Cover Page
Cover Page - shares | 6 Months Ended | |
Mar. 31, 2020 | May 04, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2020 | |
Document Transition Report | false | |
Entity File Number | 0-51813 | |
Entity Registrant Name | LIQUIDITY SERVICES, INC | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 52-2209244 | |
Entity Address, Address Line One | 6931 Arlington Road, Suite 200 | |
Entity Address, City or Town | Bethesda | |
Entity Address, State or Province | MD | |
Entity Address, Postal Zip Code | 20814 | |
City Area Code | 202 | |
Local Phone Number | 467-6868 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding (in shares) | 34,020,716 | |
Entity Central Index Key | 0001235468 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Year Focus | 2020 | |
Document Fiscal Period Focus | Q2 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Mar. 31, 2020 | Sep. 30, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 41,816 | $ 36,497 |
Short-term investments | 10,000 | 30,000 |
Accounts receivable, net of allowance for doubtful accounts of $291 and $291 | 5,972 | 6,704 |
Inventory, net | 8,491 | 5,843 |
Prepaid taxes and tax refund receivable | 3,399 | 2,531 |
Prepaid expenses and other current assets | 6,168 | 8,350 |
Total current assets | 75,846 | 89,925 |
Property and equipment, net of accumulated depreciation of $12,682 and $10,566 | 18,940 | 18,846 |
Operating lease assets | 10,437 | |
Intangible assets, net | 5,417 | 6,043 |
Goodwill | 59,530 | 59,467 |
Deferred tax assets | 836 | 866 |
Other assets | 11,066 | 12,136 |
Total assets | 182,072 | 187,283 |
Current liabilities: | ||
Accounts payable | 19,166 | 15,051 |
Accrued expenses and other current liabilities | 17,214 | 28,794 |
Current portion of operating lease liabilities | 4,635 | |
Distributions payable | 0 | 1,675 |
Deferred revenue | 2,960 | 3,049 |
Payables to sellers | 21,366 | 20,253 |
Total current liabilities | 65,341 | 68,822 |
Operating lease liabilities | 6,539 | |
Deferred taxes and other long-term liabilities | 2,080 | 2,286 |
Total liabilities | 73,960 | 71,108 |
Commitments and contingencies (Note 11) | 0 | 0 |
Stockholders’ equity: | ||
Common stock, $0.001 par value; 120,000,000 shares authorized; 33,988,798 shares issued and outstanding at March 31, 2020; 33,687,115 shares issued and outstanding at September 30, 2019 | 34 | 34 |
Additional paid-in capital | 244,527 | 242,686 |
Accumulated other comprehensive loss | (8,443) | (7,973) |
Accumulated deficit | (128,006) | (118,572) |
Total stockholders’ equity | 108,112 | 116,175 |
Total liabilities and stockholders’ equity | $ 182,072 | $ 187,283 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2020 | Sep. 30, 2019 |
Statement of Financial Position [Abstract] | ||
Accounts receivable, allowance for doubtful accounts | $ 291 | $ 291 |
Property and equipment, accumulated depreciation | $ 12,682 | $ 10,566 |
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 120,000,000 | 120,000,000 |
Common stock, shares issued (in shares) | 33,988,798 | 33,687,115 |
Common stock, shares outstanding (in shares) | 33,988,798 | 33,687,115 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Total revenue | $ 52,824 | $ 56,800 | $ 102,328 | $ 110,853 |
Costs and expenses from operations: | ||||
Cost of goods sold (excludes depreciation and amortization) | 26,619 | 24,807 | 50,795 | 49,763 |
Seller distributions | 0 | 2,775 | 0 | 5,399 |
Technology and operations | 11,586 | 13,429 | 22,827 | 25,953 |
Sales and marketing | 10,109 | 9,135 | 19,714 | 18,116 |
General and administrative | 7,397 | 8,624 | 15,104 | 17,258 |
Depreciation and amortization | 1,577 | 1,165 | 3,149 | 2,369 |
Other operating (income) expenses | (12) | 1,350 | 181 | 1,555 |
Total costs and expenses | 57,276 | 61,285 | 111,770 | 120,413 |
Loss from operations | (4,452) | (4,485) | (9,442) | (9,560) |
Interest and other income, net | (257) | (451) | (509) | (770) |
Loss before provision for income taxes | (4,195) | (4,034) | (8,933) | (8,790) |
Provision for income taxes | 43 | 328 | 501 | 594 |
Net loss | $ (4,238) | $ (4,362) | $ (9,434) | $ (9,384) |
Basic and diluted loss per common share (in dollars per share) | $ (0.13) | $ (0.13) | $ (0.28) | $ (0.29) |
Basic and diluted weighted average shares outstanding (in shares) | 33,624,889 | 32,987,608 | 33,584,844 | 32,896,890 |
Revenue | ||||
Total revenue | $ 35,203 | $ 37,355 | $ 65,552 | $ 73,090 |
Fee revenue | ||||
Total revenue | $ 17,621 | $ 19,445 | $ 36,776 | $ 37,763 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||||
Net loss | $ (4,238) | $ (4,362) | $ (9,434) | $ (9,384) |
Other comprehensive income (loss): | ||||
Foreign currency translation | (1,303) | 198 | (470) | (229) |
Other comprehensive income (loss) | (1,303) | 198 | (470) | (229) |
Comprehensive loss | $ (5,541) | $ (4,164) | $ (9,904) | $ (9,613) |
Consolidated Statement of Stock
Consolidated Statement of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-in Capital | Accumulated Other Comprehensive Loss | Accumulated Deficit |
Balance (in shares) at Sep. 30, 2018 | 32,774,118 | ||||
Balance at Sep. 30, 2018 | $ 129,654 | $ 33 | $ 236,115 | $ (6,449) | $ (100,045) |
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (5,022) | (5,022) | |||
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units (in shares) | 409,060 | ||||
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units | 8 | 8 | |||
Balance (in shares) at Dec. 31, 2018 | 33,183,178 | ||||
Balance at Dec. 31, 2018 | 126,499 | $ 33 | 237,679 | (6,876) | (104,337) |
Balance (in shares) at Sep. 30, 2018 | 32,774,118 | ||||
Balance at Sep. 30, 2018 | 129,654 | $ 33 | 236,115 | (6,449) | (100,045) |
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (9,384) | ||||
Foreign currency translation | (229) | ||||
Balance (in shares) at Mar. 31, 2019 | 33,347,657 | ||||
Balance at Mar. 31, 2019 | 124,465 | $ 33 | 239,806 | (6,678) | (108,696) |
Balance (in shares) at Dec. 31, 2018 | 33,183,178 | ||||
Balance at Dec. 31, 2018 | 126,499 | $ 33 | 237,679 | (6,876) | (104,337) |
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (4,362) | (4,362) | |||
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units (in shares) | 197,642 | ||||
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units | 116 | 116 | |||
Forfeitures of restricted stock awards | 0 | ||||
Foreign currency translation | 198 | ||||
Balance (in shares) at Mar. 31, 2019 | 33,347,657 | ||||
Balance at Mar. 31, 2019 | 124,465 | $ 33 | 239,806 | (6,678) | (108,696) |
Balance (in shares) at Sep. 30, 2019 | 33,687,115 | ||||
Balance at Sep. 30, 2019 | 116,175 | $ 34 | 242,686 | (7,973) | (118,572) |
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (5,196) | (5,196) | |||
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units (in shares) | 283,164 | ||||
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units | 2 | 2 | |||
Taxes paid associated with net settlement of stock compensation awards (in shares) | (67,688) | ||||
Taxes paid associated with net settlement of stock compensation awards | (498) | (498) | |||
Forfeitures of restricted stock awards (in shares) | (15,000) | ||||
Forfeitures of restricted stock awards | 0 | ||||
Stock compensation expense | 1,121 | 1,121 | |||
Foreign currency translation | 833 | 833 | |||
Balance (in shares) at Dec. 31, 2019 | 33,887,591 | ||||
Balance at Dec. 31, 2019 | 112,437 | $ 34 | 243,311 | (7,140) | (123,768) |
Balance (in shares) at Sep. 30, 2019 | 33,687,115 | ||||
Balance at Sep. 30, 2019 | 116,175 | $ 34 | 242,686 | (7,973) | (118,572) |
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (9,434) | ||||
Foreign currency translation | (470) | ||||
Balance (in shares) at Mar. 31, 2020 | 33,988,798 | ||||
Balance at Mar. 31, 2020 | 108,112 | $ 34 | 244,527 | (8,443) | (128,006) |
Balance (in shares) at Dec. 31, 2019 | 33,887,591 | ||||
Balance at Dec. 31, 2019 | 112,437 | $ 34 | 243,311 | (7,140) | (123,768) |
Increase (Decrease) in Stockholders' Equity | |||||
Net loss | (4,238) | (4,238) | |||
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units (in shares) | 111,272 | ||||
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units | 32 | 32 | |||
Taxes paid associated with net settlement of stock compensation awards (in shares) | (10,065) | ||||
Taxes paid associated with net settlement of stock compensation awards | (60) | (60) | |||
Stock compensation expense | 1,244 | 1,244 | |||
Foreign currency translation | (1,303) | (1,303) | |||
Balance (in shares) at Mar. 31, 2020 | 33,988,798 | ||||
Balance at Mar. 31, 2020 | $ 108,112 | $ 34 | $ 244,527 | $ (8,443) | $ (128,006) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Mar. 31, 2020 | Mar. 31, 2019 | |
Operating activities | ||
Net loss | $ (9,434) | $ (9,384) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 3,149 | 2,369 |
Stock compensation expense | 2,270 | 4,094 |
Provision for doubtful accounts | 66 | 126 |
Deferred tax provision | 362 | 81 |
Gain on disposal of property and equipment | (25) | (6) |
Change in fair value of earnout liability | 200 | 1,400 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 666 | (1,425) |
Inventory | (2,648) | (2,937) |
Prepaid and deferred taxes | (869) | (46) |
Prepaid expenses and other assets | 2,337 | (352) |
Operating lease assets and liabilities | (174) | |
Accounts payable | 4,116 | (2,733) |
Accrued expenses and other current liabilities | (10,060) | 772 |
Distributions payable | (1,675) | (521) |
Deferred revenue | (88) | 955 |
Payables to sellers | 1,113 | (3,838) |
Other liabilities | (1,443) | (143) |
Net cash used in operating activities | (12,137) | (11,588) |
Investing activities | ||
Increase in intangibles | (48) | (14) |
Purchases of property and equipment, including capitalized software | (2,834) | (2,989) |
Proceeds from sales of property and equipment | 36 | 24 |
Proceeds from promissory note | 2,554 | 0 |
Purchases of short-term investments | (25,000) | (30,000) |
Maturities of short-term investments | 45,000 | 20,000 |
Net cash (used in) provided by investing activities | 19,708 | (12,979) |
Financing activities | ||
Payments of the principal portion of finance lease liabilities | (17) | |
Taxes paid associated with net settlement of stock compensation awards | (558) | 0 |
Proceeds from exercise of stock options | 34 | 124 |
Payment of earnout liability related to business acquisition | (1,200) | 0 |
Net cash (used in) provided by financing activities | (1,741) | 124 |
Effect of exchange rate differences on cash and cash equivalents | (511) | (83) |
Net decrease in cash and cash equivalents | 5,319 | (24,526) |
Cash and cash equivalents at beginning of period | 36,497 | 58,448 |
Cash and cash equivalents at end of period | 41,816 | 33,922 |
Supplemental disclosure of cash flow information | ||
Cash paid for income taxes, net | $ 177 | $ 558 |
Organization
Organization | 6 Months Ended |
