Document and Entity Information
Document and Entity Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Feb. 22, 2019 | Jun. 30, 2018 | |
Document Document And Entity Information [Abstract] | |||
Entity Registrant Name | Spok Holdings, Inc | ||
Trading Symbol | SPOK | ||
Entity Central Index Key | 1,289,945 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Accelerated Filer | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2018 | ||
Document Fiscal Year Focus | 2,018 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding (shares) | 19,342,655 | ||
Entity Emerging Growth | false | ||
Entity Small Business | false | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 348.1 | ||
Entity Shell Company | false |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets: | ||
Cash and cash equivalents | $ 83,343 | $ 103,179 |
Short-term investments | 3,963 | 3,978 |
Accounts receivable, net | 32,386 | 29,722 |
Prepaid expenses and other | 9,578 | 5,752 |
Inventory, net | 1,708 | 1,672 |
Total current assets | 130,978 | 144,303 |
Non-current assets: | ||
Property and equipment, net | 10,354 | 13,399 |
Goodwill | 133,031 | 133,031 |
Intangible assets, net | 5,417 | 7,917 |
Deferred income tax assets, net | 46,484 | 47,679 |
Other non-current assets | 1,448 | 1,675 |
Total non-current assets | 196,734 | 203,701 |
TOTAL ASSETS | 327,712 | 348,004 |
Current liabilities: | ||
Accounts payable | 2,010 | 1,305 |
Accrued compensation and benefits | 11,348 | 11,018 |
Accrued taxes | 1,822 | 2,547 |
Deferred revenue | 26,285 | 28,857 |
Other current liabilities | 3,483 | 4,610 |
Total current liabilities | 44,948 | 48,337 |
Non-current liabilities: | ||
Deferred revenue | 476 | 1,063 |
Other non-current liabilities | 7,734 | 8,075 |
Total non-current liabilities | 8,210 | 9,138 |
TOTAL LIABILITIES | 53,158 | 57,475 |
COMMITMENTS AND CONTINGENCIES (Note 9) | ||
STOCKHOLDERS’ EQUITY: | ||
Preferred stock—$0.0001 par value; 25,000,000 shares authorized; no shares issued or outstanding | 0 | 0 |
Common stock—$0.0001 par value; 75,000,000 shares authorized; 19,389,066 and 20,135,514 shares issued and outstanding as of December 31, 2018 and December 31, 2017, respectively | 2 | 2 |
Additional paid-in capital | 90,559 | 99,819 |
Accumulated other comprehensive loss | (1,301) | (1,088) |
Retained earnings | 185,294 | 191,796 |
TOTAL STOCKHOLDERS’ EQUITY | 274,554 | 290,529 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | $ 327,712 | $ 348,004 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Dec. 31, 2018 | Dec. 31, 2017 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized (shares) | 25,000,000 | 25,000,000 |
Preferred stock, shares issued (shares) | 0 | 0 |
Preferred stock, shares outstanding (shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized (shares) | 75,000,000 | 75,000,000 |
Common stock, shares issued (shares) | 19,389,066 | 20,135,514 |
Common stock, shares outstanding (shares) | 19,389,066 | 20,135,514 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Revenue: | |||
Total revenue | $ 169,474 | $ 171,175 | $ 179,561 |
Operating expenses: | |||
Cost of revenue | 32,408 | 28,418 | 30,649 |
Research and development | 24,464 | 18,702 | 13,467 |
Technology operations | 31,356 | 31,502 | 32,734 |
Selling and marketing | 24,553 | 22,823 | 24,768 |
General and administrative | 49,097 | 47,400 | 42,827 |
Depreciation, amortization and accretion | 10,769 | 11,624 | 12,963 |
Total operating expenses | 172,647 | 160,469 | 157,408 |
Operating (loss) income | (3,173) | 10,706 | 22,153 |
Interest income | 1,638 | 719 | 275 |
Other (expense) income | (650) | 134 | 543 |
(Loss) income before income tax benefit (expense) | (2,185) | 11,559 | 22,971 |
Income tax benefit (expense) | 706 | (26,865) | (8,992) |
Net (loss) income | $ (1,479) | $ (15,306) | $ 13,979 |
Basic and diluted net (loss) income per common share (usd per share) | $ (0.08) | $ (0.76) | $ 0.68 |
Basic and diluted weighted average common shares outstanding (shares) | 19,667,891 | 20,210,260 | 20,586,066 |
Cash dividends declared per common share (usd per share) | $ 0.5 | $ 0.5 | $ 0.75 |
Wireless Operations | |||
Revenue: | |||
Total revenue | $ 94,277 | $ 101,188 | $ 109,590 |
Software Operations | |||
Revenue: | |||
Total revenue | 75,197 | $ 69,987 | $ 69,971 |
Operating expenses: | |||
Selling and marketing | $ 24,553 |
CONSOLIDATED STATEMENTS OF COMP
CONSOLIDATED STATEMENTS OF COMPREHENSIVE (LOSS) INCOME - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Statement of Comprehensive Income [Abstract] | |||
Net (loss) income | $ (1,479) | $ (15,306) | $ 13,979 |
Other comprehensive (loss) income, net of tax: | |||
Foreign currency translation adjustments | (49) | 11 | (109) |
Other comprehensive (loss) income | (49) | 11 | (109) |
Comprehensive (loss) income | $ (1,528) | $ (15,295) | $ 13,870 |
CONSOLIDATED STATEMENTS OF STOC
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital And Accumulated Other Comprehensive Income (Loss) [Member] | Retained Earnings | 2012 Equity Plan | 2012 Equity PlanCommon Stock | 2012 Equity PlanAdditional Paid-In Capital And Accumulated Other Comprehensive Income (Loss) [Member] |
Beginning balance (shares) at Dec. 31, 2015 | 20,886,261 | ||||||
Beginning balance at Dec. 31, 2015 | $ 329,564 | $ 2 | $ 110,435 | $ 219,127 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | 13,979 | 13,979 | |||||
Issuance of restricted common stock under the Equity Plan (shares) | 23,649 | 3,961 | |||||
Issuance of common stock for vested restricted stock units under the 2012 Equity Plan | $ 53 | $ 53 | |||||
Purchased and retired common stock (shares) | (2) | ||||||
Amortization of stock based compensation | 854 | 854 | |||||
Cash dividends declared | (15,766) | (15,766) | |||||
Common stock repurchase program (shares) | (388,255) | ||||||
Common stock repurchase program | (6,489) | (6,489) | |||||
Other | (108) | (43) | (65) | ||||
Ending balance (shares) at Dec. 31, 2016 | 20,525,614 | ||||||
Ending balance at Dec. 31, 2016 | 322,087 | $ 2 | 104,810 | 217,275 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | (15,306) | (15,306) | |||||
Issuance of restricted common stock under the Equity Plan (shares) | 21,296 | 143,394 | |||||
Amortization of stock based compensation | 3,688 | 3,688 | |||||
Cash dividends declared | (10,332) | (10,332) | |||||
Common stock repurchase program (shares) | (572,550) | ||||||
Common stock repurchase program | (10,023) | (10,023) | |||||
Other | 159 | 159 | |||||
Issuance of common stock under the Employee Stock Purchase Plan (shares) | 17,760 | ||||||
Issuance of common stock under the Employee Stock Purchase Plan | 256 | 256 | |||||
Ending balance (shares) at Dec. 31, 2017 | 20,135,514 | ||||||
Ending balance at Dec. 31, 2017 | 290,529 | $ 2 | 98,731 | 191,796 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net (loss) income | (1,479) | (1,479) | |||||
Issuance of restricted common stock under the Equity Plan (shares) | 199,991 | 24,989 | |||||
Amortization of stock based compensation | 4,954 | 4,954 | |||||
Cash dividends declared | (10,133) | (10,133) | |||||
Common stock repurchase program (shares) | (929,116) | ||||||
Common stock repurchase program | (13,483) | (13,483) | |||||
Issuance of common stock under the Employee Stock Purchase Plan (shares) | 20,120 | ||||||
Issuance of common stock under the Employee Stock Purchase Plan | 247 | 247 | |||||
Estimated tax impact resulting from adoption of ASC 606 | (1,726) | (1,726) | |||||
Purchase of common stock for tax withholding (shares) | (62,432) | ||||||
Purchase of common stock for tax withholding | (976) | (976) | |||||
Ending balance (shares) at Dec. 31, 2018 | 19,389,066 | ||||||
Ending balance at Dec. 31, 2018 | $ 274,554 | $ 2 | $ 89,258 | $ 185,294 |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cash flows from operating activities: | |||
Net (loss) income | $ (1,479) | $ (15,306) | $ 13,979 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | |||
Depreciation, amortization and accretion | 10,769 | 11,624 | 12,963 |
Deferred income tax (benefit) expense | (1,692) | 25,390 | 6,926 |
Stock based compensation | 4,954 | 3,688 | 854 |
Provisions for doubtful accounts, service credits and other | 1,029 | 763 | |
Adjustments of non-cash transaction taxes | (203) | (807) | (270) |
Changes in assets and liabilities: | |||
Accounts receivable | (915) | (9,648) | (1,790) |
Prepaid expenses, intangible assets and other assets | (646) | 244 | 824 |
Accounts payable, accrued liabilities and other | (1,553) | (3,278) | 1,192 |
Deferred revenue | (1,045) | 2,579 | 2,110 |
Net cash provided by operating activities | 10,315 | 15,515 | 37,551 |
Cash flows from investing activities: | |||
Purchases of property and equipment | (5,915) | (9,214) | (6,254) |
Purchase of short-term investments | (3,911) | (3,957) | (3,975) |
Maturity of short-term investments | 4,000 | 4,000 | 2,000 |
Net cash used in investing activities | (5,826) | (9,171) | (8,229) |
Cash flows from financing activities: | |||
Cash distributions to stockholders | (10,064) | (15,234) | (10,287) |
Purchase of common stock (including commissions) | (13,483) | (10,023) | (6,489) |
Proceeds from issuance of common stock under the Employee Stock Purchase Plan | 247 | 256 | 53 |
Purchase of common stock for tax withholding on vested equity awards | (976) | 0 | 0 |
Net cash used in financing activities | (24,276) | (25,001) | (16,723) |
Effect of exchange rate on cash | (49) | 11 | (109) |
Net (decrease) increase in cash and cash equivalents | (19,836) | (18,646) | 12,490 |
Cash and cash equivalents, beginning of period | 103,179 | 121,825 | 109,335 |
Cash and cash equivalents, end of period | 83,343 | 103,179 | 121,825 |
Supplemental disclosure: | |||
Income taxes paid | $ 1,061 | $ 2,620 | $ 695 |
Organization and Significant Ac
Organization and Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES | ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Spok, Inc., a wholly owned subsidiary of Spok Holdings, Inc. (NASDAQ: SPOK) ("Spok" or the "Company"), is proud to be the global leader in healthcare communications. We deliver clinical information to care teams when and where it matters most to improve patient outcomes. Top hospitals rely on the Spok Care Connect platform to enhance workflows for clinicians, support administrative compliance, and provide a better experience for patients. Our customers send over 100 million messages each month through their Spok solutions. We offer a focused suite of unified clinical communication and collaboration solutions that include call center operations, clinical alerting and notifications, one-way and advanced two-way wireless messaging services, mobile communications and public safety solutions. We provide one-way and advanced two-way wireless messaging services including information services throughout the United States. These services are offered on a local, regional and nationwide basis employing digital networks. One-way messaging consists of numeric and alphanumeric messaging services. Numeric messaging services enable subscribers to receive messages that are composed entirely of numbers, such as a phone number, while alphanumeric messages may include numbers and letters, which enable subscribers to receive text messages. Two-way messaging services enable subscribers to send and receive messages to and from other wireless messaging devices, including pagers, personal digital assistants and personal computers. We also offer voice mail, personalized greeting, message storage and retrieval, and equipment loss and/or maintenance protection to both one-way and two-way messaging subscribers. These services are commonly referred to as wireless messaging and information services. We also develop, sell and support enterprise-wide systems for hospitals and other organizations needing to automate, centralize and standardize mission clinical communications. These solutions are used for contact centers, clinical alerting and notification, mobile communications and messaging and for public safety notifications. These areas of market focus compliment the market focus of our wireless services outlined above. Basis of Presentation The accompanying consolidated financial statements include our accounts and the accounts of our wholly owned direct and indirect subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. Our consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). In management's opinion, the consolidated financial statements include all adjustments and accruals that are necessary for a fair presentation of the results of all periods reported herein and all such adjustments are of a normal, recurring nature (except for those related to the adoption of ASC 606 and described in further detail in Note 2, "Recent and Pending Accounting Standards" and Note 3, "Revenue, Deferred Revenue and Deferred Commissions"). Amounts shown on the consolidated statements of operations within the operating expense categories of cost of revenue; research and development; technology operations; selling and marketing; and general and administrative are recorded exclusive of depreciation, amortization and accretion. These items are shown separately on the consolidated statements of operations within operating expenses to the extent that they are considered material for the periods presented. Certain prior period amounts in the consolidated financial statements have been reclassified to conform to the current period's presentation. These reclassifications had no effect on the reported results of operations or the statement of financial position. In the fourth quarter of 2018, the Company reclassified $2.9 million from subscription revenue to license revenue on its Consolidated Statements of Operations. Corresponding reclassifications of $2.3 million and $2.1 million were made for the years ended December 31, 2017 and 2016 respectively. Finally, the Company reclassified $4.0 million from cash and cash equivalents to short-term investments on its Consolidated Balance Sheets. A corresponding reclassification of $4.0 million was made for the year ended December 31, 2017. As a result of this reclassification the Company made corresponding changes to its Consolidated Statement of Cash Flows such that the cash and cash equivalents would agree with the reclassifications made to the Company's Consolidated Balance Sheet. The balance of short-term investments previously included within cash and cash equivalents is not considered material to the Company's consolidated financial statements for the years ended December 31, 2018 and 2017, respectively. However, the Company has significantly increased its investment in short-term U.S. Treasuries during the first quarter of 2019 and believes this reclassification is necessary to properly present short-term investments in 2019 and beyond. In addition, the company reclassified certain balances between unbilled accounts receivable (presented in Accounts receivable, net) and deferred revenue of approximately $2.6 million in its 2018 Consolidated Balance Sheet. Because the reclassified amounts also existed in the prior period, a corresponding reclassification of the same amount were made between unbilled accounts receivable and deferred revenue in its 2017 Consolidated Balance Sheet. This prior period reclassification had an impact on the Company's Consolidated Balance Sheet for the year ended December 31, 2017, effectively reducing accounts receivable, net and deferred revenue by $2.6 million . Correspondingly, current assets, current liabilities, total assets, total liabilities, and total liabilities and stockholders' equity were also reduced by $2.6 million for the same period. Use of Estimates The preparation of these consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures. On an on-going basis, we evaluate estimates and assumptions, including but not limited to those related to the impairment of long-lived assets, intangible assets subject to amortization and goodwill, accounts receivable allowances, revenue recognition, depreciation expense, asset retirement obligations, and income taxes. We base our estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. Revenue Recognition - Adoption of ASC 606 “Revenue from Contracts with Customers” The majority of our revenues are derived from short-term contracts related to the sale of wireless paging services and software solutions. Our arrangements exist primarily with customers in the healthcare market and to a lesser extent State and Federal governments, as well as large enterprise businesses. Under the typical payment terms of our software contracts customers will normally pay a material amount of the contract price immediately upon execution of the contract. The remaining payments are required when product is delivered, when services begin and, to a lesser extent, when services are completed. Wireless services are generally billed as incurred on a monthly basis. Our contracts will generally result in billings in excess of revenue recognized, which we present as deferred revenues on the Consolidated Balance Sheets, primarily due to the receipt of payment in advance of product or services being provided. Amounts billed and due from our customers are classified as receivables on the Consolidated Balance Sheets. At times, we may have contracts which require us to perform work or provide products prior to billing which will generally result in revenue recognized in excess of billings. This excess is presented as unbilled receivables in the Notes to the Consolidated Balance Sheets. We generally do not have transactions that include a significant financing component (whether payments are made in advance or in arrears) as our contracts typically take less than 12 months to complete once started. We would not adjust the total consideration for the effects of a significant financing component if we anticipate, at contract inception, that the period between when we transfer a promised good or service to a customer and when the customer pays for that good or service will be one year or less. We account for a contract when: (1) both parties have approved the contract through mutually signed agreements but at times may be done through other methods such as purchase orders or master agreements; (2) the rights of the parties have been identified; (3) payment terms have been identified; (4) the contract has commercial substance; and (5) collectability of consideration is probable. We also evaluate whether two or more contracts should be combined and accounted for as a single contract. In our evaluation, we consider criteria such as, but not limited to, whether: (1) the contracts are negotiated as a package with a single commercial objective; (2) the amount of consideration to be paid in one contract is dependent on the price or performance of another contract; and (3) some or all of the goods or services promised in the contracts are a single performance obligation. Should we consider contracts related, we would account for those contracts as if they were a single contract. Evaluating whether two or more contracts should be combined and accounted for as a single contract requires significant judgment. In the aggregate, a decision to combine a group of contracts could significantly impact the amount of revenue and profit recorded in a given period. We review each contract to determine whether to account for the various promises as one or more performance obligations. The assessment and determination of performance obligations for a given contract requires significant judgment. Contracts which include wireless services are generally considered to be a single promise and therefore accounted for as a single performance obligation. Less commonly, however, we may promise to provide other distinct goods or services in conjunction with wireless services in which case we would account for the contract as having multiple performance obligations. Contracts which include goods or services related to our software solutions are generally sold with multiple promises and therefore will often include multiple performance obligations. Material performance obligations