weighted-Average Amortization Period Purchased software $ 98 $ 4 $ 102 $ 9 $ 93 5 yrs Trademarks and tradenames 9 1 10 7 3 0.5 yrs Non-competition 4 - 4 1 3 1.5 yrs Customer relationships 135 4 139 8 131 7 yrs $ 246 $ 9 $ 255 $ 25 $ 230 5.9 yrs Lumata On September 4, 2017, Evolving Systems Holdings Limited (“EVOL Holdings”), a wholly owned subsidiary of Evolving Systems, Inc., completed the acquisition under a Share Purchase Agreement (the “Purchase Agreement”) with Lumata Holdings Limited (“Lumata Holdings” or “Seller”) and Francisco Partners III (Cayman) L.P . , as Guarantor (the “Acquisition”). EVOL Holdings acquired all of the issued and outstanding shares of four (4) Lumata Holdings subsidiaries, Lumata France SAS, Lumata Spain S.L., Lumata UK Ltd and Lumata Deutschland GmbH (collectively, “Lumata Entities”) in exchange for a cash payment totaling €4.0 million ( $4.8 million), subject to certain adjustments. The Seller and certain members of the Seller’s management entered into Management Warranty Deeds to secure Lumata Holdings’ representations and warranties under the Purchase Agreement and, to the extent the amounts provided under the Management Warranty Deeds are not sufficient to satisfy post-closing claims, EVOL Holdings may seek recovery from the Guarantor in an amount not to exceed €400,000 ( $476,000 ). EVOL Holdings and Seller are both companies incorporated under the laws of England and Wales. We accounted for this business combination by applying the acquisition method, and accordingly, the purchase price was allocated to the assets and liabilities assumed based upon their fair values at the acquisition date. The excess of the purchase price over the net assets and liabilities, approximately $ 3.1 million, was recorded as goodwill. The Company is in the process of finalizing the purchase allocation, thus the provisional measures of deferred income taxes, intangibles and goodwill are subject to change. The Company expects the purchase price allocation will be finalized in 2018. The results of the Lumata Entities ’ operations have been included in the consolidated financial statements since the acquisition date. The amortization of the intangible assets is not deductible for tax purposes. Total purchase price is summarized as follows (in thousands): September 4, 2017 Cash Consideration Total Cash Consideration $ 4,766 Total purchase price $ 4,766 The following table summarizes the estimated fair values of the assets and liabilities assumed at the acquisition date (in thousands): September 4, 2017 Cash and cash equivalents $ 386 Contract receivables 1,444 Unbilled work-in-progress 110 Intangible assets 1,935 Prepaid and other current assets 1,539 Other assets, non-current 19 Total identifiable assets acquired $ 5,433 Accounts payable and accrued liabilities $ 3,086 Deferred tax liability 329 Deferred revenue 325 Total identifiable liabilities acquired $ 3,740 Net identifiable assets acquired 1,693 Goodwill 3,073 Net assets acquired $ 4,766 We recorded $1.9 million in intangible assets as of the acquisition date with a weighted-average amortization period of approximately ten years and are amortizing the value of the purchased software, trademarks and tradename, non-competition and customer relationships over an estimated useful life of 7, 5, 1.5 and 13 years, respectively. Amortization expense of approximately $72,000 related to the acquired intangible assets was recorded during the year ended December 31, 2017. The $3.1 million of goodwill recognized is attributed to expected synergies and the assembled workforce and residual goodwill of the Lumata Entities. As of the date of this report there were no changes in the recognized amounts of goodwill resulting from the acquisition of the Lumata Entities. Intangible assets related to the Lumata Entities’ acquisition as of December 31, 2017 (in thousands): December 31, 2017 Gross Amount Effects of changes in foreign currency exchange rates Net Amount Accumulated Amortization Net Carrying Amount Weighted-Average Amortization Period Purchased software $ 672 $ 28 $ 700 $ 33 $ 667 7 yrs Trademarks and tradenames 111 4 115 8 107 5 yrs Non-competition 2 - 2 - 2 1.5 yrs Customer relationships 1,150 50 1,200 31 1,169 13 yrs $ 1,935 $ 82 $ 2,017 $ 72 $ 1,945 10.4 yrs Pro Forma The following table presents the unaudited pro forma results of the Company for the years ended December 31, 2017 and 2016 as if the acquisitions of EVOL BLS and Lumata Entities occurred on January 1, 2016. The pro forma results include estimates and assumptions which management believes are necessary. However, pro forma results do not include an anticipated cost savings or their effects of the planned integration of EVOL BLS and Lumata Entities and are not necessarily indicative of the result that would have occurred if the business combination had been in effect on the dates indicated, or which may result in the future. The unaudited pro forma revenue and net loss for EVOL BLS was approximately $1.4 million and $ 2.0 million, respectively, for the pre-acquisition period during 2017. The unaudited pro forma revenue and net loss for the Lumata Entities was approximately $4.6 million and $0.2 million, respectively, for the pre-acquisition period during 2017. The unaudited pro forma revenue and net loss for EVOL BLS was approximately $5.9 million and $ 1.5 million, respectively, for the year ended December 31, 2016. The unaudited pro forma revenue and net loss for the Lumata Entities was approximately $6.4 million and $1.1 million, respectively, for the year ended December 31, 2016. The pro forma information includes adjustments for the amortization of intangible assets. Year ended December 31, 2017 2016 (unaudited) (unaudited) Revenue $ 34,821 $ 37,102 Earnings 144 537 EVOL BLS or the Lumata Entities did not have any material, nonrecurring pro forma adjustments directly attributable to the business combination included in the reported pro forma revenue and earnings. |
Goodwill And Intangible Assets
Goodwill And Intangible Assets | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets [Abstract] | |
Goodwill And Intangible Assets | NOTE 3 — GOODWILL AND INTANGIBLE ASSETS Changes in the carrying amount of goodwill by reporting unit were as follows (in thousands): Total Goodwill Balance as of December 31, 2015 $ 23,142 Goodwill acquired during the year - Effects of changes in foreign currency exchange rates (1) (2,543) Balance as of December 31, 2016 $ 20,599 Goodwill acquired during the year 3,322 Effects of changes in foreign - currency exchange rates (1) 1,295 Balance as of December 31, 2017 $ 25,216 (1) Represents the impact of foreign currency translation for instances when goodwill is recorded in foreign entities whose functional currency is also their local currency. Goodwill balances are translated into U.S. dollars using exchange rates in effect at period end. Adjustments related to foreign currency translation are included in other comprehensive income. We performed our annual goodwill impairment test as of July 31, 2017, at which time we had $21.5 million of goodwill. The fair value of the reporting unit was estimated using both market and income based approaches. Specifically, we incorporated observed market multiple data from selected guideline public companies and values arrived at through the application of discounted cash flow analyses which in turn were based upon our financial projections as of the valuation date. We believe that a market participant would weigh both possibilities without a bias to one or the other. Consequently, we gave equal consideration to both. This analysis requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur, and determination of our weighted average cost of capital. Changes in these estimates and assumptions could materially affect the determination of fair value and goodwill. If the carrying value were to exceed its fair value, we would then compare the fair value of goodwill to its carrying amount, and any excess of the carrying amount over the fair value would be charged to operations as an impairment loss. If the projected future performance of our segment as estimated in the income valuation approach is adjusted downward or is lower than expected in the future, we could be required to record a goodwill impairment charge. As a result of the first step of the 2017 goodwill impairment analysis, the fair value of each reporting unit exceeded its carrying value. Therefore the second step was not necessary. Due to our transition of packaging our products and services into a single managed service offering, we have determined we have one reporting unit. We do not believe the aggregation of our reporting units impacts the value of our goodwill nor are there any events through the date this Form 10-K was filed which impact our assumptions on the determination of the fair value of our goodwill. We amortized identifiable intangible assets for Evolving Systems Labs, Evolving Systems NC, EVOL BLS, and the Lumata entities on a straight-line basis over their estimated lives ranging from one to eight years. As of December 31, 2017 and December 31, 2016, identifiable intangibles were as follows (in thousands): December 31, 2017 December 31, 2016 Gross Amount Accumulated Amortization Net Carrying Amount Gross Amount Accumulated Amortization Net Carrying Amount Weighted-Average Amortization Period Purchased software $ 2,921 $ 743 $ 2,178 $ 2,118 $ 436 $ 1,682 7.7 yrs Trademarks and tradenames 310 189 121 185 116 69 3.7 yrs Non-competition 40 35 5 33 21 12 2.0 yrs Customer relationships 4,363 1,054 3,309 3,024 587 2,437 8.7 yrs $ 7,634 $ 2,021 $ 5,613 $ 5,360 $ 1,160 $ 4,200 6.8 yrs Amortization expense of identifiable intangible assets was $0.9 million, $0.8 million and $0.3 million for the years ended December 31, 2017, 2016 and 2015, respectively. Expected future amortization expense related to identifiable intangibles based on our carrying amount as of December 31, 2017 was as follows (in thousands): Year ending December 31, 2018 $ 954 2019 942 2020 940 2021 927 2022 742 Thereafter 1,108 $ 5,613 |
Balance Sheet Components
Balance Sheet Components | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Components [Abstract] | |
Balance Sheet Components | NOTE 4 — BALANCE SHEET COMPONENTS The components of certain balance sheet line items are as follows (in thousands): December 31, Property and equipment: 2017 2016 Computer equipment and purchased software $ 2,824 $ 4,781 Furniture, fixtures and leasehold improvements 555 1,107 3,379 5,888 Less accumulated depreciation (3,121) (5,342) $ 258 $ 546 Depreciation expense was $0.3 million, $0.3 million and $ 0 .3 million for the years ended December 31, 2017, 2016 and 2015, respectively. There was no computer equipment and purchased software under capital lease s as of December 31, 2017. Included in computer equipment and purchased software at December 31, 2016 were assets under capital lease. Depreciation expense related to assets under capital leases was $1,000 for the year ended December 31, 2017 and $5,000 for the years ended December 31, 2016 and 2015, respectively. December 31, Accounts payable and accrued liabilities: 2017 2016 Accounts payable $ 1,530 $ 628 Accrued liabilities 3,611 2,649 Accrued compensation and related expenses 1,749 997 $ 6,890 $ 4,274 |
Long-Term Debt
Long-Term Debt | 12 Months Ended |
Dec. 31, 2017 | |
Long-Term Debt [Abstract] | |
Long-Term Debt | NOTE 5 – LONG-TERM DEBT On August 16, 2017, we entered into a Term Loan Facility Agreement with East West Bank as lender in the amount of $4.7 million (the “Loan Facility”). The purpose of the Loan Facility is to provide funds in connection with the Company’s entry into a Share Purchase Agreement with Lumata Holdings Limited for a cash payment totaling €4 million ( $4.8 million). See Note 2 Acquisitions for the Lumata Entities acquisition. The Loan Facility requires the Company to make monthly principal payments of approximately $131,400 commencing July 31, 2018 and interest at the greater of (a) 3.5% or (b) the variable rate of interest that appears in the Wall Street Journal on a monthly measurement date plus in either case 1.5% . As of December 31, 2017 the U.S.A. Prime Rate was 4.50% . EVOL Inc. entered into the Loan Facility as the Parent Guarantor; Evolving Systems BLS LTD and Evolving Systems Limited entered into the Loan Facility as Original Guarantors (the “Original Guarantors”). The Loan Facility is secured by all of the assets of EVOL Holdings and the Original Guarantors in accordance with the terms of a Debenture entered into by EVOL Holdings and the Original Guarantors in favor of East West Bank. EVOL Holdings, EVOL Inc. and the Original Guarantors also entered into a Subordination Deed whereby each of the parties agreed to subordinate all loans by and among each other to East West Bank. Following completion of the Lumata Acquisition, Lumata France SAS and Lumata UK Ltd are also bound to adhere to the finance documents as additional obligors. The Loan Facility requires the Company to pay an Arrangement Fee (“Origination Fee”) of $23,650 , payable in 4 equal installments, with the first payment due on the date of the Loan Facility and the remaining three payments on the first, second and third anniversary thereof. The Company also agreed to pay East West Bank’s legal fees in connection with the transaction. The Company may prepay the Loan Facility at any time, in a minimum amount of $250,000 and increments of $50,000 , subject to a prepayment fee of 2% of the amount prepaid, on any prepayment made before the second anniversary date of the Agreement. The unpaid balance of the Loan Facility is due on August 16, 2021 . The Loan Facility includes financial covenants to maintain a minimum current ratio, a specified ratio of Total Liabilities to EBITDA and a minimum fixed charge coverage ratio as well as negative covenants that place restrictions on EVOL Holdings, the Parent and Original Guarantors and the additional obligors’ ability to, among other things: incur additional indebtedness; create liens or other encumbrances on assets; make loans, enter into letters of credit, guarantees, investments and acquisitions; sell or otherwise dispose of assets; declare dividends, cause or permit a change of control; merge or consolidate with another entity; enter into affiliate transactions; and change the nature of its business materially, subject to standard exceptions. On February 29, 2016, we entered into the Fifth Amendment to the Loan and Security Agreement with East West Bank which provides for a Term Loan (the “Term Loan”) for $6.0 million. The $6.0 million loan bears interest at a floating rate equal to the U.S.A. Prime Rate plus 1.0% . As of December 31, 2017, the U.S.A. Prime Rate was 4.50% . The Term Loan is secured by substantially all of the assets of Evolving Systems, including a pledge, subject to certain limitations with respect to stock of foreign subsidiaries, of the stock of the existing and future direct subsidiaries of Evolving Systems. Interest accrues from the date the Term Loan was made at the aforementioned rate and is payable monthly. The Term Loan shall be repaid in 36 equal monthly installments of principal, plus accrued but unpaid interest, commencing on January 1, 2017 and continuing on the first day of each month thereafter through and including January 1, 2020. On the Term Loan maturity date, the outstanding principal amount of the Term Loan and all accrued and unpaid interest thereon shall be immediately due and payable. The Term Loan, once repaid, may not be reborrowed. We must maintain a minimum current ratio, a specified ratio of Total Liabilities to EBITDA and a minimum fixed charge coverage ratio which are as defined in the Term Loan. The Term Loan requires us to pay two annual credit facility fees of $18,750 and legal fee equal to $1,000 . The Term Loan agreement required us to use the term loan’s proceeds and $4.0 million from our cash balances to pay off and terminate a Revolving Facilities Loan and Security Agreement with East West Bank totaling $10.0 million. The Term Loan matures on January 1, 2020 . The Term Loan and the Loan Facility (collectively, “Loans”) include negative covenants that place restrictions on the Company’s ability to, among other things: incur additional indebtedness; create liens or other encumbrances on assets; make loans, enter into letters of credit, guarantees, investments and acquisitions; sell or otherwise dispose of assets; cause or permit a change of control; merge or consolidate with another entity; make negative pledges; enter into affiliate transactions; limits the amount of cash distributions to our shareholders; and change the nature of our business materially. Outstanding amounts under the Term Loan may be accelerated by East West Bank upon the occurrence and continuance of certain events of default, including without limitation: payment defaults, breach of covenants beyond applicable grace periods, breach of representations and warranties, bankruptcy and insolvency defaults, and the occurrence of a material adverse effect (as defined). Acceleration is automatic upon the occurrence of certain bankruptcy and insolvency defaults. As of December 31, 2017, we are in compliance with the covenants and have a $8.7 million balance under the Loans net of approximately $14,000 of debt issuance costs. The proceeds from the borrowings against the facilities were used for the initial payment for the SSM acquisition agreement on September 30, 2015 and the purchase of the Lumata Entities on September 4, 2017. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2017 | |
Income Taxes [Abstract] | |