Mar. 31, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Organization | Organization Liquidity Services, Inc. (the Company) operates a network of ecommerce marketplaces that enable buyers and sellers to transact in an efficient, automated environment offering o ver 500 product categories. The Company’s marketplaces provide professional buyers access to a global, organized supply of new, surplu s and scrap assets presented with digital images and other relevant product information. Additionally, the Company enables corporate and government sellers to enhance their financial return on offered assets by providing a liquid marketplace and value-added services that encompass the consultative management, valuation and sale of surplus assets. The Company's services include program management, valuation, asset management, reconciliation, refurbishment and recycling, fulfillment, marketing and sales, warehousing and transportation, buyer support, compliance and risk mitigation, as well as self-directed service tools for its sellers. The Company organizes the products on its marketplaces into categories across major industry verticals such as consumer electronics, general merchandise, apparel, scientific equipment, aerospace parts and equipment, technology hardware, energy equipment, industrial capital assets, fleet and transportation equipment and specialty equipment. Currently, the Company’s marketplaces are: www.liquidation.com, www.govdeals.com, www.networkintl.com, www.secondipity.com, and www.go-dove.com. The Company also operates a global search engine for listing used machinery and equipment for sale at www.machinio.com. The Company has four reportable segments: GovDeals, Retail Supply Chain Group (RSCG), Capital Assets Group (CAG), and Machinio. See Note 12 in the Notes to the Consolidated Financial Statements for Segment Information. The Company's operations are subject to certain risks and uncertainties, many of which are associated with technology-oriented companies, including, but not limited to, the Company's dependence on use of the Internet; the effect of general business and economic trends, including the extent and duration of the COVID-19 pandemic; the Company's susceptibility to rapid technological change; actual and potential competition by entities with greater financial and other resources; and the potential for the commercial sellers from which the Company derives a significant portion of its inventory to change the way they conduct their disposition of surplus assets or to otherwise terminate or not renew their contracts with the Company. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 6 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Unaudited Interim Financial Information The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. generally accepted accounting principles (GAAP) for interim financial information. Accordingly, they do not include all of the information and notes required by GAAP for complete financial statements. In the opinion of management, all adjustments, consisting of normal, recurring adjustments considered necessary for a fair presentation, have been included. The information disclosed in the notes to the consolidated financial statements for these periods is unaudited. Operating results for the three and six months ended March 31, 2020 are not necessarily indicative of the results that may be expected for the year ending September 30, 2020 or for any future period. Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect amounts in the consolidated financial statements and accompanying notes. For the three months ended March 31, 2020, these estimates required the Company to make assumptions about the extent and duration of the COVID-19 pandemic and its impacts on the Company's results of operations. As there is uncertainty associated with the COVID-19 pandemic, the Company will continue to update its assumptions as conditions change. Actual results could differ significantly from those estimates. Leases The Company adopted Accounting Standards Codification (ASC) Topic 842, Leases (ASC 842) effective October 1, 2019. As a result of adopting ASC 842, there have been significant changes to the Company's lease accounting policy from the disclosures in the Company’s Annual Report on Form 10-K for the year ended September 30, 2019. These changes are described below. The Company determines if an arrangement is a lease upon inception. A contract is or contains a lease if the contract provides the right to control the use of an identified asset for a period of time. Lease assets and liabilities are recognized at the lease commencement date at an amount equal to the present value of the lease payments to be made over the lease term. The lease payments represent the combination of lease and nonlease components. The discount rate used to determine the present value is the Company’s incremental borrowing rate for a duration that is consistent with the lease term, as the rates implicit in the Company’s leases are generally not determinable. The Company’s incremental borrowing rate is estimated using publicly-available information for companies with comparable financial profiles, adjusted for the impact of collateralization. The lease term includes the impacts of options to extend or terminate the lease only if it is reasonably certain that the option will be exercised. Lease expense related to operating lease assets and liabilities is recognized on a straight-line basis over the lease term. Lease expense related to finance lease assets is recognized on a straight-line basis over the shorter of the useful life of the asset or the lease term, while lease expense related to finance lease liabilities is recognized using the interest method. Lease-related payments not included in the determination of the lease assets and liabilities, such as variable lease payments, are expensed as incurred. Lease assets and liabilities are not recognized when the lease term is 12 months or less, however, short-term lease expense is still recognized on a straight-line basis over the lease term. Balances related to the Company's finance leases are included with Other assets (finance lease assets), Accrued expenses and other liabilities (current portion of finance lease liabilities), and Deferred taxes and other long-term liabilities (non-current portion of finance lease liabilities). Lease assets are assessed for impairment in accordance with the Company’s accounting policy for the impairment of long-lived assets. Contract Assets and Liabilities Contract assets reflect an estimate of expenses that will be reimbursed upon settlement with a seller. The contract asset balance was $0.3 million as of March 31, 2020 and $0.3 million as of September 30, 2019 and is included in the line item Prepaid expenses and other current assets on the Consolidated Balance Sheets. Contract liabilities reflect obligations to provide services for which the Company has already received consideration, and generally arise from up-front payments received in connection with Machinio's subscription services. The contract liability balance was $3.0 million as of March 31, 2020 and $3.0 million as of September 30, 2019, and is included in the line item Deferred revenue on the Consolidated Balance Sheets. Of the September 30, 2019 contract liability balance, $2.3 million was earned as Fee revenue during the six months ended March 31, 2020. The $3.0 million contract liability balance as of March 31, 2020 also represents the Company's remaining performance obligations related to contracts with customers that are one year or greater in duration. The Company expects to recognize the substantial majority of that amount as Fee revenue over the next 12 months. Contract Costs Contract costs relate to sales commissions paid on subscription contracts that are capitalized. Contract costs are amortized over the expected life of the customer contract. The contract cost balance was $0.5 million as of March 31, 2020 and $0.5 million as of September 30, 2019 and is included in the line item Prepaid expenses and other current assets and Other assets on the Consolidated Balance Sheet. Amortization expense was immaterial during the three and six months ended March 31, 2020 and 2019. Other Assets - Promissory Note On September 30, 2015, the Company sold certain assets related to its Jacobs Trading business to Tanager Acquisitions, LLC (Tanager). In connection with the disposition, Tanager assumed certain liabilities related to the Jacobs Trading business. Tanager issued a $12.3 million five On October 10, 2019, the Company entered into a Forbearance Agreement and Amendment to Note, Security Agreement and Guaranty Agreement (the "Forbearance Agreement") with Tanager (now known as Jacobs Trading, LLC) and certain of its affiliates (collectively, "JTC"). In exchange for additional collateral, security, and a higher interest rate, the Company granted JTC a new repayment schedule that requires quarterly payments to be made from August 2020 to August 2023. Upon execution of the Forbearance Agreement, JTC repaid $2.5 million in principal, plus $0.4 million in accrued interest. JTC has the opportunity to prepay the full amount remaining before May 15, 2020 at a $0.5 million discount. Of the $12.3 million owed to the Company, $6.6 million has been repaid as of March 31, 2020. The Company considered the terms of the Forbearance Agreement and the cash flows expected to be received from JTC under the new repayment schedule in concluding that it remains probable that the Company will collect the amounts due to the Company as of March 31, 2020 and that no impairment loss has been incurred. Of the $5.7 million outstanding at March 31, 2020, $4.6 million is recorded in Other assets, and $1.1 million is recorded in Prepaid expenses and other current assets, based on the scheduled repayment dates. Risk Associated with Certain Concentrations The Company does not perform credit evaluations for the majority of its buyers. However, most sales are recorded subsequent to payment authorization being received. As a result, the Company is not subject to significant collection risk, as most goods are not shipped before payment is received. For consignment sales transactions, funds are typically collected from buyers and are held by the Company on the sellers' behalf in Payables to sellers on the Consolidated Balance Sheets. The Company releases the funds, less the Company's commission and other fees due, to the seller through Accounts payable after the buyer has accepted the goods or within 30 days, depending on the state where the buyer and seller conduct business. Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash in banks over FDIC limits, certificates of deposit, accounts receivable, and the promissory note. The Company deposits its cash with financial institutions that the Company considers to be of high credit quality. The Company's RSCG segment has vendor contracts with Amazon.com, Inc. under which the RSCG segment acquires and sells commercial merchandise. Transactions under these contracts represe nted 55.3% and 49.4% of consolidated Cost of goods sold for the three months ended March 31, 2020 and 2019, respectively, and 51.9% and 44.9% of consolidated Cost of goods sold for the six months ended March 31, 2020 and 2019, respectively. During the three and six months ended March 31, 2019, the Company had one material vendor contract with the Department of Defense (DoD) under which its CAG segment acquired, managed and sold government property: the Scrap Contract, which concluded on September 30, 2019. Sales of property acquired under the Scrap Contract accounted for 7.6% and 7.6% of the Company's consolidated revenues for the three and six months ended March 31, 2019, respectively. Earnings per Share For the three and six months ended March 31, 2020 and 2019, basic and diluted weighted average common shares were the same because the Company operated at a net loss in both periods, causing any inclusion of potentially dilutive securities in the computation of diluted net income (loss) per share to be anti-dilutive. See Note 7 for the amounts of outstanding stock options, restricted stock awards and restricted stock units that could potentially dilute net income (loss) per share in the future. Recent Accounting Pronouncements Accounting Standards Adopted On October 1, 2019, the Company adopted ASC 842 using the modified retrospective transition method. Prior periods have not been restated. To perform the adoption, the Company elected several practical expedients, including the package of practical expedients to not reassess prior conclusions on whether a contract is or contains a lease, lease classification, and initial direct costs. The Company also elected to combine both the lease and non-lease components as a single component to be accounted for as a lease, to not recognize lease assets or liabilities for leases with initial lease terms of 12 months or less, and to not use hindsight when determining the lease term. Upon adoption, the Company recognized $11.3 million of operating lease assets and $12.2 million of operating lease liabilities. The Company does not have significant finance lease assets and liabilities. No cumulative-effect adjustment to opening retained earnings was required. No material impacts were noted on the Consolidated Statements of Operations or Consolidated Statements of Cash Flows. Refer to Note 3 for additional details on the Company’s leases. On October 1, 2019, the Company adopted ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . As the Company had no stranded tax effects resulting from the Tax Cuts and Jobs Act enacted on December 22, 2017, no election to reclassify stranded tax effects from Accumulated other