related to the sale of our software solutions include software licenses, professional services, hardware and maintenance, of which professional services and maintenance are generally considered a series of performance obligations. More often than not, total consideration will equate to the stated value on the contract taking into consideration any period or term over which services are to be provided, if applicable. However, we could have contracts in which variable consideration is present. It is common for our contracts which include wireless services to contain customer penalties if rental pagers are not returned and fees for usage of services in excess of the contractually allotted amount for a given period. It is also common for our contracts that include professional services to include travel related costs. These are costs which we incur in the normal course of delivering professional services and are generally billable to the customer based on our incurred expenses. These elements of variable consideration are fully constrained when an agreement is initially executed and are generally not considered estimable until the penalties, fees or costs have been incurred or are otherwise known. We include estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Estimating variable consideration requires significant judgment and our assessment includes all relevant information that is reasonably available to us including historical, current and forecasted information. We have elected to exclude from revenue, all amounts collected on behalf of third parties, and therefore, items such as sales and use tax are excluded from our calculation of the total transaction price. If a contract is separated into more than one performance obligation we allocate the total transaction price to each performance obligation proportionately based on the estimated relative standalone selling price ("SSP") of the promised goods or services underlying each performance obligation. We rarely sell goods or services with readily observable standalone sales, however, if we do, the observable standalone sales are used to determine the SSP. In most cases, we must estimate the relative SSP which requires significant judgment and estimates. In instances where SSP is not directly observable we determine the SSP using information that may include contractually stated prices, market conditions, costs, renewal contracts, list prices and other observable inputs. A discount is present if the total transaction price is less than the sum of the estimated SSPs of the goods or services promised in the contract. Discounts are generally allocated proportionately based on the relative SSP of the identified performance obligations for a given contract. Our wireless, professional and maintenance services are generally recognized over time due to a customer's simultaneous receipt and consumption of the benefit as we perform the work. As we transfer control over time, we recognize revenue based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires significant judgment and is based on the nature of the products or services to be provided. Generally, we use the time-elapsed measure of progress for performance obligations which include wireless or maintenance services. We believe this method best depicts the simultaneous transfer and consumption of the benefit based on our performance as these services are generally considered standby services. For professional services, we leverage an input methodology based on the number of hours worked on a project versus the total expected hours necessary to complete the project. Revenues are recognized proportionally as hours are incurred. This is a significant area of judgment as it requires an estimate at completion (“EAC”) for each contract. Our initial EAC is primarily based on prior experience also taking into consideration any specific facts and circumstances for a given contract. As projects progress, the EAC is periodically updated and reviewed to ensure the timing of revenue recognition is appropriate. The creation, maintenance and review of a project's EAC requires significant judgment to determine an appropriate number of hours over which the remaining project is expected to be completed. Our software licenses and hardware are generally recognized at a point in time when we have transferred control to the customer. For software licenses, revenue is not recognized until the related license(s) has been made available to the customer and the customer can begin to benefit from its right to use the license(s). Our software licenses represent a right to use Spok’s Intellectual Property (“IP”) as it exists at a point in time at which the license is granted. Many of our software licenses have significant standalone functionality due to their ability to process a transaction or perform a function or task, and we do not need to maintain those products, once provided to the customer, for value to exist. While the functionality of IP that we license may substantively change during the license period, customers are not contractually or practically required to update their license as a result of those changes. Assessing when transfer of control has occurred requires significant judgment. In most contracts transfer of control for software licenses occurs in a short period of time after a contract has been executed and licenses are made electronically available. Contracts may be modified to account for changes in a project's scope or other customer requirements. Most of our contract modifications are for goods or services that are distinct from the existing contract. In these instances, the contract modification would either be recognized as an entirely new and separate contract or the modification would be treated as if it were a termination of the existing contract and the creation of a new contract including all undelivered goods and services under the previous contract. Revenue would be recognized on a prospective basis and a cumulative catch-up would not be recognized. Summary of Results under ASC 605 “Revenue Recognition” The following table presents the Consolidated Financial Statement components impacted as a result of adopting ASC 606, stated under ASC 605 for comparative purposes: For the Twelve Months Ended December 31, 2018 2017 2016 (Dollars in thousands) ASC 606 ASC 605 ASC 605 ASC 605 Consolidated Statement of Operations Revenues: Software $ 75,197 $ 73,265 $ 69,987 $ 69,971 Operating expenses: Selling and marketing 24,553 24,250 22,823 24,768 Consolidated Statements of Comprehensive Income Other comprehensive loss, net of tax: $ (49 ) $ 117 $ 11 $ (109 ) As of December 31, 2018 2017 (Dollars in thousands) ASC 606 ASC 605 ASC 605 Consolidated Balance Sheets Current assets: Accounts receivable, net $ 32,386 $ 30,709 $ 29,722 Current assets: Prepaid expenses and other 9,578 9,192 5,752 Current liabilities: Deferred revenue 26,285 32,267 28,857 Non-current liabilities: Deferred revenue 476 624 1,063 Stockholder equity: Accumulated other comprehensive loss (1,301 ) (1,015 ) (1,088 ) Stockholder equity: Retained earnings 185,294 176,815 191,796 Incremental Costs of Obtaining a Contract and Costs to Fulfill a Contract Our incremental costs primarily relate to sales commissions. We capitalize commissions and proportionally recognize the related expense to revenue as it is recognized on the underlying performance obligations. Some of these costs may relate to specific future anticipated contracts, specifically future maintenance renewals, which we do not pay commensurate sales commissions on. We amortize commission costs proportionally with revenue, thus it is necessary for us to estimate future revenues when there are future anticipated contracts. We estimate future revenues based on anticipated renewal amounts over an expected useful life (e.g. the period over which we believe the initial sales commissions relate to future anticipated contracts). The expected useful life is based on a review of our product life cycles, customer upgrade patterns and the rate at which customers renew maintenance. Commission expense was $6.2 million , $5.2 million and $5.6 million for the years ended December 31, 2018 , 2017 and 2016 , respectively. Commission expense is classified within the selling and marketing operating expenses category. Impairment of Long-Lived Assets, Intangible Assets Subject to Amortization and Goodwill We are required to evaluate the carrying value of our long-lived assets, amortizable intangible assets and goodwill. Amortizable intangible assets include customer-related and acquired technology intangibles that resulted from previous acquisitions. Such intangibles are amortized over periods up to ten years. Quarterly, we assess whether circumstances exist which suggest that the carrying value of long-lived and amortizable intangible assets may not be recoverable. When applicable, we assess the recoverability of the carrying value of our long-lived assets and certain amortizable intangible assets based on estimated undiscounted cash flows to be generated from such assets. In assessing the recoverability of these assets, we forecast estimated enterprise-level cash flows based on various operating assumptions such as revenue forecasted by product line and in-process research and development cost. If the forecast of undiscounted cash flows does not exceed the carrying value of the long-lived and amortizable intangible assets, we record an impairment charge to the extent the carrying value exceeded the fair value of such assets. Goodwill is not amortized but is evaluated for impairment at least annually, or when events or circumstances suggest a potential impairment has occurred. We generally perform this annual impairment test in the fourth quarter of the fiscal year. We evaluate goodwill for impairment between annual tests if indicators of impairment exist. The impairment test involves comparing the fair value of the reporting unit with its carrying value. An impairment charge is recognized for the amount that the carrying value exceeds the reporting unit's fair value. For purposes of the goodwill impairment evaluation, the Company as a whole is considered the reporting unit. The fair value of the reporting unit is estimated under a market based approach using the fair value of the Company's common stock. A confirmatory discounted cash flow analysis is also used to assess whether impairment exists. This calculation requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur and determination of our weighted average cost of capital. We did no t record any impairment of long-lived assets, definite lived intangible assets or goodwill for the years ended December 31, 2018 , 2017 and 2016 . Accounts Receivable Allowances Our two most significant allowance accounts are: an allowance for doubtful accounts and an allowance for service credits. Provisions for these allowances are recorded on a monthly basis and are included as a component of general and administrative expenses, respectively. Estimates are used in determining the allowance for doubtful accounts and are based on historical collection experience and current and forecasted trends as well as known specific collection risks. In determining these estimates, we review historical write-offs, including comparisons of write-offs to provisions for doubtful accounts and as a percentage of revenues. We compare the ratio of the allowance to gross receivables to historical levels, and monitor amounts collected and related statistics. We write off receivables when they are deemed uncollectible. While write-offs of customer accounts have historically been within our expectations and the provisions established, we cannot guarantee that the future write-off experience will be consistent with historical experience, which could result in material differences when compared to the allowance for doubtful accounts and related provisions. From time to time, we grant service credits for customer retention purposes or when there is an adjustment in the scope of work. The allowance for service credits related provisions are based on historical credit percentages, current credit and aging trends, historical actual payment trends and actual credit experience. We analyze our past credit experience over several time frames. Using this analysis along with current operational data including existing experience of credits issued and the time frames in which credits are issued, we establish an appropriate allowance for service credits. This allowance also reduces accounts receivable for lost and non-returned pagers to the expected realizable amounts and for free wireless services. While credits issued have been within our expectations and the provisions established, we cannot guarantee that future credit experience will be consistent with historical experience, which could result in material differences when compared to the allowance for service credits and maintenance related provisions. Inventory Inventories are stated at the lower of cost or net realizable value. Cost is computed using a weighted average cost approach which averages the prices at which goods are purchased from vendors. We evaluate our ending inventories for shrinkage and estimated obsolescence. Any shrinkage identified is written off to cost of goods sold in the period in which the shrinkage is identified. Further, we assess the impact of changing technology on our inventories and we write off inventories that are considered obsolete in the period in which the analysis takes place. Inventory consists primarily of finished goods. We do not account for inventory as work-in-process or raw materials as any such inventory would be immaterial to the consolidated financial statements. Property and Equipment Property and equipment are reported at cost and are depreciated using the straight-line method based on estimated useful lives which range from one to five years. Transmitter assets are grouped into tranches based on our transmitter decommissioning forecast and are depreciated using the group life method on a straight-line basis. Depreciation expense is determined by the expected useful life of each tranche of the underlying transmitter assets. The expected useful life is based on our forecasted usage of those assets and their retirement over time and aligns the useful lives of these transmitter assets with their planned removal from service. Disposals are charged against accumulated depreciation with no gain or loss recognized. This rational and systematic method matches the underlying usage of these assets to the underlying revenue that is generated from these assets. Depreciation expense for these assets is subject to change based upon revisions in the timing of transmitter deconstruction resulting from our long-range planning and network rationalization process. Asset Retirement Obligations We recognize liabilities and corresponding assets for future obligations associated with the retirement of assets. We have paging equipment assets, principally transmitters, which are located on leased locations. The underlying leases generally require the removal of equipment at the end of the lease term; therefore, a future obligation exists. Asset retirement costs are reflected in paging equipment assets with depreciation expense recognized over the estimated lives, which range between one and five years. The asset retirement costs and the corresponding liabilities that have been recorded to date generally relate to either current plans to consolidate networks or to the removal of assets at a future terminal date. When an asset retirement obligation arises, the liabilities and corresponding assets are recorded at their present value using a discounted cash flow approach and the liabilities are accreted using the interest method. The recognition of an asset retirement obligation requires that management make numerous assumptions regarding such factors as the cost and timing of deconstruction; the credit-adjusted risk-free rate to be used; inflation rates; and future advances in technology. The fair value estimate of contractor fees to remove each asset is assumed to escalate by 2% each year through the terminal date. The total estimated liability is based on the estimated future value of those costs and the timing of deconstruction. We believe these estimates are reasonable at the present time, but we can give no assurance that changes in technology, our financial condition, the economy or other factors would not result in higher or lower asset retirement obligations. Any variations from our estimates would generally result in a change in the assets and liabilities in equal amounts, and operating results would differ in the future by any difference in depreciation expense and accretion expense (see Note 4 , "Consolidated Financial Statement Components", and Note 6 , "Asset Retirement Obligations", for additional details). Income Taxes We file a consolidated U.S. Federal income tax return and income tax returns in state, local and foreign jurisdictions as required. The provision for current income taxes is calculated and accrued on income and expenses expected to be included in current year U.S. and foreign income tax returns. The provision for current income taxes may also include interest, penalties and an estimated amount reflecting uncertain tax positions. Deferred income tax assets and liabilities are computed based on temporary differences between the financial statement values and the tax bases of assets and liabilities including net operating loss and tax credit carryforwards at the enacted tax rates expected to apply to taxable income when taxes are actually paid or recovered. Changes in deferred income tax assets and liabilities are included as a component of deferred income tax expense. Deferred income tax assets represent amounts available to reduce future income taxes payable. We provide a valuation allowance when we consider it “more likely than not” (greater than a 50% probability) that a deferred income tax asset will not be fully recovered. Our valuation allowance assessment includes an evaluation of our history of generating taxable income and estimates of future taxable income, including when applicable the use of appropriate tax planning strategies. Assets and liabilities are established for uncertain tax positions taken or positions expected to be taken in income tax returns when such positions fail to meet the “more likely than not” threshold based on the technical merits of the positions. We assess whether previously unrecognized tax benefits may be recognized when the tax position is (1) more likely than not of being sustained based on its technical merits, (2) effectively settled through examination, negotiation or litigation, or (3) settled through actual expiration of the relevant tax statutes We had no uncertain tax positions for the periods ended December 31, 2018 and 2017. (see Note 8 , "Income Taxes", for additional details). Research and Development Development costs incurred in the research and development of new software products and enhancements to existing software products for external use are charged to operations and expensed as incurred. Until technological feasibility has been established, research and development costs are expensed as incurred. Material costs incurred after technological feasibility is established and before the product is ready for general release are capitalized and amortized on a straight-line basis over the estimated remaining economic life of the product or the ratio of current revenues to total projected product revenues, whichever is greater. To date, the time between technological feasibility and general release to the public has been extremely short and consequently expenses available for capitalization have been immaterial. Accordingly, all research and developments costs incurred to date have been expensed as incurred. Shipping and Handling Costs We incur shipping and handling costs to send and receive messaging devices and other equipment to/from our customers. Amounts billed to customers related to shipping and handling are classified as revenue and the Company's shipping and handling costs are classified as cost of revenue. These costs are expensed as incurred. Advertising Expenses Advertising costs are charged to operations when incurred. Advertising costs are classified as selling and marketing expenses. Advertising expenses were $2.4 million , $2.3 million and $1.8 million for the years ended December 31, 2018 , 2017 , and 2016 , respectively. Stock Based Compensation We account for share-based payments to employees, including restricted stock units ("RSUs"), restricted common stock ("restricted stock") and the option to purchase common stock under the Employee Stock Purchase Plan ("ESPP") based on their fair value and the estimated number of shares we expect will vest based on the performance metrics associated with the award, if applicable. Fair value is measured based on the closing fair market value of the Company's common stock on the date of grant. Compensation expense is recognized on a straight-line basis over the requisite service period. Forfeitu |
