Cover
Cover - shares | 9 Months Ended | |
Sep. 30, 2023 | Oct. 20, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2023 | |
Document Transition Report | false | |
Entity File Number | 001-32358 | |
Entity Registrant Name | SPOK HOLDINGS, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 16-1694797 | |
Entity Address, Address Line One | 5911 Kingstowne Village Pkwy, 6th Floor | |
Entity Address, City or Town | Alexandria, | |
Entity Address, State or Province | VA | |
Entity Address, Postal Zip Code | 22315 | |
City Area Code | 800 | |
Local Phone Number | 611-8488 | |
Title of 12(b) Security | Common Stock, par value $0.0001 per share | |
Trading Symbol | SPOK | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 19,981,238 | |
Entity Central Index Key | 0001289945 | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Amendment Flag | false |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 27,301 | $ 35,754 |
Accounts receivable, net | 25,141 | 26,861 |
Prepaid expenses | 7,428 | 6,849 |
Other current assets | 1,293 | 587 |
Total current assets | 61,163 | 70,051 |
Non-current assets: | ||
Property and equipment, net | 7,376 | 8,223 |
Operating lease right-of-use assets | 11,661 | 13,876 |
Goodwill | 99,175 | 99,175 |
Deferred income tax assets, net | 46,982 | 52,398 |
Other non-current assets | 570 | 754 |
Total non-current assets | 165,764 | 174,426 |
Total assets | 226,927 | 244,477 |
Current liabilities: | ||
Accounts payable | 4,445 | 5,880 |
Accrued compensation and benefits | 5,367 | 11,628 |
Deferred revenue | 25,238 | 27,255 |
Operating lease liabilities | 4,774 | 5,096 |
Other current liabilities | 5,359 | 4,573 |
Total current liabilities | 45,183 | 54,432 |
Non-current liabilities: | ||
Asset retirement obligations | 7,543 | 7,237 |
Operating lease liabilities | 7,468 | 10,604 |
Other non-current liabilities | 1,228 | 1,107 |
Total non-current liabilities | 16,239 | 18,948 |
Total liabilities | 61,422 | 73,380 |
Commitments and contingencies (Note 13) | ||
Stockholders' equity: | ||
Preferred stock | 0 | 0 |
Common stock | 2 | 2 |
Additional paid-in capital | 101,496 | 99,908 |
Accumulated other comprehensive loss | (1,780) | (1,909) |
Retained earnings | 65,787 | 73,096 |
Total stockholders’ equity | 165,505 | 171,097 |
Total liabilities and stockholders' equity | $ 226,927 | $ 244,477 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Total revenue | $ 35,428 | $ 33,744 | $ 105,072 | $ 101,279 |
Cost of revenue (exclusive of items shown separately below) | 6,622 | 6,624 | 19,885 | 21,408 |
Research and development | 2,561 | 2,223 | 7,907 | 11,344 |
Technology operations | 6,405 | 6,719 | 19,444 | 20,612 |
Selling and marketing | 4,067 | 3,440 | 12,322 | 12,629 |
General and administrative | 8,216 | 8,868 | 24,405 | 28,922 |
Depreciation and accretion | 1,267 | 828 | 3,768 | 2,633 |
Severance and restructuring | 77 | 1,503 | 195 | 6,448 |
Total operating expenses | 29,215 | 30,205 | 87,926 | 103,996 |
Operating income (loss) | 6,213 | 3,539 | 17,146 | (2,717) |
Interest income | 240 | 129 | 866 | 366 |
Other income (expense) | 41 | 98 | (45) | 110 |
Income (loss) before income taxes | 6,494 | 3,766 | 17,967 | (2,241) |
Provision for income taxes | (2,043) | (846) | (5,666) | (129) |
Net income (loss) | $ 4,451 | $ 2,920 | $ 12,301 | $ (2,370) |
Basic net income (loss) per common share (in usd per share) | $ 0.22 | $ 0.15 | $ 0.62 | $ (0.12) |
Diluted net income (loss) per common share (in usd per share) | $ 0.22 | $ 0.15 | $ 0.61 | $ (0.12) |
Basic weighted average common shares outstanding (in shares) | 19,970,936 | 19,693,659 | 19,942,325 | 19,661,849 |
Diluted weighted average common shares outstanding (in shares) | 20,304,092 | 19,901,267 | 20,308,973 | 19,661,849 |
Cash dividends declared per common share (in usd per share) | $ 0.3125 | $ 0.3125 | $ 0.9375 | $ 0.9375 |
Wireless revenue | ||||
Total revenue | $ 18,972 | $ 19,054 | $ 56,877 | $ 56,601 |
Software revenue | ||||
Total revenue | $ 16,456 | $ 14,690 | $ 48,195 | $ 44,678 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income (loss) | $ 4,451 | $ 2,920 | $ 12,301 | $ (2,370) |
Other comprehensive income (loss), net of tax: | ||||
Foreign currency translation adjustments | 82 | (268) | 129 | (472) |
Other comprehensive income (loss) | 82 | (268) | 129 | (472) |
Comprehensive income (loss) | $ 4,533 | $ 2,652 | $ 12,430 | $ (2,842) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital & Accumulated Other Comprehensive Loss | Retained Earnings |
Beginning balance (in shares) at Dec. 31, 2021 | 19,481,429 | |||
Beginning balance at Dec. 31, 2021 | $ 172,710 | $ 2 | $ 95,703 | $ 77,005 |
Net income (loss) | (7,214) | (7,214) | ||
Issuance of common stock for vested restricted stock units under the equity plans (in shares) | 346,604 | |||
Purchase of common stock for tax withholding and other (in shares) | (134,354) | |||
Purchase of common stock for tax withholding and other | (1,209) | (1,209) | ||
Amortization of stock-based compensation | 1,115 | 1,115 | ||
Cash dividends declared | (6,513) | (6,513) | ||
Cumulative translation adjustment | 25 | 25 | ||