comprehensive to Retained earnings was made. The Company also adopted the following ASU 2018-07, Improvements to Nonemployee Share-based Payment Accounting, during the six months ended March 31, 2020. It did not have a significant impact on the consolidated financial statements or the related footnote disclosures. Accounting Standards Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326) , or ASC 326. ASC 326, including all amendments and related guidance, was designed to provide financial statement users with more useful information about the expected credit losses on financial instruments and other commitments to extend credit. ASC 326 will require estimation of expected credit losses using a methodology that takes into consideration a broad range of reasonable and supportable information. The guidance will be effective for the Company beginning on October 1, 2023 and will be applied on a modified-retrospective basis, with any cumulative-effect adjustment recorded to retained earnings on the adoption date. The Company is in the process of evaluating the impact ASC 326 will have on its consolidated financial statements and expects to estimate credit losses on its financial assets such as its Accounts receivable, Short-term investments, and promissory note. While the Company has not experienced significant credit losses historically, the materiality of the impact of adoption will depend on events and conditions as of the date of adoption, which cannot be determined conclusively at this time. In August 2018, the FASB issued ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract . ASU 2018-15 aligns the requirements for capitalizing implementation costs in a cloud computing arrangement with the requirement for capitalizing implementation costs incurred to develop or obtain internal-use software. This ASU will become effective for the Company beginning October 1, 2020. The Company is currently evaluating the effect that the adoption of this ASU may have on its consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes . ASU 2019-12 seeks to improve the consistent application of and simplify the guidance for the accounting for income taxes. The ASU removes certain exceptions to the general principals in ASC 740, Income Taxes , and clarifies and amends other existing guidance. The ASU will become effective for the Company beginning October 1, 2021. The Company is currently evaluating the effect that the adoption of this ASU may have on its consolidated financial statements. |
Leases
Leases | 6 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Leases | The Company has operating leases for its corporate offices, warehouses, vehicles and equipment. The operating leases have remaining terms of up to 5.4 years. Some of the leases have options to extend or terminate the leases. The exercise of such options is generally at the Company’s discretion. The lease agreements do not contain any significant residual value guarantees or restrictive covenants. The Company also subleases excess corporate office space. The Company's finance leases and related balances are not significant. The components of lease expense are: (in thousands) Three months ended March 31, 2020 Six months ended March 31, 2020 Finance lease – lease asset amortization $ 16 $ 37 Finance lease – interest on lease liabilities 5 12 Operating lease cost 1,344 2,680 Short-term lease cost 23 44 Variable lease cost (1) 420 751 Sublease income (20) (139) Total net lease cost $ 1,788 $ 3,385 (1) Variable lease costs primarily relate to the Company's election to combine non-lease components such as common area maintenance, insurance and taxes related to its real estate leases. To a lesser extent, the Company's equipment leases have variable costs associated with usage and subsequent changes to costs based upon an index. Maturities of lease liabilities are: March 31, 2020 (in thousands) Operating Leases Finance Leases Remainder of 2020 $ 2,736 $ 28 2021 3,932 56 2022 2,594 55 2023 1,864 56 2024 919 56 Thereafter 348 105 Total lease payments (1) $ 12,393 $ 356 Less: imputed interest (2) (1,219) (72) Total lease liabilities $ 11,174 $ 284 (1) The weighted average remaining lease ter m is 3.1 years for operating leases and 6.3 yea rs for finance leases. (2) The weighted average discount rate is 6.4% for operating leases and 7.5% for finance leases. Supplemental disclosures of cash flow information related to leases are: (in thousands) Six Months Ended Cash paid for amounts included in operating lease liabilities $ 2,506 Cash paid for amounts included in finance lease liabilities 17 Non-cash: lease liabilities arising from new operating lease assets obtained (1) 12,188 Non-cash: lease liabilities arising from new finance lease assets obtained 10 Non-cash: adjustments to lease assets and liabilities 1,675 (1) Amount includes $12.2 million of lease liabilities recognized upon the adoption of ASC 842 on October 1, 2019 (see Note 2). |
Leases | The Company has operating leases for its corporate offices, warehouses, vehicles and equipment. The operating leases have remaining terms of up to 5.4 years. Some of the leases have options to extend or terminate the leases. The exercise of such options is generally at the Company’s discretion. The lease agreements do not contain any significant residual value guarantees or restrictive covenants. The Company also subleases excess corporate office space. The Company's finance leases and related balances are not significant. The components of lease expense are: (in thousands) Three months ended March 31, 2020 Six months ended March 31, 2020 Finance lease – lease asset amortization $ 16 $ 37 Finance lease – interest on lease liabilities 5 12 Operating lease cost 1,344 2,680 Short-term lease cost 23 44 Variable lease cost (1) 420 751 Sublease income (20) (139) Total net lease cost $ 1,788 $ 3,385 (1) Variable lease costs primarily relate to the Company's election to combine non-lease components such as common area maintenance, insurance and taxes related to its real estate leases. To a lesser extent, the Company's equipment leases have variable costs associated with usage and subsequent changes to costs based upon an index. Maturities of lease liabilities are: March 31, 2020 (in thousands) Operating Leases Finance Leases Remainder of 2020 $ 2,736 $ 28 2021 3,932 56 2022 2,594 55 2023 1,864 56 2024 919 56 Thereafter 348 105 Total lease payments (1) $ 12,393 $ 356 Less: imputed interest (2) (1,219) (72) Total lease liabilities $ 11,174 $ 284 (1) The weighted average remaining lease ter m is 3.1 years for operating leases and 6.3 yea rs for finance leases. (2) The weighted average discount rate is 6.4% for operating leases and 7.5% for finance leases. Supplemental disclosures of cash flow information related to leases are: (in thousands) Six Months Ended Cash paid for amounts included in operating lease liabilities $ 2,506 Cash paid for amounts included in finance lease liabilities 17 Non-cash: lease liabilities arising from new operating lease assets obtained (1) 12,188 Non-cash: lease liabilities arising from new finance lease assets obtained 10 Non-cash: adjustments to lease assets and liabilities 1,675 (1) Amount includes $12.2 million of lease liabilities recognized upon the adoption of ASC 842 on October 1, 2019 (see Note 2). |
Goodwill
Goodwill | 6 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | Goodwill The following table presents changes in the carrying amount of goodwill by reportable segment: (in thousands) CAG GovDeals Machinio Total Balance at September 30, 2018 $ 21,530 $ 23,731 $ 14,558 $ 59,819 Translation adjustments (352) — — (352) Balance at September 30, 2019 $ 21,178 $ 23,731 $ 14,558 $ 59,467 Translation adjustments 63 — — 63 Balance at March 31, 2020 $ 21,241 $ 23,731 $ 14,558 $ 59,530 Goodwill is tested for impairment at the beginning of the fourth quarter and during interim periods whenever events or circumstances indicate that the carrying value may not be recoverable. During the three months ended March 31, 2020, the Company identified factors associated with the COVID-19 pandemic that indicated that an interim goodwill impairment test was necessary. These factors included a deterioration of macroeconomic conditions, near-term declines in the Company's results of operations as a result of "shelter-in-place" orders and other related measures, and a decline in the Company's market capitalization. For the interim goodwill impairment test, the Company performed a fair-value based test for all reporting units with goodwill balances. The fair value of each reporting unit was determined using a discounted cash flow (DCF) analysis. The DCF analysis relied on significant assumptions and judgments about the forecasted future cash flows over the five-year projection period, including revenues, gross profit margins, operating expenses, income taxes, capital expenditures, working capital, and an estimate of the impact and duration of COVID-19 on those factors. These forecasts of future cash flows represent the Company's best estimate using information that is currently available. However, given the uncertainty associated with the COVID-19 pandemic, including its extent and duration, actual results could differ significantly from those estimates. The DCF analysis also used included significant assumptions and judgments about long-term growth rates and discount rates. The fair value of the GovDeals reporting unit is substantially in excess of its carrying value. The fair value of the CAG and Machinio reporting units exceeded their carrying values by 21% and 12%, respectively. No impairment charge was recorded as a result of the interim goodwill impairment test. |
Intangible Assets
Intangible Assets | 6 Months Ended |
Mar. 31, 2020 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Intangible Assets | Intangible Assets The components of intangible assets are as follows: March 31, 2020 September 30, 2019 (dollars in thousands) Useful Gross Accumulated Net Gross Accumulated Net Contract intangibles 6 $ 3,100 $ (904) $ 2,196 $ 3,100 $ (646) $ 2,454 Technology 5 2,700 (945) 1,755 2,700 (675) 2,025 Patent and trademarks 7 - 10 2,321 (855) 1,466 2,276 (712) 1,564 Total intangible assets $ 8,121 $ (2,704) $ 5,417 $ 8,076 $ (2,033) $ 6,043 The remaining intangible assets balance at March 31, 2020 is expected to be amortized as follows: (in thousands) Expected Amortization Expense Years ending September 30, Remainder of 2020 $ 670 2021 1,335 2022 1,327 2023 1,183 2024 645 2025 and thereafter 257 Total $ 5,417 Intangible asset amortization expense was $0.3 million and $0.3 million for the three months ended March 31, 2020 and 2019, respectively and $0.7 million and $0.7 million for the six months ended March 31, 2020 and 2019, respectively. The factors associated with the COVID-19 pandemic discussed in Note 4 also indicated that an interim long-lived asset impairment test was necessary during the three months ended March 31, 2020. For each asset group, the Company performed an undiscounted cash flow analysis that relies on significant assumptions and judgments surrounding the forecasts of future cash flows over each asset group's projection period. These forecasts of future cash flows represent the Company's best estimate using information that is currently available. However, given the significant uncertainty associated with the COVID-19 pandemic, including its extent and duration, actual results could differ significantly from those estimates. For each asset group, the undiscounted cash flows exceeded the asset group's carrying value. No impairment charge was recorded as a result of the interim long-lived asset impairment test. |
Income Taxes
