Significant Accounting Policies [Text Block] | Note 2. Revenue Recognition Revenue from contracts with customers is recognized when, or as, we satisfy our performance obligations by transferring the promised goods or services to the customers. A good or service is transferred to a customer when, or as, the customer obtains control of that good or service. A performance obligation may i.e. not third The following table disaggregates our revenue by contract: Three Months Ended Nine Months Ended (in thousands) September 30, 2018 September 30, 2018 Revenue Percentage Revenue Percentage Commercial $ 2,635 60% $ 5,893 62% Government 1,734 40% 3,660 38% $ 4,369 100% $ 9,553 100% Our Catasys contracts are generally designed to provide cash fees to us on a monthly basis, an upfront case rate, or fee for service based on enrolled members. The Company’s performance obligation is satisfied over time as the On Trak September 30, 2018. Cost of Services Cost of healthcare services consists primarily of salaries related to our care coaches, outreach specialists and other staff directly involved in member care, healthcare provider claims payments, and fees charged by our third third Trak Cash Equivalents and Concentration of Credit Risk We consider all highly liquid investments with an original maturity of three may September 30, 2018, $4.4 For the nine September 30, 2018, five 86% 26%, 23%, 15%, 11%, 11% three 66% 27%, 22%, 17% For the three September 30, 2018, one 12% Basic and Diluted Income ( Loss ) per Share Basic income (loss) per share is computed by dividing the net income (loss) to common stockholders for the period by the weighted average number of shares of common stock outstanding during the period. Diluted income (loss) per share is computed by dividing the net income (loss) for the period by the weighted average number of shares of common stock and dilutive common equivalent shares outstanding during the period. Common equivalent shares, consisting of 3,641,785 1,795,246 nine September 30, 2018 2017, Share-Based Compensation Our 2017 “2017 2,333,334 243,853 2010 “2010 August 2018, 2017 1,400,000 “2017 422A 2017 no ten three five September 30, 2018, 3,641,785 390,880 335,402 2017 Share-based compensation expense was $1.1 $2.0 three nine September 30, 2018, $32,000 $191,000 2017, Stock Options – Employees and Directors We measure and recognize compensation expense for all share-based payment awards made to employees and directors based on estimated fair values on the date of grant. We estimate the fair value of share-based payment awards using the Black-Scholes option-pricing model. The value of the portion of the award that is ultimately expected to vest is recognized as expense over the requisite service periods in the consolidated statements of operations. For share-based awards issued to employees and directors, share-based compensation is attributed to expense using the straight-line single option method. Share-based compensation expense recognized in our consolidated statements of operations for the three nine September 30, 2018 2017 There were 1,167,957 1,810,264 three nine September 30, 2018 no 2017. nine September 30, 2018 Weighted Avg. Shares Exercise Price Balance December 31, 2017 1,885,383 $ 11.46 Granted 1,810,264 7.50 Cancelled (53,862 ) 17.76 Balance September 30, 2018 3,641,785 $ 9.40 The expected volatility assumptions have been based on the historical and expected volatility of our stock, measured over a period generally commensurate with the expected term. The weighted average expected option term for the three nine September 30, 2018 2017, No. 107 110 As of September 30, 2018, $6.3 2017 3.94 Stock Options and Warrants – Non-employees We account for the issuance of options and warrants for services from non-employees by estimating the fair value of warrants issued using the Black-Scholes pricing model. This model’s calculations include the option or warrant exercise price, the market price of shares on grant date, the weighted average risk-free interest rate, the expected life of the option or warrant, and the expected volatility of our stock and the expected dividends. For options and warrants issued as compensation to non-employees for services that are fully vested and non-forfeitable at the time of issuance, the estimated value is recorded in equity and expensed when the services are performed and benefit is received. For unvested shares, the change in fair value during the period is recognized in expense using the graded vesting method. There were no three nine September 30, 2018 2017. There was no three nine September 30, 2018 2017. There were 0 24,000 three nine September 30, 2018, 90,000 2017. There were 9,720 June 2018 4 In September 2018, 250,002 174,015 $0.0001, There were 1,795,246 2,011,528 September 30, 2018 2017, Common Stock There were 0 24,000 three nine September 30, 2018, 0 28,985 2017. In September 2018, 250,002 174,015 $0.0001, In April 2017, 3,125,000 $4.80 $4.464 April 28, 2017. $15.0 Pursuant to the underwriting agreement with Joseph Gunnar, we granted the underwriters a 45 468,750 May, 303,750 $1.5 In connection with the public offering, our common stock began trading on the NASDAQ Capital Market (“NASDAQ”) under the symbol “CATS” beginning on April 26, 2017. In April 2017, one hundred 100% 2,982,994 $1.4 six June 30, 2017. In April 2017, $1.1 233,734 $83,807 In April 2017, 1 6 six one not No All stock options and warrants to purchase common stock outstanding and our Common Stock reserved for issuance under the Company's equity incentive plans immediately prior to the reverse stock split were appropriately adjusted by dividing the number of affected shares of common stock by six six Income Taxes We have recorded a full valuation allowance against our otherwise recognizable deferred tax assets as of September 30, 2018. not September 30, 2018. 