Recent and Pending Accounting S
Recent and Pending Accounting Standards | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
RECENT AND PENDING ACCOUNTING STANDARDS | RECENT AND PENDING ACCOUNTING STANDARDS Recently Adopted Revenue - In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers . ASU No. 2014-09 creates a five-step model that requires companies to exercise judgment when considering all relevant facts and circumstances in the determination of when and how revenue is recognized and requires entities to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. On January 1, 2018, we adopted ASC 606 using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. During the quarter ended September 30, 2018, we adjusted our entry to record the effect of adopting ASC 606 by approximately $0.4 million . This adjustment did not have a material impact on the Company's financial statements for any quarter during the nine-month period ended September 30, 2018. As a result, our beginning retained earnings as of January 1, 2018 was $6.8 million greater than what was reported at December 31, 2017. This was due to a $4.6 million decrease in deferred revenue, a $0.2 million decrease in accumulated other comprehensive income related to translation adjustments, an increase in unbilled receivables of $1.3 million and an increase of $0.7 million in deferred commissions that resulted from the adoption of ASC 606. Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under ASC 605. For additional details refer to Note 1, "Organization and Significant Accounting Policies Update" and Note 3, "Revenues, Deferred Revenue and Deferred Commissions." Leases - In February 2016, the FASB issued ASU No. 2016-02, Leases . The new standard establishes a right of use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either financing or operating with the classification affecting the pattern of expense recognition in the operating statement. ASU No. 2016-02 will be effective beginning on January 1, 2019, including interim periods within that fiscal year, and early adoption is permitted at any time. A modified retrospective transition approach is required for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. While we continue to finalize our adjustment to beginning balances for January 1, 2019, we currently estimate that the impact to our assets and liabilities will be an increase between $15.0 and $20.0 million . This estimate is subject to change given the ongoing review of leases outstanding at December 31, 2018. |
Revenue, Deferred Revenue and D
Revenue, Deferred Revenue and Deferred Commissions | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE, DEFERRED REVENUE, AND DEFERRED COMMISSIONS | REVENUE, DEFERRED REVENUE AND DEFERRED COMMISSIONS Wireless Revenue Wireless revenue consists of two primary components: paging revenue and product and other revenue. Paging revenue consists primarily of recurring fees associated with the provision of messaging services and fees for paging devices and is net of a provision for service credits. Product and other revenue reflects system sales, the sale of devices and charges for paging devices that are not returned and are net of anticipated credits. Our core offering includes subscriptions to one-way or two-way messaging services for a periodic (monthly, quarterly, semiannual, or annual) service fee. This is generally based upon the type of service provided, the geographic area covered, the number of devices provided to the customer and the period of commitment. A subscriber to one-way messaging services may select coverage on a local, regional or nationwide basis to best meet their messaging needs. Two-way messaging is generally offered on a nationwide basis. In addition, subscribers either contract for a messaging device from us for an additional fixed monthly fee or they own a device, having purchased it either from us or from another vendor. We also sell devices to resellers who lease or resell devices to their subscribers and then sell messaging services utilizing our networks. We offer ancillary services, such as voicemail and equipment loss or maintenance protection, which help increase the monthly recurring revenue we receive along with these traditional messaging services. In 2015 and 2016 we launched new and exclusive one-way (T5) and two-way (T52) alphanumeric pagers, respectively. Both pagers are configurable to support un-encrypted or encrypted operation. When configured for encryption, they utilize AES-128 bit encryption, screen locking and remote wipe capabilities. With encryption enabled these new secure paging devices enhance our service offerings to the healthcare community by adding Health Insurance Portability and Accountability Act ("HIPAA") security capabilities to the low cost, highly reliable and availability benefits of paging. (See Item 1. “Business,” for more details.) Software Revenue Software revenue consists of two primary components: operations revenue and maintenance revenue. Operations revenue consists primarily of license revenues for our healthcare communications solutions, equipment revenues that facilitate the use of our software solutions, and professional services revenue related to the implementation of our solutions. Maintenance revenue is for ongoing support of our software solutions or related equipment (typically for one year). Our software licenses and hardware are generally recognized at a point in time when we have transferred control to the customer. For software licenses, revenue is not recognized until the related license(s) has been made available to the customer and the customer can begin to benefit from its right to use the license(s). Our software licenses represent a right to use Spok’s IP as it exists at a point in time at which the license is granted. Many of our software licenses have significant standalone functionality due to their ability to process a transaction or perform a function or task, and we do not need to maintain those products, once provided to the customer, for value to exist. While the functionality of IP that we license may substantively change during the license period, customers are not contractually or practically required to update their license as a result of those changes. Our wireless, professional and maintenance services are generally recognized over time due to a customer's simultaneous receipt and consumption of the benefit as we perform the work. As we transfer control over time, we recognize revenue based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires significant judgment and is based on the nature of the products or services to be provided. Generally, we use the time-elapsed measure of progress for performance obligations which include wireless or maintenance services. We believe this method best depicts the simultaneous transfer and consumption of the benefit based on our performance as these services are generally considered standby services. For professional services, we leverage an input methodology based on the number of hours worked on a project versus the total expected hours necessary to complete the project. Revenues are recognized proportionally as hours are incurred. Revenue Recognition Revenues are recognized when control of the promised goods or services is transferred to our customers, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. The following table presents our revenues disaggregated by revenue type: For the Twelve Months Ended December 31, (Dollars in thousands) 2018 2017 (1) 2016 (1) Wireless products and services $ 94,277 $ 101,188 $ 109,590 License 13,042 9,541 8,832 Professional services 18,091 17,630 18,594 Equipment 4,995 4,147 5,472 Maintenance 39,069 38,669 37,073 Total revenue $ 169,474 $ 171,175 $ 179,561 (1) Prior period amounts have not been adjusted under the modified retrospective method for the adoption of ASC 606. The Company is currently structured as a single operating (and reportable) segment, a clinical communication and collaboration business. The U.S. was the only country that accounted for more than 10% of the Company’s total revenue for the years ended December 31, 2018 , 2017 and 2016 . Revenue generated in the U.S. and internationally consisted of the following for the periods stated: For the Twelve Months Ended December 31, (Dollars in thousands) 2018 2017 (1) 2016 (1) Revenue United States $ 164,558 $ 166,790 $ 173,852 International 4,916 4,385 5,709 Total revenue $ 169,474 $ 171,175 $ 179,561 (1) Prior period amounts have not been adjusted under the modified retrospective method for the adoption of ASC 606. Deferred Revenues Our deferred revenues represent payments made to, or due from, customers in advance of our performance. Changes in the balance of total deferred revenue during the twelve months ended December 31, 2018 are as follows: (Dollars in thousands) December 31, 2017 (2) Additions Revenue Recognized (1) December 31, 2018 Deferred Revenue $ 29,920 $ 67,914 $ (71,073 ) $ 26,761 (1) Includes $4.6 million which went to retained earnings and was not recognized as revenue resulting from the adoption of ASC 606. (2) Includes a $2.6 million adjustment to deferred revenue. Refer to Note 1, "Organization and Significant Accounting Policies", for additional details. During the twelve months ended December 31, 2018 , the Company recognized $20.4 million of revenue related to amounts deferred as of December 31, 2017 . Deferred Commissions Our deferred commissions represent payments made to employees in advance of our performance on the related underlying contracts. These costs have been incurred directly in relation with obtaining a contract. As such, these costs are amortized over the estimated period of benefit. Changes in the balance of total deferred commissions during the twelve months ended December 31, 2018 are as follows: (Dollars in thousands) December 31, 2017 Additions (1) Commissions Recognized December 31, 2018 Deferred Commissions $ 1,676 $ (5,434 ) $ 6,152 $ 2,394 (1) Includes $0.7 million in previously recognized commissions expense which was removed from retained earnings and included in deferred commissions resulting from the adoption of ASC 606. Deferred commissions are included within prepaid assets on the Consolidated Balance Sheets and commissions expense is included within Selling and marketing on the Consolidated Statement of Operations. Remaining Performance Obligations We have elected not to disclose the value of unsatisfied performance obligations for contracts with an original expected length of one year or less and for variable consideration which is allocated entirely to a wholly unsatisfied performance obligation or to a wholly unsatisfied promise to transfer a distinct good or service that forms part of a single performance obligation. The remaining backlog is immaterial to our Consolidated Financial Statements. |
Consolidated Financial Statemen
Consolidated Financial Statements' Components | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
CONSOLIDATED FINANCIAL STATEMENTS' COMPONENTS | CONSOLIDATED FINANCIAL STATEMENTS' COMPONENTS Depreciation, Amortization and Accretion Depreciation, amortization and accretion consisted of the following for the periods stated: For the Year Ended December 31, (Dollars in thousands) 2018 2017 2016 Depreciation Leasehold improvements $ 232 $ 234 $ 189 Asset retirement costs (300 ) (388 ) (277 ) Paging and computer equipment 7,397 8,024 7,974 Furniture, fixtures and vehicles 398 306 294 Total depreciation 7,727 8,176 8,180 Amortization 2,500 2,886 4,160 Accretion 542 562 623 Total depreciation, amortization and accretion expense $ 10,769 $ 11,624 $ 12,963 Accounts Receivable, net Accounts receivable was recorded net of an allowance of $1.7 million and $1.1 million for the years ended December 31, 2018 and 2017 , respectively. Accounts receivable, net includes $8.7 million and $7.3 million of unbilled receivables for the years ended December 31, 2018 and 2017 , respectively. Unbilled receivables are defined as the Company's right to consideration in exchange for goods or services that we have transferred to the customer but have not yet billed for, generally as a result of contractual billing terms. For additional information related to unbilled receivables and adjustments made during the year ended December 31, 2018 please reference Note 1, "Organization and Significant Accounting Policies". The increase in unbilled receivables was primarily due to the adoption of ASC 606 and the acceleration of license revenue for the year ended December 31, 2018 . Property and Equipment, net Property and equipment, net consisted of the following for the periods stated: Useful Life For the Year Ended December 31, (Dollars in thousands) 2018 2017 Leasehold improvements lease term $ 4,139 $ 4,107 Asset retirement costs 1-5 2,021 3,228 Paging and computer equipment 1-5 98,401 103,520 Furniture, fixtures and vehicles 3-5 4,353 4,545 Total property and equipment 108,914 115,400 Accumulated depreciation (98,560 ) (102,001 ) Total property and equipment, net $ 10,354 $ 13,399 For purposes of assessing our asset retirement costs, we completed a review of the estimated useful life of our transmitter assets during the fourth quarter of 2018 (that are part of paging and computer equipment). This review was based on the results of our long-range planning and network rationalization process and indicated that the expected useful life of the last tranche of the transmitter assets was no longer appropriate. As a result of that review, the expected useful life of the final tranche of transmitter assets was extended from 2022 to 2023. This change resulted in a revision of the expected future depreciation expense for the transmitter assets and an immaterial impact to the consolidated financial statements beginning in 2019. We believe these estimates remain reasonable at the present time, but we can give no assurance that changes in technology, customer usage patterns, our financial condition, the economy or other factors would not result in changes to our transmitter decommissioning plans. Any further variations from our estimates could result in a change in the expected useful lives of the underlying transmitter assets and operating results could differ in the future by any difference in depreciation expense. The extension of the depreciable life was accounted for as a change in accounting estimate. Other Current Liabilities Other current liabilities consisted of the following for the periods stated: December 31, (Dollars in thousands) 2018 2017 Accrued network costs, asset retirement obligations and other 1,870 2,557 Accrued outside services $ 1,613 $ 2,053 Total other current liabilities $ 3,483 $ 4,610 Other Non-Current Liabilities Other non-current liabilities consisted of the following for the periods stated: December 31, (Dollars in thousands) 2018 2017 Asset retirement obligations $ 6,513 $ 7,174 Other 1,221 901 Total other non-current liabilities $ 7,734 $ 8,075 |
Intangible Assets, Net
Intangible Assets, Net | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
INTANGIBLE ASSETS, NET | INTANGIBLE ASSETS, NET Intangible Assets Amortizable intangible assets at December 31, 2018 and 2017 related primarily to customer relationships. Such intangibles are being amortized over a period of ten years. We have not recorded an impairment of our intangible assets during the years ended December 31, 2018 , 2017 and 2016 . The net consolidated balance of intangible assets consisted of the following at December 31, 2018 and 2017 : As of December 31, 2018 2017 (Dollars in thousands) Useful Life (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships 10 $ 25,002 $ (19,585 ) $ 5,417 $ 25,002 $ (17,085 ) $ 7,917 Estimated amortization of intangible assets for future periods was as follows: For the year ending December 31, (Dollars in thousands) 2019 $ 2,500 2020 2,500 2021 417 Total $ 5,417 |
Asset Retirement Obligations
Asset Retirement Obligations | 12 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
ASSET RETIREMENT OBLIGATIONS | ASSET RETIREMENT OBLIGATIONS The components of the changes in the asset retirement obligation liabilities for the periods stated were as follows: (Dollars in thousands) Short-Term Portion Long-Term Portion Total Balance at January 1, 2017 $ 85 $ 7,472 $ 7,557 Accretion 8 554 562 Amounts paid (248 ) — (248 ) Reductions 5 (468 ) (463 ) Reclassifications 384 (384 ) — Balance at December 31, 2017 234 7,174 7,408 Accretion (91 ) 633 542 Amounts paid (154 ) — (154 ) Reductions (185 ) (1,064 ) (1,249 ) Reclassifications 230 (230 ) — Balance at December 31, 2018 $ 34 $ 6,513 $ 6,547 Increases and reductions other than accretion, reclassification and amounts paid primarily relate to changes in estimates of the underlying liability, specifically as it relates to updates in estimated costs to remove a transmitter and the estimated timing of removal. The cost associated with the estimated removal costs and timing refinements due to ongoing network rationalization activities is expected to accrete to a total liability of $8.1 million . The total estimated liability is based on the transmitter locations remaining after we have consolidated the number of networks we operate and assume the underlying leases continue to be renewed to that future date. Accretion expense related solely to asset retirement obligations and was recorded based on the interest method utilizing the following discount rates for the specified periods: Period Discount Rate 2018 – January 1 through December 31 – Additions (2) 14.00 % 2018 – December 31 Incremental Estimates 12.09 % 2017 – January 1 through September 30 – Additions (2) 11.50 % 2017 – December 31 Additions (2) and Incremental Estimates 14.00 % 2016 – January 1 through December 31 – Additions (2) 11.50 % 2016 – December 31 - Incremental Estimates 12.09 % (1) (1) Weighted average credit adjusted risk-free rate used to discount downward revision to estimated future cash flows. (2) Transmitters moved to new sites resulting in additional liability. Additional information regarding asset retirement costs, depreciation expense, accretion and liabilities can be found in Note 4 , "Consolidated Financial Statements' Components". |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