Income Taxes | 6 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company’s interim effective income tax rate is based on management’s best current estimate of the Company's expected annual effective income tax rate. The Company recorded a pre-tax loss in the first six months of fiscal year 2020 and its corresponding effective tax rate is (5.6%). Tax expense in the six months ended March 31, 2020 is due to state and foreign taxes paid. The effective tax rate differed from the statutory federal rate of 21% primarily as a result of the valuation allowance charge on current year losses and the impact of foreign, state, and local income taxes and permanent tax adjustments. The Company identified no new uncertain tax positions during the six months ended March 31, 2020. The Company and its subsidiaries file income tax returns in the U.S. federal jurisdiction, various state and local jurisdictions and in foreign jurisdictions, primarily Canada and the United Kingdom. As of March 31, 2020, none of the Company's federal or state income tax returns are under examination, however, we remain subject to examination for certain of our foreign income tax returns. The statute of limitations for U.S. federal income tax returns for years prior to fiscal 2016 is now closed. However, certain tax attribute carryforwards that were generated prior to fiscal 2016 may be adjusted upon examination by tax authorities if they are utilized. On March 27, 2020, the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”) was signed into law. The CARES Act provides opportunities for additional liquidity, loan guarantees, and other government programs to support companies affected by the COVID-19 pandemic and their employees. Based on our preliminary analysis of the CARES Act, we do not expect a significant impact to our consolidated financial statements. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity The changes in stockholders’ equity for the prior year comparable period is as follows: Common Stock (dollars in thousands) Shares Amount Additional Accumulated Accumulated Total Balance at September 30, 2018 32,774,118 $ 33 $ 236,115 $ (6,449) $ (100,045) $ 129,654 Cumulative adjustment related to the adoption of ASC 606 — — — — 730 730 Net loss — — — — (5,022) (5,022) Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units 409,060 — 8 — — 8 Stock compensation expense — — 1,556 — — 1,556 Foreign currency translation — — — (427) — (427) Balance at December 31, 2018 33,183,178 $ 33 $ 237,679 $ (6,876) $ (104,337) $ 126,499 Net loss — — — — (4,362) (4,362) Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units 197,642 — 116 — — 116 Stock compensation expense — — 2,011 — — 2,011 Forfeitures of restricted stock awards (33,163) — — — — — Foreign currency translation — — — 198 3 201 Balance at March 31, 2019 33,347,657 $ 33 $ 239,806 $ (6,678) $ (108,696) $ 124,465 Stock Compensation Incentive Plans During the quarter ended March 31, 2020, the Company's shareholders approved an amendment and restatement to its Second Amended and Restated 2006 Omnibus Long-Term Incentive Plan (the Third Amended and Restated 2006 Omnibus Long-Term Incentive Plan) to increase the number of shares of common stock reserved for issuance from 16,300,000 to 19,100,000. Stock Compensation Expense Stock-based compensation expense was $2.3 million for the six months ended March 31, 2020, which included $2.4 million of expense related to equity-classified stock options and RSUs & RSAs (restricted stock units and awards) and a $0.1 million benefit related to liability-classified SARs (cash-settled stock appreciation rights). Stock Options and RSUs & RSAs The following table presents stock option and RSUs & RSAs grant activity: Six Months Ended March 31, 2020 Stock Options granted: Options containing only service conditions: 415,719 Weighted average exercise price $ 6.82 Weighted average grant date fair value $ 2.72 Options containing performance or market conditions: 402,800 Weighted average exercise price $ 6.82 Weighted average grant date fair value $ 2.62 RSUs & RSAs granted: RSUs & RSAs containing only service conditions: 310,493 Weighted average grant date fair value $ 5.92 RSUs & RSAs containing performance or market conditions: 173,600 Weighted average grant date fair value $ 4.49 The stock options and RSUs & RSAs containing only service conditions will vest over a four four The range of assumptions used to determine the fair value of stock options containing only service conditions using the Black-Scholes option-pricing model during the six months ended March 31, 2020 include a dividend yield of 0.0%, expected volatility rates of 46.5% to 51.0%, risk-free interest rates of 0.5% to 1.5%, and expected terms o f 4.6 to 7.4 years. The range of assumptions used to determine the fair value of stock options and RSUs & RSAs containing market conditions using Monte Carlo simulations during the six months ended March 31, 2020 include a dividend yield of 0.0%, expected volatility rates of 46.7% to 51.2%, risk-free interest rates of 1.5% to 1.7%, and expected holding period (% of remaining term for stock options only) of 30.7% to 100%. SARs During the three months ended March 31, 2020, the Company did not issue any SARs, 225,267 SARs were exercised requiring the Company to make cash payments of $0.6 million, and 29,815 SARs were canceled. As of March 31, 2020, 178,500 SARs were outstanding. Share Repurchase Program The Company did not repurchase shares during the six months ended March 31, 2020 or 2019. As of March 31, 2020, the Company has $10.1 million of remaining authorization to repurchase shares under its share repurchase program. |
Fair Value Measurement
Fair Value Measurement | 6 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | Fair Value Measurement The Company measures and records certain assets and liabilities at fair value on a recurring basis. Authoritative guidance issued by the FASB establishes a fair value hierarchy for those instruments measured at fair value that distinguishes between assumptions based on market data (observable inputs) and the Company’s assumptions (unobservable inputs). The hierarchy consists of three levels: Level 1: Quoted market prices in active markets for identical assets or liabilities; Level 2: Inputs other than Level 1 inputs that are either directly or indirectly observable; and Level 3: Unobservable inputs developed using estimates and assumptions developed by the Company, which reflect those that a market participant would use. During the year ended September 30, 2018, and as a result of the acquisition of Machinio, the Company recorded contingent consideration which was measured at fair value (Level 3). At September 30, 2019, the Company estimated the fair value of the contingent consideration using a Monte Carlo simulation. The simulation estimated Machinio's adjusted EBITDA over the calendar year 2019 earn-out period using a market-based volatility factor and market interest rates resulting in an average EBITDA. A present value factor was applied based on the expected settlement date of the contingent consideration. At March 31, 2020, the calendar year 2019 earn-out period was complete and the liability has been paid in full. The changes in the earn-out liability measured at fair value using Level 3 inputs to determine fair value for the six months ended March 31, 2020 are as follows: (in thousands) Contingent Consideration Balance at September 30, 2019 $ 4,800 Change in fair value 200 Settlement (5,000) Balance at March 31, 2020 $ — The increase in the fair value of the earn-out liability is due to Machinio's full attainment of its actual adjusted EBITDA target for the calendar year 2019 earn-out period. The expense for the change in fair value was included in Other operating expenses in the Consolidated Statements of Operations. The earn-out liability was paid in full during the three months ended March 31, 2020. The Company also has short-term investments of $10.0 million and $30.0 million at March 31, 2020 and September 30, 2019, respectively, in certificates of deposit with maturities of six months or less, and interest rates between 1.76% and 2.50%. These assets were measured at fair value at March 31, 2020 and September 30, 2019 and were classified as Level 1 assets within the fair value hierarchy. The Company’s financial assets and liabilities not measured at fair value are cash and cash equivalents (which includes cash and commercial paper with original maturities of less than 90 days), accounts receivable, a promissory note and accounts payable. The Company believes the carrying values of these instruments approximate fair value. |
Defined Benefit Pension Plan
Defined Benefit Pension Plan | 6 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Defined Benefit Pension Plan | Defined Benefit Pension Plan Certain employees of Liquidity Services UK Limited (GoIndustry), which the Company acquired in July 2012, are covered by the Henry Butcher Pension Fund and Life Assurance Scheme (the Scheme), a qualified defined benefit pension plan. The Company guarantees GoIndustry's performance on all present and future obligations to make payments to the Scheme for up to a maximum of £10 million British pounds. The Scheme was closed to new members on January 1, 2002. The net periodic benefit, other than service costs, is recognized within Interest other income, net in the Consolidated Statements of Operations, and for the three and six months ended March 31, 2020 and 2019 included the following components: Three Months Ended March 31, Six Months Ended March 31, (in thousands) 2020 2019 2020 2019 Service cost $ — $ — $ — $ — Interest cost 109 154 217 $ 311 Expected return on plan assets (204) (229) (404) (473) Amortization of prior service cost 5 — 10 — Total net periodic (benefit) $ (90) $ (75) $ (177) $ (162) |
Business Realignment Expenses
Business Realignment Expenses | 6 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Business Realignment Expenses | Business Realignment Expenses Business realignment expenses are associated with management changes, exiting certain businesses, or other cost saving actions and are recorded as a component of Other operating expenses on the Consolidated Statements of Operations. For the year ended September 30, 2019, business realignment expenses were incurred related to: management changes associated with a strategic reorganization of the Company's go-to-market strategy for self-directed and fully-managed market place services, the conclusion of the Scrap Contract, and other cost saving actions. Business realignment expenses were as follows for the periods presented: Three Months Ended March 31, Six Months Ended March 31, (in thousands) 2020 2019 2020 2019 Employee severance and benefit costs: CAG $ — $ — $ — $ — Corporate & Other — — — 170 Total employee severance and benefit costs — — — 170 Occupancy and other costs: CAG — 5 — 51 Corporate & Other — — — 134 Total occupancy and other costs — 5 — 185 Total business realignment expenses $ — $ 5 $ — $ 355 The table below sets forth the significant components and activity in the liability for business realignment initiatives, on a segment and consolidated basis: (in thousands) Liability Balance at September 30, 2018 Business Cash Liability Balance at September 30, 2019 Adoption of ASC 842 Business Cash Liability Balance at March 31, 2020 Employee severance and benefit costs: CAG $ 89 $ 443 $ (118) $ 414 $ — $ — $ (414) $ — Corporate & Other 21 1,537 (1,320) 238 — — (238) — Total employee severance and benefit costs $ 110 $ 1,980 $ (1,438) $ 652 $ — $ — $ (652) $ — Occupancy and other costs: CAG 459 51 (341) 169 (169) — — — Corporate & Other 807 134 (941) — — — — — Total occupancy and other costs $ 1,266 $ 185 $ (1,282) $ 169 $ (169) $ — $ — $ — Total business realignment $ 1,376 $ 2,165 $ (2,720) $ 821 $ (169) $ — $ (652) $ — |
Legal Proceedings and Other Con
Legal Proceedings and Other Contingencies | 6 Months Ended |
Mar. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings and Other Contingencies | Legal Proceedings and Other Contingencies The Company reserves for contingent liabilities based on ASC 450, Contingencies , when it determines that a liability is probable and reasonably estimable. From time to time, the Company may become involved in litigation relating to claims arising in the ordinary course of the business. There are no claims or actions pending or threatened against the Company that, if adversely determined, would in management's judgment have a material adverse effect on the Company. |
Segment Information