Income Taxes | NOTE 6 − INCOME TAXES On December 22, 2017, the Tax Cuts and Jobs Act (the “Tax Act”) was enacted in the United States. The Tax Act includes a number of changes to existing U.S. tax laws that impact the Company including the reduction of the U.S. corporate income tax rate from 35 percent to 21 percent for tax years beginning after December 31, 2017. The Tax Act also provides for a one-time transition tax on indefinitely reinvested foreign earnings and the acceleration of depreciation for certain assets placed into service after September 27, 2017, as well as prospective change s beginning in 2018, including the elimination of certain domestic deductions and credits, capitalization of research and development expenditures, and additional limitations on the deductibility of executive compensation and interest. The income tax effects of the Tax Act in 2017 recognized in the Company’s financial statements are provisional in accordance with Staff Accounting Bulletin No. 118, which provides SEC staff guidance for the application of ASC Topic 740, Income Taxes, in the reporting period in which the Tax Act was signed into law. As such, the Company’s financial results reflect the income tax effects of the Tax Act for which accounting under ASC Topic 740 is incomplete but a reasonable estimate could be determined. The Company did not identify items for which the income tax effects of the Tax Act have not been completed and a reasonable estimate could not be determined as of December 31, 2017. The changes to existing U.S. tax laws as a result of the Tax Act, which have the most significant impact on the company’s provision for income taxes as of December 31, 2017 are as follows: Reduction of the U.S. Corporate Income Tax Rate The C ompany measures deferred tax assets and liabilities using enacted tax rates that will apply in the years in which the temporary differences are expected to be recovered or paid. Accordingly, the C ompany’s deferred tax assets and liabilities were adjusted to reflect the reduction in the U.S. corporate income tax rate from 35 percent to 21 percent, resulting in a $0.1 million decrease in income tax expense for the year ended December 31, 2017 and a corresponding $0.1 million reduction in net deferred tax liabilities as of December 31, 2017. Transition Tax on Foreign Earnings The C ompany utilized foreign tax credits of $0.5 million for the year ended December 31, 2017 to offset the estimated one-time transition tax on indefinitely reinvested and unrepatriated foreign earnings. The determination of the transition tax requires further analysis regarding the amount and composition of the C ompany’s historical foreign earnings, the amount of foreign tax credits available, and the ability to utilize certain foreign tax credits, which is expected to be completed in 2018. The adjustments to the deferred tax assets and liabilities and the liability for the transition tax on indefinitely reinvested foreign earnings, including the analysis of our ability to fully utilize foreign tax credits associated with the transition tax, are provisional amounts estimated based on information reviewed as of December 31, 2017. As we complete our analysis of the Tax Act, review all information, collect and prepare necessary data, and interpret any additional guidance, we may make adjustments to the provisional amounts that we have recorded as of December 31, 2017 that may materially impact our provision for income taxes. Any subsequent adjustment will be recorded in the quarter of 2018 when the analysis is completed. The pre-tax income from continuing operations on which the provision for income taxes was computed is as follows (in thousands): For the Years Ended December 31, 2017 2016 2015 Domestic $ (4,168) $ (2,928) $ (2,948) Foreign 8,105 7,820 7,159 Total $ 3,937 $ 4,892 $ 4,211 The expense (benefit) from continuing operations for income taxes consists of the following (in thousands): For the Years Ended December 31, 2017 2016 2015 Current: Federal $ (108) $ (112) $ 789 Foreign 1,998 1,483 1,174 State 22 110 76 Total current 1,912 1,481 2,039 Deferred: Federal (444) (60) (1,023) Foreign (47) 43 16 State 0 (7) (117) Total deferred (491) (24) (1,124) Total $ 1,421 $ 1,457 $ 915 As of December 31, 2017, 2016 and 2015 we had no Federal NOL carryforwards remaining. As of December 31, 2017 and 2016, we had state NOL’s of approximately $28.9 million and $17.5 million, respectively. The state NOL carryforwards expire at various times beginning in 2018 and ending in 2036 . In addition, we have research and experimentation credit carryforwards of approximately $ 0.3 million which may expire in 2018 a nd Alternative Minimum Tax (“AMT”) credits of $0.8 million . For tax years beginning after 2017 and before 2022, the AMT credit is refundable in an amount equal to 50% of excess of the credit for the tax year over the amount of the credit allowable for the year against regular tax liability. In our U.S. Federal income tax returns we historically deducted income taxes paid to various countries. In our 2014 U.S. Federal income tax return we had $2.3 million of NOL carryforwards. Our income tax calculations have historically been under the regular and AMT regulations found in U.S. tax laws. The U.S. tax system contains rules to alleviate the burden of double taxation on income generated in foreign countries and subject to tax in such countries. The U.S. allows for either a deduction or credit of such foreign taxes against U.S. taxable income. An election to either claim a deduction or credit on such foreign income taxes can be made each tax year, independent from elections made in other years. A credit reduces a company’s actual U.S. income tax on a dollar-for-dollar basis, while a deduction reduces only the company’s income subject to tax. We made a comparison of our foreign dividends paid by our foreign subsidiary for which we deducted foreign taxes claimed versus claiming a Foreign Tax Credit (“FTC”) on the dividend paid by the foreign subsidiary. The dividends received were grossed-up with its corresponding foreign taxes. The U.S. law requires the offset of taxable income with NOL prior to applying the FTC rules. We determined it was beneficial for the company to gross-up the foreign dividends paid by the foreign subsidiary for the years 2012 through 2014 and make the election to claim a FTC. By doing so we fully utilized our December 31, 2014, $2.3 million balance of the federal NOL. As the election to claim the foreign tax credit or deduction is made on an annual basis, we intend to compare benefits to either claim a deduction or foreign tax credit on an annual basis. The company had approximately $4.9 million of FTC’s to carryforward into 2017 and subsequent years as a deferred tax asset. As of December 31, 2017, our FTC deferred tax asset balance was approximately $4.7 million. The Company used the incremental approach to recognizing excess tax benefits associated with equity compensation. Our federal NOL’s were primarily windfall excess tax benefit related to stock compensation expense, the benefit of which, if realized, will be an increase to Additional Paid-in Capital (“APIC”) as opposed to a reduction in tax expense. Due to the aforementioned election to claim a FTC, during the year 2015 $0.8 million of the federal NOL was realized, with a corresponding increase in additional paid-in capital. We adopted ASU 2016-09, Compensation - Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting during the first quarter of 2017. This update simplifies several aspects of the accounting for share-based payment transactions, including the income tax consequences, classification of awards as either equity or liabilities and classification on the statement of cash flows. During the year ended December 31, , 2017 amounts recorded related to excess tax deficiencies or benefits were immaterial. Additionally, the Company elected to recognize forfeitures as they occur rather than estimating them at the time of grant. The Company adopted the provisions of ASU 2016-09 related to changes on the Consolidated Statements of Cash Flows on a retrospective basis. As a result, we no longer classify excess tax benefits as a financing activity, which increased net cash provided by operating activities and reduced net cash provided by financing activities for fiscal years ended December 31, 2016 and 2015 there was no material effect.. Additionally, employee taxes paid for shares withheld for income taxes are classified within financing activities on the Consolidated Statements of Cash Flows, which is consistent with our accounting policy prior to the adoption of ASU 2016-09. For the years prior to 2017, t he Company use d the incremental approach to recognizing excess tax benefits associated with equity compensation. At December 31, 2014 o ur $2.3 million of federal NOL’s were primarily windfall excess tax benefit related to stock compensation expense, the benefit of which, if realized, was an increase to Additional Paid-in Capital (“APIC”) as opposed to a reduction in tax expense. Due to the aforementioned election to claim a FTC, during the year s ended December 31, 2016 and 2015 , $1.5 million and $ 0.8 million of the federal NOL was realized respectively , with a corresponding increase in additional paid-in capital. Deferred tax assets and liabilities reflect the net tax effects of temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of our deferred tax assets and liabilities are as follows (in thousands): As of December 31, 2017 2016 Deferred tax assets: Foreign tax credits carryforwards $ 4,731 $ 4,360 Net operating loss carryforwards - State 914 544 Research and development credits 303 303 Equity compensation 570 561 AMT credit 770 770 Depreciable assets 33 71 Accrued liabilities and reserves 66 124 Section 956 Inclusion Total deferred tax assets 7,387 6,733 Deferred tax liabilities: Intangibles (1,045) (1,339) Undistributed foreign earnings - (662) Accrued liabilities and reserves (120) - Total deferred tax liability (1,165) (2,001) Net deferred tax assets, before valuation allowance 6,222 4,732 Valuation allowance (5,948) (4,732) Net deferred tax asset $ 274 $ - In conjunction with the acquisition of Evolving Systems Labs in October 2013, we recorded certain identifiable intangible assets. We established a deferred tax asset of $0.1 million at the acquisition date for the expected difference between what would be expensed for financial reporting purposes and what would be deductible for income tax purposes. In September 2015, we established a deferred tax liability of $1.8 million as a result of the acquisition of Evolving Systems NC. In September 2017, we established a deferred tax liability of $0.3 million as a result of the acquisition of the Lumata Entities. As of December 31, 2017 and 2016, there was a net deferred tax liability of ($ 1.0 ) million and a net deferred tax liability of ($1.3) million, respectively. This net deferred tax liability will be recognized as the identifiable intangibles are amortized. We maintain a valuation allowance on the domestic net deferred tax asset other than AMT credits , as we have determined it is more likely than not that we will not realize our domestic deferred tax assets. Such assets primarily consist of certain net state operating loss carryforwards research and development credits , foreign tax credits . We assessed the realizability of our domestic deferred tax assets using all available evidence. In particular, we considered both historical results and projections of profitability for the reasonably foreseeable future periods. We are required to reassess our conclusions regarding the realization of our deferred tax assets at each financial reporting date. A future evaluation could result in a conclusion that all or a portion of the valuation allowance is no longer necessary which could have a material impact on our results of operations and financial position. The benefit for income taxes differs from the amount computed by applying the U.S. federal income tax rate of 34 % to income before income taxes as follows (in thousands): For the Years Ended December 31, 2017 2016 2015 U.S. federal income tax expense at statutory rates $ 1,776 $ 1,854 $ 2,392 State income tax expense, net of federal impact 22 54 - Foreign Tax Credit (848) (874) (3,667) Foreign rate differential (1,312) (1,331) (449) Foreign deemed dividends 1,311 1,515 939 Undistributed foreign earnings 0 0 (221) Change in valuation allowance 844 517 2,415 Research and development expenses (305) (604) (1,096) Foreign taxes 18 0 314 Section 78 Gross-UP 311 457 371 US Tax Reform (108) 0 0 Permanent differences and other, net (288) (131) (83) Total tax expense $ 1,421 $ 1,457 $ 915 The Company recognizes the tax benefit from an uncertain tax position when it determines that it is more likely than not that the position would be sustained upon examination by taxing authorities. As of December 31, 2017 and 2016, we had no liability for unrecognized tax benefits. We do not believe there will be any material changes to our unrecognized tax positions over the next twelve months. Interest and penalties related to income tax liabilities are included as a component of income tax expense (benefit) in the accompanying statements of operations. Our income taxes payable may be reduced by the AMT tax benefits from employee stock plan awards. We had no net excess tax benefits from employee stock plan awards for the years ended December 31, 2017 and 2016, which would be reflected as an increase to additional paid-in capital. We conduct business globally and, as a result, Evolving Systems Inc. or one or more of our subsidiaries file income tax returns in the U.S. federal jurisdiction and various state and foreign jurisdictions. In the normal course of business, we are subject to examination by taxing authorities throughout the world, namely the United Kingdom, Germany and India. Although carryovers can always be subject to review by taxing authorities, we are no longer subject to U.S. federal, state and local, or non-U.S. income tax examinations for years before 2013. Two Indian subsidiaries of SSM were acquired pursuant to the terms of the Agreement and Plan of Merger dated September 30, 2015. We have reason to believe there is uncertainty related to the lack of historical US International reporting for these two foreign subsidiaries, and are in the process of determining whether either or both of these subsidiaries are controlled foreign corporations (“CFCs”) within the meaning of the Internal Revenue Code and related Regulations, or if a “check-the-box” election has taken place to effectively treat one or both of these subsidiaries as disregarded entities for US federal tax reporting purposes. The Company is in the process of obtaining pertinent information to assess the degree of uncertainty and to quantify related costs or liabilities. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2017 | |
Stockholders' Equity [Abstract] | |
Stockholders' Equity | NOTE 7 − STOCKHOLDERS’ EQUITY Common Stock Dividends Our Board of Directors declared a first quarter cash dividend of $0.11 per share on March 15, 2016 , which was paid April 1, 2016 to stockholders of record March 28, 2016 . On May 3, 2016 , our Board of Directors declared a second quarter cash dividend of $0.11 per share which was paid July 1, 2016 , to stockholders of record June 3, 2016 . In June of 2016, our Board of Directors suspended out quarterly dividends. There were no accrued dividends as of December 31, 2017 and 2016. Any determination to declare a future quarterly dividend, as well as the amount of any cash dividend which may be declared, will be based on our financial position, earnings, earnings outlook and other relevant factors at that time, including applicable limits under our term loan facility or any other credit facility then in effect. Treasury Stock Beginning on May 20, 2011, and continuing through December 31, 2014, we had the ability through our stock purchase program to re-purchase our common stock at prevailing market prices either in the open market or through privately negotiated transactions up to $ 5.0 million. The size and timing of such purchases, if any, was based on market and business conditions as well as other factors. We were not obligated to purchase any shares. The re-purchase program expired on December 31, 2014. From the inception of the plan through December 31, 2014, we purchased 178,889 shares of our common stock for $ 1.3 million or an average price of $ 6.97 per share. Certain Anti-Takeover Provisions/Agreements with Stockholders Our restated certificate of incorporation allows the board of directors to issue up to 2,000,000 shares of preferred stock and to determine the price, rights, preferences and privileges of those shares without any further vote or action by our stockholders. The rights of the holders of our common stock will be subject to, and may be adversely affected by, the rights of the holders of any preferred stock that may be issued in the future. Issuance of preferred stock, while providing desired flexibility in connection with possible acquisitions and other corporate purposes could make it more difficult for a third party to acquire a majority of our outstanding voting stock. As of December 31, 2017 and December 31, 2016, no shares of preferred stock were outstanding. In addition, we are subject to the anti-takeover provisions of Section 203 of Delaware General Corporation Law which prohibit us from engaging in a “business combination” with an “interested stockholder” for a period of three years after the date of the transaction in which the person became an interested stockholder, unless the business combination is approved in the prescribed manner. The application of Section 203 may have the effect of delaying or preventing changes in control of our management, which could adversely affect the market price of our common stock by discouraging or preventing takeover attempts that might result in the payment of a premium price to our stockholders. |
Share-Based Compensation
Share-Based Compensation | 12 Months Ended |
Dec. 31, 2017 | |
Share-Based Compensation [Abstract] | |
Share-Based Compensation | NOTE 8 — SHARE-BASED COMPENSATION We account for stock-based compensation by applying a fair-value-based measurement method to account for share-based payment transactions with employees and directors, and record compensation cost for all stock awards granted after January 1, 2006 and awards modified, repurchased, or cancelled after that date, using the modified prospective method. We record compensation costs associated with the vesting of unvested options on a straight-line basis over the vesting period. We recognized $0.7 million, $0.3 million and $0.3 million for the years ended December 31, 2017, 2016 and 2015, respectively, of compensation expense in the consolidated statements of operations, with respect to our stock-based compensation plans. The following table summarizes stock-based compensation expenses recorded in the statement of operations (in thousands): For the Years Ended December 31, 2017 2016 2015 Cost of revenue, excluding depreciation and amortization $ 26 $ 39 $ 82 Sales and marketing 28 28 36 General and administrative 611 119 112 Product development 77 73 87 Total share based compensation $ 742 $ 259 $ 317 Stock Option/Incentive Plans In June 2007, our stockholders approved the 2007 Stock Incentive Plan (the “2007 Stock Plan”) with a maximum of 1,000,000 shares reserved for issuance. In June 2010, our stockholders approved an amendment to the 2007 Stock Plan which increased the maximum shares that may be awarded under the plan to 1,250,000 . In June 2013, our stockholders approved an amendment to the 2007 Stock Plan which increased the maximum shares that may be awarded under the plan to 1,502,209 . In June 2015, our stockholders approved an amendment to the 2007 Stock Plan which increased the maximum shares that may be awarded under the plan to 2,002,209 . Awards permitted under the 2007 Stock Plan include: Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Awards and Other Stock-Based Awards. Awards issued under the 2007 Stock Plan are at the discretion of the Board of Directors. As applicable, awards are granted with an exercise price equal to the closing price of our common stock on the date of grant, generally vest over four years for employees and one year for directors and, with respect to stock option grants, expire no more than ten years from the date of grant. At December 31, 2016, there were approximately 0.3 million shares available for grant under the 2007 Stock Plan , there were no shares available for grant at December 31, 2017 . Of the shares available as of December 31, 2016 0.2 million shares had been reserved for acquisitions. At December 31, 2017 and 2016, 0.7 million and 0. 