STOCKHOLDERS' EQUITY | STOCKHOLDERS' EQUITY General Our authorized capital stock consists of 75 million shares of common stock, par value $0.0001 per share, and 25 million shares of preferred stock, par value $0.0001 per share. At December 31, 2018 and 2017 , we had no stock options outstanding. At December 31, 2018 and 2017 , there were 19,389,066 and 20,135,514 shares of common stock outstanding, respectively, and no shares of preferred stock outstanding. Dividends For the three years ending December 31, 2018 , 2017 and 2016 our Board of Directors declared cash dividends of $0.50 , $0.50 and $0.75 per share of our outstanding common stock, respectively. An immaterial amount of dividends declared were related to unvested RSUs and unvested shares of restricted stock which are accrued for and paid when the applicable vesting conditions are met. Accrued cash dividends on forfeited RSUs and restricted stock are also forfeited. Cash dividends paid as disclosed in the statements of cash flows for the years ended December 31, 2018 , 2017 and 2016 included previously declared cash dividends on vested RSUs and on shares of vested restricted stock issued to non-executive members of our Board of Directors. On February 27, 2019, our Board of Directors declared a regular quarterly cash dividend of $0.125 per share of common stock, with a record date of March 15, 2019, and a payment date of March 29, 2019. This cash dividend of approximately $2.4 million is expected to be paid from available cash on hand. Common Stock Repurchase Program On July 31, 2008, our Board of Directors approved a program to repurchase our common stock in the open market. This program has been extended at various times. In February 2018, the Company's Board of Directors authorized the repurchase of up to $10.0 million of the Company's common stock through December 31, 2018 on the open market or in privately negotiated transactions. As of July 2018, the repurchase authority had been exhausted. In August 2018, the Company's Board of Directors authorized the repurchase of up to an additional $10.0 million of the Company's common stock through December 31, 2018 on the open market or in privately negotiated transactions. In November 2018, the Company's Board of Directors extended the repurchase authority through December 31, 2019. We use available cash on hand and net cash provided by operating activities to fund the common stock repurchase program. This repurchase authority allows us, at management’s discretion, to selectively repurchase shares of our common stock from time to time in the open market depending upon market price and other factors. Repurchased shares of our common stock were accounted for as a reduction to common stock and additional paid-in-capital in the period in which the repurchase occurred. All repurchased shares of common stock are returned to the status of authorized, but unissued, shares of the Company. Common stock purchased in 2018 , 2017 and 2016 (excluding commission and the purchase of common stock for tax withholdings) was as follows: For the Three Months Ended Shares Purchased Amount Shares Purchased Amount Shares Purchased Amount (dollars in thousands) 2018 2017 2016 March 31, 127,792 $ 1,922 — $ — 291,861 $ 4,893 June 30, 501,782 7,520 572,550 10,000 65,791 1,078 September 30, 36,542 558 — — 13,884 228 December 31, 263,000 3,446 — — 16,719 274 Total 929,116 $ 13,446 572,550 $ 10,000 388,255 $ 6,473 Net (Loss) Income per Common Share Basic net (loss) income per common share is computed on the basis of the weighted average common shares outstanding. Diluted net (loss) income per common share is computed on the basis of the weighted average common shares outstanding plus the effect of all potentially dilutive common shares including unvested and outstanding equity awards. The components of basic and diluted net (loss) income per common share were as follows for the periods stated: For the Year Ended December 31, (in thousands, except for share and per share amounts) 2018 2017 2016 Numerator: Net (loss) income $ (1,479 ) $ (15,306 ) $ 13,979 Denominator: Basic and diluted weighted average outstanding shares of common stock 19,667,891 20,210,260 20,586,066 Basic and diluted net (loss) income per common share $ (0.08 ) $ (0.76 ) $ 0.68 For the years ended December 31, 2018 , 2017 and 2016 , the following securities were not included in the calculation of diluted shares outstanding as the effect would have been anti-dilutive: For the Year Ended December 31, 2018 2017 2016 Restricted stock units 178,279 90,665 — Share-based Compensation Plans On March 23, 2012, our Board of Directors adopted the Spok Holdings, Inc. 2012 Equity Incentive Award Plan (the “2012 Equity Plan”) that was subsequently approved by our stockholders on May 16, 2012. A total of 2,194,986 shares of common stock have been reserved for issuance under this plan. Awards under the 2012 Equity Plan may be in the form of stock options, common stock, restricted stock, RSUs, performance awards, dividend equivalents, deferred stock, deferred stock units, or stock appreciation rights. Restricted stock awards generally vest one year from the date of grant. Related dividends accumulate during the vesting period and are paid at the time of vesting. Contingent RSU's generally vest over a three -year performance period upon successful completion of the performance objectives. Non-contingent RSU's generally vest in thirds, annually, over a three -year period. Dividend equivalents rights generally accompany each RSU award and those rights accumulate and vest along with the underlying RSU. The following table summarizes the activities under the 2012 Equity Plan from January 1, 2016 through December 31, 2018 : Activity Total equity securities available at January 1, 2016 1,483,231 Less: RSU and restricted stock awarded to eligible employees, net of forfeitures (236,292 ) Total equity securities available at December 31, 2016 1,246,939 Less: RSU and restricted stock awarded to eligible employees, net of forfeitures (106,281 ) Total equity securities available at December 31, 2017 1,140,658 Less: RSU and restricted stock awarded to eligible employees, net of forfeitures (236,221 ) Total equity securities available at December 31, 2018 904,437 The following table details activities with respect to outstanding RSUs and restricted stock for the year ended December 31, 2018 and has been reclassified to conform to current period's presentation which includes restricted stock activity: Shares Weighted- Unvested at January 1, 2018 393,084 $ 18.54 Granted 343,102 15.65 Vested (199,991 ) 17.22 Forfeited (1) (131,870 ) 16.93 Unvested at December 31, 2018 404,325 $ 17.27 (1) 100,767 RSUs did not vest based on the Company's actual performance at December 31, 2017 as compared to the related performance obligations. Of the 404,325 unvested RSUs and restricted stock outstanding at December 31, 2018 , 254,641 RSUs include contingent performance requirements for vesting purposes. At December 31, 2018, there was $3.5 million of unrecognized net compensation cost related to RSUs and restricted stock, which is expected to be recognized over a weighted average period of 1.60 years. Employee Stock Purchase Plan In 2016, our Board of Directors adopted the Spok Holdings, Inc. Employee Stock Purchase Plan ("ESPP") that was subsequently approved by our stockholders on July 25, 2016. A total of 250,000 shares of common stock have been reserved for issuance under this plan. The Company's ESPP allows employees to purchase shares of common stock at a discounted rate, subject to plan limitations. Under the ESPP, eligible participants can voluntarily elect to have contributions withheld from their pay for the duration of an offering period, subject to the ESPP limits. At the end of an offering period, contributions will be used to purchase the Company's common stock at a discount to the market price based on the first or last day of the offering period, whichever is lower. Participants are required to hold common stock for a minimum period of two years from the grant date. Participants will begin earning dividends on shares after the purchase date. Each offering period will generally last for no longer than six months. Once an offering period begins, participants cannot adjust their withholding amount. If a participant chooses to withdraw, any previously withheld funds will be returned to the participant, with no stock purchased, and that participant will be eligible to participate in the ESPP at the next offering period. If the participant terminates employment with the Company during the offering period, all contributions will be returned to the employee and no stock will be purchased at a discounted rate. The Company uses the Black-Scholes model to calculate the fair value of each offering period on their offer date. The Black-Scholes model requires the use of estimates for the expected term, the expected volatility of the underlying common stock over the expected term, the risk-free interest rate and the expected dividend payment. For the year ended December 31, 2018 , employees purchased 20,120 shares of common stock for a total price of $0.2 million . For the year ended December 31, 2017, employees purchased 17,760 shares of common stock for a total price of $0.3 million . The following table summarizes the activities under the ESPP from January 1, 2016 through December 31, 2018 : Activity Total ESPP equity securities available at January 1, 2016 — Plus: Registration of 2016 ESPP 250,000 Less: common stock purchased by eligible employees (3,961 ) Total ESPP equity securities available at January 1, 2017 246,039 Less: common stock purchased by eligible employees (17,760 ) Total ESPP equity securities available at January 1, 2018 228,279 Less: common stock purchased by eligible employees (20,120 ) Total ESPP equity securities available at December 31, 2018 208,159 Amounts withheld from participants will be classified as a liability on the balance sheet until funds are used to purchase shares. This liability amount is immaterial to the consolidated financial statements. Stock-Based Compensation Expense Compensation expense associated with common stock, RSUs and restricted stock was recognized based on the grant date fair value of the instruments, over the instruments’ vesting period. During the year ended December 31, 2016 a one-time reversal of approximately $2.0 million in stock compensation expense was incurred based on our assessment that it was probable that only 50% of the awards issued in 2016 and 2015 would vest based on the related performance criteria and our assessment of the anticipated future performance applied to the performance criteria. This directly impacted the stock based compensation expense for the year ended December 31, 2016 and indirectly impacted stock compensation expense for the year ended December 31, 2017 as a result of lower amortization. The following table reflects stock based compensation expense for the periods stated: For the Year Ended December 31, (Dollars in thousands) 2018 2017 2016 Performance-based RSUs $ 2,127 $ 1,762 $ 413 Time-based RSUs and restricted stock 2,756 1,862 418 ESPP 71 64 23 Total stock based compensation $ 4,954 $ 3,688 $ 854 |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | INCOME TAXES The Tax Cuts and Jobs Act of 2017 ("2017 Tax Act") was signed into law on December 22, 2017. The 2017 Tax Act significantly revised the U.S. corporate income tax by, among other things, lowering the statutory corporate tax rate from 35% to 21%, eliminating certain deductions, imposing a mandatory one-time tax on accumulated earnings of foreign subsidiaries, introducing new tax regimes, and changing how foreign earnings are subject to U.S. tax. The 2017 Tax Act also enhanced and extended through 2026 the option to claim accelerated depreciation deductions on qualified property. We have completed our determination of the accounting implications of the 2017 Tax Act on our tax accruals. The significant components of our income tax (benefit) expense attributable to current operations for the periods stated were as follows: For the Year Ended December 31, (Dollars in thousands) 2018 2017 2016 (Loss) income before income tax (benefit) expense $ (2,185 ) $ 11,559 $ 22,971 Current: Federal tax $ — $ 199 $ 669 State tax 838 1,006 1,294 Foreign tax 148 270 103 Total current 986 1,475 2,066 Deferred: Federal tax (1,467 ) 26,348 6,811 State tax (532 ) (787 ) 41 Foreign tax 307 (171 ) 74 Total deferred (1,692 ) 25,390 6,926 Total income tax (benefit) expense $ (706 ) $ 26,865 $ 8,992 Foreign income before income tax (expense) benefit is immaterial to consolidated income before income tax benefit (expense). The following table summarizes the principal elements of the difference between the United States Federal statutory rate of 21% and our effective tax rate: Effective tax rate reconciliation 2018 2017 2016 (Dollars in thousands) (Loss) income before income tax (benefit) expense $ (2,185 ) $ 11,559 $ 22,971 Income taxes computed at the Federal statutory rate $ (459 ) 21.0 % $ 4,046 35.0 % $ 8,040 35.0 % State income taxes, net of Federal benefit 306 (14.0 )% 472 4.1 % 867 3.8 % Impact of 2017 Tax Act — — % 24,235 209.7 % — — % Research and development and other tax credits (1,144 ) 52.4 % (1,775 ) (15.4 )% — — % Excess executive compensation 281 (12.9 )% — — % — — % Other 310 (14.2 )% (113 ) (1.0 )% 85 0.4 % Income tax (benefit) expense $ (706 ) 32.3 % $ 26,865 232.4 % 1,787.3 % $ 8,992 39.1 % The anticipated effective income tax rate is expected to continue to differ from the Federal statutory rate primarily due to the effect of state income taxes, the benefit of the research and development tax credit, permanent differences between book and taxable income and certain discrete items. The earnings of non-US subsidiaries are deemed to be indefinitely reinvested in non-US operations. The components of deferred income tax assets at December 31, 2018 and 2017 were as follows: December 31, (Dollars in thousands) 2018 2017 Net operating losses and tax credits $ 22,003 $ 26,296 Property and equipment 5,969 8,289 AMT minimum tax receivable 1,348 2,489 Accruals and accrued loss contingencies 5,776 4,833 Capitalized research and development costs 14,220 9,108 Gross deferred income tax assets 49,316 51,015 Deferred income tax liabilities: Intangible assets (2,711 ) (3,075 ) Prepaid and other expenses (121 ) (261 ) Gross deferred income tax liabilities (2,832 ) (3,336 ) Net deferred income tax assets $ 46,484 $ 47,679 Net Operating Losses As of December 31, 2018 , we had approximately $83.9 million of NOLs available to offset future taxable income. The Federal NOLs begin expiring in 2026 and will fully expire in 2029. We have an immaterial amount of foreign NOLs and tax credits available for future use. Valuation Allowance We assess the recoverability of our deferred income tax assets, which represent the tax benefits of future tax deductions, NOLs and tax credits, by considering the adequacy of future taxable income from all sources, including prudent and feasible tax planning strategies. This assessment is required to determine whether based on all available evidence, it is “more likely than not” (which means a probability of greater than 50%) that all or some portion of the DTAs will be realized in future periods. As of December 31, 2018 and 2017, we believe it is more likely than not that our DTAs will be realized in future periods and thus did not have a valuation allowance. Income Tax Audits Our Federal income tax returns have been examined by the Internal Revenue Service ("IRS") through December 31, 2008. The audits of the Federal returns for the years ended 2005 through 2008 resulted in no changes. The IRS also audited Amcom’s 2009 Federal tax return (pre-acquisition) with no changes. The 2016 , 2017 and 2018 income tax returns of the Company have not been audited by the IRS and are within the statute of limitations (“SOL”). We operate in all states and the District of Columbia and are subject to various state income and franchise tax audits. The states’ SOL varies from three to four years from the later of the due date of the return or the date filed. We usually file our Federal and all state and local income tax returns on or before September 15 of the following year; therefore, the SOL for those states with a three -year SOL is open for calendar years ending 2015 through 2018 , and for the four -year SOL states, the SOL is open for years ending from 2014 through 2018 . |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Contractual Obligations We had no significant commitments and contractual obligations as of December 31, 2018 . Other Commitments We have various LOCs outstanding with multiple state agencies which are considered to be immaterial to the consolidated financial statements. The LOCs typically have one to three-year contract requirements and contain automatic renewal terms. Legal Contingencies We are involved, from time to time, in lawsuits arising in the normal course of business. We believe these pending lawsuits will not have a material adverse impact on our financial position or statement of operations. There have been no material changes during the twelve months ended December 31, 2018 to the commitments and contingencies previously reported in the 2017 Annual Report and our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2018. Operating Leases We have operating leases for office and transmitter locations. Substantially all of these leases have lease terms ranging from one month to five years . We continue to review our office and transmitter locations, and intend to replace, reduce or consolidate leases, where possible. Future minimum lease payments under non-cancelable operating leases at December 31, 2018 were as follows: For the Year Ended December 31, (Dollars in thousands) 2019 $ 6,716 2020 5,058 2021 4,102 2022 2,327 2023 1,586 Thereafter 424 Total $ 20,213 These leases typically include renewal options and escalation clauses. Where material, we recognize rent expense on a straight-line basis over the lease period. The difference between rent paid and rent expense is recorded as other current liabilities and other non-current liabilities on the consolidated balance sheets. Total rent expense under operating leases for the years ended December 31, 2018 , 2017 and 2016 , was approximately $17.5 million , $17.7 million and $17.9 million , respectively. |
Employee Benefit Plans
Employee Benefit Plans | 12 Months Ended |
Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS Spok Holdings, Inc. Savings and Retirement Plan The Company has a savings plan in the U.S. that qualifies under Section 401(k) of the Internal Revenue Code ("IRC"). Participating U.S. employees may elect to contribute a percentage of their salary, subject to certain limitations. Matching contributions under the savings plan were approximately $1.6 million for the year ended December 31, 2018 , and $1.1 million for each of the years ended December 31, 2017 and 2016 . |
Related Parties
Related Parties | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
RELATED PARTIES | RELATED PARTIES A member of our Board of Directors also serves as a director for an entity that leases transmission tower sites to the Company. For the years ended December 31, 2018 , 2017 and 2016 , we incurred $3.6 million , $3.8 million and $3.9 million , respectively, in site rent expenses from the entity on which the individual serves as a director. These amounts are included in technology operations expenses. |
Selected Quarterly Financial In
Selected Quarterly Financial Information (Unaudited) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
SELECTED QUARTERLY FINANCIAL INFORMATION (UNAUDITED) | SELECTED QUARTERLY FINANCIAL INFORMATION (UNAUDITED) Quarterly financial information for the years ended December 31, 2018 and 2017 is summarized below: For the Year Ended December 31, 2018 First Second Third Fourth (Dollars in thousands except per share amounts) Revenues (2) $ 43,114 $ 40,628 $ 42,476 $ 43,256 Operating income (loss) (2)(4) 584 (2,346 ) (1,560 ) 149 Net income (loss) (2)(4) 345 (1,172 ) (840 ) 189 Basic and diluted net income (loss) per common share (1) 0.02 (0.06 ) (0.04 ) 0.01 For the Year Ended December 31, 2017 First Second Third Fourth (4) (Dollars in thousands except per share amounts) Revenues (2) $ 41,444 $ 42,325 $ 43,636 $ 43,770 Operating income (2) 1,382 2,410 3,325 3,589 Net income (loss) (2)(3) 854 1,498 3,727 21,384 Basic and diluted net income per common share (1) 0.04 0.07 0.19 (1.07 ) (1) Basic and diluted net income (loss) per common share is computed independently for each period presented. As a result, the sum of the quarterly basic and diluted net income (loss) per common share for the years ended December 31, 2018 and 2017 may not equal the total computed for the year. (2) Slight variations in totals are due to rounding. (3) Fourth quarter 2017 net loss includes $24.2 million from the write-off of the deferred income tax asset related to the 2017 Tax Act (refer to Note 8, "Income Taxes"). (4) An adjustment of $771 to cost of revenue, identified in the fourth quarter of 2018, has been reflected in this table as a reduction of Operating income (loss) and Net income (loss) of $166 , $196 and $359 in the first, second and third quarters, respectively. Income (loss) per common share has been adjusted accordingly for the impact of these adjustments to each quarter. |