Segment Information | 6 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company provides results in four reportable operating segments: GovDeals, RSCG, CAG and Machinio. Descriptions of our reportable segments are as follows: • The GovDeals reportable segment provides self-directed service solutions in which sellers list their own assets, and it consists of marketplaces that enable local and state government entities including city, county and state agencies, as well as quasi-governmental businesses located in the United States and Canada to sell surplus and salvage assets. GovDeals also offers a suite of services to sellers that includes asset sales and marketing. Through the end of fiscal 2019, GovDeals provided self-directed service solutions to commercial businesses as part of the Auction Deals marketplace. • The RSCG reportable segment consists of marketplaces that enable corporations located in the United States and Canada to sell surplus and salvage consumer goods and retail capital assets. RSCG also offers a suite of services that includes returns management, asset recovery, and e-commerce services. This segment includes the Company's Liquidation.com, Liquidation.com DIRECT, and Secondipity marketplaces. • The CAG reportable segment provides full-service solutions to sellers and it consists of marketplaces that enable commercial businesses to sell surplus, salvage, and scrap assets. CAG also offers a suite of services that includes surplus management, asset valuation, asset sales and marketing. Commercial sellers are located in the United States, Europe, Australia and Asia. This segment includes the Company's Network International and GoIndustry DoveBid marketplaces and, beginning in fiscal 2020, self-directed service solutions for commercial businesses within a unified marketplace previously referred to as Auction Deals. Prior to the conclusion of the Scrap Contract (see Note 2), CAG sold scrap assets from the DoD on its Government Liquidation marketplace. • The Machinio reportable segment operates a global online platform for listing used equipment for sale in the construction, machine tool, transportation, printing and agriculture sectors. We also report results of Corporate & Other, which for the three and six months ended March 31, 2019 includes a previously existing operating segment that did not meet the quantitative thresholds to be a reportable segment, IronDirect. The Company exited the IronDirect business in January 2019. Decisions concerning the allocation of the Company’s resources are made by the Company’s Chief Operating Decision Maker (CODM), which is the Company's Chief Executive Officer. The Company reports segment information based on the internal performance measures used by the CODM to assess the performance of each operating segment in a given period. In connection with that assessment, the CODM uses segment gross profit to evaluate the performance of each segment. Gross profit is calculated as total revenue less cost of goods sold and seller distributions. The following table sets forth certain financial information for the Company's reportable segments: Three Months Ended March 31, Six Months Ended March 31, (in thousands) 2020 2019 2020 2019 GovDeals: Revenue $ — $ — $ — $ — Fee revenue 7,822 7,697 15,837 15,355 Total revenue 7,822 7,697 15,837 15,355 Gross profit $ 7,278 $ 7,042 $ 14,724 $ 14,103 RSCG: Revenue $ 32,577 $ 29,823 $ 60,403 $ 55,894 Fee revenue 3,680 4,188 7,551 7,595 Total revenue 36,257 34,011 67,954 63,489 Gross profit $ 12,394 $ 12,287 $ 22,699 $ 21,836 CAG: Revenue $ 2,626 $ 7,498 $ 5,149 $ 16,727 Fee revenue 4,413 6,186 9,832 12,438 Total revenue 7,039 13,684 14,981 29,165 Gross profit $ 4,922 $ 8,614 $ 10,736 $ 17,496 Machinio: Revenue $ — $ — $ — $ — Fee revenue 1,706 1,374 3,556 2,366 Total revenue 1,706 1,374 3,556 2,366 Gross Profit $ 1,611 $ 1,265 $ 3,374 $ 2,143 Corporate & Other: Revenue $ — $ 34 $ — $ 469 Fee revenue — — — 9 Total revenue — 34 — 478 Gross profit $ — $ 10 $ — $ 113 Consolidated: Revenue $ 35,203 $ 37,355 $ 65,552 $ 73,090 Fee revenue 17,621 19,445 36,776 37,763 Total revenue 52,824 56,800 102,328 110,853 Gross profit $ 26,205 $ 29,218 $ 51,533 $ 55,691 The following table presents a reconciliation of gross profit used in the reportable segments to the Company's consolidated results: Three Months Ended March 31, Six Months Ended March 31, (in thousands) 2020 2019 2020 2019 Reconciliation: Gross profit $ 26,205 $ 29,218 $ 51,533 $ 55,691 Operating expenses 30,669 32,353 60,794 63,696 Other operating expenses (12) 1,350 181 1,555 Interest and other income, net (257) (451) (509) (770) Loss before provision for income taxes $ (4,195) $ (4,034) $ (8,933) $ (8,790) The percent of our revenues that came from transactions conducted outside of the United States for the three months ended March 31, 2020 and 2019 was 10.9% and 14.6%, respectively and the percent of our revenues that came from transactions conducted outside of the United States for the six months ended March 31, 2020 and 2019 was 13.1% and 15.4%, respectively. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Mar. 31, 2020 | |
Accounting Policies [Abstract] | |
Unaudited Interim Financial Information | Unaudited Interim Financial Information |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States requires management to make estimates and assumptions that affect amounts in the consolidated financial statements and accompanying notes. For the three months ended March 31, 2020, these estimates required the Company to make assumptions about the extent and duration of the COVID-19 pandemic and its impacts on the Company's results of operations. As there is uncertainty associated with the COVID-19 pandemic, the Company will continue to update its assumptions as conditions change. Actual results could differ significantly from those estimates. |
Leases | Leases The Company adopted Accounting Standards Codification (ASC) Topic 842, Leases (ASC 842) effective October 1, 2019. As a result of adopting ASC 842, there have been significant changes to the Company's lease accounting policy from the disclosures in the Company’s Annual Report on Form 10-K for the year ended September 30, 2019. These changes are described below. The Company determines if an arrangement is a lease upon inception. A contract is or contains a lease if the contract provides the right to control the use of an identified asset for a period of time. Lease assets and liabilities are recognized at the lease commencement date at an amount equal to the present value of the lease payments to be made over the lease term. The lease payments represent the combination of lease and nonlease components. The discount rate used to determine the present value is the Company’s incremental borrowing rate for a duration that is consistent with the lease term, as the rates implicit in the Company’s leases are generally not determinable. The Company’s incremental borrowing rate is estimated using publicly-available information for companies with comparable financial profiles, adjusted for the impact of collateralization. The lease term includes the impacts of options to extend or terminate the lease only if it is reasonably certain that the option will be exercised. Lease expense related to operating lease assets and liabilities is recognized on a straight-line basis over the lease term. Lease expense related to finance lease assets is recognized on a straight-line basis over the shorter of the useful life of the asset or the lease term, while lease expense related to finance lease liabilities is recognized using the interest method. Lease-related payments not included in the determination of the lease assets and liabilities, such as variable lease payments, are expensed as incurred. Lease assets and liabilities are not recognized when the lease term is 12 months or less, however, short-term lease expense is still recognized on a straight-line basis over the lease term. Balances related to the Company's finance leases are included with Other assets (finance lease assets), Accrued expenses and other liabilities (current portion of finance lease liabilities), and Deferred taxes and other long-term liabilities (non-current portion of finance lease liabilities). Lease assets are assessed for impairment in accordance with the Company’s accounting policy for the impairment of long-lived assets. |
Contract Assets and Liabilities; Contract Costs | Contract Assets and Liabilities Contract assets reflect an estimate of expenses that will be reimbursed upon settlement with a seller. The contract asset balance was $0.3 million as of March 31, 2020 and $0.3 million as of September 30, 2019 and is included in the line item Prepaid expenses and other current assets on the Consolidated Balance Sheets. Contract liabilities reflect obligations to provide services for which the Company has already received consideration, and generally arise from up-front payments received in connection with Machinio's subscription services. The contract liability balance was $3.0 million as of March 31, 2020 and $3.0 million as of September 30, 2019, and is included in the line item Deferred revenue on the Consolidated Balance Sheets. Of the September 30, 2019 contract liability balance, $2.3 million was earned as Fee revenue during the six months ended March 31, 2020. The $3.0 million contract liability balance as of March 31, 2020 also represents the Company's remaining performance obligations related to contracts with customers that are one year or greater in duration. The Company expects to recognize the substantial majority of that amount as Fee revenue over the next 12 months. Contract Costs |
Other Assets - Promissory Note | Other Assets - Promissory Note On September 30, 2015, the Company sold certain assets related to its Jacobs Trading business to Tanager Acquisitions, LLC (Tanager). In connection with the disposition, Tanager assumed certain liabilities related to the Jacobs Trading business. Tanager issued a $12.3 million five On October 10, 2019, the Company entered into a Forbearance Agreement and Amendment to Note, Security Agreement and Guaranty Agreement (the "Forbearance Agreement") with Tanager (now known as Jacobs Trading, LLC) and certain of its affiliates (collectively, "JTC"). In exchange for additional collateral, security, and a higher interest rate, the Company granted JTC a new repayment schedule that requires quarterly payments to be made from August 2020 to August 2023. Upon execution of the Forbearance Agreement, JTC repaid $2.5 million in principal, plus $0.4 million in accrued interest. JTC has the opportunity to prepay the full amount remaining before May 15, 2020 at a $0.5 million discount. Of the $12.3 million owed to the Company, $6.6 million has been repaid as of March 31, 2020. |
Risk Associated with Certain Concentrations | Risk Associated with Certain Concentrations The Company does not perform credit evaluations for the majority of its buyers. However, most sales are recorded subsequent to payment authorization being received. As a result, the Company is not subject to significant collection risk, as most goods are not shipped before payment is received. For consignment sales transactions, funds are typically collected from buyers and are held by the Company on the sellers' behalf in Payables to sellers on the Consolidated Balance Sheets. The Company releases the funds, less the Company's commission and other fees due, to the seller through Accounts payable after the buyer has accepted the goods or within 30 days, depending on the state where the buyer and seller conduct business. Financial instruments that potentially subject the Company to significant concentrations of credit risk consist principally of cash in banks over FDIC limits, certificates of deposit, accounts receivable, and the promissory note. The Company deposits its cash with financial institutions that the Company considers to be of high credit quality. |