7 million options and restricted shares were issued and outstanding under the 2007 Stock Plan, respectively. In June 2016, our stockholders approved the 2016 Stock Incentive Plan (the “2016 Stock Plan”) with a maximum of 250,000 shares reserved for issuance. In June 2017, our stockholders approved an amendment to the 2016 Stock Plan which increased the maximum shares that may be awarded under the plan to 650,000 Awards permitted under the 2016 Stock Plan include: Stock Options, Stock Appreciation Rights, Restricted Stock, Restricted Stock Units, Performance Awards and Other Stock-Based Awards. Awards issued under the 2016 Stock Plan are at the discretion of the Board of Directors. As applicable, awards are granted with an exercise price equal to the closing price of our common stock on the date of grant, generally vest over four years for employees and three years for an initial grant and one year for subsequent grants for directors and expire no more than ten years from the date of grant. At December 31, 2017 and December 31, 2016, 0.6 million and 0 options and restricted shares were issued and outstanding under the 2016 Stock Plan, respectively. At December 31, 2017 and December 31, 2016 , there were approximately 0.1 million and 0.3 million shares available for grant under the 2016 Stock Plan . During the year ended December 31, 2017 we awarded a total of 622,000 shares of restricted stock to members of our senior management. No shares of restricted stock were awarded during the year ended December 31, 2016. During the years ended December 31, 2017 and 2016, approximately 5,000 and 5000 shares of restricted stock vested, respectively. There were forfeitures of approximately 34,500 shares of restricted stock during year ended December 31, 2017 and no forfeitures during the year ended December 31, 2016. The fair market value for stock-based compensation expense is equal to the closing price of our common stock on the date of grant. The restrictions on the stock award are released generall y over four years for senior management and over one year for board members. Stock-based compensation expense includes $0.6 million, $30,000 and $8,000 for the years ended December 31, 2017, 2016 and 2015, respectively for restricted stock. The shares of restricted stock granted to our Board of Directors a nd senior management team in 2017 includes 2 42 ,800 shares subject to achievement of annual performance goals established by our Board of Directors. The restricted shares vest over four years. . Of the restrictions on the stock awards granted during the six months ended June 30, 2017, 20% will be released in January 2018, and 10% annually beginning on the one year anniversary of their offering thereafter for four years. The remaining 40% will be released evenly over four years beginning in 2018 contingent upon the attainment of annual performance goals established by our Board of Directors. Of the restrictions on the stock awards granted during the sixth months ended December 31, 2017, one-fourth will be released on the one-year anniversary of the date of the grant and the balance will be released quarterly over a three year period. These shares are included in the April 2, 2018 number of Common Stock outstanding shares referenced on the cover of this Annual Report on Form 10-K. The weighted-average assumptions used in the fair value calculations are as follows: For the Years Ended December 31, 2017 2016 2015 Expected term (years) 6.4 6.0 6.0 Risk-free interest rate 2.15 % 1.32 % 1.37 % Expected volatility 38.86 % 36.81 % 42.01 % Expected dividend yield - % 7.2 % 6.4 % The following is a summary of stock option activity under the stock option plans for the years ended December 31, 2017 and 2016: Weighted- Average Weighted- Remaining Aggregate Number of Average Contractual Intrinsic Shares Exercise Term Value (in thousands) Price (Years) (in thousands) Options outstanding at December 31, 2015 834 $ 5.97 6.94 $ 957 Options granted 158 $ 5.31 Less options forfeited and cancelled (196) $ 7.47 Less options exercised (112) $ 1.14 Options outstanding at December 31, 2016 684 $ 6.17 7.30 $ 139 Options granted 370 $ 4.53 Less options forfeited and cancelled (233) $ 5.50 Less options exercised (108) $ 2.46 Options outstanding at December 31, 2017 713 $ 5.71 8.23 $ 128 Options exercisable at December 31, 2017 283 $ 6.88 6.60 $ 69 The following is a summary of stock options outstanding under the plans as of December 31, 2017: Stock Options Stock Options Outstanding Exercisable Weighted Avg. Number of Remaining Weighted Avg. Number of Weighted Avg. Range of Shares Contractual Life Exercise Shares Exercise Exercise Prices (in thousands) (years) Price (in thousands) Price $ 0.01 $ 4.46 30 2.34 $ 2.43 30 $ 2.43 $ 4.47 $ 4.55 270 9.84 $ 4.50 - $ - $ 4.56 $ 5.90 98 8.91 $ 5.02 26 $ 5.48 $ 5.91 $ 6.23 189 7.75 $ 6.00 109 $ 6.00 $ 6.24 $ 10.90 126 6.44 $ 9.20 118 $ 9.19 713 8.24 $ 5.71 283 $ 6.89 The weighted-average grant-date fair value of stock options granted during the years ended December 31, 2017, 2016 and 2015 was $ 1.8 7 , $ 0. 84 and $ 1.60 respectively. As of December 31, 2017, there were approximately $ 2.9 million of total unrecognized compensation costs related to unvested stock options and restricted stock. These costs are expected to be recognized over a weighted average period of 3. 2 years. The total intrinsic value of stock option exercises for the years ended December 31, 2017, 2016 and 2015 was $ 0. 1 million, $ 0.3 million and $ 0. 3 million, respectively. The total fair value of stock awards vested during the years ended December 31, 201 7 , 201 6 and 201 5 was $ 0.3 million. The deferred income tax benefits from stock options expense related to Evolving Systems U.K. totaled approximately $ 11,000 , $ 11,000 and $ 19,000 for the years ended December 31, 2017, 2016 and 2015, respectively. Cash received from stock option exercises was $30 ,000 , $ 0.1 million and $ 0.2 million for the years ended December 31, 2017, 2016 and 2015, respectively. During the year ended December 31, 201 7 , we had net settlement exercises of stock options, whereby the optionee did not pay cash for the options but instead received the number of shares equal to the difference between the exercise price and the market price on the date of exercise. Net settlement exercises during the year ended December 31, 201 7 , resulted in approximately 18,951 shares issued and 75,327 o ptions cancelled in settlement of shares issued. Net settlement exercises during the year ended December 31, 2016, resulted in approximately 32,502 shares issued and 93,782 options cancelled in settlement of shares issued. There were no net settlement exercises during the year ended December 31, 2015. Employee Stock Purchase Plan Under the Employee Stock Purchase Plan (“ESPP”), we are authorized to issue up to 550,000 shares of our common stock to full-time employees, nearly all of whom are eligible to participate. Under the terms of the ESPP, employees may elect to have up to 15 % of their gross compensation withheld through payroll deduction to purchase our common stock, capped at $ 25,000 annually and no more than 10,000 shares per offering period. The purchase price of the stock is 85 % of the lower of the market price at the beginning or end of each three-month participation period. As of December 31, 2017, there were approximately 50,000 shares available for purchase. For the years ended December 31, 2017, 2016 and 2015, we recorded compensation expense of $ 600 , $ 2,000 and $ 13,000 , respectively, associated with grants under the ESPP which includes the fair value of the look-back feature of each grant as well as the 15 % discount on the purchase price. This expense fluctuates each period primarily based on the level of employee participation. For the Years Ended December 31, 2017 2016 2015 Expected term (years) 0.25 0.25 0.25 Risk-free interest rate 0.97 % 0.26 % 0.07 % Expected volatility 41.72 % 41.65 % 39.58 % Expected dividend yield 0.0 % 6.7 % 6.3 % Cash received from employee stock plan purchases was approximately $ 2,000 , $ 7,000 and $ 53 ,000 for the years ended December 31, 2017, 2016 and 2015, respectively. We issued shares related to the ESPP of approximately 800 , 2,000 and 9,000 for the years ended December 31, 2017, 2016 and 2015, respectively. |
Benefit Plans
Benefit Plans | 12 Months Ended |
Dec. 31, 2017 | |
Benefit Plans [Abstract] | |
Benefit Plans | NOTE 9 — BENEFIT PLANS We have established a defined contribution retirement plan for our employees under section 401(k) of the Internal Revenue Code (the “401(k) Plan”) that is available to all U.S. employees 21 years of age or older with a month of service. Beginning in 2012, we adopted a Safe Harbor 401(k) requiring us to contribute 3 % of the employee's compensation for each eligible employee, regardless of whether the employee chooses to participate in the plan. All employee contributions are fully vested immediately and employer contributions vest over a period of three years. Evolving Systems U.K. has established a defined contribution pension scheme that is available to all employees in their first full month of employment. Employees may contribute a percentage of their earnings, the amount of which is dependent upon the age of the employee, not to exceed the maximum statutory contribution amount. We match 5 % of employee contributions. All contributions are immediately vested in their entirety. During 2017, 2016 and 2015, we recorded a consolidated expense of $ 0.2 million, $ 0.3 million and $ 0.4 million, under the aforementioned plans, respectively. |
Earnings Per Share
Earnings Per Share | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | NOTE 10 — EARNINGS PER SHARE Basic earnings per share (“EPS”) is computed by dividing net income or loss available to common stockholders by the weighted average number of shares of common stock outstanding during the period. Diluted EPS is computed using the weighted average number of shares of common stock outstanding, plus all potentially dilutive common stock equivalents using the treasury stock method. Common stock equivalents consist of stock options. The following is the reconciliation of the numerators and denominators of the basic and diluted EPS computations (in thousands except per share data): For the Years Ended December, 31 2017 2016 2015 Basic income per share: Net income $ 2,516 $ 3,435 $ 3,296 Basic weighted average shares outstanding 11,934 11,845 11,693 Basic income per share: Net Income per share $ 0.21 $ 0.29 $ 0.28 Diluted income per share: Net income $ 2,516 $ 3,435 $ 3,296 Weighted average shares outstanding 11,934 11,845 11,693 Effect of dilutive securities - options 47 116 242 Diluted weighted average shares outstanding 11,981 11,961 11,935 Diluted income per share: Net Income per share $ 0.21 $ 0.29 $ 0.28 Weighted average options to purchase approximately 0.4 million, 0.5 million and 0.3 million shares of common stock equivalents were excluded from the computation of diluted weighted average shares outstanding for the years ended December 31, 2017, 2016 and 2015, respectively, because the effect would have been anti-dilutive since their exercise prices were greater than the average market value of our common stock for the period. |
Commitments And Contingencies
Commitments And Contingencies | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies [Abstract] | |
Commitments And Contingencies | NOTE 11 — COMMITMENTS AND CONTINGENCIES (a) Lease Commitments We lease office and operating facilities under non-cancelable operating leases. Current facility leases include our headquarters in Englewood, Colorado, New York, New York, Durham, North Carolina, Bangalore and Kolkata, India, Kuala Lumpur, Malaysia, Grenoble, France , and Cluj-Napoca, Romania. Rent expense was $0.6 million for the years ended December 31, 2017, 2016 and 2015, respectively. Rent expense is net of sublease rental income. There were no sublease rental income for the years ended December 31, 2017, 2016 and 2015. Our headquarters facility terminated on November 30, 2017 at the end of the lease term. Any leasehold improvements had been fully amortized and equipment disposed of related to the office closure was fully depreciated. We entered into a monthly lease for new office facilities in Englewood Colorado to serve as our headquarters. We account for the effect of any free rent or escalating lease payments as if the lease rate were consistent over the lease term. Future minimum commitments under non-cancelable operating leases gross of sublease payments as of December 31, 2017 are as follows (in thousands): Operating Leases 2018 $ 487 2019 140 2020 130 2021 92 2022 83 Thereafter 296 Total minimum lease payments $ 1,228 (b) Other Commitments As permitted under Delaware law, we have agreements with officers and directors under which we agree to indemnify them for certain events or occurrences while the officer or director is, or was, serving at our request in this capacity. The term of the indemnification period is indefinite. There is no limit on the amount of future payments we could be required to make under these indemnification agreements; however, we maintain Director and Officer insurance policies, as well as an Employment Practices Liability Insurance Policy, that may enable us to recover a portion of any amounts paid. As a result of our insurance policy coverage, we believe the estimated fair value of these indemnification agreements is minimal. Accordingly, we did not record any liabilities for these agreements as of December 31, 2017 and 2016. We enter into standard indemnification terms with customers and suppliers, in the ordinary course of business, for third party claims arising under our contracts. In addition, as we may subcontract the development of deliverables under customer contracts, we could be required to indemnify customers for work performed by subcontractors. Depending upon the nature of the indemnification, the potential amount of future payments we could be required to make under these indemnification agreements may be unlimited. We may be able to recover damages from a subcontractor or other supplier if the indemnification results from the subcontractor’s or supplier’s failure to perform. To the extent we are unable to recover damages from a subcontractor or other supplier, we could be required to reimburse the indemnified party for the full amount. We have never incurred costs to defend lawsuits or settle claims relating to an indemnification. As a result, we believe the estimated fair value of these agreements is minimal. We did not record any liabilities for these agreements as of December 31, 2017 and 2016. Our standard license agreements contain product warranties that the software will be free of material defects and will operate in accordance with the stated requirements for a limited period of time. The product warranty provisions require us to cure any defects through any reasonable means. We believe the estimated fair value of the product warranty provisions in the license agreements in place with our customers is minimal. Accordingly, we did not record any liabilities for these product warranty provisions as of December 31, 2017 and 2016. Our software arrangements generally include a product indemnification provision whereby we will indemnify and defend a customer in actions brought against the customer for claims that our products infringe upon a copyright, trade secret, or valid patent of a third party. We have not historically incurred any significant costs related to product indemnification claims. Accordingly, we did not record any liabilities for these indemnification provisions as of December 31, 2017 and 2016. In connection with our acquisition of Telespree on October 24, 2013 , we agreed to make a cash payment of $0.5 million on the one - year anniversary of the closing. This payment was subject to reduction for certain claims and has not been paid to date. We have made claims against this payment which are currently under dispute. Once settled the final payment will be released. In connection with our acquisition of SSM on September 30, 2015 , we agreed to make a cash payment of $0.3 million on the one - year anniversary of the closing. This payment is subject to reduction for certain claims and has not been paid to date. Once settled the final payment will be released. In connection with our acquisition of BLS on July 3, 2017 , we agreed to an earnout equal to 50% of BLS based revenue over $4.8 million per year for 3 years after the closing date. The Company also agreed to guarantee EVOL BLS’ obligations under the Purchase Agreement. We have estimated the earnout to be approximately $0.4 million as of the year ended December 31, 2017. (c) Litigation We are involved in various legal matters arising in the normal course of business. Losses, including estimated costs to defend, are recorded for these matters to the extent they were probable of loss and the amount of loss could be reasonably estimated. We do not believe that any such matters, either individually or in the aggregate, will have a material impact on our results of operations and financial position. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2017 | |
Segment Information [Abstract] | |
Segment Information | NOTE 12 — SEGMENT INFORMATION We define operating segments as components of our enterprise for which separate financial information is reviewed regularly by the chief operating decision-makers to evaluate performance and to make operating decisions. We have identified our Chief Executive Officer and Senior Vice President of Finance decision-makers (“CODM”). These chief operating decision makers review revenue by segment and review overall results of operations. We currently operate our business as one operating segment which includes two revenue types: license fees revenue and services revenue (as shown on the consolidated statements of operations). License fees revenue represents the fees received from the license of software products. Services revenue includes services directly related to the delivery of the licensed products, such as fees for custom development, integration services, SaaS service, managed services, annual support fees, recurring maintenance fees, fees for maintenance upgrades and warranty services. Warranty services that are similar to software maintenance services are typically bundled with a license sale. Total assets by segment have not been disclosed as the information is not available to the chief operating decision-makers. Revenue information by segment was as follows (in thousands): For the Years Ended December 31, 2017 2016 2015 Revenue License fees $ 3,438 $ 2,873 $ 3,161 Services 25,374 21,905 22,415 Total revenue 28,812 24,778 25,576 Revenue less costs of revenue, excluding depreciation and amortization License fees and services 20,132 19,481 19,127 20,132 19,481 19,127 Unallocated Costs Other operating expenses 13,321 11,834 13,694 Depreciation and amortization 1,110 1,042 580 Restructuring 286 1,010 533 Interest income (1) (6) (18) Interest expense 365 340 121 Other (expense) income (23) (183) - Foreign currency exchange (gain) loss 1,137 552 6 Income from operations before income taxes $ 3,937 $ 4,892 $ 4,211 Geographic Regions We are headquartered in Englewood, a suburb of Denver, Colorado. We use customer locations as the basis for attributing revenue to individual countries. We provide products and services on a global basis through our offices in Colorado, North Carolina and our U.K.-based Evolving Systems U.K. subsidiary. Additionally, personnel in Bangalore and Kolkata, India, provide software development services and support to our global operations. Financial information relating to operations by geographic region exceeding the threshold (defined as contributing at least 10%) of revenue from operations is as follows (in thousands): For the Year Ended December 31, 2017 Revenue License Services Total United Kingdom $ - $ 5,521 $ 5,521 Other 3,438 19,853 23,291 Total revenues $ 3,438 $ 25,374 $ 28,812 For the Year Ended December 31, 2016 Revenue License Services Total United Kingdom $ 49 $ 3,825 $ 3,874 Switzerland 89 2,794 2,883 Other 2,735 15,286 18,021 Total revenues $ 2,873 $ 21,905 $ 24,778 For the Year Ended December 31, 2015 Revenue License Services Total United Kingdom $ 306 $ 3,650 $ 3,956 Other 2,855 18,765 21,620 Total revenues $ 3,161 $ 22,415 $ 25,576 December 31, December 31, Long-lived assets, net 2017 2016 United States $ 11,276 $ 12,346 United Kingdom 17,968 12,680 Other 1,843 319 $ 31,087 $ 25,345 |
Restructuring
Restructuring | 12 Months Ended |
Dec. 31, 2017 | |
Restructuring [Abstract] | |
Restructuring | NOTE 13 — RESTRUCTURING During the second half of 2017, we undertook a reduction in workforce involving the termination of employees resulting in an expense of $0.3 million primarily related to severance for the affected employees. The reduction in workforce was related to the consolidations of duplicative functions and alignment of staff with ongoing business activity as a result of the acquisition of EVOL BLS in the third quarter of 2017. During the first and second quarters of 2016, we undertook a reduction in workforce involving the termination of employees resulting in an expense of $0.9 million and $0.1 million, respectively, primarily related to severance for the affected employees. The reduction in workforce was related to the consolidation of duplicative functions and alignment of staff with ongoing business activity as a result of the acquisition of Evolving Systems NC in the third quarter of 2015. Restructuring expense of $0.5 million was recorded for the year ending December 31, 2015, due to severance for a reduction in workforce was related to the acquisition of Evolving Systems NC in the fourth quarter 2015 . There was no restructuring liability as of December 31, 2017 and 2016, respectively. |
Quarterly Financial Information
Quarterly Financial Information | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information [Abstract] | |