VALUATION AND QUALIFYING ACCOUN
VALUATION AND QUALIFYING ACCOUNTS | 12 Months Ended |
Dec. 31, 2018 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts [Abstract] | |
VALUATION AND QUALIFYING ACCOUNTS | SCHEDULE II SPOK HOLDINGS, INC. VALUATION AND QUALIFYING ACCOUNTS Allowance for Doubtful Accounts, Balance at the Charged to Write-offs Balance at the (Dollars in thousands) Year ended December 31, 2018 $ 1,065 $ 2,125 $ (1,485 ) $ 1,705 Year ended December 31, 2017 $ 1,056 $ 1,035 $ (1,026 ) $ 1,065 Year ended December 31, 2016 $ 1,286 $ 761 $ (991 ) $ 1,056 |
Organization and Significant _2
Organization and Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Business | We offer a focused suite of unified clinical communication and collaboration solutions that include call center operations, clinical alerting and notifications, one-way and advanced two-way wireless messaging services, mobile communications and public safety solutions. We provide one-way and advanced two-way wireless messaging services including information services throughout the United States. These services are offered on a local, regional and nationwide basis employing digital networks. One-way messaging consists of numeric and alphanumeric messaging services. Numeric messaging services enable subscribers to receive messages that are composed entirely of numbers, such as a phone number, while alphanumeric messages may include numbers and letters, which enable subscribers to receive text messages. Two-way messaging services enable subscribers to send and receive messages to and from other wireless messaging devices, including pagers, personal digital assistants and personal computers. We also offer voice mail, personalized greeting, message storage and retrieval, and equipment loss and/or maintenance protection to both one-way and two-way messaging subscribers. These services are commonly referred to as wireless messaging and information services. We also develop, sell and support enterprise-wide systems for hospitals and other organizations needing to automate, centralize and standardize mission clinical communications. These solutions are used for contact centers, clinical alerting and notification, mobile communications and messaging and for public safety notifications. These areas of market focus compliment the market focus of our wireless services outlined above. |
Organization and Principles of Consolidation | Basis of Presentation The accompanying consolidated financial statements include our accounts and the accounts of our wholly owned direct and indirect subsidiaries. All significant intercompany accounts and transactions have been eliminated in consolidation. |
Preparation of Financial Statements | Our consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) and the rules and regulations of the United States Securities and Exchange Commission (the “SEC”). In management's opinion, the consolidated financial statements include all adjustments and accruals that are necessary for a fair presentation of the results of all periods reported herein and all such adjustments are of a normal, recurring nature (except for those related to the adoption of ASC 606 and described in further detail in Note 2, "Recent and Pending Accounting Standards" and Note 3, "Revenue, Deferred Revenue and Deferred Commissions"). Amounts shown on the consolidated statements of operations within the operating expense categories of cost of revenue; research and development; technology operations; selling and marketing; and general and administrative are recorded exclusive of depreciation, amortization and accretion. These items are shown separately on the consolidated statements of operations within operating expenses to the extent that they are considered material for the periods presented. |
Reclassifications | Certain prior period amounts in the consolidated financial statements have been reclassified to conform to the current period's presentation. |
Use of Estimates | Use of Estimates The preparation of these consolidated financial statements requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues, expenses and related disclosures. On an on-going basis, we evaluate estimates and assumptions, including but not limited to those related to the impairment of long-lived assets, intangible assets subject to amortization and goodwill, accounts receivable allowances, revenue recognition, depreciation expense, asset retirement obligations, and income taxes. We base our estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions. |
Revenue Recognition; Incremental Costs of Obtaining a Contract and Costs to Fulfill a Contract; Shipping and Handling Costs | Shipping and Handling Costs We incur shipping and handling costs to send and receive messaging devices and other equipment to/from our customers. Amounts billed to customers related to shipping and handling are classified as revenue and the Company's shipping and handling costs are classified as cost of revenue. These costs are expensed as incurred. Incremental Costs of Obtaining a Contract and Costs to Fulfill a Contract Our incremental costs primarily relate to sales commissions. We capitalize commissions and proportionally recognize the related expense to revenue as it is recognized on the underlying performance obligations. Some of these costs may relate to specific future anticipated contracts, specifically future maintenance renewals, which we do not pay commensurate sales commissions on. We amortize commission costs proportionally with revenue, thus it is necessary for us to estimate future revenues when there are future anticipated contracts. We estimate future revenues based on anticipated renewal amounts over an expected useful life (e.g. the period over which we believe the initial sales commissions relate to future anticipated contracts). The expected useful life is based on a review of our product life cycles, customer upgrade patterns and the rate at which customers renew maintenance. Revenue Recognition - Adoption of ASC 606 “Revenue from Contracts with Customers” The majority of our revenues are derived from short-term contracts related to the sale of wireless paging services and software solutions. Our arrangements exist primarily with customers in the healthcare market and to a lesser extent State and Federal governments, as well as large enterprise businesses. Under the typical payment terms of our software contracts customers will normally pay a material amount of the contract price immediately upon execution of the contract. The remaining payments are required when product is delivered, when services begin and, to a lesser extent, when services are completed. Wireless services are generally billed as incurred on a monthly basis. Our contracts will generally result in billings in excess of revenue recognized, which we present as deferred revenues on the Consolidated Balance Sheets, primarily due to the receipt of payment in advance of product or services being provided. Amounts billed and due from our customers are classified as receivables on the Consolidated Balance Sheets. At times, we may have contracts which require us to perform work or provide products prior to billing which will generally result in revenue recognized in excess of billings. This excess is presented as unbilled receivables in the Notes to the Consolidated Balance Sheets. We generally do not have transactions that include a significant financing component (whether payments are made in advance or in arrears) as our contracts typically take less than 12 months to complete once started. We would not adjust the total consideration for the effects of a significant financing component if we anticipate, at contract inception, that the period between when we transfer a promised good or service to a customer and when the customer pays for that good or service will be one year or less. We account for a contract when: (1) both parties have approved the contract through mutually signed agreements but at times may be done through other methods such as purchase orders or master agreements; (2) the rights of the parties have been identified; (3) payment terms have been identified; (4) the contract has commercial substance; and (5) collectability of consideration is probable. We also evaluate whether two or more contracts should be combined and accounted for as a single contract. In our evaluation, we consider criteria such as, but not limited to, whether: (1) the contracts are negotiated as a package with a single commercial objective; (2) the amount of consideration to be paid in one contract is dependent on the price or performance of another contract; and (3) some or all of the goods or services promised in the contracts are a single performance obligation. Should we consider contracts related, we would account for those contracts as if they were a single contract. Evaluating whether two or more contracts should be combined and accounted for as a single contract requires significant judgment. In the aggregate, a decision to combine a group of contracts could significantly impact the amount of revenue and profit recorded in a given period. We review each contract to determine whether to account for the various promises as one or more performance obligations. The assessment and determination of performance obligations for a given contract requires significant judgment. Contracts which include wireless services are generally considered to be a single promise and therefore accounted for as a single performance obligation. Less commonly, however, we may promise to provide other distinct goods or services in conjunction with wireless services in which case we would account for the contract as having multiple performance obligations. Contracts which include goods or services related to our software solutions are generally sold with multiple promises and therefore will often include multiple performance obligations. Material performance obligations related to the sale of our software solutions include software licenses, professional services, hardware and maintenance, of which professional services and maintenance are generally considered a series of performance obligations. More often than not, total consideration will equate to the stated value on the contract taking into consideration any period or term over which services are to be provided, if applicable. However, we could have contracts in which variable consideration is present. It is common for our contracts which include wireless services to contain customer penalties if rental pagers are not returned and fees for usage of services in excess of the contractually allotted amount for a given period. It is also common for our contracts that include professional services to include travel related costs. These are costs which we incur in the normal course of delivering professional services and are generally billable to the customer based on our incurred expenses. These elements of variable consideration are fully constrained when an agreement is initially executed and are generally not considered estimable until the penalties, fees or costs have been incurred or are otherwise known. We include estimated amounts in the transaction price to the extent it is probable that a significant reversal of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is resolved. Estimating variable consideration requires significant judgment and our assessment includes all relevant information that is reasonably available to us including historical, current and forecasted information. We have elected to exclude from revenue, all amounts collected on behalf of third parties, and therefore, items such as sales and use tax are excluded from our calculation of the total transaction price. If a contract is separated into more than one performance obligation we allocate the total transaction price to each performance obligation proportionately based on the estimated relative standalone selling price ("SSP") of the promised goods or services underlying each performance obligation. We rarely sell goods or services with readily observable standalone sales, however, if we do, the observable standalone sales are used to determine the SSP. In most cases, we must estimate the relative SSP which requires significant judgment and estimates. In instances where SSP is not directly observable we determine the SSP using information that may include contractually stated prices, market conditions, costs, renewal contracts, list prices and other observable inputs. A discount is present if the total transaction price is less than the sum of the estimated SSPs of the goods or services promised in the contract. Discounts are generally allocated proportionately based on the relative SSP of the identified performance obligations for a given contract. Our wireless, professional and maintenance services are generally recognized over time due to a customer's simultaneous receipt and consumption of the benefit as we perform the work. As we transfer control over time, we recognize revenue based on the extent of progress towards completion of the performance obligation. The selection of the method to measure progress towards completion requires significant judgment and is based on the nature of the products or services to be provided. Generally, we use the time-elapsed measure of progress for performance obligations which include wireless or maintenance services. We believe this method best depicts the simultaneous transfer and consumption of the benefit based on our performance as these services are generally considered standby services. For professional services, we leverage an input methodology based on the number of hours worked on a project versus the total expected hours necessary to complete the project. Revenues are recognized proportionally as hours are incurred. This is a significant area of judgment as it requires an estimate at completion (“EAC”) for each contract. Our initial EAC is primarily based on prior experience also taking into consideration any specific facts and circumstances for a given contract. As projects progress, the EAC is periodically updated and reviewed to ensure the timing of revenue recognition is appropriate. The creation, maintenance and review of a project's EAC requires significant judgment to determine an appropriate number of hours over which the remaining project is expected to be completed. Our software licenses and hardware are generally recognized at a point in time when we have transferred control to the customer. For software licenses, revenue is not recognized until the related license(s) has been made available to the customer and the customer can begin to benefit from its right to use the license(s). Our software licenses represent a right to use Spok’s Intellectual Property (“IP”) as it exists at a point in time at which the license is granted. Many of our software licenses have significant standalone functionality due to their ability to process a transaction or perform a function or task, and we do not need to maintain those products, once provided to the customer, for value to exist. While the functionality of IP that we license may substantively change during the license period, customers are not contractually or practically required to update their license as a result of those changes. Assessing when transfer of control has occurred requires significant judgment. In most contracts transfer of control for software licenses occurs in a short period of time after a contract has been executed and licenses are made electronically available. Contracts may be modified to account for changes in a project's scope or other customer requirements. Most of our contract modifications are for goods or services that are distinct from the existing contract. In these instances, the contract modification would either be recognized as an entirely new and separate contract or the modification would be treated as if it were a termination of the existing contract and the creation of a new contract including all undelivered goods and services under the previous contract. Revenue would be recognized on a prospective basis and a cumulative catch-up would not be recognized. |
Impairment of Long-Lived Assets, Intangible Assets Subject to Amortization and Goodwill | Impairment of Long-Lived Assets, Intangible Assets Subject to Amortization and Goodwill We are required to evaluate the carrying value of our long-lived assets, amortizable intangible assets and goodwill. Amortizable intangible assets include customer-related and acquired technology intangibles that resulted from previous acquisitions. Such intangibles are amortized over periods up to ten years. Quarterly, we assess whether circumstances exist which suggest that the carrying value of long-lived and amortizable intangible assets may not be recoverable. When applicable, we assess the recoverability of the carrying value of our long-lived assets and certain amortizable intangible assets based on estimated undiscounted cash flows to be generated from such assets. In assessing the recoverability of these assets, we forecast estimated enterprise-level cash flows based on various operating assumptions such as revenue forecasted by product line and in-process research and development cost. If the forecast of undiscounted cash flows does not exceed the carrying value of the long-lived and amortizable intangible assets, we record an impairment charge to the extent the carrying value exceeded the fair value of such assets. Goodwill is not amortized but is evaluated for impairment at least annually, or when events or circumstances suggest a potential impairment has occurred. We generally perform this annual impairment test in the fourth quarter of the fiscal year. We evaluate goodwill for impairment between annual tests if indicators of impairment exist. The impairment test involves comparing the fair value of the reporting unit with its carrying value. An impairment charge is recognized for the amount that the carrying value exceeds the reporting unit's fair value. For purposes of the goodwill impairment evaluation, the Company as a whole is considered the reporting unit. The fair value of the reporting unit is estimated under a market based approach using the fair value of the Company's common stock. A confirmatory discounted cash flow analysis is also used to assess whether impairment exists. This calculation requires significant judgments, including estimation of future cash flows, which is dependent on internal forecasts, estimation of the long-term rate of growth for our business, estimation of the useful life over which cash flows will occur and determination of our weighted average cost of capital. |