Ending balance (in shares) at Mar. 31, 2022 | 19,693,679 | |||
Ending balance at Mar. 31, 2022 | 158,914 | $ 2 | 95,634 | 63,278 |
Beginning balance (in shares) at Dec. 31, 2021 | 19,481,429 | |||
Beginning balance at Dec. 31, 2021 | 172,710 | $ 2 | 95,703 | 77,005 |
Net income (loss) | (2,370) | |||
Cumulative translation adjustment | (472) | |||
Ending balance (in shares) at Sep. 30, 2022 | 19,693,657 | |||
Ending balance at Sep. 30, 2022 | 152,281 | $ 2 | 96,975 | 55,304 |
Beginning balance (in shares) at Mar. 31, 2022 | 19,693,679 | |||
Beginning balance at Mar. 31, 2022 | 158,914 | $ 2 | 95,634 | 63,278 |
Net income (loss) | 1,924 | 1,924 | ||
Purchase of common stock for tax withholding and other (in shares) | (22) | |||
Purchase of common stock for tax withholding and other | 0 | 0 | ||
Amortization of stock-based compensation | 961 | 961 | ||
Cash dividends declared | (6,357) | (6,357) | ||
Cumulative translation adjustment | (229) | (229) | ||
Ending balance (in shares) at Jun. 30, 2022 | 19,693,657 | |||
Ending balance at Jun. 30, 2022 | 155,213 | $ 2 | 96,366 | 58,845 |
Net income (loss) | 2,920 | 2,920 | ||
Purchase of common stock for tax withholding and other (in shares) | 0 | |||
Amortization of stock-based compensation | 877 | 877 | ||
Cash dividends declared | (6,461) | (6,461) | ||
Cumulative translation adjustment | (268) | (268) | ||
Ending balance (in shares) at Sep. 30, 2022 | 19,693,657 | |||
Ending balance at Sep. 30, 2022 | 152,281 | $ 2 | 96,975 | 55,304 |
Beginning balance (in shares) at Dec. 31, 2022 | 19,703,800 | |||
Beginning balance at Dec. 31, 2022 | 171,097 | $ 2 | 97,999 | 73,096 |
Net income (loss) | 3,117 | 3,117 | ||
Issuance of common stock for vested restricted stock units under the equity plans (in shares) | 382,568 | |||
Purchase of common stock for tax withholding and other (in shares) | (144,516) | |||
Purchase of common stock for tax withholding and other | (1,245) | (1,245) | ||
Amortization of stock-based compensation | 936 | 936 | ||
Cash dividends declared | (6,549) | (6,549) | ||
Cumulative translation adjustment | 12 | 12 | ||
Ending balance (in shares) at Mar. 31, 2023 | 19,941,852 | |||
Ending balance at Mar. 31, 2023 | 167,368 | $ 2 | 97,702 | 69,664 |
Beginning balance (in shares) at Dec. 31, 2022 | 19,703,800 | |||
Beginning balance at Dec. 31, 2022 | 171,097 | $ 2 | 97,999 | 73,096 |
Net income (loss) | 12,301 | |||
Cumulative translation adjustment | 129 | |||
Ending balance (in shares) at Sep. 30, 2023 | 19,972,478 | |||
Ending balance at Sep. 30, 2023 | 165,505 | $ 2 | 99,716 | 65,787 |
Beginning balance (in shares) at Mar. 31, 2023 | 19,941,852 | |||
Beginning balance at Mar. 31, 2023 | 167,368 | $ 2 | 97,702 | 69,664 |
Net income (loss) | 4,733 | 4,733 | ||
Amortization of stock-based compensation | 923 | 923 | ||
Cash dividends declared | (6,538) | (6,538) | ||
Issuance of restricted stock under the 2020 Equity Plan and other (in shares) | 20,210 | |||
Issuance of restricted stock under the 2020 Equity Plan and other | 90 | 90 | 0 | |
Cumulative translation adjustment | 35 | 35 | ||
Ending balance (in shares) at Jun. 30, 2023 | 19,962,062 | |||
Ending balance at Jun. 30, 2023 | 166,611 | $ 2 | 98,750 | 67,859 |
Net income (loss) | 4,451 | 4,451 | ||
Amortization of stock-based compensation | 884 | 884 | ||
Cash dividends declared | (6,523) | (6,523) | ||
Issuance of restricted stock under the 2020 Equity Plan and other (in shares) | 10,416 | |||
Issuance of restricted stock under the 2020 Equity Plan and other | 0 | 0 | ||
Cumulative translation adjustment | 82 | 82 | ||
Ending balance (in shares) at Sep. 30, 2023 | 19,972,478 | |||
Ending balance at Sep. 30, 2023 | $ 165,505 | $ 2 | $ 99,716 | $ 65,787 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Operating activities: | ||
Net income (loss) | $ 12,301 | $ (2,370) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Depreciation and accretion | 3,768 | 2,633 |
Deferred income tax expense | 5,605 | 157 |
Stock-based compensation | 2,743 | 2,953 |
Provisions for credit losses, service credits and other | 415 | 1,244 |
Changes in assets and liabilities: | ||
Accounts receivable | 1,305 | (1,276) |
Prepaid expenses and other assets | (1,102) | (984) |
Net operating lease liabilities | (1,243) | 500 |
Accounts payable, accrued liabilities and other | (7,396) | (3,068) |
Deferred revenue | (2,000) | 63 |
Net cash provided by (used in) operating activities | 14,396 | (148) |
Investing activities: | ||
Purchases of property and equipment | (2,419) | (1,773) |
Purchase of short-term investments | 0 | (14,967) |
Maturity of short-term investments | 0 | 30,000 |
Net cash (used in) provided by investing activities | (2,419) | 13,260 |
Financing activities: | ||
Cash distributions to stockholders | (19,404) | (18,849) |
Proceeds from issuance of common stock under the Employee Stock Purchase Plan | 90 | 0 |
Purchase of common stock for tax withholding on vested equity awards | (1,245) | (1,209) |
Net cash used in financing activities | (20,559) | (20,058) |
Effect of exchange rate on cash and cash equivalents | 129 | (472) |
Net decrease in cash and cash equivalents | (8,453) | (7,418) |