Quarterly Financial Information | NOTE 14 — QUARTERLY FINANCIAL INFORMATION (UNAUDITED) Quarterly financial information is as follows (in thousands, except per share data): First Second Third Fourth Quarter Quarter Quarter Quarter Year Ended December 31, 2017 Total revenue $ 5,875 $ 6,222 $ 7,547 $ 9,168 Less: cost of revenue and operating expenses 4,307 4,477 6,338 8,275 Income from operations 1,568 1,745 1,209 893 Income before income taxes 1,323 1,456 943 215 Net income $ 973 $ 1,102 $ 759 $ (318) Net income per common share: Basic income per common share - net income $ 0.08 $ 0.09 $ 0.06 $ (0.03) Diluted income per common share - net income $ 0.08 $ 0.09 $ 0.06 $ (0.03) Year Ended December 31, 2016 Total revenue $ 6,480 $ 6,078 $ 6,103 $ 6,117 Less: cost of revenue and operating expenses 5,966 4,470 4,400 4,347 Income from operations 514 1,608 1,703 1,770 Income before income taxes 597 1,090 1,369 1,836 Net income $ 427 $ 780 $ 941 $ 1,287 Net income per common share: Basic income per common share - net income $ 0.04 $ 0.07 $ 0.08 $ 0.11 Diluted income per common share - net income $ 0.04 $ 0.07 $ 0.08 $ 0.11 Year Ended December 31, 2015 Total revenue $ 6,660 $ 6,071 $ 5,773 $ 7,072 Less: cost of revenue and operating expenses 5,238 5,130 4,819 6,069 Income from operations 1,422 941 954 1,003 Income before income taxes 1,299 1,093 712 1,107 Net income $ 860 $ 780 $ 570 $ 1,086 Net income per common share: Basic income per common share - net income $ 0.07 $ 0.07 $ 0.05 $ 0.09 Diluted income per common share - net income $ 0.07 $ 0.07 $ 0.05 $ 0.09 |
Organization And Summary Of S22
Organization And Summary Of Significant Accounting Policies (Policy) | 12 Months Ended |
Dec. 31, 2017 | |
Organization And Summary Of Significant Accounting Policies [Abstract] | |
Organization | Organization — Evolving Systems, Inc. is a provider of real-time digital engagement solutions and services to the wireless, wireline and cable markets. We maintain long-standing relationships with many of the largest wireless, wireline and cable companies worldwide. The Company’s portfolio includes market-leading solutions and services for real-time analytics, customer acquisition and activation, customer value management and loyalty for the telecom industry promoting partnerships into retail and financial services In 2016, we began a shift from selling technology to offering business solutions. The value proposition has moved from cost savings to revenue increases for the carrier and our business model has moved from classic capex license and services to opex models based on recurring managed services with performance fees. Our software solution platform, Real-time Lifecycle Marketing ™ (“RLM”), enables carriers’ marketing departments to innovate, execute and manage highly-personalized and contextually-relevant, interactive campaigns that engage consumers in real time. Our service activation solution, Tertio ® (“TSA”) is used to activate bundles of voice, video and data services for wireless, wireline and cable network operators; our SIM card activation solution, Dynamic SIM Allocation TM (“DSA”) is used to dynamically allocate and assign resources to Mobile Network Operators (“MNOs”) devices that rely on SIM cards; our Mobile Data Enablement TM (“MDE”) solution provides a data consumption and policy management solution for wireless carriers and Mobile Virtual Network Operators (“MVNOs”) that monitor the usage and consumption of data services; our Total Number Management™ (“TNM”) product is a scalable and fully automated database solution that enables operators to reliably and efficiently manage their telephone numbers as well as other communication identifiers (i.e. SIMs, MSISDNs, IMSIs, ICCIDs, IPs). Our solutions can be deployed on premise or as a Software-as-a-Service (“SaaS”). On July 6, 2017 we announced the completion of the previously announced acquisition of Business Logic Systems (“BLS”). BLS, headquartered in Newbury, UK, specializes in data-driven customer value management and customer engagement solutions that have been implemented in over 20 mobile operators in Europe, Africa, Asia-Pacific and the Caribbean. BLS solutions turn customer data into actionable insights and personalized contextual offers. Customer engagement occurs through in-bound and out-bound offers and is further extended through a suite of loyalty and retention solutions. On September 7, 2017 we announced the completion of the acquisition of four business operating units of Lumata Holdings Ltd. (“the Lumata Entities”). The Lumata Entities are a leading global provider of real-time, next generation loyalty and customer lifecycle management software and services that helps businesses gain value from their customer data for relevant and contextual insights and actions of value to both customers and enterprises. Its customers include mobile operators including Orange, Telefonica and other Tier-1 and emerging operators in Europe and around the world. The acquisition is expected to be accretive to Evolving Systems' operations once the integration of the business is completed during 2018. We believe the acquisitions of BLS and the Lumata Entities further reinforces our commitment to the customer acquisition and customer value management (“CVM”) domains that began with the acquisition of Sixth Sense Media (“ Evolving Systems NC, Inc.”) . With these recent acquisitions, we now have a customer base of more than 100 customers spanning 65 countries across the world. The experienced team and technology from BLS, which provides actionable insights and relevant offers based on customer data, greatly complements our software portfolio and 25 years of expertise in customer acquisition, activation and retention. The technology further expands our Managed Services platform for delivering on-tap strategic and tactical solutions. The Lumata Entities' value lies in its patented technology, industry expertise and strong customer relationships, in particular, those across Western Europe. Led by the explosive growth in mobile, the next generation of CVM is moving beyond traditional CRM and points based loyalty systems to highly personalized and contextual, real-time, omni-channel consumer engagement in multiple verticals including telecom, finance, and retail. |
Business Combinations | Business Combinations – On July 6, 2017 and September 7, 2017 we announced our acquisitions of Business Logic Systems which became EVOL BLS and the four business operating units of Lumata Holdings Ltd. . Th ese business combinations are reflected in these consolidated financial statements since the acquisition date. Refer to Note 2, Acquisitions, for more information regarding the acquisitions. We account for business combinations in accordance with the acquisition method. The acquisition method of accounting requires that assets acquired and liabilities assumed be recorded at their fair values on the date of a business acquisition. The excess of the purchase price over the fair value of assets acquired is recognized as goodwill. Certain adjustments to the assessed fair values of the assets and liabilities made subsequent to the acquisition date, but within the measurement period, which is up to one year, are recorded as adjustments to goodwill. Any adjustments subsequent to the measurement period are recorded in income. Our consolidated financial statements and results of operations reflect an acquired business from the completion date of an acquisition. The judgments that we make in determining the estimated fair value assigned to each class of assets acquired and liabilities assumed, as well as asset lives, can materially impact net income in periods following a business combination. We generally use either the income, cost or market approach to aid in our conclusions of such fair values and asset lives. The income approach presumes that the value of an asset can be estimated by the net economic benefit to be received over the life of the asset, discounted to present value. The cost approach presumes that an investor would pay no more for an asset than its replacement or reproduction cost. The market approach estimates value based on what other participants in the market have paid for reasonably similar assets. Although each valuation approach is considered in valuing the assets acquired, the approach ultimately selected is based on the characteristics of the asset and the availability of information. |
Principles Of Consolidation | Principles of Consolidation — The consolidated financial statements include the accounts of Evolving Systems, Inc. and subsidiaries, all of which are wholly owned. All significant intercompany transactions and balances have been eliminated in consolidation. |
Reclassifications | Reclassifications - Certain reclassifications have been made to the 2016 and 2015 financial statements to conform to the consolidated 2017 financial statement presentation. These reclassifications had no effect on net earnings or cash flows as previously reported. |
Use Of Estimates | Use of Estimates — The preparation of consolidated financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities, at the date of the consolidated financial statements, as well as the reported amounts of revenue and expenses during the reporting period. We made estimates with respect to revenue recognition for estimated hours to complete projects accounted for using the percentage-of-completion method, allowance for doubtful accounts, income tax valuation allowance, fair values of long-lived assets, valuation of intangible assets and goodwill, useful lives for property, equipment and intangible assets, business combinations, capitalization of internal software development costs and fair value of stock-based compensation amounts. Actual results could differ from these estimates. |
Foreign Currency | Foreign Currency — Our functional currency is the U.S. dollar. The functional currency of our foreign operations, generally, is the respective local currency for each foreign subsidiary. Assets and liabilities of foreign operations denominated in local currencies are translated at the spot rate in effect at the applicable reporting date. Our consolidated statements of income are translated at the weighted average rate of exchange during the applicable period. The resulting unrealized cumulative translation adjustment is recorded as a component of accumulated other comprehensive income (loss) in stockholders’ equity. Realized and unrealized transaction gains and losses generated by transactions denominated in a currency different from the functional currency of the applicable entity are recorded in other income (loss) in the period in which they occur. |
Goodwill | Goodwill − Goodwill is the excess of acquisition cost of an acquired entity over the fair value of the identifiable net assets acquired. Goodwill is not amortized, but tested for impairment annually or whenever indicators of impairment exist. These indicators may include a significant change in the business climate, legal factors, operating performance indicators, competition, sale or disposition of a significant portion of the business or other factors. Application of the goodwill impairment test requires judgment, including the identification of reporting units, assignment of assets and liabilities to reporting units, assignment of goodwill to the reporting unit, and determination of the fair value of the reporting unit. |
Intangible Assets | Intangible Assets − Amortizable intangible assets consist primarily of purchased software and licenses, customer relationships, trademarks and tradenames, non-competition and purchased software acquired in conjunction with our purchase of Telespree Communications (“Evolving Systems Labs, Inc.”), Evolving Systems NC, Inc., EVOL BLS and the Lumata Entities. These assets are amortized using the straight-line method over their estimated lives. We assess the impairment of identifiable intangibles if events or changes in circumstances indicate that the carrying value of the asset may not be recoverable. If we determine that the carrying value of intangibles and/or long-lived assets may not be recoverable, we compare the estimated undiscounted cash flows expected to result from the use of the asset and its eventual disposition to the asset’s carrying amount. If an amortizable intangible or long-lived asset is not deemed to be recoverable, we recognize an impairment loss representing the excess of the asset’s carrying value over its estimated fair value. |
Fair Value Measurements | Fair Value Measurements − Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement: Level 1 — Quoted prices in active markets for identical assets or liabilities. Level 2 — Observable inputs other than quoted prices in active markets for identical assets and liabilities, quoted prices for identical or similar assets or liabilities in inactive markets, 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 that are generally unobservable and typically reflect management’s estimate of assumptions that market participants would use in pricing the asset or liability. |
Cash And Cash Equivalents | Cash and Cash Equivalents - All highly liquid investments with maturities of three months or less at the date of purchase are classified as cash equivalents. |
Revenue Recognition | Revenue Recognition − We recognize revenue when an agreement is signed, the fee is fixed or determinable and collectability is reasonably assured. We recognize revenue from two primary sources: license fees and services. The majority of our license fees and services revenue is generated from fixed-price contracts, which provide for licenses to our software products and services to customize such software to meet our customers’ use. When the customization services are determined to be essential to the functionality of the delivered software, we recognize revenue using the percentage-of-completion method of accounting. In these types of arrangements, we do not typically have vendor specific objective evidence (“VSOE”) of fair value on the license fee/services portion (services are related to customizing the software) of the arrangement due to the large amount of customization required by our customers; however, we do have VSOE for the warranty/maintenance services based on the renewal rate of the first year of maintenance in the arrangement. The license/services portion is recognized using the percentage-of-completion method of accounting and the warranty/maintenance services are separated based on the renewal rate in the contract and recognized ratably over the warranty or maintenance period. We estimate the percentage-of-completion for each contract based on the ratio of direct labor hours incurred to total estimated direct labor hours and recognize revenue based on the percent complete multiplied by the contract amount allocated to the license fee/services. Since estimated direct labor hours, and changes thereto, can have a significant impact on revenue recognition, these estimates are critical and we review them regularly. If the arrangement includes a customer acceptance provision, the hours to complete the acceptance testing are included in the total estimated direct labor hours; therefore, the related revenue is recognized as the acceptance testing is performed. Revenue is not recognized in full until the customer has provided proof of acceptance on the arrangement. Generally, our contracts are accounted for individually. However, when certain criteria are met, it may be necessary to account for two or more contracts as one to reflect the substance of the group of contracts. We record amounts billed in advance of services being performed as unearned revenue. Unbilled work-in-progress represents revenue earned but not yet billable under the terms of the fixed-price contracts. All such amounts are expected to be billed and collected within 12 months. We may encounter budget and schedule overruns on fixed-price contracts caused by increased labor or overhead costs. We make adjustments to cost estimates in the period in which the facts requiring such revisions become known. We record estimated losses, if any, in the period in which current estimates of total contract revenue and contract costs indicate a loss. If revisions to cost estimates are obtained after the balance sheet date but before the issuance of the interim or annual financial statements, we make adjustments to the interim or annual financial statements accordingly. In arrangements where the services are not essential to the functionality of the delivered software, we recognize license revenue when a license agreement has been signed, delivery and acceptance have occurred, the fee is fixed or determinable and collectability is reasonably assured. Where applicable, we unbundle and record as revenue fees from multiple element arrangements as the elements are delivered to the extent that VSOE of fair value of the undelivered elements exist. If VSOE for the undelivered elements does not exist, we defer fees from such arrangements until the earlier of the date that VSOE does exist on the undelivered elements or all of the elements have been delivered. We recognize revenue from fixed-price service contracts using the proportional performance method of accounting, which is similar to the percentage-of-completion method described above. We recognize revenue from professional services provided pursuant to time-and-materials based contracts and training services as the services are performed, as that is when our obligation to our customers under such arrangements is fulfilled. We recognize revenue from our managed services contracts primarily ratably over the service contract period. On occasion, our managed services contracts will contain a specified number of hours to work over the term of the contract. Revenue for this type of managed service contract is recognized using the proportional performance method of accounting. We recognize revenue from our MDE contracts based on the number of transactions per month multiplied by a factor based on a unique table for transaction volumes relating to each account. We recognize customer support, including maintenance revenue, ratably over the service contract period. When maintenance is bundled with the original license fee arrangement, its fair value, based upon VSOE, is deferred and recognized during the periods when services are provided. We review and update our contract-related estimates regularly. The impact of an adjustment in estimate is recognized prospectively over the remaining contract term. No adjustment on any one contract was material to our Consolidated financial Statements for the years ended December 31, 2017, 2016, and 2015 . |
Stock-Based Compensation | Stock-based Compensation − We account for stock-based compensation by applying a fair-value-based measurement method to account for share-based payment transactions with employees and directors. We record compensation costs associated with the vesting of unvested options on a straight-line basis over the vesting period. Stock-based compensation is a non-cash expense because we settle these obligations by issuing shares of our common stock instead of settling such obligations with cash payments. We use the Black-Scholes model to estimate the fair value of each option grant on the date of grant. This model requires the use of estimates for expected term of the options and expected volatility of the price of our common stock. In March 2016, the FASB issued ASU No. 2016-09, Stock Compensation (Topic 718), which includes provisions intended to simplify various aspects related to how share-based payments are accounted for and presented in the financial statements. The standard is effective for annual periods beginning after December 15, 2016. We adopted this ASU during the first quarter 2017. The key effects of the adoption on our financial statements include that the Company will now recognize windfall tax benefits as deferred tax assets instead of tracking the windfall pool and recording such benefits in equity. Additionally, we have elected to recognize forfeitures as they occur rather than estimating them at the time of grant. The fair market value of restricted shares for share-based compensation expensing is equal to the closing price of our common stock on the date of grant. Of the restrictions on the stock awards granted during the three months ended March 31, 2017 and June 30, 2017, 20% will be released in January 2018, and 10% annually beginning on the one year anniversary of their offering thereafter for four years. The remaining 40 % will be released evenly over four years beginning in 2018 contingent upon the attainment of annual performance goals established by our Board of Directors. Of the restrictions on the stock awards granted during the three months ended September 30, 2017, one -fourth will be released on the one-year anniversary of the date of the grant and the balance will be released quarterly over a three year period . Of the restrictions on the stock awards grante d during the three months ended December 31 , 2017, one -fourth will be released on the one-year anniversary of the date of the grant and the balance will be released quarterly over a three year period . Stock-based payments made to non-employees, including grants of stock options, are recognized in the statements of operations based on their estimated fair values. The fair value of these options will be re-measured on each reporting date until the options vest. The re-measured fair value will be recognized as compensation expense over the remaining vesting term of the options. |