Earnings per Share | Earnings per Share |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Accounting Standards Adopted On October 1, 2019, the Company adopted ASC 842 using the modified retrospective transition method. Prior periods have not been restated. To perform the adoption, the Company elected several practical expedients, including the package of practical expedients to not reassess prior conclusions on whether a contract is or contains a lease, lease classification, and initial direct costs. The Company also elected to combine both the lease and non-lease components as a single component to be accounted for as a lease, to not recognize lease assets or liabilities for leases with initial lease terms of 12 months or less, and to not use hindsight when determining the lease term. Upon adoption, the Company recognized $11.3 million of operating lease assets and $12.2 million of operating lease liabilities. The Company does not have significant finance lease assets and liabilities. No cumulative-effect adjustment to opening retained earnings was required. No material impacts were noted on the Consolidated Statements of Operations or Consolidated Statements of Cash Flows. Refer to Note 3 for additional details on the Company’s leases. On October 1, 2019, the Company adopted ASU 2018-02, Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income . As the Company had no stranded tax effects resulting from the Tax Cuts and Jobs Act enacted on December 22, 2017, no election to reclassify stranded tax effects from Accumulated other comprehensive to Retained earnings was made. The Company also adopted the following ASU 2018-07, Improvements to Nonemployee Share-based Payment Accounting, during the six months ended March 31, 2020. It did not have a significant impact on the consolidated financial statements or the related footnote disclosures. Accounting Standards Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial Instruments (Topic 326) , or ASC 326. ASC 326, including all amendments and related guidance, was designed to provide financial statement users with more useful information about the expected credit losses on financial instruments and other commitments to extend credit. ASC 326 will require estimation of expected credit losses using a methodology that takes into consideration a broad range of reasonable and supportable information. The guidance will be effective for the Company beginning on October 1, 2023 and will be applied on a modified-retrospective basis, with any cumulative-effect adjustment recorded to retained earnings on the adoption date. The Company is in the process of evaluating the impact ASC 326 will have on its consolidated financial statements and expects to estimate credit losses on its financial assets such as its Accounts receivable, Short-term investments, and promissory note. While the Company has not experienced significant credit losses historically, the materiality of the impact of adoption will depend on events and conditions as of the date of adoption, which cannot be determined conclusively at this time. In August 2018, the FASB issued ASU 2018-15, Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement that is a Service Contract . ASU 2018-15 aligns the requirements for capitalizing implementation costs in a cloud computing arrangement with the requirement for capitalizing implementation costs incurred to develop or obtain internal-use software. This ASU will become effective for the Company beginning October 1, 2020. The Company is currently evaluating the effect that the adoption of this ASU may have on its consolidated financial statements. In December 2019, the FASB issued ASU 2019-12, Simplifying the Accounting for Income Taxes . ASU 2019-12 seeks to improve the consistent application of and simplify the guidance for the accounting for income taxes. The ASU removes certain exceptions to the general principals in ASC 740, Income Taxes , and clarifies and amends other existing guidance. The ASU will become effective for the Company beginning October 1, 2021. The Company is currently evaluating the effect that the adoption of this ASU may have on its consolidated financial statements. |
Leases (Tables)
Leases (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Leases [Abstract] | |
Summary of lease expense and supplemental cash flow information | The components of lease expense are: (in thousands) Three months ended March 31, 2020 Six months ended March 31, 2020 Finance lease – lease asset amortization $ 16 $ 37 Finance lease – interest on lease liabilities 5 12 Operating lease cost 1,344 2,680 Short-term lease cost 23 44 Variable lease cost (1) 420 751 Sublease income (20) (139) Total net lease cost $ 1,788 $ 3,385 (1) Variable lease costs primarily relate to the Company's election to combine non-lease components such as common area maintenance, insurance and taxes related to its real estate leases. To a lesser extent, the Company's equipment leases have variable costs associated with usage and subsequent changes to costs based upon an index. Supplemental disclosures of cash flow information related to leases are: (in thousands) Six Months Ended Cash paid for amounts included in operating lease liabilities $ 2,506 Cash paid for amounts included in finance lease liabilities 17 Non-cash: lease liabilities arising from new operating lease assets obtained (1) 12,188 Non-cash: lease liabilities arising from new finance lease assets obtained 10 Non-cash: adjustments to lease assets and liabilities 1,675 (1) Amount includes $12.2 million of lease liabilities recognized upon the adoption of ASC 842 on October 1, 2019 (see Note 2). |
Schedule of operating lease maturities | Maturities of lease liabilities are: March 31, 2020 (in thousands) Operating Leases Finance Leases Remainder of 2020 $ 2,736 $ 28 2021 3,932 56 2022 2,594 55 2023 1,864 56 2024 919 56 Thereafter 348 105 Total lease payments (1) $ 12,393 $ 356 Less: imputed interest (2) (1,219) (72) Total lease liabilities $ 11,174 $ 284 (1) The weighted average remaining lease ter m is 3.1 years for operating leases and 6.3 yea rs for finance leases. (2) The weighted average discount rate is 6.4% for operating leases and 7.5% for finance leases. |
Schedule of finance lease maturities | Maturities of lease liabilities are: March 31, 2020 (in thousands) Operating Leases Finance Leases Remainder of 2020 $ 2,736 $ 28 2021 3,932 56 2022 2,594 55 2023 1,864 56 2024 919 56 Thereafter 348 105 Total lease payments (1) $ 12,393 $ 356 Less: imputed interest (2) (1,219) (72) Total lease liabilities $ 11,174 $ 284 (1) The weighted average remaining lease ter m is 3.1 years for operating leases and 6.3 yea rs for finance leases. (2) The weighted average discount rate is 6.4% for operating leases and 7.5% for finance leases. |
Goodwill (Tables)
Goodwill (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of goodwill activity | The following table presents changes in the carrying amount of goodwill by reportable segment: (in thousands) CAG GovDeals Machinio Total Balance at September 30, 2018 $ 21,530 $ 23,731 $ 14,558 $ 59,819 Translation adjustments (352) — — (352) Balance at September 30, 2019 $ 21,178 $ 23,731 $ 14,558 $ 59,467 Translation adjustments 63 — — 63 Balance at March 31, 2020 $ 21,241 $ 23,731 $ 14,558 $ 59,530 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Finite-Lived Intangible Assets, Net [Abstract] | |
Schedule of intangible assets | The components of intangible assets are as follows: March 31, 2020 September 30, 2019 (dollars in thousands) Useful Gross Accumulated Net Gross Accumulated Net Contract intangibles 6 $ 3,100 $ (904) $ 2,196 $ 3,100 $ (646) $ 2,454 Technology 5 2,700 (945) 1,755 2,700 (675) 2,025 Patent and trademarks 7 - 10 2,321 (855) 1,466 2,276 (712) 1,564 Total intangible assets $ 8,121 $ (2,704) $ 5,417 $ 8,076 $ (2,033) $ 6,043 |
Schedule of future expected amortization of intangible assets | The remaining intangible assets balance at March 31, 2020 is expected to be amortized as follows: (in thousands) Expected Amortization Expense Years ending September 30, Remainder of 2020 $ 670 2021 1,335 2022 1,327 2023 1,183 2024 645 2025 and thereafter 257 Total $ 5,417 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Equity [Abstract] | |
Schedule of stockholders' equity | The changes in stockholders’ equity for the prior year comparable period is as follows: Common Stock (dollars in thousands) Shares Amount Additional Accumulated Accumulated Total Balance at September 30, 2018 32,774,118 $ 33 $ 236,115 $ (6,449) $ (100,045) $ 129,654 Cumulative adjustment related to the adoption of ASC 606 — — — — 730 730 Net loss — — — — (5,022) (5,022) Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units 409,060 — 8 — — 8 Stock compensation expense — — 1,556 — — 1,556 Foreign currency translation — — — (427) — (427) Balance at December 31, 2018 33,183,178 $ 33 $ 237,679 $ (6,876) $ (104,337) $ 126,499 Net loss — — — — (4,362) (4,362) Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units 197,642 — 116 — — 116 Stock compensation expense — — 2,011 — — 2,011 Forfeitures of restricted stock awards (33,163) — — — — — Foreign currency translation — — — 198 3 201 Balance at March 31, 2019 33,347,657 $ 33 $ 239,806 $ (6,678) $ (108,696) $ 124,465 |
Summary of stock options and restricted stock granted | The following table presents stock option and RSUs & RSAs grant activity: Six Months Ended March 31, 2020 Stock Options granted: Options containing only service conditions: 415,719 Weighted average exercise price $ 6.82 Weighted average grant date fair value $ 2.72 Options containing performance or market conditions: 402,800 Weighted average exercise price $ 6.82 Weighted average grant date fair value $ 2.62 RSUs & RSAs granted: RSUs & RSAs containing only service conditions: 310,493 Weighted average grant date fair value $ 5.92 RSUs & RSAs containing performance or market conditions: 173,600 Weighted average grant date fair value $ 4.49 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Changes in financial liabilities fair value | The changes in the earn-out liability measured at fair value using Level 3 inputs to determine fair value for the six months ended March 31, 2020 are as follows: (in thousands) Contingent Consideration Balance at September 30, 2019 $ 4,800 Change in fair value 200 Settlement (5,000) Balance at March 31, 2020 $ — |
Defined Benefit Pension Plan (T
Defined Benefit Pension Plan (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of net periodic benefit cost recognized | The net periodic benefit, other than service costs, is recognized within Interest other income, net in the Consolidated Statements of Operations, and for the three and six months ended March 31, 2020 and 2019 included the following components: Three Months Ended March 31, Six Months Ended March 31, (in thousands) 2020 2019 2020 2019 Service cost $ — $ — $ — $ — Interest cost 109 154 217 $ 311 Expected return on plan assets (204) (229) (404) (473) Amortization of prior service cost 5 — 10 — Total net periodic (benefit) $ (90) $ (75) $ (177) $ (162) |
Business Realignment Expenses (
Business Realignment Expenses (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and related costs | Business realignment expenses were as follows for the periods presented: Three Months Ended March 31, Six Months Ended March 31, (in thousands) 2020 2019 2020 2019 Employee severance and benefit costs: CAG $ — $ — $ — $ — Corporate & Other — — — 170 Total employee severance and benefit costs — — — 170 Occupancy and other costs: CAG — 5 — 51 Corporate & Other — — — 134 Total occupancy and other costs — 5 — 185 Total business realignment expenses $ — $ 5 $ — $ 355 The table below sets forth the significant components and activity in the liability for business realignment initiatives, on a segment and consolidated basis: (in thousands) Liability Balance at September 30, 2018 Business Cash Liability Balance at September 30, 2019 Adoption of ASC 842 Business Cash Liability Balance at March 31, 2020 Employee severance and benefit costs: CAG $ 89 $ 443 $ (118) $ 414 $ — $ — $ (414) $ — Corporate & Other 21 1,537 (1,320) 238 — — (238) — Total employee severance and benefit costs $ 110 $ 1,980 $ (1,438) $ 652 $ — $ — $ (652) $ — Occupancy and other costs: CAG 459 51 (341) 169 (169) — — — Corporate & Other 807 134 (941) — — — — — Total occupancy and other costs $ 1,266 $ 185 $ (1,282) $ 169 $ (169) $ — $ — $ — Total business realignment $ 1,376 $ 2,165 $ (2,720) $ 821 $ (169) $ — $ (652) $ — |
Segment Information (Tables)
Segment Information (Tables) | 6 Months Ended |
Mar. 31, 2020 | |
Segment Reporting [Abstract] | |