Cash and cash equivalents, beginning of period | 35,754 | 44,583 |
Cash and cash equivalents, end of period | 27,301 | 37,165 |
Supplemental disclosure: | ||
Income taxes paid | $ 236 | $ 212 |
Organization and Significant Ac
Organization and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Organization and Significant Accounting Policies | ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES Spok Holdings, Inc. (NASDAQ: SPOK) ("Spok," "we," "our" or the "Company"), through its wholly owned subsidiary Spok, Inc., 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 Spok products and services to enhance workflows for clinicians, support administrative compliance, and provide a better experience for patients. We offer a focused suite of unified clinical communication and collaboration solutions that include call center applications, 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 greetings, 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 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 complement the market focus of our wireless services outlined above. Basis of Presentation The accompanying Condensed 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 Condensed 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 unaudited Condensed Consolidated Financial Statements include all adjustments and accruals that are necessary for the presentation of the results of all interim periods reported herein and all such adjustments are of a normal, recurring nature, with the exception of the revision to deferred revenue as discussed in more detail below. Amounts shown in the Condensed 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 and accretion. These items are shown separately to the extent that they are considered material for the periods presented. The financial information included herein, other than the Condensed Consolidated Balance Sheet as of December 31, 2022, is unaudited. The Condensed Consolidated Balance Sheet as of December 31, 2022, has been derived from, but does not include all, the disclosures contained in the audited Consolidated Financial Statements as of and for the year ended December 31, 2022. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Annual Report”). The Condensed Consolidated Statements of Operations for the interim periods presented are not necessarily indicative of the results that may be expected for a full year. Revision of Previously Issued Financial Statements In connection with the preparation of its financial statements for the quarter ended June 30, 2023, the Company identified certain adjustments to correct an immaterial error related to the understatement of deferred revenue of approximately $1.0 million. These adjustments corrected an overstatement of our software revenue in 2018 stemming from non-recurring activity associated with the implementation of a new financial system in 2017. Based on our quantitative and qualitative analysis, we concluded that the adjustments were not material to any prior annual or interim periods. As such, we have revised the Condensed Consolidated Balance Sheets for the year ended December 31, 2022, relevant footnotes, and other financial information as applicable, included herein to reflect the reduction in opening retained earnings and a corresponding increase to deferred revenue. Use of Estimates The preparation of these Condensed 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 ongoing basis, we evaluate estimates and assumptions, including, but not limited to, those related to the impairment of long-lived assets, goodwill, accounts receivable allowances, revenue recognition, determining the standalone selling price of performance obligations, variable consideration, 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. |
Risks and Other Important Facto
Risks and Other Important Factors | 9 Months Ended |
Sep. 30, 2023 | |
Risks and Uncertainties [Abstract] | |
Risks and Other Important Factors | RISKS AND OTHER IMPORTANT FACTORSSee “Item 1A. Risk Factors” of Part II of this Quarterly Report on Form 10-Q (“Quarterly Report”) and "Item 1A. Risk Factors" of Part I of the 2022 Annual Report, which describe key risks associated with our operations and industry. |
Recent Accounting Standards
Recent Accounting Standards | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Accounting Standards | RECENT ACCOUNTING STANDARDS The Company considers the applicability and impact of all Accounting Standards Updates ("ASUs") issued by the Financial Accounting Standards Board ("FASB"). The Company has determined that all recent ASUs issued by the FASB are either not applicable or are not expected to have a material impact on the Company's Condensed Consolidated Financial Statements. |
Significant Accounting Policies
Significant Accounting Policies Update | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies Update | SIGNIFICANT ACCOUNTING POLICIES UPDATE Our significant accounting policies are detailed in Note 1, “Organization and Significant Accounting Policies” of the 2022 Annual Report. |
Restructuring
Restructuring | 9 Months Ended |