Comprehensive Income (Loss) | Comprehensive Income (Loss) - Comprehensive income consists of two components, net income and other comprehensive income (loss). Other comprehensive income refers to revenue, expenses, gains, and losses that under GAAP are recorded as an element of shareholders’ equity but are excluded from net income. Other comprehensive income (loss) consists of foreign currency translation adjustments from those subsidiaries not using the U.S. dollar as their functional currency and unrealized gains and losses on marketable securities categorized as available-for-sale. |
Contract Receivables, Unbilled Work-in-Progress And Allowance For Doubtful Accounts | Contract Receivables, Unbilled Work-in-Progress and Allowance for Doubtful Accounts — Contract receivables are recorded at the invoiced amount and do not bear interest. Credit is extended based on the evaluation of a customer’s financial condition and collateral is not required. Unbilled work in progress is revenue which has been earned but not invoiced. An allowance is placed against accounts receivable or unbilled work in progress for our best estimate of the amount of probable credit losses. We determine the allowance based on historical write-off experience and information received during collection efforts. We review our allowances monthly and past due balances over 90 days are reviewed individually for collectability. Account balances are charged against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote. We do not have any off-balance-sheet credit exposure related to our customers. The following table reflects the activity in the allowance for doubtful accounts: Balance at Bad Debt Write-Offs Charged Effects of Foreign Currency Balance at Fiscal Beginning Expense/ to Exchange End of Year Description of Period (Recovery) Allowance Rates Period 2017 Allowance for doubtful accounts $ 221 $ 789 $ (41) $ 1 $ 970 2016 Allowance for doubtful accounts $ 83 $ 150 $ - $ (12) $ 221 2015 Allowance for doubtful accounts $ 43 $ 41 $ - $ (1) $ 83 The following table reflects the activity in the allowance for unbilled work-in-progress: Balance at Unbilled Work-in-Progress Write-Offs Charged Effects of Foreign Currency Balance at Fiscal Beginning Allowance/ to Exchange End of Year Description of Period (Recovery) Allowance Rates Period 2017 Allowance for unbilled work-in-progress $ - $ 107 $ - $ - $ 107 2016 Allowance for unbilled work-in-progress $ - $ - $ - $ - $ - 2015 Allowance for unbilled work-in-progress $ 306 $ - $ (306) $ - $ - |
Concentration Of Credit Risk | Concentration of Credit Risk — Financial instruments that potentially subject us to concentrations of credit risk consist primarily of contract receivables and unbilled work-in-progress. We perform on-going evaluations of customers’ financial condition and, generally, require no collateral from customers. A substantial portion of our revenue is from a limited number of customers, all in the telecommunications industry. For the year ended December 31, 2017, one significant customers accounted for 11% of revenue from operations. This customer is a large telecommunications operators in Europe. For the years ended December 31, 2016 and 2015, no significant customers exceeded the threshold (defined as contributing at least 10% ) of revenue from operations. As of December 31, 2017 and 2016 no customers accounted for 10% of contract receivables and unbilled work-in-progress. We are subject to concentration of credit risk with respect to our cash and cash equivalents, which we attempt to minimize by maintaining our cash and cash equivalents with institutions of sound financial quality. At times, cash balances may exceed limits federally insured by the Federal Deposit Insurance Corporation (“FDIC”). Our funds not under any FDIC program were $5.4 million and $6.3 million as of December 31, 2017 and 2016, respectively. |
Sales, Use And Other Value Added Tax | Sales, Use and Other Value Added Tax — Revenue is recorded net of applicable state, use and other value added taxes. |
Advertising And Promotion Costs | Advertising and Promotion Costs — Advertising and promotion costs are expensed as incurred. Advertising costs totaled approximately $0.1 million, $0.1 million and $0.1 million for the years ended December 31, 2017, 2016 and 2015. |
Capitalization Of Internal Software Development Costs | Capitalization of Internal Software Development Costs — We expend amounts on product development, particularly for new products and/or for enhancements of existing products. For internal development of software products that are to be licensed by us, we expense the cost of developing software prior to establishing technological feasibility and those costs are capitalized once technological feasibility has been established. Capitalization ceases upon general release of the software. The determination of whether internal software development costs are subject to capitalization is, by its nature, highly subjective and involves significant judgments. This decision could significantly affect earnings during the development period. Further, once capitalized, the software costs are generally amortized on a straight-line basis over the estimated economic life of the product. The determination of the expected useful life of a product is highly judgmental. Finally, capitalized software costs must be assessed for impairment if facts and circumstances warrant such a review. We did no t capitalize any internal software development costs during the three years ended December 31, 2017. In addition, we did not have any capitalized internal software development costs included in our December 31, 201 7 and 201 6 Consolidated Balance Sheets. We believe that during these periods no material internal software development costs were required to be capitalized. Our conclusion is primarily based on the fact that the feature−rich, pre−integrated, and highly−scalable nature of our products requires that our development efforts include complex design, coding and testing methodologies, which include next generation software languages and development tools. Development projects of this nature carry a high degree of development risk. Substantially all of our internal software development efforts are of this nature, and therefore, we believe the period between achieving technological feasibility and the general release of the software to operations is so short that any costs incurred during this period are not material. |
Property And Equipment And Long-Lived Assets | Property and Equipment and Long-Lived Assets — Property and equipment are stated at cost or estimated fair value if acquired in an acquisition, less accumulated depreciation, and are depreciated over their estimated useful lives, or the lease term, if shorter, using the straight-line method. Leasehold improvements are stated at cost, less accumulated amortization, and are amortized over the shorter of the lease term or estimated useful life of the asset. Maintenance and repair costs are expensed as incurred. We review our long-lived assets, such as property and equipment and purchased intangible assets subject to amortization, for impairment whenever events or changes in circumstances indicate that the carrying amount of an asset or asset group may not be recoverable. We evaluate the recoverability of an asset or asset group by comparing its carrying amount to the estimated undiscounted future cash flows expected to be generated by the asset or asset group. If the carrying amount of an asset or asset group exceeds its estimated future cash flows, we recognize an impairment charge as the amount by which the carrying amount of the asset exceeds the estimated fair value of the asset. |
Income Taxes | Income Taxes — We record deferred tax assets and liabilities for the estimated future tax effects of temporary differences between the tax bases of assets and liabilities and amounts reported in the accompanying consolidated balance sheets, as well as operating loss and tax credit carry-forwards. We measure deferred tax assets and liabilities using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. We reduce deferred tax assets by a valuation allowance if, based on available evidence, it is more likely than not that these benefits will not be realized. We use a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. On December 22, 2017, the 2017 Tax Cuts and Job Act (the Tax Act) was enacted into law and the new legislation contains key tax provisions that affected us. We are required to recognize the effect of the tax law changes in the period of enactment, such as determining the transition tax, remeasuring our US deferred tax assets and liabilities as well as reassessing the net realizability of our deferred tax assets and liabilities. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118, Income Tax Accounting Implications of the Tax Cuts and Jobs Act (SAB 118), which allows us to record provisional amounts during a measurement period not extend beyond one year of the enactment date. |
Segment Information | Segment Information — We define operating segments as components of our enterprise for which separate financial information is reviewed regularly by the chief operating decision-makers to evaluate performance and to make operating decisions. We have identified our Chief Executive Officer and Senior Vice President of Finance as our chief operating decision-makers (“CODM”). These chief operating decision makers review revenues by segment and review overall results of operations. We currently operate our business as one operating segment which includes two revenue types: license fees revenue and services revenue (as shown on the consolidated statements of income). License fees revenue represents the fees received from the license of software products. Services revenue includes services directly related to the delivery of the licensed products, such as fees for custom development, integration services, SaaS service, managed services, annual support fees, recurring maintenance fees, fees for maintenance upgrades and warranty services. Warranty services that are similar to software maintenance services are typically bundled with a license sale. |
Recent Accounting Pronouncements And Recently Adopted Accounting Pronouncements | Recent Accounting Pronouncements — In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, “Revenue from Contracts with Customers,” Topic 606. This Update affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards. The guidance in this Update supersedes the revenue recognition requirements in Topic 605, Revenue Recognition and most industry-specific guidance. The core principle of the guidance is that an entity should recognize revenue to illustrate the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. The new guidance also includes a cohesive set of disclosure requirements that will provide users of financial statements with comprehensive information about the nature, amount, timing, and uncertainty of revenue and cash flows arising from a reporting organization’s contracts with customers. In April 2016, the FASB issued ASU No. 2016-10, “Revenue from Contracts with Customers,” Topic 606: “Identifying Performance Obligations and Licensing”. This Update clarifies guidance related to identifying performance obligations and licensing implementation guidance contained in the new revenue recognition standard. The Update includes targeted improvements based on input the Board received from the Transition Resource Group for Revenue Recognition and other stakeholders. The update seeks to proactively address areas in which diversity in practice potentially could arise, as well as to reduce the cost and complexity of applying certain aspects of the guidance both at implementation and on an ongoing basis. In May 2016, the FASB issued ASU No. 2016-12, “Revenue from Contracts with Customers,” Topic 606: “Narrow-Scope Improvements and Practical Expedients”. The amendments in this Update address narrow-scope improvements to the guidance on collectability, noncash consideration, and completed contracts at transition. Additionally, the amendments in this Update provide a practical expedient for contract modifications at transition and an accounting policy election related to the presentation of sales taxes and other similar taxes collected from customers. This ASU is the final version of Proposed Accounting Standards Update 2015-320, “Revenue from Contracts with Customers,” (Topic 606): “Narrow-Scope Improvements and Practical Expedients,” which has been deleted. In December 2016, the FASB issued ASU No. 2016-20, “Revenue from Contracts with Customers,” Topic 606: “Technical Corrections and Improvements to Topic 606, Revenue from Contracts with Customers”. The amendments in this Update address narrow-scope improvements to the guidance on loan guarantee fees, contract cost-impairment testing, contract costs-interaction of impairment testing with guidance in other topics, provision for losses on construction-type and production-type contracts, scope of topic 606 to exclude all contracts that are within the scope of Topic 944, disclosure of remaining performance obligations, disclosure of prior-period performance obligations, contract modifications, contract asset versus receivable, refund liability, advertising costs, fixed-odds wagering contracts in the casino industry and cost capitalization for advisors to private funds and public funds. The Board decided to issue a separate Update for technical corrections and improvements to Topic 606 and other Topics amended by Update 2014-09 to increase stakeholders’ awareness of the proposals and to expedite improvements to Update 2014-09. This ASU is effective for fiscal years, and interim periods within those years beginning after December 15, 2017 for public companies and 2018 for non-public entities. We adopt ed the new standard effective January 1, 2018, using the modified retrospective transition method. We developed an implementation plan to adopt this new guidance, which included an assessment of the impact of the new guidance on our financial position and results of operations. We have substantially completed our assessment and have determined that this standard will not have a material impact on our financial position or results of operations, except enhanced disclosure regarding revenue recognition, including disclosures of revenue streams, performance obligations, variable consideration and the related judgments and estimates necessary to apply the new standard. On January 1, 2018, we adopted the new accounting standard ASC 606, Revenue from Contracts with Customers and for all open contracts and related amendments as of January 1, 2018 using the modified retrospective method. Results for reporting periods beginning after January 1, 2018 will be presented under ASC 606, while the comparative information will not be restated and will continue to be reported under the accounting standards in effect for those periods. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842), which requires lessees to put most leases on their balance sheets by recognizing a lessee’s rights and obligations, while expenses will continue to be recognized in a similar manner to today’s legacy lease accounting guidance. This ASU could also significantly affect the financial ratios used for external reporting and other purposes, such as debt covenant compliance. This ASU will be effective for us on January 1, 2019, with early adoption permitted. We are currently in the process of assessing the impact of this ASU on our consolidated financial statements. In January 2017, the FASB issued Accounting Standards Update No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business ( ASU 2017-01), which revises the definition of a business and provides new guidance in evaluating when a set of transferred assets and activities is a business. This ASU is effective for fiscal years, and interim periods within those years beginning after December 15, 2017 for public companies and 2018 for non-public entities. We do not expect the standard to have a material impact on our consolidated financial statements. In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other (Topic 350), which includes provisions intended to simplify the test for goodwill impairment. The standard is effective for annual periods beginning after December 15, 2019, with early adoption permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We do not expect the adoption of this standard to have a significant impact on our financial position and results of operations. In February 2018, the FASB issued ASU No. 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220) - Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This standard allows a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from the Tax Cuts and Jobs Act and requires certain disclosures about stranded tax effects. This standard will be effective for the Company beginning after December 15, 2018 and should be applied either in the period of adoption or retrospectively. Early adoption is permitted. We are currently evaluating the impact of the new accounting standard. In March 2018, the FASB issued ASU No. 2018-05, Income Taxes (Topic 740) - Amendments to SEC Paragraphs Pursuant to SEC Staff Accounting Bulletin No. 118 ("ASU 2018-05"). This standard amends Accounting Standards Codification 740, Income Taxes (ASC 740) to provide guidance on accounting for the tax effects of the Tax Cuts and Jobs Act (the Tax Act) pursuant to Staff Accounting Bulletin No. 18, which allows companies to complete the accounting under ASC 740 within a one-year measurement period from the Tax Act enactment date. This standard is effective upon issuance. We are currently evaluating the impact of the new accounting standard. |
Organization And Summary Of S23
Organization And Summary Of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Organization And Summary Of Significant Accounting Policies [Abstract] | |
Activity In Allowance For Doubtful Accounts | Balance at Bad Debt Write-Offs Charged Effects of Foreign Currency Balance at Fiscal Beginning Expense/ to Exchange End of Year Description of Period (Recovery) Allowance Rates Period 2017 Allowance for doubtful accounts $ 221 $ 789 $ (41) $ 1 $ 970 2016 Allowance for doubtful accounts $ 83 $ 150 $ - $ (12) $ 221 2015 Allowance for doubtful accounts $ 43 $ 41 $ - $ (1) $ 83 |
Activity In Allowance For Unbilled Work-In-Progress | Balance at Unbilled Work-in-Progress Write-Offs Charged Effects of Foreign Currency Balance at Fiscal Beginning Allowance/ to Exchange End of Year Description of Period (Recovery) Allowance Rates Period 2017 Allowance for unbilled work-in-progress $ - $ 107 $ - $ - $ 107 2016 Allowance for unbilled work-in-progress $ - $ - $ - $ - $ - 2015 Allowance for unbilled work-in-progress $ 306 $ - $ (306) $ - $ - |
Acquisitions (Tables)
Acquisitions (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Schedule Of Pro Forma Information | Year ended December 31, 2017 2016 (unaudited) (unaudited) Revenue $ 34,821 $ 37,102 Earnings 144 537 |
EVOL BLS [Member] | |
Summary Of Total Purchase Price | July 3, 2017 Cash Consideration Total Cash Consideration $ 1,553 Earnout 380 Total purchase price $ 1,933 |