Accounts Receivable Allowances | Accounts Receivable Allowances Our two most significant allowance accounts are: an allowance for doubtful accounts and an allowance for service credits. Provisions for these allowances are recorded on a monthly basis and are included as a component of general and administrative expenses, respectively. Estimates are used in determining the allowance for doubtful accounts and are based on historical collection experience and current and forecasted trends as well as known specific collection risks. In determining these estimates, we review historical write-offs, including comparisons of write-offs to provisions for doubtful accounts and as a percentage of revenues. We compare the ratio of the allowance to gross receivables to historical levels, and monitor amounts collected and related statistics. We write off receivables when they are deemed uncollectible. While write-offs of customer accounts have historically been within our expectations and the provisions established, we cannot guarantee that the future write-off experience will be consistent with historical experience, which could result in material differences when compared to the allowance for doubtful accounts and related provisions. From time to time, we grant service credits for customer retention purposes or when there is an adjustment in the scope of work. The allowance for service credits related provisions are based on historical credit percentages, current credit and aging trends, historical actual payment trends and actual credit experience. We analyze our past credit experience over several time frames. Using this analysis along with current operational data including existing experience of credits issued and the time frames in which credits are issued, we establish an appropriate allowance for service credits. This allowance also reduces accounts receivable for lost and non-returned pagers to the expected realizable amounts and for free wireless services. While credits issued have been within our expectations and the provisions established, we cannot guarantee that future credit experience will be consistent with historical experience, which could result in material differences when compared to the allowance for service credits and maintenance related provisions. |
Inventory | Inventory Inventories are stated at the lower of cost or net realizable value. Cost is computed using a weighted average cost approach which averages the prices at which goods are purchased from vendors. We evaluate our ending inventories for shrinkage and estimated obsolescence. Any shrinkage identified is written off to cost of goods sold in the period in which the shrinkage is identified. Further, we assess the impact of changing technology on our inventories and we write off inventories that are considered obsolete in the period in which the analysis takes place. Inventory consists primarily of finished goods. We do not account for inventory as work-in-process or raw materials as any such inventory would be immaterial to the consolidated financial statements. |
Property and Equipment | Property and Equipment Property and equipment are reported at cost and are depreciated using the straight-line method based on estimated useful lives which range from one to five years. Transmitter assets are grouped into tranches based on our transmitter decommissioning forecast and are depreciated using the group life method on a straight-line basis. Depreciation expense is determined by the expected useful life of each tranche of the underlying transmitter assets. The expected useful life is based on our forecasted usage of those assets and their retirement over time and aligns the useful lives of these transmitter assets with their planned removal from service. Disposals are charged against accumulated depreciation with no gain or loss recognized. This rational and systematic method matches the underlying usage of these assets to the underlying revenue that is generated from these assets. Depreciation expense for these assets is subject to change based upon revisions in the timing of transmitter deconstruction resulting from our long-range planning and network rationalization process. |
Asset Retirement Obligations | Asset Retirement Obligations We recognize liabilities and corresponding assets for future obligations associated with the retirement of assets. We have paging equipment assets, principally transmitters, which are located on leased locations. The underlying leases generally require the removal of equipment at the end of the lease term; therefore, a future obligation exists. Asset retirement costs are reflected in paging equipment assets with depreciation expense recognized over the estimated lives, which range between one and five years. The asset retirement costs and the corresponding liabilities that have been recorded to date generally relate to either current plans to consolidate networks or to the removal of assets at a future terminal date. When an asset retirement obligation arises, the liabilities and corresponding assets are recorded at their present value using a discounted cash flow approach and the liabilities are accreted using the interest method. The recognition of an asset retirement obligation requires that management make numerous assumptions regarding such factors as the cost and timing of deconstruction; the credit-adjusted risk-free rate to be used; inflation rates; and future advances in technology. The fair value estimate of contractor fees to remove each asset is assumed to escalate by 2% each year through the terminal date. The total estimated liability is based on the estimated future value of those costs and the timing of deconstruction. We believe these estimates are reasonable at the present time, but we can give no assurance that changes in technology, our financial condition, the economy or other factors would not result in higher or lower asset retirement obligations. Any variations from our estimates would generally result in a change in the assets and liabilities in equal amounts, and operating results would differ in the future by any difference in depreciation expense and accretion expense (see Note 4 , "Consolidated Financial Statement Components", and Note 6 , "Asset Retirement Obligations", for additional details). |
Income Taxes | Income Taxes We file a consolidated U.S. Federal income tax return and income tax returns in state, local and foreign jurisdictions as required. The provision for current income taxes is calculated and accrued on income and expenses expected to be included in current year U.S. and foreign income tax returns. The provision for current income taxes may also include interest, penalties and an estimated amount reflecting uncertain tax positions. Deferred income tax assets and liabilities are computed based on temporary differences between the financial statement values and the tax bases of assets and liabilities including net operating loss and tax credit carryforwards at the enacted tax rates expected to apply to taxable income when taxes are actually paid or recovered. Changes in deferred income tax assets and liabilities are included as a component of deferred income tax expense. Deferred income tax assets represent amounts available to reduce future income taxes payable. We provide a valuation allowance when we consider it “more likely than not” (greater than a 50% probability) that a deferred income tax asset will not be fully recovered. Our valuation allowance assessment includes an evaluation of our history of generating taxable income and estimates of future taxable income, including when applicable the use of appropriate tax planning strategies. Assets and liabilities are established for uncertain tax positions taken or positions expected to be taken in income tax returns when such positions fail to meet the “more likely than not” threshold based on the technical merits of the positions. We assess whether previously unrecognized tax benefits may be recognized when the tax position is (1) more likely than not of being sustained based on its technical merits, (2) effectively settled through examination, negotiation or litigation, or (3) settled through actual expiration of the relevant tax statutes |
Research and Development | Research and Development Development costs incurred in the research and development of new software products and enhancements to existing software products for external use are charged to operations and expensed as incurred. Until technological feasibility has been established, research and development costs are expensed as incurred. Material costs incurred after technological feasibility is established and before the product is ready for general release are capitalized and amortized on a straight-line basis over the estimated remaining economic life of the product or the ratio of current revenues to total projected product revenues, whichever is greater. To date, the time between technological feasibility and general release to the public has been extremely short and consequently expenses available for capitalization have been immaterial. Accordingly, all research and developments costs incurred to date have been expensed as incurred. |
Advertising Expenses | Advertising Expenses Advertising costs are charged to operations when incurred. Advertising costs are classified as selling and marketing expenses. |
Stock Based Compensation | Stock Based Compensation We account for share-based payments to employees, including restricted stock units ("RSUs"), restricted common stock ("restricted stock") and the option to purchase common stock under the Employee Stock Purchase Plan ("ESPP") based on their fair value and the estimated number of shares we expect will vest based on the performance metrics associated with the award, if applicable. Fair value is measured based on the closing fair market value of the Company's common stock on the date of grant. Compensation expense is recognized on a straight-line basis over the requisite service period. Forfeitures and withdrawals are accounted for on an as incurred basis. Changes in our estimates of the expected attainment of performance targets are reflected in the amount of compensation expense that we recognize for the related instruments during the interim reporting period when the change in estimate is determined and may cause the amount of compensation expense that we record for each period to vary. Further information regarding stock based compensation can be found in Note 7 , "Stockholders' Equity". |
Concentration of Credit Risk | Concentration of Credit Risk Our financial instruments that are potentially subject to concentrations of credit risk consist primarily of cash, cash equivalents, short-term receivables and accounts receivable. While our cash and cash equivalents are managed by reputable financial institutions, deposits at these institutions and funds may, at times, exceed federally insured limits. Management believes that these financial institutions and funds are financially sound and, accordingly, that minimal credit risk exists. Accounts receivable are typically unsecured and are derived from revenue earned from customers across different geographic locations, primarily within the U.S. We perform ongoing credit evaluations of our customers, and generally do not require collateral. We maintain an allowance for estimated credit losses. |
Sales and Use Taxes | Sales and Use Taxes Sales and use taxes imposed on the ultimate consumer are excluded from revenue where we are required by law or regulation to act as collection agent for the taxing jurisdiction. |
Fair Value Measurements and Financial Instruments | Fair Value Measurements and Financial Instruments We account for certain assets and liabilities at fair value. We categorize each of our fair value measurements in one of the following three levels based on the lowest level input that is significant to the fair value measurement in its entirety. These levels are: Level 1 - Inputs are based upon unadjusted quoted prices for identical instruments in active markets. Level 2 - Inputs are based upon quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets that are not active, inputs other than quoted prices that are observable for the asset or liability and inputs that are corroborated by other observable market data. Level 3 - Unobservable inputs that cannot be corroborated by observable market data and typically reflect management's estimates of assumptions that market participants would use in pricing the asset or liability. We consider all highly liquid interest-earning investments with a maturity of three months or less at the date of purchase to be cash equivalents. Those investments with an original maturity of greater than three months and less than one year are classified as short-term investments. Cash and cash equivalents consist primarily of cash on deposit with banks and investments in money market funds. Our short-term investments consist entirely of U.S. Treasury securities which are classified as held-to-maturity and are measured at amortized cost on our Consolidated Balance Sheet. These investments are classified as Level 1 and mature within 12 months. The differences between carrying value and fair value are not material to the Consolidated Financial Statements. Financial instruments including cash and cash equivalents, accounts receivable and accounts payable all have fair values that approximate their carrying values at December 31, 2018 and 2017 due to their short maturities. |
Earnings Per Common Share | Earnings Per Common Share The calculation of earnings per common share is based on the weighted-average number of common shares outstanding during the applicable period. The calculation for diluted earnings per common share recognizes the effect of all potential dilutive common shares that were outstanding during the respective periods, unless the impact would be anti-dilutive. Further information regarding earnings per common share can be found in Note 7 , "Stockholders' Equity". |
Recent and Pending Accounting Standards | RECENT AND PENDING ACCOUNTING STANDARDS Recently Adopted Revenue - In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers . ASU No. 2014-09 creates a five-step model that requires companies to exercise judgment when considering all relevant facts and circumstances in the determination of when and how revenue is recognized and requires entities to recognize revenues when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. On January 1, 2018, we adopted ASC 606 using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. During the quarter ended September 30, 2018, we adjusted our entry to record the effect of adopting ASC 606 by approximately $0.4 million . This adjustment did not have a material impact on the Company's financial statements for any quarter during the nine-month period ended September 30, 2018. As a result, our beginning retained earnings as of January 1, 2018 was $6.8 million greater than what was reported at December 31, 2017. This was due to a $4.6 million decrease in deferred revenue, a $0.2 million decrease in accumulated other comprehensive income related to translation adjustments, an increase in unbilled receivables of $1.3 million and an increase of $0.7 million in deferred commissions that resulted from the adoption of ASC 606. Results for reporting periods beginning after January 1, 2018 are presented under ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under ASC 605. For additional details refer to Note 1, "Organization and Significant Accounting Policies Update" and Note 3, "Revenues, Deferred Revenue and Deferred Commissions." Leases - In February 2016, the FASB issued ASU No. 2016-02, Leases . The new standard establishes a right of use (“ROU”) model that requires a lessee to record a ROU asset and a lease liability on the balance sheet for all leases with terms longer than twelve months. Leases will be classified as either financing or operating with the classification affecting the pattern of expense recognition in the operating statement. ASU No. 2016-02 will be effective beginning on January 1, 2019, including interim periods within that fiscal year, and early adoption is permitted at any time. A modified retrospective transition approach is required for capital and operating leases existing at, or entered into after, the beginning of the earliest comparative period presented in the financial statements, with certain practical expedients available. While we continue to finalize our adjustment to beginning balances for January 1, 2019, we currently estimate that the impact to our assets and liabilities will be an increase between $15.0 and $20.0 million . This estimate is subject to change given the ongoing review of leases outstanding at December 31, 2018. |
Organization and Significant _3
Organization and Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Schedule of ASU 2014-09 | The following table presents the Consolidated Financial Statement components impacted as a result of adopting ASC 606, stated under ASC 605 for comparative purposes: For the Twelve Months Ended December 31, 2018 2017 2016 (Dollars in thousands) ASC 606 ASC 605 ASC 605 ASC 605 Consolidated Statement of Operations Revenues: Software $ 75,197 $ 73,265 $ 69,987 $ 69,971 Operating expenses: Selling and marketing 24,553 24,250 22,823 24,768 Consolidated Statements of Comprehensive Income Other comprehensive loss, net of tax: $ (49 ) $ 117 $ 11 $ (109 ) As of December 31, 2018 2017 (Dollars in thousands) ASC 606 ASC 605 ASC 605 Consolidated Balance Sheets Current assets: Accounts receivable, net $ 32,386 $ 30,709 $ 29,722 Current assets: Prepaid expenses and other 9,578 9,192 5,752 Current liabilities: Deferred revenue 26,285 32,267 28,857 Non-current liabilities: Deferred revenue 476 624 1,063 Stockholder equity: Accumulated other comprehensive loss (1,301 ) (1,015 ) (1,088 ) Stockholder equity: Retained earnings 185,294 176,815 191,796 |
Revenue, Deferred Revenue and_2
Revenue, Deferred Revenue and Deferred Commissions (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue | The following table presents our revenues disaggregated by revenue type: For the Twelve Months Ended December 31, (Dollars in thousands) 2018 2017 (1) 2016 (1) Wireless products and services $ 94,277 $ 101,188 $ 109,590 License 13,042 9,541 8,832 Professional services 18,091 17,630 18,594 Equipment 4,995 4,147 5,472 Maintenance 39,069 38,669 37,073 Total revenue $ 169,474 $ 171,175 $ 179,561 (1) Prior period amounts have not been adjusted under the modified retrospective method for the adoption of ASC 606. The Company is currently structured as a single operating (and reportable) segment, a clinical communication and collaboration business. The U.S. was the only country that accounted for more than 10% of the Company’s total revenue for the years ended December 31, 2018 , 2017 and 2016 . Revenue generated in the U.S. and internationally consisted of the following for the periods stated: For the Twelve Months Ended December 31, (Dollars in thousands) 2018 2017 (1) 2016 (1) Revenue United States $ 164,558 $ 166,790 $ 173,852 International 4,916 4,385 5,709 Total revenue $ 169,474 $ 171,175 $ 179,561 (1) Prior period amounts have not been adjusted under the modified retrospective method for the adoption of ASC 606. |
Schedule of Deferred Revenue | Changes in the balance of total deferred revenue during the twelve months ended December 31, 2018 are as follows: (Dollars in thousands) December 31, 2017 (2) Additions Revenue Recognized (1) December 31, 2018 Deferred Revenue $ 29,920 $ 67,914 $ (71,073 ) $ 26,761 (1) Includes $4.6 million which went to retained earnings and was not recognized as revenue resulting from the adoption of ASC 606. (2) Includes a $2.6 million adjustment to deferred revenue. Refer to Note 1, "Organization and Significant Accounting Policies", for additional details. |
Schedule of Deferred Commissions | Changes in the balance of total deferred commissions during the twelve months ended December 31, 2018 are as follows: (Dollars in thousands) December 31, 2017 Additions (1) Commissions Recognized December 31, 2018 Deferred Commissions $ 1,676 $ (5,434 ) $ 6,152 $ 2,394 (1) Includes $0.7 million in previously recognized commissions expense which was removed from retained earnings and included in deferred commissions resulting from the adoption of ASC 606. |
Consolidated Financial Statem_2
Consolidated Financial Statements' Components (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Depreciation, Amortization and Accretion | Depreciation, amortization and accretion consisted of the following for the periods stated: For the Year Ended December 31, (Dollars in thousands) 2018 2017 2016 Depreciation Leasehold improvements $ 232 $ 234 $ 189 Asset retirement costs (300 ) (388 ) (277 ) Paging and computer equipment 7,397 8,024 7,974 Furniture, fixtures and vehicles 398 306 294 Total depreciation 7,727 8,176 8,180 Amortization 2,500 2,886 4,160 Accretion 542 562 623 Total depreciation, amortization and accretion expense $ 10,769 $ 11,624 $ 12,963 |