Sep. 30, 2023 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | RESTRUCTURING In February 2022, the Company announced a new strategic business plan that included a restructuring of its business to discontinue Spok Go, eliminate all associated costs and optimize the Company’s existing structure to drive continued cost improvement. As part of the restructuring program, the Company eliminated 176 positions, primarily in research and development, and also in professional services, selling and marketing, and back-office support functions. For the three and nine months ended September 30, 2022, the Company incurred total severance and restructuring costs of $1.5 million and $6.4 million respectively, related to the restructuring program, which are included within the Condensed Consolidated Statements of Operations. These costs are as follows: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2022 2022 Severance and personnel related costs $ 791 $ 5,137 Contractual terminations 712 $ 1311 Total severance and restructuring costs $ 1,503 $ 6,448 As of June 30, 2023, there were no outstanding restructuring-related liabilities. A summary of activity for the six months ended June 30, 2023 and the nine months ended September 30, 2022, for restructuring-related liabilities associated with the strategic business plan, which is included within accrued compensation and benefits and other current liabilities within the Condensed Consolidated Balance Sheet, is as follows: (Dollars in thousands) Balance at December 31, 2021 $ — Restructuring and other charges 4,495 Payments (34) Non-cash adjustment (124) Balance at March 31, 2022 $ 4,337 Restructuring and other charges 525 Payments (2,302) Non-cash adjustment (188) Balance at June 30, 2022 $ 2,372 Restructuring and other charges 807 Payments (1,385) Non-cash adjustment (9) Balance at September 30, 2022 $ 1,785 |
Revenue, Deferred Revenue And P
Revenue, Deferred Revenue And Prepaid Commissions | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Revenue, Deferred Revenue and Prepaid Commissions | REVENUE, DEFERRED REVENUE AND PREPAID 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. (See Item 1. “Business,” in the 2022 Annual Report 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, revenue from the sale of equipment that facilitates 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 and access to when-and-if available software updates. Maintenance is generally purchased and renewed on an annual basis. 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. 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 the 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 services, and maintenance 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 that 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. The following table presents our revenues disaggregated by revenue type: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 Revenue: Paging revenue $ 18,119 $ 18,419 $ 54,915 $ 54,873 Product and other revenue 853 635 1,962 1,728 Wireless revenue $ 18,972 $ 19,054 $ 56,877 $ 56,601 License $ 2,413 $ 2,147 $ 7,723 $ 5,933 Professional services 3,833 2,835 10,909 9,502 Hardware 798 530 2,088 1,626 Operations revenue 7,044 5,512 20,720 17,061 Maintenance 9,412 9,178 27,475 27,617 Software revenue $ 16,456 $ 14,690 $ 48,195 $ 44,678 Total revenue $ 35,428 $ 33,744 $ 105,072 $ 101,279 The U.S. was the only country that accounted for more than 10% of the Company’s total revenue for the three and nine months ended September 30, 2023, and 2022. Revenue generated in the U.S. and internationally consisted of the following for the periods stated: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 United States $ 34,662 $ 32,827 $ 102,523 $ 98,152 International 766 917 2,549 3,127 Total revenue $ 35,428 $ 33,744 $ 105,072 $ 101,279 Deferred Revenues Our deferred revenues represent payments made by, or due from, customers in advance of our performance. Changes in the balance of total deferred revenue during the nine months ended September 30, 2023, are as follows: (Dollars in thousands) December 31, 2022 Additions Revenue Recognized September 30, 2023 Deferred Revenue $ 27,505 $ 44,910 $ (46,910) $ 25,505 During the nine months ended September 30, 2023, the Company recognized $21.3 million related to amounts deferred as of December 31, 2022. Prepaid Commissions Our prepaid commissions represent payments made to employees in advance of our performance on the related underlying contracts. These costs have been incurred directly in relation to obtaining a contract. As such, these costs are amortized over the estimated period of benefit. Changes in the balance of total prepaid commissions during the nine months ended September 30, 2023 are as follows: (Dollars in thousands) December 31, 2022 Additions Commissions Recognized September 30, 2023 Prepaid Commissions $ 1,745 $ 4,102 $ (3,429) $ 2,418 Prepaid commissions are included within prepaid expenses in the Condensed Consolidated Balance Sheets and commissions expense is included within selling and marketing in the Condensed Consolidated Statements of Operations. Remaining Performance Obligations The balance of remaining performance obligations at September 30, 2023, was $58.7 million. We expect to recognize approximately $41.6 million of our remaining performance obligations over the next 12 months, with the remaining balance recognized thereafter. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Leases | LEASES We have operating lease arrangements for corporate offices, cellular towers, storage units and small building space. The building space is used to house infrastructure, such as transmitters, antennae and other various equipment for the Company’s wireless paging services. For leases with a term of 12 months or less, renewal terms are generally of an evergreen nature (either month-to-month or year-to-year). For leases with a term greater than 12 months, renewal terms are generally explicit and provide for one to five optional renewals consistent with the initial term. Many of our leases, with the exception of those for our corporate offices, include options to terminate the lease within one year. Variable lease payments, residual value guarantees or purchase options are not generally present in these leases. In May 2022, we extended 23 site leases on a Master License Agreement which included a term of 10 years with an option to terminate within 45 days of notification of termination. At that time, we recorded a $2.9 million right-of-use asset and a corresponding operating lease liability for these leases. In December 2022, we modified an office lease to reduce the leased space and optimize costs, which resulted in a reduction of $1.8 million in right-of-use assets and corresponding operating lease liabilities. In September 2023, we exercised an early termination option for the lease of our corporate headquarters in Alexandria, Virginia. Upon exercising the option, the lease term was reduced by two years, with a revised end date of September 30, 2024. As a result of the early termination, the Company paid a one-time termination fee of $0.7 million, reflected in our cash balances as of September 30, 2023. A reduction of $1.3 million was made to right-of-use of assets and a corresponding reduction of $2.0 million was made to non-current operating lease liabilities. For additional details, please refer to our discussion on this topic under "Liquidity and Capital Resources" within the Management's Discussion and Analysis of Financial Condition and Results of Operations. Lease costs are included in technology operations and general and administrative expenses in the Condensed Consolidated Statements of Operations. The following table presents lease costs disaggregated by type: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 Operating lease cost $ 1,143 $ 1,965 $ 3,494 $ 4,828 Short-term lease cost 2,298 2,490 6,837 7,569 Total lease cost $ 3,441 $ 4,455 $ 10,331 $ 12,397 The following table presents supplemental cash flow information: For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 Cash paid for amounts included in the measurement of lease liabilities - operating leases $ 3,993 $ 4,340 The following table presents the weighted average remaining lease term and discount rate: September 30, (Dollars in thousands) 2023 2022 Weighted average remaining lease term - operating leases (in years) 4.60 5.00 Weighted average discount rate - operating leases 4.98% 4.36% Maturities of lease liabilities as of September 30, 2023, were as follows: For the Year Ended December 31, (Dollars in thousands) 2023 (remaining three months) $ 1,265 2024 4,214 2025 2,420 2026 1,906 2027 1,456 Thereafter 2,618 Total future lease payments 13,879 Imputed interest (1,637) Total $ 12,242 |
Consolidated Financial Statemen
Consolidated Financial Statement Components | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Consolidated Financial Statement Components | CONSOLIDATED FINANCIAL STATEMENT COMPONENTS Depreciation and Accretion Depreciation and accretion expenses consisted of the following for the periods stated: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 Depreciation Leasehold improvements $ 24 $ 16 $ 51 $ 51 Asset retirement costs 66 (176) 196 (526) Paging and computer equipment 959 763 2,864 2,413 Furniture, fixtures and vehicles 54 55 165 185 Total depreciation 1,103 658 3,276 2,123 Accretion 164 170 492 510 Total depreciation and accretion expense $ 1,267 $ 828 $ 3,768 $ 2,633 Accounts Receivable, Net Accounts receivable was recorded net of an allowance of $1.2 million at September 30, 2023, and $1.8 million at December 31, 2022. Accounts receivable, net includes $6.0 million and $5.9 million of unbilled receivables at September 30, 2023, and December 31, 2022, 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. Property and Equipment, Net Property and equipment, net consisted of the following as of the dates stated: (Dollars in thousands) Useful Life September 30, 2023 December 31, 2022 Leasehold improvements shorter of useful life or lease term $ 2,584 $ 2,497 Asset retirement costs 1-5 3,848 3,848 Paging and computer equipment 1-5 86,973 88,427 Furniture, fixtures and vehicles 3-5 3,109 3,289 Total property and equipment 96,514 98,061 Accumulated depreciation (89,138) (89,838) Total property and equipment, net $ 7,376 $ 8,223 |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | GOODWILLDuring the three months ended September 30, 2023, we performed a qualitative assessment of goodwill and determined that a triggering event had not occurred. While an impairment assessment is performed annually in the fourth quarter, the Company monitors its business environment for potential triggering events on a quarterly basis. There is potential for further impairment charges being recognized in future periods based on these ongoing assessments. |