740, not not We assess our income tax positions and record tax benefits for all years subject to examination based upon our evaluation of the facts, circumstances and information available at the reporting date. For those tax positions where there is greater than 50% may 50% no September 30, 2018 Fair Value Measurements Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Assets and liabilities recorded at fair value in the consolidated balance sheets are categorized based upon the level of judgment associated with the inputs used to measure fair value. The fair value hierarchy distinguishes between ( 1 2 three three Level Input: Input Definition: Level I Inputs are unadjusted, quoted prices for identical assets or liabilities in active markets at the measurement date. Level II Inputs, other than quoted prices included in Level I, that are observable for the asset or liability through corroboration with market data at the measurement date. Level III Unobservable inputs that reflect management’s best estimate of what market participants would use in pricing the asset or liability at the measurement date. The following table summarizes fair value measurements by level at September 30, 2018 Balance at September 30, 2018 (Amounts in thousands) Level I Level II Level III Total Certificates of deposit 71 - - 71 Total assets 71 - - 71 Warrant liabilities - - 124 124 Total liabilities - - 124 124 Financial instruments classified as Level III in the fair value hierarchy as of September 30, 2018, Warrant Liabilities The following table summarizes our fair value measurements using significant Level III inputs, and changes therein, for the three nine September 30, 2018: Level III Warrant (Dollars in thousands) Liabilities Balance as of December 31, 2017 $ 30 Issuance of warrants - Change in fair value 94 Balance as of September 30, 2018 $ 124 Property and Equipment Property and equipment are stated at cost, less accumulated depreciation. Additions and improvements to property and equipment are capitalized at cost. Expenditures for maintenance and repairs are charged to expense as incurred. Depreciation is computed using the straight-line method over the estimated useful lives of the related assets, which range from two seven five seven Variable Interest Entities Generally, an entity is defined as a Variable Interest Entity (“VIE”) under current accounting rules if it has (a) equity that is insufficient to permit the entity to finance its activities without additional subordinated financial support from other parties, or (b) equity investors that cannot make significant decisions about the entity’s operations, or that do not As discussed under the heading Management Services Agreement not third not Based on the design and provisions of this MSA and the working capital loans provided to the entities, we have determined that TIH and CIH are a VIE’s, and that we are the primary beneficiary as defined in the current accounting rules. Accordingly, we are required to consolidate the revenues and expenses of the managed medical corporation. Management Services Agreement In April 2018, July 2018, not ● general administrative support services; ● information systems; ● recordkeeping; ● billing and collection; ● obtaining and maintaining all federal, state and local licenses, certifications and regulatory permits. All clinical matters relating to the operation of TIH and CIH and the performance of clinical services through the network of providers shall be the sole and exclusive responsibility of the TIH and CIH Board free of any control or direction by Catasys. TIH and CIH pay us a monthly fee equal to the aggregate amount of (a) our costs of providing management services (including reasonable overhead allocable to the delivery of our services and including salaries, rent, equipment, and tenant improvements incurred for the benefit of the medical group, provided that any capitalized costs will be amortized over a five 10% 15% Under the MSA’s, the equity owner of the affiliated treatment center has only a nominal equity investment at risk, and we absorb or receive a majority of the entity’s expected losses or expected residual returns. We also agree to provide working capital loans to allow for TIH and CIH to pay for their obligations. Substantially all of the activities of TIH and CIH either involves us or are conducted for our benefit, as evidenced by the facts that (i) the operations of TIH is conducted primarily using our licensed protocols and (ii) under the MSA, we agree to provide and perform all non-medical management and administrative services for the treatment center. Payment of our management fee is subordinate to payments of the obligations of TIH and CIH, and repayment of the working capital loans is not third not The amounts and classification of assets and liabilities of the VIE included in our consolidated balance sheets at September 30, 2018 (in thousands) September 30, 2018 Cash and cash equivalents $ 76 Accounts receivable 56 Total Assets $ 132 Accounts payable $ 6 Accrued liabilities 69 Total Liabilities $ 75 Warrant Liabilities The warrant liabilities were calculated using the Black-Scholes model based upon the following assumptions: September 30 , 2018 Expected volatility 102.90 % Risk-free interest rate 2.81 % Weighted average expected lives in years 1.54 Expected dividend 0 % We issued 11,049 April 2015 For the three nine September 30, 2018, $65,000 $94,000, $2,000 $1.8 2017, Recently Issued or Newly Adopted Accounting Standards In August 2018, No. 2018 13, Fair Value Measurement (Topic 820 820, December 15, 2019, In June 2018, 2018 07, Improvements to Nonemployee Share-Based Payment Accounting 2018 07” 505 50 718 December 15, 2018, no 606. not 2018 07 In April 2016, 2016 10, Revenue from Contracts with Customers (Topic 606 ) 2016 10” 2014 09, 2014 09, December 15, 2017. 2016 10 $1.9 January 1, 2018 ( 3 In February 2016, No. 2016 02, Leases (Topic 842 ) 2016 02” . 606, Revenue from Contracts with Customers no 2016 02 December 15, 2018, January 1, 2019, not may not fourth 2018. In June 2016, 2016 13, Financial Instruments - Credit Losses 2016 13” not first 2021. In July 2017, 2017 11, Earnings Per Share (Topic 260 ); Distinguishing Liabilities from Equity (Topic 480 ); Derivatives and Hedging (Topic 815 ): (Part I) Accounting for Certain Financial Instruments with Down Round Features, (Part II) Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests with a Scope Exception 2017 11” no no December 15, 2018, not 2017 11 |