Schedule Of Assets Acquired And Liabilities Assumed At Acquisition Date | July 3, 2017 Contract receivables $ 1,037 Unbilled work-in-progress 1,039 Intangible assets 246 Prepaid and other current assets 437 Other assets, non-current 55 Total identifiable assets acquired $ 2,814 Accounts payable and accrued liabilities $ 792 Deferred revenue 338 Total identifiable liabilities acquired $ 1,130 Net identifiable assets acquired 1,684 Goodwill 249 Net assets acquired $ 1,933 |
Intangible Assets Related To Acquisition | December 31, 2017 Gross Amount Effects of changes in foreign currency exchange rates Net Amount Accumulated Amortization Net Carrying Amount Weighted-Average Amortization Period Purchased software $ 98 $ 4 $ 102 $ 9 $ 93 5 yrs Trademarks and tradenames 9 1 10 7 3 0.5 yrs Non-competition 4 - 4 1 3 1.5 yrs Customer relationships 135 4 139 8 131 7 yrs $ 246 $ 9 $ 255 $ 25 $ 230 5.9 yrs |
Lumata Entities [Member] | |
Summary Of Total Purchase Price | September 4, 2017 Cash Consideration Total Cash Consideration $ 4,766 Total purchase price $ 4,766 |
Schedule Of Assets Acquired And Liabilities Assumed At Acquisition Date | September 4, 2017 Cash and cash equivalents $ 386 Contract receivables 1,444 Unbilled work-in-progress 110 Intangible assets 1,935 Prepaid and other current assets 1,539 Other assets, non-current 19 Total identifiable assets acquired $ 5,433 Accounts payable and accrued liabilities $ 3,086 Deferred tax liability 329 Deferred revenue 325 Total identifiable liabilities acquired $ 3,740 Net identifiable assets acquired 1,693 Goodwill 3,073 Net assets acquired $ 4,766 |
Intangible Assets Related To Acquisition | December 31, 2017 Gross Amount Effects of changes in foreign currency exchange rates Net Amount Accumulated Amortization Net Carrying Amount Weighted-Average Amortization Period Purchased software $ 672 $ 28 $ 700 $ 33 $ 667 7 yrs Trademarks and tradenames 111 4 115 8 107 5 yrs Non-competition 2 - 2 - 2 1.5 yrs Customer relationships 1,150 50 1,200 31 1,169 13 yrs $ 1,935 $ 82 $ 2,017 $ 72 $ 1,945 10.4 yrs |
Goodwill And Intangible Assets
Goodwill And Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Goodwill And Intangible Assets [Abstract] | |
Summary Of Changes In Carrying Amount Of Goodwill | Total Goodwill Balance as of December 31, 2015 $ 23,142 Goodwill acquired during the year - Effects of changes in foreign currency exchange rates (1) (2,543) Balance as of December 31, 2016 $ 20,599 Goodwill acquired during the year 3,322 Effects of changes in foreign - currency exchange rates (1) 1,295 Balance as of December 31, 2017 $ 25,216 (1) Represents the impact of foreign currency translation for instances when goodwill is recorded in foreign entities whose functional currency is also their local currency. Goodwill balances are translated into U.S. dollars using exchange rates in effect at period end. Adjustments related to foreign currency translation are included in other comprehensive income. |
Summary Of Identifiable Intangible Assets | December 31, 2017 December 31, 2016 Gross Amount Accumulated Amortization Net Carrying Amount Gross Amount Accumulated Amortization Net Carrying Amount Weighted-Average Amortization Period Purchased software $ 2,921 $ 743 $ 2,178 $ 2,118 $ 436 $ 1,682 7.7 yrs Trademarks and tradenames 310 189 121 185 116 69 3.7 yrs Non-competition 40 35 5 33 21 12 2.0 yrs Customer relationships 4,363 1,054 3,309 3,024 587 2,437 8.7 yrs $ 7,634 $ 2,021 $ 5,613 $ 5,360 $ 1,160 $ 4,200 6.8 yrs |
Summary Of Expected Future Amortization Expense Related To Identifiable Intangibles | Year ending December 31, 2018 $ 954 2019 942 2020 940 2021 927 2022 742 Thereafter 1,108 $ 5,613 |
Balance Sheet Components (Table
Balance Sheet Components (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Balance Sheet Components [Abstract] | |
Property And Equipment | December 31, Property and equipment: 2017 2016 Computer equipment and purchased software $ 2,824 $ 4,781 Furniture, fixtures and leasehold improvements 555 1,107 3,379 5,888 Less accumulated depreciation (3,121) (5,342) $ 258 $ 546 |
Accounts Payable And Accrued Liabilities | December 31, Accounts payable and accrued liabilities: 2017 2016 Accounts payable $ 1,530 $ 628 Accrued liabilities 3,611 2,649 Accrued compensation and related expenses 1,749 997 $ 6,890 $ 4,274 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Income Taxes [Abstract] | |
Pre-Tax Income From Continuing Operations | For the Years Ended December 31, 2017 2016 2015 Domestic $ (4,168) $ (2,928) $ (2,948) Foreign 8,105 7,820 7,159 Total $ 3,937 $ 4,892 $ 4,211 |
Expense (Benefit) From Continuing Operations For Income Taxes | For the Years Ended December 31, 2017 2016 2015 Current: Federal $ (108) $ (112) $ 789 Foreign 1,998 1,483 1,174 State 22 110 76 Total current 1,912 1,481 2,039 Deferred: Federal (444) (60) (1,023) Foreign (47) 43 16 State 0 (7) (117) Total deferred (491) (24) (1,124) Total $ 1,421 $ 1,457 $ 915 |
Components Of Deferred Tax Assets And Liabilities | As of December 31, 2017 2016 Deferred tax assets: Foreign tax credits carryforwards $ 4,731 $ 4,360 Net operating loss carryforwards - State 914 544 Research and development credits 303 303 Equity compensation 570 561 AMT credit 770 770 Depreciable assets 33 71 Accrued liabilities and reserves 66 124 Section 956 Inclusion Total deferred tax assets 7,387 6,733 Deferred tax liabilities: Intangibles (1,045) (1,339) Undistributed foreign earnings - (662) Accrued liabilities and reserves (120) - Total deferred tax liability (1,165) (2,001) Net deferred tax assets, before valuation allowance 6,222 4,732 Valuation allowance (5,948) (4,732) Net deferred tax asset $ 274 $ - |
Income Tax Expense Reconciliation | For the Years Ended December 31, 2017 2016 2015 U.S. federal income tax expense at statutory rates $ 1,776 $ 1,854 $ 2,392 State income tax expense, net of federal impact 22 54 - Foreign Tax Credit (848) (874) (3,667) Foreign rate differential (1,312) (1,331) (449) Foreign deemed dividends 1,311 1,515 939 Undistributed foreign earnings 0 0 (221) Change in valuation allowance 844 517 2,415 Research and development expenses (305) (604) (1,096) Foreign taxes 18 0 314 Section 78 Gross-UP 311 457 371 US Tax Reform (108) 0 0 Permanent differences and other, net (288) (131) (83) Total tax expense $ 1,421 $ 1,457 $ 915 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Summary Of Stock-Based Compensation Expenses | For the Years Ended December 31, 2017 2016 2015 Cost of revenue, excluding depreciation and amortization $ 26 $ 39 $ 82 Sales and marketing 28 28 36 General and administrative 611 119 112 Product development 77 73 87 Total share based compensation $ 742 $ 259 $ 317 |
Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Assumptions For Weighted Average Fair Value Of Stock Options | For the Years Ended December 31, 2017 2016 2015 Expected term (years) 6.4 6.0 6.0 Risk-free interest rate 2.15 % 1.32 % 1.37 % Expected volatility 38.86 % 36.81 % 42.01 % Expected dividend yield - % 7.2 % 6.4 % |
Summary Of Stock Option Activity | Weighted- Average Weighted- Remaining Aggregate Number of Average Contractual Intrinsic Shares Exercise Term Value (in thousands) Price (Years) (in thousands) Options outstanding at December 31, 2015 834 $ 5.97 6.94 $ 957 Options granted 158 $ 5.31 Less options forfeited and cancelled (196) $ 7.47 Less options exercised (112) $ 1.14 Options outstanding at December 31, 2016 684 $ 6.17 7.30 $ 139 Options granted 370 $ 4.53 Less options forfeited and cancelled (233) $ 5.50 Less options exercised (108) $ 2.46 Options outstanding at December 31, 2017 713 $ 5.71 8.23 $ 128 Options exercisable at December 31, 2017 283 $ 6.88 6.60 $ 69 |
Summary Of Stock Option Outstanding By Exercise Price Ranges | Stock Options Stock Options Outstanding Exercisable Weighted Avg. Number of Remaining Weighted Avg. Number of Weighted Avg. Range of Shares Contractual Life Exercise Shares Exercise Exercise Prices (in thousands) (years) Price (in thousands) Price $ 0.01 $ 4.46 30 2.34 $ 2.43 30 $ 2.43 $ 4.47 $ 4.55 270 9.84 $ 4.50 - $ - $ 4.56 $ 5.90 98 8.91 $ 5.02 26 $ 5.48 $ 5.91 $ 6.23 189 7.75 $ 6.00 109 $ 6.00 $ 6.24 $ 10.90 126 6.44 $ 9.20 118 $ 9.19 713 8.24 $ 5.71 283 $ 6.89 |
Employee Stock Purchase Plan [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Assumptions For Weighted Average Fair Value Of Stock Options | For the Years Ended December 31, 2017 2016 2015 Expected term (years) 0.25 0.25 0.25 Risk-free interest rate 0.97 % 0.26 % 0.07 % Expected volatility 41.72 % 41.65 % 39.58 % Expected dividend yield 0.0 % 6.7 % 6.3 % |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Earnings Per Share [Abstract] | |
Summary Of Basic And Diluted Earnings Per Share | For the Years Ended December, 31 2017 2016 2015 Basic income per share: Net income $ 2,516 $ 3,435 $ 3,296 Basic weighted average shares outstanding 11,934 11,845 11,693 Basic income per share: Net Income per share $ 0.21 $ 0.29 $ 0.28 Diluted income per share: Net income $ 2,516 $ 3,435 $ 3,296 Weighted average shares outstanding 11,934 11,845 11,693 Effect of dilutive securities - options 47 116 242 Diluted weighted average shares outstanding 11,981 11,961 11,935 Diluted income per share: Net Income per share $ 0.21 $ 0.29 $ 0.28 |
Commitments And Contingencies (
Commitments And Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Commitments And Contingencies [Abstract] | |
Future Minimum Commitments | Operating Leases 2018 $ 487 2019 140 2020 130 2021 92 2022 83 Thereafter 296 Total minimum lease payments $ 1,228 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Segment Information [Abstract] | |
Segment Information | For the Years Ended December 31, 2017 2016 2015 Revenue License fees $ 3,438 $ 2,873 $ 3,161 Services 25,374 21,905 22,415 Total revenue 28,812 24,778 25,576 Revenue less costs of revenue, excluding depreciation and amortization License fees and services 20,132 19,481 19,127 20,132 19,481 19,127 Unallocated Costs Other operating expenses 13,321 11,834 13,694 Depreciation and amortization 1,110 1,042 580 Restructuring 286 1,010 533 Interest income (1) (6) (18) Interest expense 365 340 121 Other (expense) income (23) (183) - Foreign currency exchange (gain) loss 1,137 552 6 Income from operations before income taxes $ 3,937 $ 4,892 $ 4,211 |
Revenue By Geographic Region | For the Year Ended December 31, 2017 Revenue License Services Total United Kingdom $ - $ 5,521 $ 5,521 Other 3,438 19,853 23,291 Total revenues $ 3,438 $ 25,374 $ 28,812 For the Year Ended December 31, 2016 Revenue License Services Total United Kingdom $ 49 $ 3,825 $ 3,874 Switzerland 89 2,794 2,883 Other 2,735 15,286 18,021 Total revenues $ 2,873 $ 21,905 $ 24,778 For the Year Ended December 31, 2015 Revenue License Services Total United Kingdom $ 306 $ 3,650 $ 3,956 Other 2,855 18,765 21,620 Total revenues $ 3,161 $ 22,415 $ 25,576 |
Long-Lived Assets, Net By Geographic Region | December 31, December 31, Long-lived assets, net 2017 2016 United States $ 11,276 $ 12,346 United Kingdom 17,968 12,680 Other 1,843 319 $ 31,087 $ 25,345 |
Quarterly Financial Informati32
Quarterly Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2017 | |
Quarterly Financial Information [Abstract] | |
Schedule Of Quarterly Financial Information | First Second Third Fourth Quarter Quarter Quarter Quarter Year Ended December 31, 2017 Total revenue $ 5,875 $ 6,222 $ 7,547 $ 9,168 Less: cost of revenue and operating expenses 4,307 4,477 6,338 8,275 Income from operations 1,568 1,745 1,209 893 Income before income taxes 1,323 1,456 943 215 Net income $ 973 $ 1,102 $ 759 $ (318) Net income per common share: Basic income per common share - net income $ 0.08 $ 0.09 $ 0.06 $ (0.03) Diluted income per common share - net income $ 0.08 $ 0.09 $ 0.06 $ (0.03) Year Ended December 31, 2016 Total revenue $ 6,480 $ 6,078 $ 6,103 $ 6,117 Less: cost of revenue and operating expenses 5,966 4,470 4,400 4,347 Income from operations 514 1,608 1,703 1,770 Income before income taxes 597 1,090 1,369 1,836 Net income $ 427 $ 780 $ 941 $ 1,287 Net income per common share: Basic income per common share - net income $ 0.04 $ 0.07 $ 0.08 $ 0.11 Diluted income per common share - net income $ 0.04 $ 0.07 $ 0.08 $ 0.11 Year Ended December 31, 2015 Total revenue $ 6,660 $ 6,071 $ 5,773 $ 7,072 Less: cost of revenue and operating expenses 5,238 5,130 4,819 6,069 Income from operations 1,422 941 954 1,003 Income before income taxes 1,299 1,093 712 1,107 Net income $ 860 $ 780 $ 570 $ 1,086 Net income per common share: Basic income per common share - net income $ 0.07 $ 0.07 $ 0.05 $ 0.09 Diluted income per common share - net income $ 0.07 $ 0.07 $ 0.05 $ 0.09 |
Organization And Summary Of S33
Organization And Summary Of Significant Accounting Policies (Narrative) (Details) $ in Millions | Sep. 07, 2017item | Jul. 06, 2017item | Dec. 31, 2017USD ($) | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017USD ($)customeritemcountry | Dec. 31, 2016USD ($)customer | Dec. 31, 2015USD ($)customer |
Number of recognized sources for revenue | item | 2 | |||||||||
Unbilled work in progress billing period | 12 months | |||||||||
Funds not under any FDIC program | $ | $ 5.4 | $ 5.4 | $ 6.3 | |||||||
Advertising costs | $ | 0.1 | 0.1 | $ 0.1 | |||||||
Capitalized internal software development costs | $ | $ 0 | $ 0 | $ 0 | $ 0 | ||||||
Customer Concentration Risk [Member] | Revenue From Continuing Operations [Member] | ||||||||||
Number of customers contributing to revenue from continuing operations | customer | 1 | 0 | 0 | |||||||
Concentration risk, percentage | 11.00% | 10.00% | 10.00% | |||||||
Customer Concentration Risk [Member] | Contract Receivables And Unbilled Work-In-Progress [Member] | ||||||||||
Number of customers accounting for contract receivables and unbilled work-in-progress | customer | 0 | 0 | ||||||||
Concentration risk, percentage | 10.00% | 10.00% | ||||||||
EVOL BLS [Member] | ||||||||||
Years of expertise in customer acquisition, activation and retention | 25 years | |||||||||
EVOL BLS [Member] | Minimum [Member] | ||||||||||
Number of mobile operators in Europe, Africa, Asia-Pacific and the Caribbean | item | 20 | |||||||||
Lumata Entities [Member] | ||||||||||
Number of business operating units acquired | item | 4 | |||||||||
EVOL BLS, Lumata Entities, And Evolving Systems NC, Inc. [Member] | ||||||||||
Number of countries across the world for customer base | country | 65 | |||||||||
EVOL BLS, Lumata Entities, And Evolving Systems NC, Inc. [Member] | Minimum [Member] | ||||||||||
Number of customers | customer | 100 | |||||||||
January 2018 [Member] | Restricted Stock [Member] | ||||||||||
Percentage of released stock awards granted | 20.00% | 20.00% | ||||||||
One Year Anniversary Of Offering [Member] | Restricted Stock [Member] | ||||||||||
Released period for stock awards granted | 4 years | 4 years | ||||||||
Percentage of released stock awards granted | 10.00% | 10.00% | ||||||||
Evenly Over Four Years [Member] | Restricted Stock [Member] | Subsequent Event [Member] | ||||||||||
Percentage of released stock awards granted | 40.00% | |||||||||
Evenly Over Four Years [Member] | Minimum [Member] | Restricted Stock [Member] | Subsequent Event [Member] | ||||||||||
Released period for stock awards granted | 4 years | |||||||||
One Year Anniversary Of Granted Date [Member] | Restricted Stock [Member] | ||||||||||
Percentage of released stock awards granted | 25.00% | 25.00% | ||||||||
One Year Anniversary Of Granted Date [Member] | Minimum [Member] | Restricted Stock [Member] | ||||||||||
Released period for stock awards granted | 3 years | 3 years |
Organization And Summary Of S34
Organization And Summary Of Significant Accounting Policies (Activity In Allowance For Doubtful Accounts) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization And Summary Of Significant Accounting Policies [Abstract] | |||
Allowance for doubtful account, Balance at Beginning of Period | $ 221 | $ 83 | $ 43 |
Allowance for doubtful account, Bad Debt Expense/(Recovery) | 789 | 150 | 41 |
Allowance for doubtful account, Write-Offs Charged to Allowance | (41) | ||
Allowance for doubtful account, Effects Of Foreign Currency Exchange Rates | 1 | (12) | (1) |
Allowance for doubtful account, Balance at End of Period | $ 970 | $ 221 | $ 83 |
Organization And Summary Of S35
Organization And Summary Of Significant Accounting Policies (Activity In Allowance For Unbilled Work-In-Progress) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Organization And Summary Of Significant Accounting Policies [Abstract] | |||
Allowance for unbilled work-in-progress, Balance at Beginning of Period | $ 306 | ||
Allowance for unbilled work-in-progress, Unbilled Work-in-Progress Allowance/(Recovery) | 107 | ||
Allowance for unbilled work-in-progress, Write-Offs Charged to Allowance | (306) | ||
Allowance for unbilled work-in-progress, Effects of Foreign Currency Exchange Rates | |||
Allowance for unbilled work-in-progress, Balance at End of Period | $ 107 |
Acquisitions (Narrative) (Detai
Acquisitions (Narrative) (Details) € in Thousands, £ in Thousands, $ in Thousands | Sep. 04, 2017EUR (€)entity | Sep. 04, 2017USD ($) | Jul. 03, 2017GBP (£) | Jul. 03, 2017USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 04, 2017USD ($)entity | Dec. 31, 2015USD ($) |
Business Acquisition [Line Items] | ||||||||
Goodwill | $ 25,216 | $ 20,599 | $ 23,142 | |||||
Amortization expense related to the acquired intangible assets | 2,021 | 1,160 | ||||||
Pro forma revenue | 34,821 | 37,102 | ||||||
Pro forma net loss | 144 | 537 | ||||||
EVOL BLS [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash from asset purchase agreement | £ 1,200 | $ 1,600 | ||||||
Percentage of revenue over defined threshold levels | 50.00% | |||||||
Revenue over defined threshold levels period | 3 years | 3 years | ||||||
Goodwill | $ 249 | |||||||
Intangible assets | 246 | |||||||
Amortization expense related to the acquired intangible assets | $ 25 | |||||||
Weighted average amortization period | 5 years 10 months 17 days | |||||||
Change in goodwill from acquisition | 200 | |||||||
Pro forma revenue | 4,800 | 5,900 | ||||||
Pro forma net loss | 1,500 | |||||||
EVOL BLS [Member] | Additional Sum [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Cash from asset purchase agreement | £ 100 | $ 134 | ||||||
EVOL BLS [Member] | Pre-Acquisition Period [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Pro forma revenue | $ 1,400 | |||||||
Pro forma net loss | 2,000 | |||||||
Lumata Entities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Goodwill | $ 3,073 | |||||||
Intangible assets | $ 1,935 | |||||||
Amortization expense related to the acquired intangible assets | $ 72 | |||||||
Weighted average amortization period | 10 years 4 months 24 days | |||||||
Number of acquisition subsidiaries acquired all issued and outstanding shares | entity | 4 | 4 | ||||||
Cash payment for shares acquired | € 4,000 | $ 4,800 | ||||||
Pro forma revenue | 6,400 | |||||||
Pro forma net loss | 1,100 | |||||||
Lumata Entities [Member] | Pre-Acquisition Period [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Pro forma revenue | $ 4,600 | |||||||
Pro forma net loss | 200 | |||||||
Minimum [Member] | EVOL BLS [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Percentage of collections on receivables period | 24 months | 24 months | ||||||
No solicitation provision period | 2 years | 2 years | ||||||
Maximum [Member] | Lumata Entities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Recovery amount from the guarantor | € 400 | $ 476 | ||||||
Trademarks And Tradenames [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | 189 | 116 | ||||||
Trademarks And Tradenames [Member] | EVOL BLS [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 7 | |||||||
Weighted average amortization period | 6 months | |||||||
Trademarks And Tradenames [Member] | Lumata Entities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 8 | |||||||
Weighted average amortization period | 5 years | |||||||
Purchased Software [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 743 | 436 | ||||||
Purchased Software [Member] | EVOL BLS [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 9 | |||||||
Weighted average amortization period | 5 years | |||||||
Purchased Software [Member] | Lumata Entities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 33 | |||||||
Weighted average amortization period | 7 years | |||||||