Asset Retirement Obligations
Asset Retirement Obligations | 9 Months Ended |
Sep. 30, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Asset Retirement Obligations | ASSET RETIREMENT OBLIGATIONS The components of the changes in the asset retirement obligation liabilities were: (Dollars in thousands) Short-Term Long-Term Total Balance at December 31, 2022 $ 243 $ 7,237 $ 7,480 Accretion (3) 495 492 Amounts paid (172) — (172) Reclassifications 189 (189) — Balance at September 30, 2023 $ 257 $ 7,543 $ 7,800 The short-term portion of the balance above is included within other current liabilities in the Condensed Consolidated Balance Sheets as of September 30, 2023, and December 31, 2022. 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 $9.1 million. The total estimated liability is based on the transmitter locations remaining after we have consolidated the number of networks we operate and assuming 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. |
Stockholders' Equity
Stockholders' Equity | 9 Months Ended |
Sep. 30, 2023 | |
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 September 30, 2023, and December 31, 2022, we had no stock options outstanding. At September 30, 2023, and December 31, 2022, there were 19,972,478 and 19,703,800 shares of common stock outstanding, respectively, and no shares of preferred stock outstanding. Dividends Cash distributions to stockholders, as disclosed in the Condensed Consolidated Statements of Cash Flows for the nine months ended September 30, 2023, and 2022, include previously declared cash dividends on shares of vested restricted common stock ("restricted stock") issued to our non-executive directors and dividends related to vested restricted stock units ("RSUs") issued to eligible employees. Cash dividends on RSUs and restricted stock have been accrued and are paid when the applicable vesting conditions are met. Accrued cash dividends on forfeited restricted stock and RSUs are also forfeited. The following table details our cash dividends declared and paid in 2023 through the date hereof: (Dollars in thousands) Declaration Date Record Date Payment Date Per Share Amount Total Declared (1) February 22, 2023 March 16, 2023 March 30, 2023 $ 0.3125 $ 6,549 May 3, 2023 May 25, 2023 June 23, 2023 0.3125 6,538 July 26, 2023 August 17, 2023 September 8, 2023 0.3125 6,523 Total $ 0.9375 $ 19,610 (1) The total declared reflects the cash dividends declared in relation to common stock, deferred stock units ("DSUs") and unvested RSUs. On October 25, 2023, our Board of Directors declared a regular quarterly cash dividend of $0.3125 per share of common stock with a record date of November 16, 2023, and a payment date of December 8, 2023. Cash dividends related to common stock of approximately $6.2 million will be paid from available cash on hand. Common Stock Repurchase Program On February 16, 2022, our Board of Directors authorized a share repurchase program for up to $10 million of the Company’s common stock. Under the repurchase program, repurchases can be made from time to time using a variety of methods, which may include open market purchases, privately negotiated transactions or otherwise, all in accordance with the rules of the SEC and other applicable legal requirements. The specific timing, price and size of purchases will depend on prevailing stock prices, general economic and market conditions, legal requirements and other considerations. The repurchase program does not obligate the Company to acquire any particular amount of common stock, and the repurchase program may be suspended or discontinued at any time at the Company’s discretion. For the nine months ended September 30, 2023, we did not repurchase any common stock. Net Income (Loss) per Common Share Basic net income (loss) per common share is computed on the basis of the weighted average common shares outstanding. Diluted net income (loss) 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 outstanding restricted stock and RSUs, which are treated as contingently issuable shares, using the “treasury stock” method. The components of basic and diluted net income (loss) per common share were as follows for the periods stated: For the Three Months Ended September 30, For the Nine Months Ended September 30, (in thousands, except for share and per share amounts) 2023 2022 2023 2022 Numerator: Net income (loss) $ 4,451 $ 2,920 $ 12,301 $ (2,370) Denominator: Basic weighted average common shares outstanding 19,970,936 19,693,659 19,942,325 19,661,849 Diluted weighted average common shares outstanding 20,304,092 