Schedule of segment reporting information by segment | following table sets forth certain financial information for the Company's reportable segments: Three Months Ended March 31, Six Months Ended March 31, (in thousands) 2020 2019 2020 2019 GovDeals: Revenue $ — $ — $ — $ — Fee revenue 7,822 7,697 15,837 15,355 Total revenue 7,822 7,697 15,837 15,355 Gross profit $ 7,278 $ 7,042 $ 14,724 $ 14,103 RSCG: Revenue $ 32,577 $ 29,823 $ 60,403 $ 55,894 Fee revenue 3,680 4,188 7,551 7,595 Total revenue 36,257 34,011 67,954 63,489 Gross profit $ 12,394 $ 12,287 $ 22,699 $ 21,836 CAG: Revenue $ 2,626 $ 7,498 $ 5,149 $ 16,727 Fee revenue 4,413 6,186 9,832 12,438 Total revenue 7,039 13,684 14,981 29,165 Gross profit $ 4,922 $ 8,614 $ 10,736 $ 17,496 Machinio: Revenue $ — $ — $ — $ — Fee revenue 1,706 1,374 3,556 2,366 Total revenue 1,706 1,374 3,556 2,366 Gross Profit $ 1,611 $ 1,265 $ 3,374 $ 2,143 Corporate & Other: Revenue $ — $ 34 $ — $ 469 Fee revenue — — — 9 Total revenue — 34 — 478 Gross profit $ — $ 10 $ — $ 113 Consolidated: Revenue $ 35,203 $ 37,355 $ 65,552 $ 73,090 Fee revenue 17,621 19,445 36,776 37,763 Total revenue 52,824 56,800 102,328 110,853 Gross profit $ 26,205 $ 29,218 $ 51,533 $ 55,691 |
Reconciliation of revenue from segments to consolidated | The following table presents a reconciliation of gross profit used in the reportable segments to the Company's consolidated results: Three Months Ended March 31, Six Months Ended March 31, (in thousands) 2020 2019 2020 2019 Reconciliation: Gross profit $ 26,205 $ 29,218 $ 51,533 $ 55,691 Operating expenses 30,669 32,353 60,794 63,696 Other operating expenses (12) 1,350 181 1,555 Interest and other income, net (257) (451) (509) (770) Loss before provision for income taxes $ (4,195) $ (4,034) $ (8,933) $ (8,790) |
Organization (Details)
Organization (Details) | 6 Months Ended |
Mar. 31, 2020categoryreportablesegment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of product categories offered (more than) | category | 500 |
Reportable segments (in segments) | reportablesegment | 4 |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies - Narrative (Details) | Oct. 10, 2019USD ($) | Sep. 30, 2015USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($)contract | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($)contract | Mar. 31, 2020USD ($) | Oct. 01, 2019USD ($) | Sep. 30, 2019USD ($) |
Business Acquisition [Line Items] | |||||||||
Contract asset | $ 300,000 | $ 300,000 | $ 300,000 | $ 300,000 | |||||
Contract liability | 3,000,000 | 3,000,000 | 3,000,000 | 3,000,000 | |||||
Contract liability recognized as revenue | 2,300,000 | ||||||||
Interest income | 257,000 | $ 451,000 | 509,000 | $ 770,000 | |||||
Operating lease assets | 10,437,000 | 10,437,000 | 10,437,000 | ||||||
Total lease liabilities | $ 11,174,000 | $ 11,174,000 | 11,174,000 | ||||||
ASU 2016-02 | |||||||||
Business Acquisition [Line Items] | |||||||||
Operating lease assets | $ 11,300,000 | ||||||||
Total lease liabilities | $ 12,200,000 | ||||||||
Supplier Concentration Risk | Cost of Goods | Contract With Commercial Client | |||||||||
Business Acquisition [Line Items] | |||||||||
Concentration risk (as a percentage) | 55.30% | 49.40% | 51.90% | 44.90% | |||||
Government Contracts Concentration Risk | Scrap Contract | |||||||||
Business Acquisition [Line Items] | |||||||||
Number of contracts | contract | 1 | 1 | |||||||
Government Contracts Concentration Risk | Sales Revenue | Scrap Contract | |||||||||
Business Acquisition [Line Items] | |||||||||
Concentration risk (as a percentage) | 7.60% | 7.60% | |||||||
Tanager Acquisitions Promissory Note | |||||||||
Business Acquisition [Line Items] | |||||||||
Receivable with imputed interest, face amount | $ 12,300,000 | ||||||||
Receivable with imputed interest, term | 5 years | ||||||||
Proceeds from collection of notes receivable | $ 2,500,000 | 6,600,000 | |||||||
Interest income | 400,000 | ||||||||
Prepayment discount | $ 500,000 | ||||||||
Receivable with imputed interest, net amount | $ 5,700,000 | $ 5,700,000 | 5,700,000 | ||||||
Tanager Acquisitions Promissory Note | Other Assets | |||||||||
Business Acquisition [Line Items] | |||||||||
Receivable with imputed interest, net amount | 4,600,000 | 4,600,000 | 4,600,000 | ||||||
Tanager Acquisitions Promissory Note | Prepaid Expenses and Other Current Assets | |||||||||
Business Acquisition [Line Items] | |||||||||
Receivable with imputed interest, net amount | 1,100,000 | 1,100,000 | 1,100,000 | ||||||
Prepaid Expenses and Other Current Assets | |||||||||
Business Acquisition [Line Items] | |||||||||
Contract costs | $ 500,000 | $ 500,000 | $ 500,000 | $ 500,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Performance Obligations (Details) - Machinio - Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2020-04-01 $ in Millions | Mar. 31, 2020USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 3 |
Remaining performance obligation, period | 1 year |
Leases - Narrative (Details)
Leases - Narrative (Details) | Mar. 31, 2020 |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Remaining lease terms | 5 years 4 months 24 days |
Leases - Lease Expense (Details
Leases - Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended |
Mar. 31, 2020 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Finance lease – lease asset amortization | $ 16 | $ 37 |
Finance lease – interest on lease liabilities | 5 | 12 |
Operating lease cost | 1,344 | 2,680 |
Short-term lease cost | 23 | 44 |
Variable lease cost | 420 | 751 |
Sublease income | (20) | (139) |
Total net lease cost | $ 1,788 | $ 3,385 |
Leases - Maturities of Lease Li
Leases - Maturities of Lease Liabilities (Details) $ in Thousands | Mar. 31, 2020USD ($) |
Operating Leases | |
Remainder of 2020 | $ 2,736 |
2021 | 3,932 |
2022 | 2,594 |
2023 | 1,864 |
2024 | 919 |
Thereafter | 348 |
Total lease payments | 12,393 |
Less: imputed interest | (1,219) |
Total lease liabilities | 11,174 |
Finance Leases | |
Remainder of 2020 | 28 |
2021 | 56 |
2022 | 55 |
2023 | 56 |
2024 | 56 |
Thereafter | 105 |
Total lease payments | 356 |
Less: imputed interest | (72) |
Total lease liabilities | $ 284 |
Operating leases, weighted average remaining lease term | 3 years 1 month 6 days |
Finance leases, weighted average remaining lease term | 6 years 3 months 18 days |
Operating leases, weighted average discount rate | 6.40% |
Finance leases, weighted average discount rate | 7.50% |
Leases - Supplemental Cash Flow
Leases - Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Mar. 31, 2020 | Oct. 01, 2019 | |
Lessee, Lease, Description [Line Items] | ||
Cash paid for amounts included in operating lease liabilities | $ 2,506 | |
Cash paid for amounts included in finance lease liabilities | 17 | |
Non-cash: lease liabilities arising from new operating lease assets obtained | 12,188 | |
Non-cash: lease liabilities arising from new finance lease assets obtained | 10 | |
Non-cash: adjustments to lease assets and liabilities | 1,675 | |
Total lease liabilities | $ 11,174 | |
ASU 2016-02 | ||
Lessee, Lease, Description [Line Items] | ||
Total lease liabilities | $ 12,200 |
Goodwill - Changes in Goodwill
Goodwill - Changes in Goodwill (Details) - USD ($) $ in Thousands | 6 Months Ended | 12 Months Ended |
Mar. 31, 2020 | Sep. 30, 2019 | |
Goodwill | ||
Balance at the beginning of the period | $ 59,467 | $ 59,819 |
Translation adjustments | 63 | (352) |
Balance at the end of the period | 59,530 | 59,467 |
CAG | ||
Goodwill | ||
Balance at the beginning of the period | 21,178 | 21,530 |
Translation adjustments | 63 | (352) |
Balance at the end of the period | 21,241 | 21,178 |
GovDeals | ||
Goodwill | ||
Balance at the beginning of the period | 23,731 | 23,731 |
Translation adjustments | 0 | 0 |
Balance at the end of the period | 23,731 | 23,731 |
Machinio | ||
Goodwill | ||
Balance at the beginning of the period | 14,558 | 14,558 |
Translation adjustments | 0 | 0 |
Balance at the end of the period | $ 14,558 | $ 14,558 |
Goodwill - Narrative (Details)
Goodwill - Narrative (Details) | 6 Months Ended |
Mar. 31, 2020USD ($) | |
Segment Reporting Information [Line Items] | |
Goodwill impairment | $ 0 |
CAG | |
Segment Reporting Information [Line Items] | |
Percentage of fair value in excess of carrying value | 21.00% |
Machinio | |
Segment Reporting Information [Line Items] | |
Percentage of fair value in excess of carrying value | 12.00% |
Intangible Assets - Carrying Am
Intangible Assets - Carrying Amount (Details) - USD ($) $ in Thousands | 6 Months Ended | |
Mar. 31, 2020 | Sep. 30, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 8,121 | $ 8,076 |
Accumulated Amortization | (2,704) | (2,033) |
Total | $ 5,417 | 6,043 |
Contract intangibles | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (in years) | 6 years | |
Gross Carrying Amount | $ 3,100 | 3,100 |
Accumulated Amortization | (904) | (646) |
Total | $ 2,196 | 2,454 |
Technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (in years) | 5 years | |
Gross Carrying Amount | $ 2,700 | 2,700 |
Accumulated Amortization | (945) | (675) |
Total | 1,755 | 2,025 |
Patent and trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 2,321 | 2,276 |
Accumulated Amortization | (855) | (712) |
Total | $ 1,466 | $ 1,564 |
Minimum | Patent and trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (in years) | 7 years | |
Maximum | Patent and trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Useful Life (in years) | 10 years |
Intangible Assets - Amortizatio
Intangible Assets - Amortization (Details) - USD ($) $ in Thousands | Mar. 31, 2020 | Sep. 30, 2019 |
Future expected amortization of intangible assets | ||
Remainder of 2020 | $ 670 | |
2021 | 1,335 | |
2022 | 1,327 | |
2023 | 1,183 | |
2024 | 645 | |
2025 and thereafter | 257 | |
Total | $ 5,417 | $ 6,043 |
Intangible Assets - Narrative (
Intangible Assets - Narrative (Details) - USD ($) | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Finite-Lived Intangible Assets, Net [Abstract] | ||||
Amortization of intangible assets | $ 300,000 | $ 300,000 | $ 700,000 | $ 700,000 |
Long-lived asset impairment | $ 0 |
Income Taxes (Details)
Income Taxes (Details) | 6 Months Ended |
Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Effective tax rate | 5.60% |
Stockholders' Equity - Schedule
Stockholders' Equity - Schedule of Stockholders' Equity (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||||
Mar. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2019 | Dec. 31, 2018 | Mar. 31, 2020 | Mar. 31, 2019 | Oct. 01, 2018 | |
Increase (Decrease) in Stockholders' Equity | |||||||
Balance | $ 112,437 | $ 116,175 | $ 126,499 | $ 129,654 | $ 116,175 | $ 129,654 | |
Cumulative adjustment related to the adoption of ASC 606 | $ 730 | ||||||
Net loss | (4,238) | (5,196) | (4,362) | (5,022) | (9,434) | (9,384) | |
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units | 32 | 2 | 116 | 8 | |||
Stock compensation expense | 2,011 | 1,556 | |||||
Foreign currency translation | 201 | (427) | |||||
Forfeitures of restricted stock awards | 0 | 0 | |||||
Balance | $ 108,112 | $ 112,437 | $ 124,465 | $ 126,499 | $ 108,112 | $ 124,465 | |
Common Stock | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance (in shares) | 33,887,591 | 33,687,115 | 33,183,178 | 32,774,118 | 33,687,115 | 32,774,118 | |
Balance | $ 34 | $ 34 | $ 33 | $ 33 | $ 34 | $ 33 | |
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units (in shares) | 111,272 | 283,164 | 197,642 | 409,060 | |||
Forfeitures of restricted stock awards (in shares) | (33,163) | ||||||
Balance (in shares) | 33,988,798 | 33,887,591 | 33,347,657 | 33,183,178 | 33,988,798 | 33,347,657 | |
Balance | $ 34 | $ 34 | $ 33 | $ 33 | $ 34 | $ 33 | |
Additional Paid-in Capital | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance | 243,311 | 242,686 | 237,679 | 236,115 | 242,686 | 236,115 | |
Exercise of stock options, grants of restricted stock awards, and vesting of restricted stock units | 32 | 2 | 116 | 8 | |||
Stock compensation expense | 2,011 | 1,556 | |||||
Balance | 244,527 | 243,311 | 239,806 | 237,679 | 244,527 | 239,806 | |
Accumulated Other Comprehensive Loss | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance | (7,140) | (7,973) | (6,876) | (6,449) | (7,973) | (6,449) | |
Foreign currency translation | 198 | (427) | |||||
Balance | (8,443) | (7,140) | (6,678) | (6,876) | (8,443) | (6,678) | |
Accumulated Deficit | |||||||
Increase (Decrease) in Stockholders' Equity | |||||||
Balance | (123,768) | (118,572) | (104,337) | (100,045) | (118,572) | (100,045) | |
Cumulative adjustment related to the adoption of ASC 606 | $ 730 | ||||||
Net loss | (4,238) | (5,196) | (4,362) | (5,022) | |||
Foreign currency translation | 3 | 0 | |||||