Property, Plant and Equipment | Property and equipment, net consisted of the following for the periods stated: Useful Life For the Year Ended December 31, (Dollars in thousands) 2018 2017 Leasehold improvements lease term $ 4,139 $ 4,107 Asset retirement costs 1-5 2,021 3,228 Paging and computer equipment 1-5 98,401 103,520 Furniture, fixtures and vehicles 3-5 4,353 4,545 Total property and equipment 108,914 115,400 Accumulated depreciation (98,560 ) (102,001 ) Total property and equipment, net $ 10,354 $ 13,399 |
Components of Other Liabilities | Other current liabilities consisted of the following for the periods stated: December 31, (Dollars in thousands) 2018 2017 Accrued network costs, asset retirement obligations and other 1,870 2,557 Accrued outside services $ 1,613 $ 2,053 Total other current liabilities $ 3,483 $ 4,610 |
Summary of Other Long-Term Liabilities | Other non-current liabilities consisted of the following for the periods stated: December 31, (Dollars in thousands) 2018 2017 Asset retirement obligations $ 6,513 $ 7,174 Other 1,221 901 Total other non-current liabilities $ 7,734 $ 8,075 |
Intangible Assets, Net (Tables)
Intangible Assets, Net (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Summary of Amortizable Intangible Assets | The net consolidated balance of intangible assets consisted of the following at December 31, 2018 and 2017 : As of December 31, 2018 2017 (Dollars in thousands) Useful Life (In Years) Gross Carrying Amount Accumulated Amortization Net Carrying Amount Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships 10 $ 25,002 $ (19,585 ) $ 5,417 $ 25,002 $ (17,085 ) $ 7,917 |
Summary of Estimated Amortization of Intangible Assets for Future Periods | Estimated amortization of intangible assets for future periods was as follows: For the year ending December 31, (Dollars in thousands) 2019 $ 2,500 2020 2,500 2021 417 Total $ 5,417 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Summary of Changes in Asset Retirement Obligation Liability Balances | The components of the changes in the asset retirement obligation liabilities for the periods stated were as follows: (Dollars in thousands) Short-Term Portion Long-Term Portion Total Balance at January 1, 2017 $ 85 $ 7,472 $ 7,557 Accretion 8 554 562 Amounts paid (248 ) — (248 ) Reductions 5 (468 ) (463 ) Reclassifications 384 (384 ) — Balance at December 31, 2017 234 7,174 7,408 Accretion (91 ) 633 542 Amounts paid (154 ) — (154 ) Reductions (185 ) (1,064 ) (1,249 ) Reclassifications 230 (230 ) — Balance at December 31, 2018 $ 34 $ 6,513 $ 6,547 |
Schedule of Accretion Discount Rates on Interest Method | Accretion expense related solely to asset retirement obligations and was recorded based on the interest method utilizing the following discount rates for the specified periods: Period Discount Rate 2018 – January 1 through December 31 – Additions (2) 14.00 % 2018 – December 31 Incremental Estimates 12.09 % 2017 – January 1 through September 30 – Additions (2) 11.50 % 2017 – December 31 Additions (2) and Incremental Estimates 14.00 % 2016 – January 1 through December 31 – Additions (2) 11.50 % 2016 – December 31 - Incremental Estimates 12.09 % (1) (1) Weighted average credit adjusted risk-free rate used to discount downward revision to estimated future cash flows. (2) Transmitters moved to new sites resulting in additional liability. |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Common Stock Purchased Including Purchase of Common Stock for Tax Withholdings | Common stock purchased in 2018 , 2017 and 2016 (excluding commission and the purchase of common stock for tax withholdings) was as follows: For the Three Months Ended Shares Purchased Amount Shares Purchased Amount Shares Purchased Amount (dollars in thousands) 2018 2017 2016 March 31, 127,792 $ 1,922 — $ — 291,861 $ 4,893 June 30, 501,782 7,520 572,550 10,000 65,791 1,078 September 30, 36,542 558 — — 13,884 228 December 31, 263,000 3,446 — — 16,719 274 Total 929,116 $ 13,446 572,550 $ 10,000 388,255 $ 6,473 |
Schedule of Earnings Per Share, Basic and Diluted | The components of basic and diluted net (loss) income per common share were as follows for the periods stated: For the Year Ended December 31, (in thousands, except for share and per share amounts) 2018 2017 2016 Numerator: Net (loss) income $ (1,479 ) $ (15,306 ) $ 13,979 Denominator: Basic and diluted weighted average outstanding shares of common stock 19,667,891 20,210,260 20,586,066 Basic and diluted net (loss) income per common share $ (0.08 ) $ (0.76 ) $ 0.68 |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | For the years ended December 31, 2018 , 2017 and 2016 , the following securities were not included in the calculation of diluted shares outstanding as the effect would have been anti-dilutive: For the Year Ended December 31, 2018 2017 2016 Restricted stock units 178,279 90,665 — |
Activities Under Equity Plan | The following table summarizes the activities under the 2012 Equity Plan from January 1, 2016 through December 31, 2018 : Activity Total equity securities available at January 1, 2016 1,483,231 Less: RSU and restricted stock awarded to eligible employees, net of forfeitures (236,292 ) Total equity securities available at December 31, 2016 1,246,939 Less: RSU and restricted stock awarded to eligible employees, net of forfeitures (106,281 ) Total equity securities available at December 31, 2017 1,140,658 Less: RSU and restricted stock awarded to eligible employees, net of forfeitures (236,221 ) Total equity securities available at December 31, 2018 904,437 |
Additional Awards Under 2011 LTIP | The following table details activities with respect to outstanding RSUs and restricted stock for the year ended December 31, 2018 and has been reclassified to conform to current period's presentation which includes restricted stock activity: Shares Weighted- Unvested at January 1, 2018 393,084 $ 18.54 Granted 343,102 15.65 Vested (199,991 ) 17.22 Forfeited (1) (131,870 ) 16.93 Unvested at December 31, 2018 404,325 $ 17.27 (1) 100,767 RSUs did not vest based on the Company's actual performance at December 31, 2017 as compared to the related performance obligations. |
Activities Under Equity Plan From Inception | The following table summarizes the activities under the ESPP from January 1, 2016 through December 31, 2018 : Activity Total ESPP equity securities available at January 1, 2016 — Plus: Registration of 2016 ESPP 250,000 Less: common stock purchased by eligible employees (3,961 ) Total ESPP equity securities available at January 1, 2017 246,039 Less: common stock purchased by eligible employees (17,760 ) Total ESPP equity securities available at January 1, 2018 228,279 Less: common stock purchased by eligible employees (20,120 ) Total ESPP equity securities available at December 31, 2018 208,159 |
Summary of Stock Based Compensation Expense | The following table reflects stock based compensation expense for the periods stated: For the Year Ended December 31, (Dollars in thousands) 2018 2017 2016 Performance-based RSUs $ 2,127 $ 1,762 $ 413 Time-based RSUs and restricted stock 2,756 1,862 418 ESPP 71 64 23 Total stock based compensation $ 4,954 $ 3,688 $ 854 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Components of Income Tax Expense (Benefit) Attributable to Current Operations | The significant components of our income tax (benefit) expense attributable to current operations for the periods stated were as follows: For the Year Ended December 31, (Dollars in thousands) 2018 2017 2016 (Loss) income before income tax (benefit) expense $ (2,185 ) $ 11,559 $ 22,971 Current: Federal tax $ — $ 199 $ 669 State tax 838 1,006 1,294 Foreign tax 148 270 103 Total current 986 1,475 2,066 Deferred: Federal tax (1,467 ) 26,348 6,811 State tax (532 ) (787 ) 41 Foreign tax 307 (171 ) 74 Total deferred (1,692 ) 25,390 6,926 Total income tax (benefit) expense $ (706 ) $ 26,865 $ 8,992 |
Schedule of Effective Income Tax Rate Reconciliation | The following table summarizes the principal elements of the difference between the United States Federal statutory rate of 21% and our effective tax rate: Effective tax rate reconciliation 2018 2017 2016 (Dollars in thousands) (Loss) income before income tax (benefit) expense $ (2,185 ) $ 11,559 $ 22,971 Income taxes computed at the Federal statutory rate $ (459 ) 21.0 % $ 4,046 35.0 % $ 8,040 35.0 % State income taxes, net of Federal benefit 306 (14.0 )% 472 4.1 % 867 3.8 % Impact of 2017 Tax Act — — % 24,235 209.7 % — — % Research and development and other tax credits (1,144 ) 52.4 % (1,775 ) (15.4 )% — — % Excess executive compensation 281 (12.9 )% — — % — — % Other 310 (14.2 )% (113 ) (1.0 )% 85 0.4 % Income tax (benefit) expense $ (706 ) 32.3 % $ 26,865 232.4 % 1,787.3 % $ 8,992 39.1 % |
Schedule of Deferred Income Tax Assets | The components of deferred income tax assets at December 31, 2018 and 2017 were as follows: December 31, (Dollars in thousands) 2018 2017 Net operating losses and tax credits $ 22,003 $ 26,296 Property and equipment 5,969 8,289 AMT minimum tax receivable 1,348 2,489 Accruals and accrued loss contingencies 5,776 4,833 Capitalized research and development costs 14,220 9,108 Gross deferred income tax assets 49,316 51,015 Deferred income tax liabilities: Intangible assets (2,711 ) (3,075 ) Prepaid and other expenses (121 ) (261 ) Gross deferred income tax liabilities (2,832 ) (3,336 ) Net deferred income tax assets $ 46,484 $ 47,679 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of Future Minimum Lease Payments | Future minimum lease payments under non-cancelable operating leases at December 31, 2018 were as follows: For the Year Ended December 31, (Dollars in thousands) 2019 $ 6,716 2020 5,058 2021 4,102 2022 2,327 2023 1,586 Thereafter 424 Total $ 20,213 |
Selected Quarterly Financial _2
Selected Quarterly Financial Information (Unaudited) (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Quarterly Financial Information Disclosure [Abstract] | |
Summarized Quarterly Data | Quarterly financial information for the years ended December 31, 2018 and 2017 is summarized below: For the Year Ended December 31, 2018 First Second Third Fourth (Dollars in thousands except per share amounts) Revenues (2) $ 43,114 $ 40,628 $ 42,476 $ 43,256 Operating income (loss) (2)(4) 584 (2,346 ) (1,560 ) 149 Net income (loss) (2)(4) 345 (1,172 ) (840 ) 189 Basic and diluted net income (loss) per common share (1) 0.02 (0.06 ) (0.04 ) 0.01 For the Year Ended December 31, 2017 First Second Third Fourth (4) (Dollars in thousands except per share amounts) Revenues (2) $ 41,444 $ 42,325 $ 43,636 $ 43,770 Operating income (2) 1,382 2,410 3,325 3,589 Net income (loss) (2)(3) 854 1,498 3,727 21,384 Basic and diluted net income per common share (1) 0.04 0.07 0.19 (1.07 ) (1) Basic and diluted net income (loss) per common share is computed independently for each period presented. As a result, the sum of the quarterly basic and diluted net income (loss) per common share for the years ended December 31, 2018 and 2017 may not equal the total computed for the year. (2) Slight variations in totals are due to rounding. (3) Fourth quarter 2017 net loss includes $24.2 million from the write-off of the deferred income tax asset related to the 2017 Tax Act (refer to Note 8, "Income Taxes"). (4) An adjustment of $771 to cost of revenue, identified in the fourth quarter of 2018, has been reflected in this table as a reduction of Operating income (loss) and Net income (loss) of $166 , $196 and $359 in the first, second and third quarters, respectively. Income (loss) per common share has been adjusted accordingly for the impact of these adjustments to each quarter. |
Organization and Significant _4
Organization and Significant Accounting Policies - Additional Information (Details) message in Millions | 3 Months Ended | 12 Months Ended | ||||||||||
Dec. 31, 2018USD ($) | Sep. 30, 2018USD ($) | Jun. 30, 2018USD ($) | Mar. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($) | Mar. 31, 2017USD ($) | Dec. 31, 2018USD ($)accountmessage | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 31, 2015USD ($) | |
Property, Plant and Equipment [Line Items] | ||||||||||||
Monthly messages sent through company solutions (over 100 million messages) | message | 100 | |||||||||||
Revenues | $ 43,256,000 | $ 42,476,000 | $ 40,628,000 | $ 43,114,000 | $ 43,770,000 | $ 43,636,000 | $ 42,325,000 | $ 41,444,000 | $ 169,474,000 | $ 171,175,000 | $ 179,561,000 | |
Decrease to cash and cash equivalents | (83,343,000) | (103,179,000) | (83,343,000) | (103,179,000) | (121,825,000) | $ (109,335,000) | ||||||
Short-term investments | 3,963,000 | 3,978,000 | 3,963,000 | 3,978,000 | ||||||||
Decrease to accounts receivable, net | (32,386,000) | (29,722,000) | (32,386,000) | (29,722,000) | ||||||||
Decrease to deferred revenue | (26,761,000) | (29,920,000) | (26,761,000) | (29,920,000) | ||||||||
Decrease to current assets | (130,978,000) | (144,303,000) | (130,978,000) | (144,303,000) | ||||||||
Decrease to current liabilities | (44,948,000) | (48,337,000) | (44,948,000) | (48,337,000) | ||||||||
Decrease to total assets | (327,712,000) | (348,004,000) | (327,712,000) | (348,004,000) | ||||||||
Decrease to total liabilities | (53,158,000) | (57,475,000) | (53,158,000) | (57,475,000) | ||||||||
Decrease to total liabilities and stockholders' equity | (327,712,000) | (348,004,000) | (327,712,000) | (348,004,000) | ||||||||
Commissions expense | 6,200,000 | 5,200,000 | 5,600,000 | |||||||||
Impairment of intangible assets | $ 0 | 0 | 0 | |||||||||
Number of significant allowance accounts | account | 2 | |||||||||||
Contractor fee, annual percentage increase | 2.00% | |||||||||||
Uncertain tax positions | 0 | 0 | $ 0 | 0 | ||||||||
Advertising expenses | 2,400,000 | 2,300,000 | 1,800,000 | |||||||||
Provisions for doubtful accounts, service credits and other | $ 1,600,000 | 500,000 | 400,000 | |||||||||
Minimum | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Useful life | 1 year | |||||||||||
Maximum | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Amortization of intangible assets | 10 years | |||||||||||
Useful life | 5 years | |||||||||||
Paging Equipment Assets | Minimum | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Useful life | 1 year | |||||||||||
Paging Equipment Assets | Maximum | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Useful life | 5 years | |||||||||||
Accounting Standards Update 2014-09 | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Decrease to deferred revenue | (2,600,000) | (2,600,000) | ||||||||||
Accounting Standards Update 2014-09 | Licenses | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Revenues | 2,900,000 | 2,300,000 | 2,100,000 | |||||||||
Accounting Standards Update 2014-09 | Subscription Revenue | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Revenues | (2,900,000) | (2,300,000) | $ (2,100,000) | |||||||||
Adjustments | ||||||||||||
Property, Plant and Equipment [Line Items] | ||||||||||||
Decrease to cash and cash equivalents | 4,000,000 | 4,000,000 | $ 4,000,000 | 4,000,000 | ||||||||
Short-term investments | 4,000,000 | 4,000,000 | 4,000,000 | 4,000,000 | ||||||||
Decrease to accounts receivable, net | 2,600,000 | 2,600,000 | 2,600,000 | 2,600,000 | ||||||||
Decrease to deferred revenue | $ 2,600,000 | 2,600,000 | $ 2,600,000 | 2,600,000 | ||||||||
Decrease to current assets | 2,600,000 | 2,600,000 | ||||||||||
Decrease to current liabilities | 2,600,000 | 2,600,000 | ||||||||||
Decrease to total assets | 2,600,000 | 2,600,000 | ||||||||||
Decrease to total liabilities | 2,600,000 | 2,600,000 | ||||||||||
Decrease to total liabilities and stockholders' equity | $ 2,600,000 | $ 2,600,000 |
Organization and Significant _5
Organization and Significant Accounting Policies - Impact of ASC 606 (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Consolidated Statement of Operations | |||||||||||
Revenues | $ 43,256 | $ 42,476 | $ 40,628 | $ 43,114 | $ 43,770 | $ 43,636 | $ 42,325 | $ 41,444 | $ 169,474 | $ 171,175 | $ 179,561 |
Selling and marketing | 24,553 | 22,823 | 24,768 | ||||||||
Consolidated Statements of Comprehensive Income | |||||||||||
Foreign currency translation adjustments | (49) | 11 | (109) | ||||||||
Consolidated Balance Sheets | |||||||||||
Accounts receivable, net | 32,386 | 29,722 | 32,386 | 29,722 | |||||||
Prepaid expenses and other | 9,578 | 5,752 | 9,578 | 5,752 | |||||||
Deferred revenue | 26,285 | 28,857 | 26,285 | 28,857 | |||||||
Deferred revenue | 476 | 1,063 | 476 | 1,063 | |||||||
Accumulated other comprehensive loss | (1,301) | (1,088) | (1,301) | (1,088) | |||||||
Retained earnings | 185,294 | 191,796 | 185,294 | 191,796 | |||||||
Calculated under Revenue Guidance in Effect before Topic 606 | |||||||||||
Consolidated Statements of Comprehensive Income | |||||||||||
Foreign currency translation adjustments | 117 | 11 | (109) | ||||||||
Consolidated Balance Sheets | |||||||||||
Accounts receivable, net | 30,709 | 29,722 | 30,709 | 29,722 | |||||||
Prepaid expenses and other | 9,192 | 5,752 | 9,192 | 5,752 | |||||||
Deferred revenue | 32,267 | 28,857 | 32,267 | 28,857 | |||||||
Deferred revenue | 624 | 1,063 | 624 | 1,063 | |||||||
Accumulated other comprehensive loss | (1,015) | (1,088) | (1,015) | (1,088) | |||||||
Retained earnings | $ 176,815 | $ 191,796 | 176,815 | 191,796 | |||||||
Software Operations | |||||||||||
Consolidated Statement of Operations | |||||||||||
Revenues | 75,197 | 69,987 | 69,971 | ||||||||
Selling and marketing | 24,553 | ||||||||||
Software Operations | Calculated under Revenue Guidance in Effect before Topic 606 | |||||||||||
Consolidated Statement of Operations | |||||||||||
Revenues | 73,265 | 69,987 | 69,971 | ||||||||
Selling and marketing | $ 24,250 | $ 22,823 | $ 24,768 |
Recent and Pending Accounting_2
Recent and Pending Accounting Standards (Details) - USD ($) $ in Thousands | Jan. 01, 2019 | Dec. 31, 2018 | Sep. 30, 2018 | Dec. 31, 2017 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Retained earnings | $ 185,294 | $ 191,796 | ||
Deferred revenue | (26,761) | (29,920) | ||
Decrease to accumulated other comprehensive income | 1,301 | 1,088 | ||
Accounting Standards Update 2014-09 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Deferred revenue | (2,600) | |||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Retained earnings | $ 400 | 6,800 | ||
Deferred revenue | $ 4,600 | 4,600 | ||
Unbilled receivables | 1,300 | |||
Prepaid commissions | 700 | |||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09, Translation Adjustment | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Decrease to accumulated other comprehensive income | $ 200 | |||
Scenario, Forecast | Minimum | Accounting Standards Update 2016-02 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Right of use asset | $ 15,000 | |||
Operating lease, liability | 15,000 | |||
Scenario, Forecast | Maximum | Accounting Standards Update 2016-02 | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Right of use asset | 20,000 | |||
Operating lease, liability | $ 20,000 |
Revenue, Deferred Revenue and_3
Revenue, Deferred Revenue and Deferred Commissions (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($)revenue_component | |
Segment Reporting Information [Line Items] | |
Revenue recognized | $ | $ 20.4 |
Wireless Operations | |
Segment Reporting Information [Line Items] | |
Revenue primary component | 2 |
Software Operations | |
Segment Reporting Information [Line Items] | |
Revenue primary component | 2 |
Maintenance | |
Segment Reporting Information [Line Items] | |
Typical duration of revenue recognition | Maintenance revenue is for ongoing support of our software solutions or related equipment (typically for one year). |
Revenue, Deferred Revenue and_4
Revenue, Deferred Revenue and Deferred Commissions - Schedule of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | $ 43,256 | $ 42,476 | $ 40,628 | $ 43,114 | $ 43,770 | $ 43,636 | $ 42,325 | $ 41,444 | $ 169,474 | $ 171,175 | $ 179,561 |
Wireless products and services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 94,277 | 101,188 | 109,590 | ||||||||
License | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 13,042 | 9,541 | 8,832 | ||||||||
Professional services | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 18,091 | 17,630 | 18,594 | ||||||||
Equipment | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 4,995 | 4,147 | 5,472 | ||||||||
Maintenance | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 39,069 | 38,669 | 37,073 | ||||||||
United States | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | 164,558 | 166,790 | 173,852 | ||||||||
International | |||||||||||
Disaggregation of Revenue [Line Items] | |||||||||||
Revenues | $ 4,916 | $ 4,385 | $ 5,709 |
Revenue, Deferred Revenue and_5
Revenue, Deferred Revenue and Deferred Commissions - Deferred Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Contract With Customer, Asset And Liability [Roll Forward] | |||
Beginning balance | $ 29,920 | ||
Additions | (1,045) | $ 2,579 | $ 2,110 |
Ending balance | 26,761 | 29,920 | |
Accounting Standards Update 2014-09 | |||
Contract With Customer, Asset And Liability [Roll Forward] | |||
Beginning balance | 2,600 | ||
Additions | 67,914 | ||
Revenue Recognized | (71,073) | ||
Ending balance | 2,600 | ||
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |||
Contract With Customer, Asset And Liability [Roll Forward] | |||
Beginning balance | (4,600) | ||
Ending balance | $ (4,600) | $ (4,600) |
Revenue, Deferred Revenue and_6
Revenue, Deferred Revenue and Deferred Commissions - Deferred Commissions (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Sales Commissions | |
Capitalized Contract Cost [Roll Forward] | |
Beginning balance | $ 1,676 |
Additions | (5,434) |
Commissions Recognized | 6,152 |
Ending balance | 2,394 |
Difference between Revenue Guidance in Effect before and after Topic 606 | Accounting Standards Update 2014-09 | |
Capitalized Contract Cost [Roll Forward] | |
Ending balance | $ 700 |
Consolidated Financial Statem_3
Consolidated Financial Statements' Components - Depreciation, Amortization and Accretion (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 7,727 | $ 8,176 | $ 8,180 |
Amortization | 2,500 | 2,886 | 4,160 |
Accretion | 542 | 562 | 623 |
Total depreciation, amortization and accretion expense | 10,769 | 11,624 | 12,963 |
Leasehold improvements | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | 232 | 234 | 189 |
Asset retirement costs | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | (300) | (388) | (277) |
Paging and computer equipment | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | 7,397 | 8,024 | 7,974 |
Furniture, fixtures and vehicles | |||
Property, Plant and Equipment [Line Items] | |||
Depreciation | $ 398 | $ 306 | $ 294 |
Consolidated Financial Statem_4
Consolidated Financial Statements' Components - Accounts Receivable, net (Details) - USD ($) $ in Millions | Dec. 31, 2018 | Dec. 31, 2017 |
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowances for doubtful accounts | $ 1.7 | $ 1.1 |
Contract Asset | ||
Accounts, Notes, Loans and Financing Receivable [Line Items] | ||
Allowances for doubtful accounts | $ 8.7 | $ 7.3 |
Consolidated Financial Statem_5
Consolidated Financial Statements' Components - Property and Equipment, net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 108,914 | $ 115,400 |
Accumulated depreciation | (98,560) | (102,001) |
Total property and equipment, net | $ 10,354 | 13,399 |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (In Years) | 1 year | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (In Years) | 5 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 4,139 | 4,107 |
Asset retirement costs | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 2,021 | 3,228 |
Asset retirement costs | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (In Years) | 1 year | |
Asset retirement costs | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (In Years) | 5 years | |
Paging and computer equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 98,401 | 103,520 |
Paging and computer equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (In Years) | 1 year | |
Paging and computer equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (In Years) | 5 years | |
Furniture, fixtures and vehicles | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 4,353 | $ 4,545 |
Furniture, fixtures and vehicles | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (In Years) | 3 years | |
Furniture, fixtures and vehicles | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Useful Life (In Years) | 5 years |
Consolidated Financial Statem_6
Consolidated Financial Statements' Components - Other Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Accrued network costs, asset retirement obligations and other | $ 1,870 | $ 2,557 |
Accrued outside services | 1,613 | 2,053 |
Total other current liabilities | $ 3,483 | $ 4,610 |
Consolidated Financial Statem_7
Consolidated Financial Statements' Components - Other Non-Current Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Asset retirement obligations | $ 6,513 | $ 7,174 |
Other | 1,221 | 901 |
Total other long-term liabilities | $ 7,734 | $ 8,075 |
Intangible Assets, Net - Net I
Intangible Assets, Net - Net Intangible Assets (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Finite-Lived Intangible Assets [Line Items] | |||
Net Balance | $ 5,417,000 | $ 7,917,000 | |
Impairment | $ 0 | 0 | $ 0 |
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Useful Life (In Years) | 10 years | ||
Gross Carrying Amount | $ 25,002,000 | 25,002,000 | |
Accumulated Amortization | (19,585,000) | (17,085,000) | |
Net Balance | $ 5,417,000 | $ 7,917,000 |
Intangible Assets, Net - Futur
Intangible Assets, Net - Future Amortization (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
2,019 | $ 2,500 | |
2,020 | 2,500 | |
2,021 | 417 | |
Net Balance | $ 5,417 | $ 7,917 |
Asset Retirement Obligations -
Asset Retirement Obligations - Changes in Asset Retirement Obligation Liabilities (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Asset Retirement Obligation | |||
Balance | $ 7,408 | $ 7,557 | |
Accretion | 542 | 562 | $ 623 |
Amounts paid | (154) | (248) | |
Reductions | (1,249) | 463 | |
Reclassifications | 0 | 0 | |
Balance | 6,547 | 7,408 | 7,557 |
Total estimated liability | 8,100 | ||
Short-Term Portion | |||
Asset Retirement Obligation | |||
Balance | 234 | 85 | |
Accretion | (91) | 8 | |
Amounts paid | (154) | (248) | |
Reductions | (185) | (5) | |
Reclassifications | 230 | 384 | |
Balance | 34 | 234 | 85 |
Long-Term Portion | |||
Asset Retirement Obligation | |||
Balance | 7,174 | 7,472 | |
Accretion | 633 | 554 | |
Amounts paid | 0 | 0 | |
Reductions | (1,064) | 468 | |
Reclassifications | (230) | (384) | |
Balance | $ 6,513 | $ 7,174 | $ 7,472 |
Asset Retirement Obligations _2
Asset Retirement Obligations - Schedule of Accretion Discount Rates on Interest Method (Details) | Dec. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Abstract] | ||||||
Accretion discount rates on interest method | 12.09% | 12.09% | 14.00% | 14.00% | 11.50% | 11.50% |
Stockholders' Equity - Additio
Stockholders' Equity - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |||||||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | Feb. 27, 2019 | Aug. 31, 2018 | Jun. 30, 2018 | Feb. 28, 2018 | May 16, 2012 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock authorized (shares) | 75,000,000 | 75,000,000 | ||||||
Common stock par value (usd per share) | $ 0.0001 | $ 0.0001 | ||||||
Preferred stock authorized (shares) | 25,000,000 | 25,000,000 | ||||||
Preferred stock par value (usd per share) | $ 0.0001 | $ 0.0001 | ||||||
Stock options outstanding (shares) | 0 | 0 | ||||||
Common stock outstanding (shares) | 19,389,066 | 20,135,514 | ||||||
Preferred stock outstanding (shares) | 0 | 0 | ||||||
Dividends declared (usd per share) | $ 0.50 | $ 0.50 | $ 0.75 | |||||
Common stock repurchase program, authorized amount | $ 10,000 | $ 10,000 | ||||||
Issuance of common stock under the Employee Stock Purchase Plan | $ 247 | $ 256 | ||||||
2012 Equity Plan | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Equity securities granted (shares) | 2,194,986 | |||||||
2012 Equity Plan | Restricted Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 1 year | |||||||
2012 Equity Plan | Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 3 years | |||||||
2012 Equity Plan | Contingent restricted stock units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting period | 3 years | |||||||
2011 Long Term Incentive Plan | Restricted Stock and RSUs | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unvested shares outstanding (shares) | 404,325 | 393,084 | ||||||
Compensation cost not yet recognized | $ 3,500 | |||||||
Compensation cost not yet recognized, period for recognition | 1 year 7 months 6 days | |||||||
2011 Long Term Incentive Plan | Contingent restricted stock units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Unvested shares outstanding (shares) | 254,641 | |||||||
ESPP | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Equity securities granted (shares) | 250,000 | |||||||
Award required holding period | 2 years | |||||||
Issuance of common stock under the Employee Stock Purchase Plan (shares) | 20,120 | 17,760 | ||||||
Issuance of common stock under the Employee Stock Purchase Plan | $ 200 | $ 300 | ||||||
Maximum | ESPP | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Offering period | 6 months | |||||||
Subsequent Event | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Dividend rate (usd per share) | $ 0.125 | |||||||
Dividends declared | $ 2,400 | |||||||
Tranche one | 2012 Equity Plan | Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting percent | 33.33% | |||||||
Tranche two | 2012 Equity Plan | Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting percent | 33.33% | |||||||
Tranche three | 2012 Equity Plan | Restricted Stock Units | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Award vesting percent | 33.33% |
Stockholders' Equity - Common
Stockholders' Equity - Common Stock Purchased Including Purchase of Common Stock for Tax Withholdings (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Mar. 31, 2016 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Equity [Abstract] | |||||||||||||||
Shares purchased (shares) | 263,000 | 36,542 | 501,782 | 127,792 | 0 | 0 | 572,550 | 0 | 16,719 | 13,884 | 65,791 | 291,861 | 929,116 | 572,550 | 388,255 |
Amount | $ 3,446 | $ 558 | $ 7,520 | $ 1,922 | $ 0 | $ 0 | $ 10,000 | $ 0 | $ 274 | $ 228 | $ 1,078 | $ 4,893 | $ 13,446 | $ 10,000 | $ 6,473 |
Stockholders' Equity - Earning
Stockholders' Equity - Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Numerator: | |||||||||||
Net (loss) income | $ 189 | $ (840) | $ (1,172) | $ 345 | $ 21,384 | $ 3,727 | $ 1,498 | $ 854 | $ (1,479) | $ (15,306) | $ 13,979 |
Denominator: | |||||||||||
Basic and diluted weighted average common shares outstanding (shares) | 19,667,891 | 20,210,260 | 20,586,066 | ||||||||
Basic and diluted net (loss) income per common share (usd per share) | $ 0.01 | $ (0.04) | $ (0.06) | $ 0.02 | $ (1.07) | $ 0.19 | $ 0.07 | $ 0.04 | $ (0.08) | $ (0.76) | $ 0.68 |
Restricted stock units | |||||||||||
Denominator: | |||||||||||
Restricted stock units (shares) | 178,279 | 90,665 | 0 |
Stockholders' Equity - Activit
Stockholders' Equity - Activities Under Equity Plan (Details) - 2012 Equity Plan - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Number of Shares Available for Grant [Roll Forward] | |||
Beginning Balance, Equity securities available (shares) | 1,140,658 | 1,246,939 | 1,483,231 |
Granted (shares) | (236,221) | (106,281) | (236,292) |
Ending Balance, Equity securities available (shares) | 904,437 | 1,140,658 | 1,246,939 |
Stockholders' Equity - Addit_2
Stockholders' Equity - Additional Awards Under 2011 LTIP (Details) - Restricted Stock and RSUs - 2011 Long Term Incentive Plan | 12 Months Ended |
Dec. 31, 2018$ / sharesshares | |
Shares | |
Beginning Balance (shares) | 393,084 |
Granted (shares) | 343,102 |
Vested (shares) | (199,991) |
Forfeited (shares) | (131,870) |
Ending Balance (shares) | 404,325 |
Weighted- Average Grant Date Fair Value | |
Beginning (usd per share) | $ / shares | $ 18.54 |
Granted (usd per share) | $ / shares | 15.65 |
Vested (usd per share) | $ / shares | 17.22 |
Forfeited (usd per share) | $ / shares | 16.93 |
Ending Balance (usd per share) | $ / shares | $ 17.27 |
Not vested due to company performance (shares) | 100,767 |
Stockholders' Equity - ESPP Ac
Stockholders' Equity - ESPP Activity (Details) - ESPP - shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Beginning Balance, Equity securities available (shares) | 228,279 | 246,039 | 0 |
Plus: Registration of 2016 ESPP (shares) | 250,000 | ||
Less: common stock purchased by eligible employees (shares) | (20,120) | (17,760) | (3,961) |
Ending Balance, Equity securities available (shares) | 208,159 | 228,279 | 246,039 |
Stockholders' Equity - Stock B
Stockholders' Equity - Stock Based Compensation Additional Information (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Decrease in stock based compensation expense | $ 2 |
Percent of awards issued expected to vest | 50.00% |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Stock Based Compensation Expense (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock based compensation | $ 4,954 | $ 3,688 | $ 854 |
Performance-based RSUs | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock based compensation | 2,127 | 1,762 | 413 |
Time-based RSUs and restricted stock | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock based compensation | 2,756 | 1,862 | 418 |
ESPP | |||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | |||
Total stock based compensation | $ 71 | $ 64 | $ 23 |
Income Taxes - Components of I
Income Taxes - Components of Income Tax Expense (Benefit) Attributable to Current Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||
(Loss) income before income tax (benefit) expense | $ (2,185) | $ 11,559 | $ 22,971 |
Current: | |||
Federal tax | 0 | 199 | 669 |
State tax | 838 | 1,006 | 1,294 |
Foreign tax | 148 | 270 | 103 |
Total current | 986 | 1,475 | 2,066 |
Deferred: | |||
Federal tax | (1,467) | 26,348 | 6,811 |
State tax | (532) | (787) | 41 |
Foreign tax | 307 | (171) | 74 |
Total deferred | (1,692) | 25,390 | 6,926 |
Income tax (benefit) expense | $ (706) | $ 26,865 | $ 8,992 |
Income Taxes - Effective Tax R
Income Taxes - Effective Tax Rate Reconciliation (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | |||
(Loss) income before income tax (benefit) expense | $ (2,185) | $ 11,559 | $ 22,971 |
Income taxes computed at the Federal statutory rate | (459) | 4,046 | 8,040 |
State income taxes, net of Federal benefit | 306 | 472 | 867 |
Impact of 2017 Tax Act | 0 | 24,235 | 0 |
Research and development and other tax credits | (1,144) | (1,775) | 0 |
Excess executive compensation | 281 | 0 | 0 |
Other | 310 | (113) | 85 |
Income tax (benefit) expense | $ (706) | $ 26,865 | $ 8,992 |
Effective Income Tax Rate Reconciliation, Percent [Abstract] | |||
Income taxes computed at the Federal statutory rate | 21.00% | 35.00% | 35.00% |
State income taxes, net of Federal benefit | (14.00%) | 4.10% | 3.80% |
Impact of 2017 Tax Act | 0.00% | 209.70% | 0.00% |
Research and development and other tax credits | 52.40% | (15.40%) | (0.00%) |
Excess executive compensation | (12.90%) | 0.00% | 0.00% |
Other | (14.20%) | (1.00%) | 0.40% |
Income tax (benefit) expense | 32.30% | 232.40% | 39.10% |
Income Taxes - Additional Info
Income Taxes - Additional Information (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Valuation Allowance [Line Items] | |
NOLs available for future years | $ 83.9 |
Minimum | State jurisdiction | |
Valuation Allowance [Line Items] | |
Statute of limitations | 3 years |
Maximum | State jurisdiction | |
Valuation Allowance [Line Items] | |
Statute of limitations | 4 years |
Income Taxes - Schedule of Def
Income Taxes - Schedule of Deferred Income Tax Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Income Tax Disclosure [Abstract] | ||
Net operating losses and tax credits | $ 22,003 | $ 26,296 |
Property and equipment | 5,969 | 8,289 |
AMT minimum tax receivable | 1,348 | 2,489 |
Accruals and accrued loss contingencies | 5,776 | 4,833 |
Capitalized research and development costs | 14,220 | 9,108 |
Gross deferred income tax assets | 49,316 | 51,015 |
Intangible assets | (2,711) | (3,075) |
Prepaid and other expenses | (121) | (261) |
Gross deferred income tax liabilities | (2,832) | (3,336) |
Net deferred income tax assets | $ 46,484 | $ 47,679 |
Commitments and Contingencies
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Commitments And Contingencies [Line Items] | |||
Rent expense | $ 17.5 | $ 17.7 | $ 17.9 |
Minimum | |||
Commitments And Contingencies [Line Items] | |||
LOC contract period requirement | 1 year | ||
Operating leases, term of contract | 1 month | ||
Maximum | |||
Commitments And Contingencies [Line Items] | |||
LOC contract period requirement | 3 years | ||
Operating leases, term of contract | 5 years |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Future Minimum Lease Payments (Details) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,019 | $ 6,716 |
2,020 | 5,058 |
2,021 | 4,102 |
2,022 | 2,327 |
2,023 | 1,586 |
Thereafter | 424 |
Total | $ 20,213 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Retirement Benefits [Abstract] | |||
Defined contribution plan, matching contribution | $ 1.6 | $ 1.1 | $ 1.1 |
Related Parties (Details)
Related Parties (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Director | |||
Related Party Transaction [Line Items] | |||
Expenses from transactions with related party | $ 3.6 | $ 3.8 | $ 3.9 |
Selected Quarterly Financial _3
Selected Quarterly Financial Information (Unaudited) (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Revenues | $ 43,256 | $ 42,476 | $ 40,628 | $ 43,114 | $ 43,770 | $ 43,636 | $ 42,325 | $ 41,444 | $ 169,474 | $ 171,175 | $ 179,561 |
Operating income (loss) | 149 | (1,560) | (2,346) | 584 | 3,589 | 3,325 | 2,410 | 1,382 | (3,173) | 10,706 | 22,153 |
Net (loss) income | $ 189 | $ (840) | $ (1,172) | $ 345 | $ 21,384 | $ 3,727 | $ 1,498 | $ 854 | $ (1,479) | $ (15,306) | $ 13,979 |
Basic and diluted net income (loss) per common share (usd per share) | $ 0.01 | $ (0.04) | $ (0.06) | $ 0.02 | $ (1.07) | $ 0.19 | $ 0.07 | $ 0.04 | $ (0.08) | $ (0.76) | $ 0.68 |
Reduction of DTA | $ 24,200 | ||||||||||
Cost of revenue | $ 32,408 | $ 28,418 | $ 30,649 | ||||||||
Adjustments | |||||||||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |||||||||||
Operating income (loss) | $ (359) | $ (196) | $ (166) | ||||||||
Net (loss) income | $ (359) | $ (196) | $ (116) | ||||||||
Cost of revenue | $ 771 |
VALUATION AND QUALIFYING ACCO_2
VALUATION AND QUALIFYING ACCOUNTS (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Provisions for doubtful accounts, service credits and other | $ 1,029 | $ 763 | |
Allowance for Doubtful Accounts, Service Credits and Other | |||
SEC Schedule, 12-09, Valuation and Qualifying Accounts Disclosure [Line Items] | |||
Provisions for doubtful accounts, service credits and other | $ 2,125 | ||
SEC Schedule, 12-09, Movement in Valuation Allowances and Reserves [Roll Forward] | |||
Balance at the Beginning of the Period | 1,065 | 1,056 | 1,286 |
Additions | 1,035 | 761 | |
Write-offs | (1,485) | (1,026) | (991) |
Balance at the End of the Period | $ 1,705 | $ 1,065 | $ 1,056 |
Uncategorized Items - spok-2018
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ 49,000 |
Additional Paid-In Capital And Accumulated Other Comprehensive Income (Loss) [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 49,000 |
Accounting Standards Update 2014-09 [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 6,670,000 |
Accounting Standards Update 2014-09 [Member] | Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 6,836,000 |
Accounting Standards Update 2014-09 [Member] | Additional Paid-In Capital And Accumulated Other Comprehensive Income (Loss) [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (166,000) |