19,901,267 20,308,973 19,661,849 Basic net income (loss) per common share $ 0.22 $ 0.15 $ 0.62 $ (0.12) Diluted net income (loss) per common share $ 0.22 $ 0.15 $ 0.61 $ (0.12) For the three and nine months ended September 30, 2023, and 2022 the following securities were excluded from the calculation of diluted shares outstanding as the effect would have been anti-dilutive: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Restricted stock units — — — 290,800 Stock-Based Compensation Plans On April 29, 2020, our Board of Directors adopted the Spok Holdings, Inc. 2020 Equity Incentive Award Plan (the “2020 Equity Plan”) that our stockholders subsequently approved on July 28, 2020. At July 28, 2020, a total of 1,699,950 shares of common stock had been reserved for issuance under the Equity Plans. On April 10, 2023, our Board of Directors adopted an amendment and restatement of the Spok Holdings, Inc. 2020 Equity Incentive Award Plan (the “2020 Equity Plan”) to increase the number of shares available for issuance by 1,000,000 shares that our stockholders subsequently approved on July 25, 2023. At July 25, 2023, a total of 1,268,444 shares of common stock had been reserved for issuance under the Equity Plans. Awards under the 2020 Equity Plan may be in the form of stock options, restricted common stock, RSUs, performance awards, dividend equivalents, stock payment awards, deferred stock, DSUs, stock appreciation rights or other stock or cash-based awards. 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 RSUs generally vest over a three-year performance period upon successful completion of the performance objectives. Non-contingent RSUs generally vest in thirds, annually, over a three-year period. Dividend equivalent rights generally accompany each RSU award and those rights accumulate and vest along with the underlying RSU. Dividend equivalent rights generally accompany each DSU award and are paid to participants in cash on the Company's applicable dividend payment date whether the DSU is vested or unvested. The dividend equivalent right associated with a DSU continues until delivery of the underlying shares of common stock is made. Payment of the underlying shares of common stock occurs at the earliest of a participant's separation from service, disability, death, or a change in control. The following table summarizes the activities under the Equity Plans from January 1, 2023, through September 30, 2023: Activity Total equity securities available at January 1, 2023 683,052 Additional shares available for issuance under the amended and restated 2020 Equity Plan 1,000,000 RSU, DSU, and restricted stock awarded to eligible employees, net of forfeitures (398,588) Total equity securities available at September 30, 2023 1,284,464 The following table details activities with respect to outstanding RSUs, DSUs, and restricted stock under the Equity Plans for the nine months ended September 30, 2023: Shares Weighted Unvested at January 1, 2023 1,015,749 $ 10.25 Granted 462,512 8.35 Vested (377,686) 11.18 Forfeited (63,924) 10.28 Unvested at September 30, 2023 1,036,651 $ 9.06 Of the 1,036,651 unvested RSUs, DSUs and restricted stock outstanding at September 30, 2023, 533,494 RSUs include contingent performance requirements for vesting purposes. At September 30, 2023, 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 1.7 years. Employee Stock Purchase Plan In 2016, our Board of Directors adopted the Spok Holdings, Inc. Employee Stock Purchase Plan (the "ESPP") that our stockholders subsequently approved on July 25, 2016. A total of 250,000 shares of common stock were reserved for issuance under this plan. The 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 during 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. The Company uses the Black-Scholes model to calculate the fair value of the common stock to be purchased during each offering period on the 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 nine months ended September 30, 2023, 12,558 shares of the Company's stock were purchased, as compared to no share purchases during the same period in 2022. The following table summarizes the activities under the ESPP from January 1, 2023, through September 30, 2023: Activity Total ESPP equity securities available at January 1, 2023 133,184 ESPP common stock purchased by eligible employees (12,558) Total ESPP securities available at September 30, 2023 120,626 Amounts withheld from participants will be classified as accrued compensation and benefits in the Condensed Consolidated Balance Sheets until funds are used to purchase shares. This liability amount is immaterial to the Condensed Consolidated Financial Statements. Stock-Based Compensation Expense We record all stock-based compensation, which consist of RSUs, DSUs, restricted stock, equity in lieu of salary, and the option to purchase common stock under the ESPP, at fair value as of the grant date. Stock-based compensation expense is recognized based on a straight-line amortization basis over the respective service period. Forfeitures and withdrawals are accounted for as incurred. The following table reflects the