Non-competition [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 35 | 21 | ||||||
Non-competition [Member] | EVOL BLS [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 1 | |||||||
Weighted average amortization period | 1 year 6 months | |||||||
Non-competition [Member] | Lumata Entities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Weighted average amortization period | 1 year 6 months | |||||||
Customer Relationships [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 1,054 | $ 587 | ||||||
Customer Relationships [Member] | EVOL BLS [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 8 | |||||||
Weighted average amortization period | 7 years | |||||||
Customer Relationships [Member] | Lumata Entities [Member] | ||||||||
Business Acquisition [Line Items] | ||||||||
Amortization expense related to the acquired intangible assets | $ 31 | |||||||
Weighted average amortization period | 13 years |
Acquisitions (Summary Of Total
Acquisitions (Summary Of Total Purchase Price) (Details) - USD ($) $ in Thousands | Sep. 04, 2017 | Jul. 03, 2017 |
EVOL BLS [Member] | ||
Cash Consideration | ||
Total Cash Consideration | $ 1,553 | |
Earnout | 380 | |
Total purchase price | $ 1,933 | |
Lumata Entities [Member] | ||
Cash Consideration | ||
Total Cash Consideration | $ 4,766 | |
Total purchase price | $ 4,766 |
Acquisitions (Schedule Of Asset
Acquisitions (Schedule Of Assets Acquired And Liabilities Assumed At Acquisition Date) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Sep. 04, 2017 | Jul. 03, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | |||||
Goodwill | $ 25,216 | $ 20,599 | $ 23,142 | ||
EVOL BLS [Member] | |||||
Business Acquisition [Line Items] | |||||
Contract receivables | $ 1,037 | ||||
Unbilled work-in-progress | 1,039 | ||||
Intangible assets | 246 | ||||
Prepaid and other current assets | 437 | ||||
Other assets, non-current | 55 | ||||
Total identifiable assets acquired | 2,814 | ||||
Accounts payable and accrued liabilities | 792 | ||||
Deferred revenue | 338 | ||||
Total identifiable liabilities acquired | 1,130 | ||||
Net identifiable assets acquired | 1,684 | ||||
Goodwill | 249 | ||||
Net assets acquired | $ 1,933 | ||||
Lumata Entities [Member] | |||||
Business Acquisition [Line Items] | |||||
Cash and cash equivalents | $ 386 | ||||
Contract receivables | 1,444 | ||||
Unbilled work-in-progress | 110 | ||||
Intangible assets | 1,935 | ||||
Prepaid and other current assets | 1,539 | ||||
Other assets, non-current | 19 | ||||
Total identifiable assets acquired | 5,433 | ||||
Accounts payable and accrued liabilities | 3,086 | ||||
Deferred tax liability | 329 | ||||
Deferred revenue | 325 | ||||
Total identifiable liabilities acquired | 3,740 | ||||
Net identifiable assets acquired | 1,693 | ||||
Goodwill | 3,073 | ||||
Net assets acquired | $ 4,766 |
Acquisitions (Intangible Assets
Acquisitions (Intangible Assets Related To Acquisition) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 7,634 | $ 5,360 |
Accumulated Amortization | 2,021 | 1,160 |
Net Carrying Amount | 5,613 | 4,200 |
Purchased Software [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 2,921 | 2,118 |
Accumulated Amortization | 743 | 436 |
Net Carrying Amount | 2,178 | 1,682 |
Trademarks And Tradenames [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 310 | 185 |
Accumulated Amortization | 189 | 116 |
Net Carrying Amount | 121 | 69 |
Non-competition [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 40 | 33 |
Accumulated Amortization | 35 | 21 |
Net Carrying Amount | 5 | 12 |
Customer Relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 4,363 | 3,024 |
Accumulated Amortization | 1,054 | 587 |
Net Carrying Amount | 3,309 | $ 2,437 |
EVOL BLS [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | 246 | |
Effects of change in foreign currency exchange rates | 9 | |
Net Amount | 255 | |
Accumulated Amortization | 25 | |
Net Carrying Amount | $ 230 | |
Weighted-Average Amortization Period | 5 years 10 months 17 days | |
EVOL BLS [Member] | Purchased Software [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 98 | |
Effects of change in foreign currency exchange rates | 4 | |
Net Amount | 102 | |
Accumulated Amortization | 9 | |
Net Carrying Amount | $ 93 | |
Weighted-Average Amortization Period | 5 years | |
EVOL BLS [Member] | Trademarks And Tradenames [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 9 | |
Effects of change in foreign currency exchange rates | 1 | |
Net Amount | 10 | |
Accumulated Amortization | 7 | |
Net Carrying Amount | $ 3 | |
Weighted-Average Amortization Period | 6 months | |
EVOL BLS [Member] | Non-competition [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 4 | |
Net Amount | 4 | |
Accumulated Amortization | 1 | |
Net Carrying Amount | $ 3 | |
Weighted-Average Amortization Period | 1 year 6 months | |
EVOL BLS [Member] | Customer Relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 135 | |
Effects of change in foreign currency exchange rates | 4 | |
Net Amount | 139 | |
Accumulated Amortization | 8 | |
Net Carrying Amount | $ 131 | |
Weighted-Average Amortization Period | 7 years | |
Lumata Entities [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 1,935 | |
Effects of change in foreign currency exchange rates | 82 | |
Net Amount | 2,017 | |
Accumulated Amortization | 72 | |
Net Carrying Amount | $ 1,945 | |
Weighted-Average Amortization Period | 10 years 4 months 24 days | |
Lumata Entities [Member] | Purchased Software [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 672 | |
Effects of change in foreign currency exchange rates | 28 | |
Net Amount | 700 | |
Accumulated Amortization | 33 | |
Net Carrying Amount | $ 667 | |
Weighted-Average Amortization Period | 7 years | |
Lumata Entities [Member] | Trademarks And Tradenames [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 111 | |
Effects of change in foreign currency exchange rates | 4 | |
Net Amount | 115 | |
Accumulated Amortization | 8 | |
Net Carrying Amount | $ 107 | |
Weighted-Average Amortization Period | 5 years | |
Lumata Entities [Member] | Non-competition [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 2 | |
Net Amount | 2 | |
Net Carrying Amount | $ 2 | |
Weighted-Average Amortization Period | 1 year 6 months | |
Lumata Entities [Member] | Customer Relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 1,150 | |
Effects of change in foreign currency exchange rates | 50 | |
Net Amount | 1,200 | |
Accumulated Amortization | 31 | |
Net Carrying Amount | $ 1,169 | |
Weighted-Average Amortization Period | 13 years |
Acquisitions (Schedule Of Pro F
Acquisitions (Schedule Of Pro Forma Information) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Acquisitions [Abstract] | ||
Revenue | $ 34,821 | $ 37,102 |
Earnings | $ 144 | $ 537 |
Goodwill And Intangible Asset41
Goodwill And Intangible Assets (Narrative) (Details) - USD ($) $ in Thousands | 12 Months Ended | |||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jul. 31, 2017 | |
Goodwill And Intangible Assets [Line Items] | ||||
Goodwill | $ 25,216 | $ 20,599 | $ 23,142 | |
Amortization of intangible assets | $ 860 | $ 783 | $ 266 | |
Annual Goodwill Impairment Test [Member] | ||||
Goodwill And Intangible Assets [Line Items] | ||||
Goodwill | $ 21,500 | |||
Minimum [Member] | Evolving Systems Labs, Evolving System NC, Evolving System BLS LTD, And Lumata [Member] | ||||
Goodwill And Intangible Assets [Line Items] | ||||
Estimated useful life of intangible asset | 1 year | |||
Maximum [Member] | Evolving Systems Labs, Evolving System NC, Evolving System BLS LTD, And Lumata [Member] | ||||
Goodwill And Intangible Assets [Line Items] | ||||
Estimated useful life of intangible asset | 8 years |
Goodwill And Intangible Asset42
Goodwill And Intangible Assets (Summary Of Changes In Carrying Amount Of Goodwill) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | ||
Goodwill And Intangible Assets [Abstract] | |||
Balance at beginning of the period | $ 20,599 | $ 23,142 | |
Goodwill aquired during the year | 3,322 | ||
Effects of changes in foreign currency exchange rates | [1] | 1,295 | (2,543) |
Balance at ending of the period | $ 25,216 | $ 20,599 | |
[1] | Represents the impact of foreign currency translation for instances when goodwill is recorded in foreign entities whose functional currency is also their local currency. Goodwill balances are translated into U.S. dollars using exchange rates in effect at period end. Adjustments related to foreign currency translation are included in other comprehensive income. |
Goodwill And Intangible Asset43
Goodwill And Intangible Assets (Summary Of Identifiable Intangible Assets) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 7,634 | $ 5,360 |
Accumulated Amortization | 2,021 | 1,160 |
Net Carrying Amount | $ 5,613 | 4,200 |
Weighted-Average Amortization Period | 6 years 9 months 18 days | |
Purchased Software [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 2,921 | 2,118 |
Accumulated Amortization | 743 | 436 |
Net Carrying Amount | $ 2,178 | 1,682 |
Weighted-Average Amortization Period | 7 years 8 months 12 days | |
Trademarks And Tradenames [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 310 | 185 |
Accumulated Amortization | 189 | 116 |
Net Carrying Amount | $ 121 | 69 |
Weighted-Average Amortization Period | 3 years 8 months 12 days | |
Non-competition [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 40 | 33 |
Accumulated Amortization | 35 | 21 |
Net Carrying Amount | $ 5 | 12 |
Weighted-Average Amortization Period | 2 years | |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Amount | $ 4,363 | 3,024 |
Accumulated Amortization | 1,054 | 587 |
Net Carrying Amount | $ 3,309 | $ 2,437 |
Weighted-Average Amortization Period | 8 years 8 months 12 days |
Goodwill And Intangible Asset44
Goodwill And Intangible Assets (Summary Of Expected Future Amortization Expense Related To Identifiable Intangibles) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Twelve months ending September 30, | ||
2,018 | $ 954 | |
2,019 | 942 | |
2,020 | 940 | |
2,021 | 927 | |
2,022 | 742 | |
Thereafter | 1,108 | |
Net Carrying Amount | $ 5,613 | $ 4,200 |
Balance Sheet Components (Narra
Balance Sheet Components (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Balance Sheet Components [Line Items] | |||
Depreciation expense | $ 250,000 | $ 259,000 | $ 314,000 |
Assets Held under Capital Leases [Member] | |||
Balance Sheet Components [Line Items] | |||
Depreciation expense | $ 1,000 | $ 5,000 | $ 5,000 |
Balance Sheet Components (Prope
Balance Sheet Components (Property And Equipment) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 3,379 | $ 5,888 |
Less accumulated depreciation | (3,121) | (5,342) |
Property and equipment, Total | 258 | 546 |
Computer Equipment And Purchased Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | 2,824 | 4,781 |
Furniture, Fixtures And Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 555 | $ 1,107 |
Balance Sheet Components (Accou
Balance Sheet Components (Accounts Payable And Accrued Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Balance Sheet Components [Abstract] | ||
Accounts payable | $ 1,530 | $ 628 |
Accrued liabilities | 3,611 | 2,649 |
Accrued compensation and related expenses | 1,749 | 997 |
Accounts payable and accrued liabilities | $ 6,890 | $ 4,274 |
Long-Term Debt (Narrative) (Det
Long-Term Debt (Narrative) (Details) € in Millions | Sep. 04, 2017USD ($) | Aug. 16, 2017EUR (€) | Aug. 16, 2017USD ($)item | Feb. 29, 2016USD ($)item | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Debt Instrument [Line Items] | ||||||
Number of monthly installments of principal | item | 4 | |||||
Payments for debt issuance costs | $ 25,000 | $ 20,000 | ||||
Arrangement fee | $ 23,650 | |||||
Lumata Entities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Business combination payment | $ 4,766,000 | |||||
Term Loan [Member] | East West Bank [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | $ 6,000,000 | |||||
Number of monthly installments of principal | item | 36 | |||||
Cash balances to pay off revolving facilities | $ 4,000,000 | |||||
Maturity date | Jan. 1, 2020 | |||||
Term Loan [Member] | East West Bank [Member] | Prime Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.50% | |||||
Rate plus prime rate | 1.00% | |||||
Loan Facility [Member] | Lumata Entities [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Business combination payment | € 4 | 4,800,000 | ||||
Loan Facility [Member] | East West Bank [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Monthly principal payment | $ 131,400 | |||||
Interest rate | 3.50% | |||||
Rate plus prime rate | 1.50% | 1.50% | ||||
Number of remaining payments | item | 3 | |||||
Maturity date | Aug. 16, 2021 | Aug. 16, 2021 | ||||
Increment amount | $ 50,000 | |||||
Prepayment fee percentage | 2.00% | 2.00% | ||||
Loan Facility [Member] | East West Bank [Member] | Prime Rate [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.50% | |||||
Term Loan And Loan Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Loan amount | $ 8,700,000 | |||||
Term Loan And Loan Facility [Member] | East West Bank [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Payments for debt issuance costs | $ 14,000 | |||||
Revolving Facility [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Number of payment for annual credit facility fees | item | 2 | |||||
Credit facility fees | $ 18,750 | |||||
Legal fee | 1,000 | |||||
Revolving Facility [Member] | East West Bank [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Revolving facilities amount to pay off and terminate | $ 10,000,000 | |||||
Minimum [Member] | Loan Facility [Member] | East West Bank [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Prepayment amount | $ 250,000 |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) $ in Thousands | 12 Months Ended | |||||||
Dec. 31, 2018 | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Sep. 04, 2017USD ($) | Sep. 30, 2015entity | Oct. 31, 2013USD ($) | |
Income Taxes [Line Items] | ||||||||
Net income tax expense | $ 1,421 | $ 1,457 | $ 915 | |||||
Current income tax expense | 1,912 | 1,481 | 2,039 | |||||
Deferred tax assets | 274 | |||||||
Federal net operating loss carryforwards | 0 | 0 | $ 0 | |||||
State net operating loss carryforwards | 28,900 | 17,500 | ||||||
Research and experimentation credit carryforwards | 303 | 303 | ||||||
Alternative minimum tax credits | $ 770 | $ 770 | ||||||
U.S. federal income tax rate | 34.00% | 34.00% | 34.00% | |||||
Decrease in income tax expense related to reduction in tax rate | $ (108) | $ 0 | $ 0 | |||||
Reduction in net deferred tax liabilities | 100 | |||||||
Foreign tax credit | 500 | |||||||
Excess tax benefit from employee stock plan awards | 0 | 0 | ||||||
Federal net operating loss, realized | 1,500 | $ 800 | $ 2,300 | |||||
Foreign tax credit carryforwards as a deferred tax asset | 4,900 | |||||||
Foreign tax credits carryforwards | 4,731 | 4,360 | ||||||
Unrecognized tax benefits | $ 0 | $ 0 | ||||||
Number of Indian subsidiaries acquired pursuant to the merger terms | entity | 2 | |||||||
Research And Experimentation [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Research and experimentation credit carryforwards expiration year | 2,018 | |||||||
Minimum [Member] | State [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Operating loss carryforwards expiration year | 2,018 | |||||||
Maximum [Member] | State [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Operating loss carryforwards expiration year | 2,036 | |||||||
Scenario, Plan [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
U.S. federal income tax rate | 21.00% | |||||||
Evolving Systems Labs [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Deferred tax assets | $ 100 | |||||||
Lumata Entities [Member] | ||||||||
Income Taxes [Line Items] | ||||||||
Deferred tax liability | $ 329 |
Income Taxes (Pre-Tax Income Fr
Income Taxes (Pre-Tax Income From Continuing Operations) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes [Abstract] | |||
Domestic | $ (4,168) | $ (2,928) | $ (2,948) |
Foreign | 8,105 | 7,820 | 7,159 |
Total | $ 3,937 | $ 4,892 | $ 4,211 |
Income Taxes (Expense (Benefit)
Income Taxes (Expense (Benefit) From Continuing Operations For Income Taxes) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes [Abstract] | |||
Current: Federal | $ (108) | $ (112) | $ 789 |
Current: Foreign | 1,998 | 1,483 | 1,174 |
Current: State | 22 | 110 | 76 |
Total current | 1,912 | 1,481 | 2,039 |
Deferred: Federal | (444) | (60) | (1,023) |
Deferred: Foreign | (47) | 43 | 16 |
Deferred: State | 0 | (7) | (117) |
Total deferred | (491) | (24) | (1,124) |
Total tax expense | $ 1,421 | $ 1,457 | $ 915 |
Income Taxes (Components Of Def
Income Taxes (Components Of Deferred Tax Assets And Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Foreign tax credits carryforwards | $ 4,731 | $ 4,360 |
Net operating loss carryforwards | 914 | 544 |
Research & development credits | 303 | 303 |
Equity compensation | 570 | 561 |
AMT credits | 770 | 770 |
Depreciable assets | 33 | 71 |
Accrued liabilities and reserves | 66 | 124 |
Total deferred tax assets | 7,387 | 6,733 |
Deferred tax liabilities: | ||
Intangibles | (1,045) | (1,339) |
Undistributed foreign earnings | (662) | |
Accrued liabilities and reserves | (120) | |
Total deferred tax liability | (1,165) | (2,001) |
Net deferred tax assets, before valuation allowance | 6,222 | 4,732 |
Valuation allowance | (5,948) | (4,732) |
Net deferred tax asset | $ 274 |
Income Taxes (Income Tax Expens
Income Taxes (Income Tax Expense Reconciliation) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Taxes [Abstract] | |||
U.S. federal income tax expense at statutory rates | $ 1,776 | $ 1,854 | $ 2,392 |
State income tax expense, net of federal impact | 22 | 54 | |
Foreign Tax Credit | (848) | (874) | (3,667) |
Foreign rate differential | (1,312) | (1,331) | (449) |
Foreign deemed dividends | 1,311 | 1,515 | 939 |
Undistributed foreign earnings | 0 | 0 | (221) |
Change in valuation allowance | 844 | 517 | 2,415 |
Research and development expenses | (305) | (604) | (1,096) |
Foreign taxes | 18 | 0 | 314 |
Section 78 Gross-UP | 311 | 457 | 371 |
US Tax Reform | (108) | 0 | 0 |
Permanent differences and other, net | (288) | (131) | (83) |
Total tax expense | $ 1,421 | $ 1,457 | $ 915 |
Stockholders' Equity (Narrative
Stockholders' Equity (Narrative) (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 12 Months Ended | 43 Months Ended | ||
Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2014 | Dec. 31, 2016 | |
Stockholders' Equity [Abstract] | |||||
Dividend declared date | May 3, 2016 | Mar. 15, 2016 | |||
Dividends payable, payable date | Jul. 1, 2016 | Apr. 1, 2016 | |||
Dividends payable, record date | Jun. 3, 2016 | Mar. 28, 2016 | |||
Cash dividend, per share | $ 0.11 | $ 0.11 | |||
Accrued dividends | $ 0 | $ 0 | |||
Authorized amount of stock repurchase | $ 5 | ||||
Number of shares repurchased during preiod | 178,889 | ||||
Value of purchased shares | $ 1.3 | ||||
Average price per share of purchased common stock | $ 6.97 | ||||
Preferred stock, shares authorized | 2,000,000 | 2,000,000 | |||
Preferred stock, shares outstanding | 0 | 0 | |||
Anti-takeover provisions period | 3 years |
Share-Based Compensation (Narra
Share-Based Compensation (Narrative) (Details) - USD ($) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||||
Jun. 30, 2015 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Jun. 30, 2016 | Jun. 30, 2013 | Jun. 30, 2010 | Jun. 30, 2007 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Compensation expense | $ 742,000 | $ 259,000 | $ 317,000 | ||||||||||
Total unrecognized compensation costs related to unvested stock options | $ 2,900,000 | $ 2,900,000 | |||||||||||
Weighted average recognition period | 3 years 2 months 12 days | ||||||||||||
Restricted Stock [Member] | January 2018 [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Percentage of released stock awards granted | 20.00% | 20.00% | |||||||||||
Restricted Stock [Member] | One Year Anniversary Of Offering [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Percentage of released stock awards granted | 10.00% | 10.00% | |||||||||||
Released period for stock awards granted | 4 years | 4 years | |||||||||||