Balance | $ (128,006) | $ (123,768) | $ (108,696) | $ (104,337) | $ (128,006) | $ (108,696) |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2020 | Mar. 31, 2019 | Dec. 31, 2019 | |
Stockholders' Equity | ||||
Shares reserved for issuance (in shares) | 19,100,000 | 19,100,000 | 16,300,000 | |
Stock-based compensation expense | $ 2.3 | |||
Shares repurchased (in shares) | 0 | 0 | ||
Amount yet to be expended under the program | $ 10.1 | $ 10.1 | ||
Employee Stock Option and Restricted Stock | ||||
Stockholders' Equity | ||||
Stock-based compensation expense | 2.4 | |||
Cash-settled stock appreciation rights | ||||
Stockholders' Equity | ||||
Stock-based compensation expense | $ (0.1) | |||
Shares issued (in shares) | 0 | |||
Exercised (in shares) | 225,267 | |||
Cash paid to settle stock appreciation rights | $ 0.6 | |||
Canceled (in shares) | 29,815 | |||
Outstanding (in shares) | 178,500 | 178,500 | ||
Stock Option - Service Based | ||||
Stockholders' Equity | ||||
Shares and options vesting period | 4 years | |||
Dividend yield (as a percent) | 0.00% | |||
Expected volatility, minimum (as a percent) | 46.50% | |||
Expected volatility, maximum (as a percent) | 51.00% | |||
Risk free interest rate, minimum (as a percent) | 0.50% | |||
Risk free interest rate, maximum (as a percent) | 1.50% | |||
Stock Option - Service Based | Minimum | ||||
Stockholders' Equity | ||||
Expected term | 4 years 7 months 6 days | |||
Stock Option - Service Based | Maximum | ||||
Stockholders' Equity | ||||
Expected term | 7 years 4 months 24 days | |||
Restricted Stock - Service Based | ||||
Stockholders' Equity | ||||
Shares and options vesting period | 4 years | |||
Stock Option - Market-Based | ||||
Stockholders' Equity | ||||
Shares and options vesting period | 4 years | |||
Dividend yield (as a percent) | 0.00% | |||
Expected volatility, minimum (as a percent) | 46.70% | |||
Expected volatility, maximum (as a percent) | 51.20% | |||
Risk free interest rate, minimum (as a percent) | 1.50% | |||
Risk free interest rate, maximum (as a percent) | 1.70% | |||
Stock Option - Market-Based | Minimum | ||||
Stockholders' Equity | ||||
Expected holding period (as a percent) | 30.70% | |||
Stock Option - Market-Based | Maximum | ||||
Stockholders' Equity | ||||
Expected holding period (as a percent) | 100.00% | |||
Restricted Stock - Market Based | ||||
Stockholders' Equity | ||||
Shares and options vesting period | 4 years | |||
Dividend yield (as a percent) | 0.00% | |||
Expected volatility, minimum (as a percent) | 46.70% | |||
Expected volatility, maximum (as a percent) | 51.20% | |||
Risk free interest rate, minimum (as a percent) | 1.50% | |||
Risk free interest rate, maximum (as a percent) | 1.70% | |||
Restricted Stock - Market Based | Minimum | ||||
Stockholders' Equity | ||||
Expected holding period (as a percent) | 30.70% | |||
Restricted Stock - Market Based | Maximum | ||||
Stockholders' Equity | ||||
Expected holding period (as a percent) | 100.00% |
Stockholders' Equity - Grant Ac
Stockholders' Equity - Grant Activity (Details) | 6 Months Ended |
Mar. 31, 2020$ / sharesshares | |
Stock Option - Service Based | |
Stock Options granted: | |
Options granted (in shares) | shares | 415,719 |
Weighted average exercise price (USD per share) | $ 6.82 |
Weighted average grant date fair value (USD per share) | $ 2.72 |
Stock Option - Market-Based | |
Stock Options granted: | |
Options granted (in shares) | shares | 402,800 |
Weighted average exercise price (USD per share) | $ 6.82 |
Weighted average grant date fair value (USD per share) | $ 2.62 |
Restricted Stock - Service Based | |
RSUs & RSAs granted: | |
Restricted shares granted (in shares) | shares | 310,493 |
Weighted average grant date fair value (USD per share) | $ 5.92 |
Restricted Stock - Market Based | |
RSUs & RSAs granted: | |
Restricted shares granted (in shares) | shares | 173,600 |
Weighted average grant date fair value (USD per share) | $ 4.49 |
Fair Value Measurement - Change
Fair Value Measurement - Change in Level 3 Assets (Details) - Recurring basis - Level 3 Assets $ in Thousands | 6 Months Ended |
Mar. 31, 2020USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance at September 30, 2019 | $ 4,800 |
Change in fair value | 200 |
Settlement | (5,000) |
Balance at March 31, 2020 | $ 0 |
Fair Value Measurement - Narrat
Fair Value Measurement - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2020 | Sep. 30, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Certificates of deposits | $ 10 | $ 30 |
Minimum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate | 1.76% | 1.76% |
Maximum | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Interest rate | 2.50% | 2.50% |
Defined Benefit Pension Plan (D
Defined Benefit Pension Plan (Details) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2020USD ($) | Mar. 31, 2019USD ($) | Mar. 31, 2020GBP (£) | |
Retirement Benefits [Abstract] | |||||
Guarantee obligation value, maximum | £ | £ 10,000,000 | ||||
Service cost | $ 0 | $ 0 | $ 0 | $ 0 | |
Interest cost | 109 | 154 | 217 | 311 | |
Expected return on plan assets | (204) | (229) | (404) | (473) | |
Amortization of prior service cost | 5 | 0 | 10 | 0 | |
Total net periodic (benefit) | $ (90) | $ (75) | $ (177) | $ (162) |
Business Realignment Expenses -
Business Realignment Expenses - Business Realignment Expenses (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Sep. 30, 2019 | |
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges | $ 0 | $ 5 | $ 0 | $ 355 | $ 2,165 |
Employee severance and benefit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges | 0 | 0 | 0 | 170 | 1,980 |
Occupancy and other costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges | 0 | 5 | 0 | 185 | 185 |
CAG | Employee severance and benefit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges | 0 | 0 | 0 | 0 | 443 |
CAG | Occupancy and other costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges | 0 | 5 | 0 | 51 | 51 |
Corporate & Other | Employee severance and benefit costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges | 0 | 0 | 0 | 170 | 1,537 |
Corporate & Other | Occupancy and other costs | |||||
Restructuring Cost and Reserve [Line Items] | |||||
Restructuring Charges | $ 0 | $ 0 | $ 0 | $ 134 | $ 134 |
Business Realignment Expenses_2
Business Realignment Expenses - Restructuring Related Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | Sep. 30, 2019 | |
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | $ 821 | $ 1,376 | $ 1,376 | ||
Restructuring Charges | $ 0 | $ 5 | 0 | 355 | 2,165 |
Cash Payments | (652) | (2,720) | |||
Ending balance | 0 | 0 | 821 | ||
ASU 2016-02 | |||||
Restructuring Reserve [Roll Forward] | |||||
Adoption of ASC 842 | (169) | ||||
Employee severance and benefit costs | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 652 | 110 | 110 | ||
Restructuring Charges | 0 | 0 | 0 | 170 | 1,980 |
Cash Payments | (652) | (1,438) | |||
Ending balance | 0 | 0 | 652 | ||
Employee severance and benefit costs | ASU 2016-02 | |||||
Restructuring Reserve [Roll Forward] | |||||
Adoption of ASC 842 | 0 | ||||
Occupancy and other costs | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 169 | 1,266 | 1,266 | ||
Restructuring Charges | 0 | 5 | 0 | 185 | 185 |
Cash Payments | 0 | (1,282) | |||
Ending balance | 0 | 0 | 169 | ||
Occupancy and other costs | ASU 2016-02 | |||||
Restructuring Reserve [Roll Forward] | |||||
Adoption of ASC 842 | (169) | ||||
Corporate & Other | Employee severance and benefit costs | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 238 | 21 | 21 | ||
Restructuring Charges | 0 | 0 | 0 | 170 | 1,537 |
Cash Payments | (238) | (1,320) | |||
Ending balance | 0 | 0 | 238 | ||
Corporate & Other | Employee severance and benefit costs | ASU 2016-02 | |||||
Restructuring Reserve [Roll Forward] | |||||
Adoption of ASC 842 | 0 | ||||
Corporate & Other | Occupancy and other costs | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 0 | 807 | 807 | ||
Restructuring Charges | 0 | 0 | 0 | 134 | 134 |
Cash Payments | 0 | (941) | |||
Ending balance | 0 | 0 | 0 | ||
Corporate & Other | Occupancy and other costs | ASU 2016-02 | |||||
Restructuring Reserve [Roll Forward] | |||||
Adoption of ASC 842 | 0 | ||||
CAG | Employee severance and benefit costs | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 414 | 89 | 89 | ||
Restructuring Charges | 0 | 0 | 0 | 0 | 443 |
Cash Payments | (414) | (118) | |||
Ending balance | 0 | 0 | 414 | ||
CAG | Employee severance and benefit costs | ASU 2016-02 | |||||
Restructuring Reserve [Roll Forward] | |||||
Adoption of ASC 842 | 0 | ||||
CAG | Occupancy and other costs | |||||
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | 169 | 459 | 459 | ||
Restructuring Charges | 0 | $ 5 | 0 | $ 51 | 51 |
Cash Payments | 0 | (341) | |||
Ending balance | $ 0 | 0 | $ 169 | ||
CAG | Occupancy and other costs | ASU 2016-02 | |||||
Restructuring Reserve [Roll Forward] | |||||
Adoption of ASC 842 | $ (169) |
Legal Proceedings and Other C_2
Legal Proceedings and Other Contingencies (Details) $ in Millions | 3 Months Ended |
Dec. 31, 2019USD ($) | |
Commitments and Contingencies Disclosure [Abstract] | |
Tax audit liability paid | $ 0.6 |
Segment Information - Narrative
Segment Information - Narrative (Details) - reportablesegment | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Revenue, Major Customer [Line Items] | ||||
Reportable segments (in segments) | 4 | |||
Non-US | Sales Revenue | Geographic Concentration Risk | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration risk (as a percentage) | 10.90% | 14.60% | 13.10% | 15.40% |
Segment Information - Reconcili
Segment Information - Reconciliation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2020 | Mar. 31, 2019 | Mar. 31, 2020 | Mar. 31, 2019 | |
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 52,824 | $ 56,800 | $ 102,328 | $ 110,853 |
Gross profit | 26,205 | 29,218 | 51,533 | 55,691 |
Operating expenses | 30,669 | 32,353 | 60,794 | 63,696 |
Other operating expenses | (12) | 1,350 | 181 | 1,555 |
Interest and other income, net | (257) | (451) | (509) | (770) |
Loss before provision for income taxes | (4,195) | (4,034) | (8,933) | (8,790) |
Operating Segments | GovDeals | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 7,822 | 7,697 | 15,837 | 15,355 |
Gross profit | 7,278 | 7,042 | 14,724 | 14,103 |
Operating Segments | RSCG | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 36,257 | 34,011 | 67,954 | 63,489 |
Gross profit | 12,394 | 12,287 | 22,699 | 21,836 |
Operating Segments | CAG | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 7,039 | 13,684 | 14,981 | 29,165 |
Gross profit | 4,922 | 8,614 | 10,736 | 17,496 |
Operating Segments | Machinio | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1,706 | 1,374 | 3,556 | 2,366 |
Gross profit | 1,611 | 1,265 | 3,374 | 2,143 |
Corporate & Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 34 | 0 | 478 |
Gross profit | 0 | 10 | 0 | 113 |
Revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 35,203 | 37,355 | 65,552 | 73,090 |
Revenue | Operating Segments | GovDeals | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Revenue | Operating Segments | RSCG | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 32,577 | 29,823 | 60,403 | 55,894 |
Revenue | Operating Segments | CAG | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 2,626 | 7,498 | 5,149 | 16,727 |
Revenue | Operating Segments | Machinio | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 0 | 0 | 0 |
Revenue | Corporate & Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 0 | 34 | 0 | 469 |
Fee revenue | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 17,621 | 19,445 | 36,776 | 37,763 |
Fee revenue | Operating Segments | GovDeals | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 7,822 | 7,697 | 15,837 | 15,355 |
Fee revenue | Operating Segments | RSCG | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 3,680 | 4,188 | 7,551 | 7,595 |
Fee revenue | Operating Segments | CAG | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 4,413 | 6,186 | 9,832 | 12,438 |
Fee revenue | Operating Segments | Machinio | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | 1,706 | 1,374 | 3,556 | 2,366 |
Fee revenue | Corporate & Other | ||||
Segment Reporting Information [Line Items] | ||||
Total revenue | $ 0 | $ 0 | $ 0 | $ 9 |