Restricted Stock [Member] | Evenly Over Four Years [Member] | Subsequent Event [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Percentage of released stock awards granted | 40.00% | ||||||||||||
Restricted Stock [Member] | One Year Anniversary Of Granted Date [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Percentage of released stock awards granted | 25.00% | 25.00% | |||||||||||
Stock Options [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Weighted-average grant-date fair value of stock options granted | $ 1.87 | $ 0.84 | $ 1.60 | ||||||||||
Intrinsic value of stock option exercises, total | $ 100,000 | $ 300,000 | $ 300,000 | ||||||||||
Fair value of stock options vested | 300,000 | 300,000 | 300,000 | ||||||||||
Cash received from exercise of stock options | $ 30,000 | $ 100,000 | $ 200,000 | ||||||||||
Net settlement exercises shares issued | 18,951 | 32,502 | |||||||||||
Net settlement exercises shares cancelled | 75,327 | 93,782 | |||||||||||
Net settlement exercises shares | 0 | ||||||||||||
2007 Stock Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Shares available for grant | 0 | 0 | 300,000 | 0 | |||||||||
Shares reserved for acquisitions | 200,000 | ||||||||||||
Options and restricted shares were issued and outstanding | 700,000 | 700,000 | 700,000 | ||||||||||
2016 Stock Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Shares available for grant | 100,000 | 100,000 | 300,000 | ||||||||||
Options and restricted shares were issued and outstanding | 600,000 | 600,000 | 0 | ||||||||||
2016 Stock Plan [Member] | Initial [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting period | 3 years | ||||||||||||
Employee Stock Purchase Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Number of shares authorized | 550,000 | 550,000 | |||||||||||
Cash received from exercise of stock options | $ 2,000 | $ 7,000 | $ 53,000 | ||||||||||
Maximum employee subscription rate | 15.00% | 15.00% | |||||||||||
Maximum value of shares per employee | $ 25,000 | ||||||||||||
Maximum number of shares per employee | 10,000 | ||||||||||||
Purchase price of stock | 85.00% | ||||||||||||
Shares available for purchase under ESPP | 50,000 | 50,000 | |||||||||||
Discount on the purchase price of stock option | 15.00% | ||||||||||||
Issued shares related to the ESPP | 800 | 2,000 | 9,000 | ||||||||||
Employee stock purchase plan compensation expense | $ 600 | $ 2,000 | $ 13,000 | ||||||||||
Minimum [Member] | Restricted Stock [Member] | Evenly Over Four Years [Member] | Subsequent Event [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Released period for stock awards granted | 4 years | ||||||||||||
Minimum [Member] | Restricted Stock [Member] | One Year Anniversary Of Granted Date [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Released period for stock awards granted | 3 years | 3 years | |||||||||||
Maximum [Member] | 2007 Stock Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Option expiration period | 10 years | ||||||||||||
Number of shares authorized | 2,002,209 | 1,502,209 | 1,250,000 | 1,000,000 | |||||||||
Maximum [Member] | 2016 Stock Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Option expiration period | 10 years | ||||||||||||
Number of shares authorized | 650,000 | 250,000 | |||||||||||
Employees [Member] | 2007 Stock Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting period | 4 years | ||||||||||||
Employees [Member] | 2016 Stock Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting period | 4 years | ||||||||||||
Directors [Member] | 2007 Stock Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting period | 1 year | ||||||||||||
Directors [Member] | 2016 Stock Plan [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting period | 1 year | ||||||||||||
Senior Management [Member] | Restricted Stock [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Stock option awarded | 0 | 622,000 | |||||||||||
Released period for stock awards granted | 4 years | ||||||||||||
Board Members [Member] | Restricted Stock [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Released period for stock awards granted | 1 year | ||||||||||||
Board Members And Senior Management [Member] | Restricted Stock [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Vesting period | 4 years | ||||||||||||
Number of shares restricted stock vested | 5,000 | 5,000 | |||||||||||
Number of shares restricted stock forfeited | 0 | 34,500 | |||||||||||
Restricted stock-based compensation expense | $ 600,000 | $ 30,000 | 8,000 | ||||||||||
Board Members And Senior Management [Member] | Performance Shares [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Stock option awarded | 242,800 | ||||||||||||
Evolving Systems U.K. [Member] | Stock Options [Member] | |||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||||||
Deferred income tax benefits from stock option expense | $ 11,000 | $ 11,000 | $ 19,000 |
Share-Based Compensation (Summa
Share-Based Compensation (Summary Of Stock-Based Compensation Expenses) (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total share based compensation | $ 742 | $ 259 | $ 317 |
Cost Of Revenue, Excluding Depreciation And Amortization [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total share based compensation | 26 | 39 | 82 |
Sales And Marketing [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total share based compensation | 28 | 28 | 36 |
General And Administrative [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total share based compensation | 611 | 119 | 112 |
Product Development [Member] | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total share based compensation | $ 77 | $ 73 | $ 87 |
Share-Based Compensation (Assum
Share-Based Compensation (Assumptions For Weighted Average Fair Value Of Stock Options) (Details) | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Stock Options [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 6 years 4 months 24 days | 6 years | 6 years |
Risk-free interest rate | 2.15% | 1.32% | 1.37% |
Expected volatility | 38.86% | 36.81% | 42.01% |
Expected dividend yield | 7.20% | 6.40% | |
Employee Stock Purchase Plan [Member] | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Expected term (years) | 3 months | 3 months | 3 months |
Risk-free interest rate | 0.97% | 0.26% | 0.07% |
Expected volatility | 41.72% | 41.65% | 39.58% |
Expected dividend yield | 0.00% | 6.70% | 6.30% |
Share-Based Compensation (Sum58
Share-Based Compensation (Summary Of Stock Option Activity) (Details) - Stock Options [Member] - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of Shares, Outstanding at beginning | 684 | 834 | |
Number of Shares, granted | 370 | 158 | |
Number of Shares, Less forfeited and cancelled | (233) | (196) | |
Number of Shares, Less options vested/exercised | (108) | (112) | |
Number of Shares, Outstanding at ending | 713 | 684 | 834 |
Number of Shares, Option exercisable at December 31, 2017 | 283 | ||
Weighted-Average Exercise Price, Options outstanding at beginning | $ 6.17 | $ 5.97 | |
Weighted-Average Exercise Price, Options granted | 4.53 | 5.31 | |
Weighted-Average Exercise Price, Less options forfeited and cancelled | 5.50 | 7.47 | |
Weighted-Average Exercise Price, Less options exercised | 2.46 | 1.14 | |
Weighted-Average Exercise Price, Options outstanding at ending | 5.71 | $ 6.17 | $ 5.97 |
Weighted-Average Exercise Price, Options exercisable at December 31, 2017 | $ 6.88 | ||
Weighted-Average Remaining Contractual Term (Years), Options outstanding | 8 years 2 months 23 days | 7 years 3 months 18 days | 6 years 11 months 9 days |
Weighted-Average Remaining Contractual Term (Years), Option exercisable at December 31, 2017 | 6 years 7 months 6 days | ||
Aggregate Intrinsic Value, Options outstanding | $ 128 | $ 139 | $ 957 |
Aggregate Intrinsic Value, Options exercisable at December 31, 2017 | $ 69 |
Share-Based Compensation (Sum59
Share-Based Compensation (Summary Of Stock Option Outstanding By Exercise Price Ranges) (Details) shares in Thousands | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Stock Options Outstanding, Number of Shares | shares | 713 |
Stock Options Outstanding, Weighted Ave. Remaining Contractual Life (years) | 8 years 2 months 27 days |
Stock Options Outstanding, Weighted Ave. Exercise Price | $ 5.71 |
Stock Options Exercisable, Number of Shares | shares | 283 |
Stock Options Exerciable, Weighted Ave. Exercise Price | $ 6.89 |
$ 0.01 - $4.46 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Range | 0.01 |
Range of Exercise Prices, Upper Range | $ 4.46 |
Stock Options Outstanding, Number of Shares | shares | 30 |
Stock Options Outstanding, Weighted Ave. Remaining Contractual Life (years) | 2 years 4 months 2 days |
Stock Options Outstanding, Weighted Ave. Exercise Price | $ 2.43 |
Stock Options Exercisable, Number of Shares | shares | 30 |
Stock Options Exerciable, Weighted Ave. Exercise Price | $ 2.43 |
$ 4.47 - $4.55 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Range | 4.47 |
Range of Exercise Prices, Upper Range | $ 4.55 |
Stock Options Outstanding, Number of Shares | shares | 270 |
Stock Options Outstanding, Weighted Ave. Remaining Contractual Life (years) | 9 years 10 months 2 days |
Stock Options Outstanding, Weighted Ave. Exercise Price | $ 4.50 |
$ 4.56 - $5.90 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Range | 4.56 |
Range of Exercise Prices, Upper Range | $ 5.90 |
Stock Options Outstanding, Number of Shares | shares | 98 |
Stock Options Outstanding, Weighted Ave. Remaining Contractual Life (years) | 8 years 10 months 28 days |
Stock Options Outstanding, Weighted Ave. Exercise Price | $ 5.02 |
Stock Options Exercisable, Number of Shares | shares | 26 |
Stock Options Exerciable, Weighted Ave. Exercise Price | $ 5.48 |
$ 5.91 - $6.23 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Range | 5.91 |
Range of Exercise Prices, Upper Range | $ 6.23 |
Stock Options Outstanding, Number of Shares | shares | 189 |
Stock Options Outstanding, Weighted Ave. Remaining Contractual Life (years) | 7 years 9 months |
Stock Options Outstanding, Weighted Ave. Exercise Price | $ 6 |
Stock Options Exercisable, Number of Shares | shares | 109 |
Stock Options Exerciable, Weighted Ave. Exercise Price | $ 6 |
$ 6.24 - $10.90 [Member] | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |
Range of Exercise Prices, Lower Range | 6.24 |
Range of Exercise Prices, Upper Range | $ 10.90 |
Stock Options Outstanding, Number of Shares | shares | 126 |
Stock Options Outstanding, Weighted Ave. Remaining Contractual Life (years) | 6 years 5 months 9 days |
Stock Options Outstanding, Weighted Ave. Exercise Price | $ 9.20 |
Stock Options Exercisable, Number of Shares | shares | 118 |
Stock Options Exerciable, Weighted Ave. Exercise Price | $ 9.19 |
Benefit Plans (Narrative) (Deta
Benefit Plans (Narrative) (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Benefit Plans [Abstract] | |||
Employer contribution requirement, percentage | 3.00% | ||
Employer contribution vesting period | 3 years | ||
Employer matching contribution, percent | 5.00% | ||
Benefit plans recorded expense | $ 0.2 | $ 0.3 | $ 0.4 |
Earnings Per Share (Narrative)
Earnings Per Share (Narrative) (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | |||
Shares excluded from earnings per share calculation | 0.4 | 0.5 | 0.3 |
Earnings Per Share (Summary Of
Earnings Per Share (Summary Of Basic And Diluted Earnings Per Share) (Details) - USD ($) $ / shares in Units, shares in Thousands, $ 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, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Basic income per share: | |||||||||||||||
Net income | $ (318) | $ 759 | $ 1,102 | $ 973 | $ 1,287 | $ 941 | $ 780 | $ 427 | $ 1,086 | $ 570 | $ 780 | $ 860 | $ 2,516 | $ 3,435 | $ 3,296 |
Basic weighted average shares outstanding | 11,934 | 11,845 | 11,693 | ||||||||||||
Basic income per share: Net Income per share | $ (0.03) | $ 0.06 | $ 0.09 | $ 0.08 | $ 0.11 | $ 0.08 | $ 0.07 | $ 0.04 | $ 0.09 | $ 0.05 | $ 0.07 | $ 0.07 | $ 0.21 | $ 0.29 | $ 0.28 |
Diluted income per share: | |||||||||||||||
Net income | $ (318) | $ 759 | $ 1,102 | $ 973 | $ 1,287 | $ 941 | $ 780 | $ 427 | $ 1,086 | $ 570 | $ 780 | $ 860 | $ 2,516 | $ 3,435 | $ 3,296 |
Weighted average shares outstanding | 11,934 | 11,845 | 11,693 | ||||||||||||
Effect of dilutive securities - options and restricted stock | 47 | 116 | 242 | ||||||||||||
Diluted weighted average shares outstanding | 11,981 | 11,961 | 11,935 | ||||||||||||
Diluted income per share: Net Income per share | $ (0.03) | $ 0.06 | $ 0.09 | $ 0.08 | $ 0.11 | $ 0.08 | $ 0.07 | $ 0.04 | $ 0.09 | $ 0.05 | $ 0.07 | $ 0.07 | $ 0.21 | $ 0.29 | $ 0.28 |
Commitments And Contingencies63
Commitments And Contingencies (Narrative) (Details) - USD ($) $ in Thousands | Jul. 03, 2017 | Sep. 30, 2015 | Oct. 24, 2013 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Other Commitments [Line Items] | ||||||
Rent expense | $ 600 | $ 600 | $ 600 | |||
Sublease rental income | $ 0 | 0 | $ 0 | |||
Acquisition date | Oct. 24, 2013 | |||||
Amount of revenue over defined threshold levels percentage | $ 34,821 | 37,102 | ||||
Telespree [Member] | ||||||
Other Commitments [Line Items] | ||||||
Initial payment | $ 500 | |||||
SSM [Member] | ||||||
Other Commitments [Line Items] | ||||||
Acquisition date | Sep. 30, 2015 | |||||
Initial payment | $ 300 | |||||
EVOL BLS [Member] | ||||||
Other Commitments [Line Items] | ||||||
Acquisition date | Jul. 3, 2017 | |||||
Percentage of revenue over defined threshold levels | 50.00% | |||||
Amount of revenue over defined threshold levels percentage | $ 4,800 | $ 5,900 | ||||
Revenue over defined threshold levels period | 3 years | |||||
Earnout | $ 380 |
Commitments And Contingencies64
Commitments And Contingencies (Future Minimum Commitments) (Details) $ in Thousands | Dec. 31, 2017USD ($) |
Commitments And Contingencies [Abstract] | |
Operating Leases, 2018 | $ 487 |
Operating Leases, 2019 | 140 |
Operating Leases, 2020 | 130 |
Operating Leases, 2021 | 92 |
Operating Leases, 2022 | 83 |
Operating Leases, Thereafter | 296 |
Operating Lease, Total minimum lease payments | $ 1,228 |
Segment Information (Segment In
Segment Information (Segment Information) (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Sep. 30, 2016USD ($) | Jun. 30, 2016USD ($) | Mar. 31, 2016USD ($) | Dec. 31, 2015USD ($) | Sep. 30, 2015USD ($) | Jun. 30, 2015USD ($) | Mar. 31, 2015USD ($) | Dec. 31, 2017USD ($)segmentitem | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Revenue | |||||||||||||||
Total revenue | $ 9,168 | $ 7,547 | $ 6,222 | $ 5,875 | $ 6,117 | $ 6,103 | $ 6,078 | $ 6,480 | $ 7,072 | $ 5,773 | $ 6,071 | $ 6,660 | $ 28,812 | $ 24,778 | $ 25,576 |
Revenue less costs of revenue, excluding depreciation and amortization | |||||||||||||||
Revenue less costs of revenue, excluding depreciation and amortization | 20,132 | 19,481 | 19,127 | ||||||||||||
Unallocated Costs | |||||||||||||||
Other operating expenses | 13,321 | 11,834 | 13,694 | ||||||||||||
Depreciation and amortization | 1,110 | 1,042 | 580 | ||||||||||||
Restructuring | 286 | 1,010 | 533 | ||||||||||||
Interest income | (1) | (6) | (18) | ||||||||||||
Interest expense | 365 | 340 | 121 | ||||||||||||
Other (expense) income | (23) | (183) | |||||||||||||
Foreign currency exchange (gain) loss | 1,137 | 552 | 6 | ||||||||||||
Income before income taxes | $ 215 | $ 943 | $ 1,456 | $ 1,323 | $ 1,836 | $ 1,369 | $ 1,090 | $ 597 | $ 1,107 | $ 712 | $ 1,093 | $ 1,299 | $ 3,937 | 4,892 | 4,211 |
Number of operating segments | segment | 1 | ||||||||||||||
Number of revenue types | item | 2 | ||||||||||||||
License [Member] | |||||||||||||||
Revenue | |||||||||||||||
Total revenue | $ 3,438 | 2,873 | 3,161 | ||||||||||||
Services [Member] | |||||||||||||||
Revenue | |||||||||||||||
Total revenue | 25,374 | 21,905 | 22,415 | ||||||||||||
License Fees And Services [Member] | |||||||||||||||
Revenue | |||||||||||||||
Total revenue | 28,812 | 24,778 | 25,576 | ||||||||||||
Revenue less costs of revenue, excluding depreciation and amortization | |||||||||||||||
Revenue less costs of revenue, excluding depreciation and amortization | $ 20,132 | $ 19,481 | $ 19,127 |
Segment Information (Revenue By
Segment Information (Revenue By Geographic Region) (Details) - USD ($) $ 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, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | $ 9,168 | $ 7,547 | $ 6,222 | $ 5,875 | $ 6,117 | $ 6,103 | $ 6,078 | $ 6,480 | $ 7,072 | $ 5,773 | $ 6,071 | $ 6,660 | $ 28,812 | $ 24,778 | $ 25,576 |
License [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 3,438 | 2,873 | 3,161 | ||||||||||||
License [Member] | United Kingdom [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 49 | 306 | |||||||||||||
License [Member] | Switzerland [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 89 | ||||||||||||||
License [Member] | Other [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 3,438 | 2,735 | 2,855 | ||||||||||||
Services [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 25,374 | 21,905 | 22,415 | ||||||||||||
Services [Member] | United Kingdom [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 5,521 | 3,825 | 3,650 | ||||||||||||
Services [Member] | Switzerland [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 2,794 | ||||||||||||||
Services [Member] | Other [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 19,853 | 15,286 | 18,765 | ||||||||||||
License Fees And Services [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 28,812 | 24,778 | 25,576 | ||||||||||||
License Fees And Services [Member] | United Kingdom [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 5,521 | 3,874 | 3,956 | ||||||||||||
License Fees And Services [Member] | Switzerland [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | 2,883 | ||||||||||||||
License Fees And Services [Member] | Other [Member] | |||||||||||||||
Segment Reporting Information [Line Items] | |||||||||||||||
Total revenues | $ 23,291 | $ 18,021 | $ 21,620 |
Segment Information (Long-Lived
Segment Information (Long-Lived Assets, Net By Geographic Region) (Details) - USD ($) $ in Thousands | Dec. 31, 2017 | Dec. 31, 2016 |
Segment Reporting Information [Line Items] | ||
Long-lived assets, net | $ 31,087 | $ 25,345 |
United States [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets, net | 11,276 | 12,346 |
United Kingdom [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets, net | 17,968 | 12,680 |
Other [Member] | ||
Segment Reporting Information [Line Items] | ||
Long-lived assets, net | $ 1,843 | $ 319 |
Restructuring (Narrative) (Deta
Restructuring (Narrative) (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2017 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring expense | $ 286 | $ 1,010 | $ 533 | |||
Restructuring liability | $ 0 | $ 0 | ||||
Evolving Systems NC, Inc [Member] | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Expense of termination employees | $ 300 | $ 100 | $ 900 |
Quarterly Financial Infomation
Quarterly Financial Infomation (Schedule Of Quarterly Financial Information) (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, 2015 | Sep. 30, 2015 | Jun. 30, 2015 | Mar. 31, 2015 | Dec. 31, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Quarterly Financial Information [Abstract] | |||||||||||||||
Total revenue | $ 9,168 | $ 7,547 | $ 6,222 | $ 5,875 | $ 6,117 | $ 6,103 | $ 6,078 | $ 6,480 | $ 7,072 | $ 5,773 | $ 6,071 | $ 6,660 | $ 28,812 | $ 24,778 | $ 25,576 |
Less: cost of revenue and operating expenses | 8,275 | 6,338 | 4,477 | 4,307 | 4,347 | 4,400 | 4,470 | 5,966 | 6,069 | 4,819 | 5,130 | 5,238 | 23,397 | 19,183 | 21,256 |
Income from operations | 893 | 1,209 | 1,745 | 1,568 | 1,770 | 1,703 | 1,608 | 514 | 1,003 | 954 | 941 | 1,422 | 5,415 | 5,595 | 4,320 |
Income before income taxes | 215 | 943 | 1,456 | 1,323 | 1,836 | 1,369 | 1,090 | 597 | 1,107 | 712 | 1,093 | 1,299 | 3,937 | 4,892 | 4,211 |
Net income | $ (318) | $ 759 | $ 1,102 | $ 973 | $ 1,287 | $ 941 | $ 780 | $ 427 | $ 1,086 | $ 570 | $ 780 | $ 860 | $ 2,516 | $ 3,435 | $ 3,296 |
Basic income per common share - net income | $ (0.03) | $ 0.06 | $ 0.09 | $ 0.08 | $ 0.11 | $ 0.08 | $ 0.07 | $ 0.04 | $ 0.09 | $ 0.05 | $ 0.07 | $ 0.07 | $ 0.21 | $ 0.29 | $ 0.28 |
Diluted income per common share - net income | $ (0.03) | $ 0.06 | $ 0.09 | $ 0.08 | $ 0.11 | $ 0.08 | $ 0.07 | $ 0.04 | $ 0.09 | $ 0.05 | $ 0.07 | $ 0.07 | $ 0.21 | $ 0.29 | $ 0.28 |