items for stock-based compensation expense in the Condensed Consolidated Statements of Operations for the periods stated: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 Performance-based RSUs $ 332 $ 362 $ 1,087 $ 1,205 Time-based RSUs, DSUs and restricted stock 536 515 1,613 1,748 ESPP 16 — 43 — Total stock-based compensation $ 884 $ 877 $ 2,743 $ 2,953 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Spok files a consolidated U.S. federal income tax return and income tax returns in various state, local and foreign jurisdictions as required. Our quarterly tax provision and our quarterly estimate of our annual effective tax rate are subject to significant variation due to several factors, including variability in accurately predicting our pre-tax and taxable income and loss and the mix of jurisdictions to which they relate, changes in how we do business, changes in our stock price, foreign currency gains (losses), tax law developments (including changes in statutes, regulations, case law, and administrative practices), and relative changes of expenses or losses for which tax benefits are not recognized. Additionally, our effective tax rate can be more or less volatile based on the amount of pre-tax income or loss. For example, the impact of discrete items and non-deductible expenses on our effective tax rate is greater when our pre-tax income is lower. For 2023, the anticipated effective income tax rate is expected to continue to differ from the federal statutory rate of 21%, primarily due to the effect of state income taxes, permanent differences between book and taxable income, and certain discrete items. We had total net deferred income tax assets ("DTAs") of $47.0 million and $52.4 million as of September 30, 2023, and December 31, 2022, respectively. We had a valuation allowance of $2.3 million as of both September 30, 2023, and December 31, 2022. We assess the recoverability of our deferred income tax assets, which represent the tax benefits of future tax deductions, based on available positive and negative evidence and 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" (meaning a probability of greater than 50%) that all or some portion of the deferred income tax assets will be realized in future periods. During the fourth quarter of each year, we update our multi-year forecast of taxable income for our operations, which assists in analyzing the recoverability of our DTAs. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | COMMITMENTS AND CONTINGENCIESThere have been no material changes during the nine months ended September 30, 2023, to the commitments and contingencies previously reported in the 2022 Annual Report. |
Related Parties
Related Parties | 9 Months Ended |
Sep. 30, 2023 | |
Related Party Transactions [Abstract] | |
Related Parties | RELATED PARTIESA member of our Board of Directors, who was appointed at the beginning of 2020, serves as EVP and Chief Information Officer for an entity that is also a customer of the Company. For both the three months ended September 30, 2023 and 2022, we recognized revenues of $0.1 million, related to contracts from the entity at which the individual is employed. For the nine months ended September 30, 2023 |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Pay vs Performance Disclosure | ||||||||
Net income (loss) | $ 4,451 | $ 4,733 | $ 3,117 | $ 2,920 | $ 1,924 | $ (7,214) | $ 12,301 | $ (2,370) |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Sep. 30, 2023 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Organization and Significant _2
Organization and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2023 | |
Accounting Policies [Abstract] | |
Basis of Presentation | Basis of Presentation The accompanying Condensed 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 Condensed 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 unaudited Condensed Consolidated Financial Statements include all adjustments and accruals that are necessary for the presentation of the results of all interim periods reported herein and all such adjustments are of a normal, recurring nature, with the exception of the revision to deferred revenue as discussed in more detail below. Amounts shown in the Condensed 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 and accretion. These items are shown separately to the extent that they are considered material for the periods presented. The financial information included herein, other than the Condensed Consolidated Balance Sheet as of December 31, 2022, is unaudited. The Condensed Consolidated Balance Sheet as of December 31, 2022, has been derived from, but does not include all, the disclosures contained in the audited Consolidated Financial Statements as of and for the year ended December 31, 2022. These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and accompanying notes included in the Company's Annual Report on Form 10-K for the year ended December 31, 2022 (the “2022 Annual Report”). The Condensed Consolidated Statements of Operations for the interim periods presented are not necessarily indicative of the results that may be expected for a full year. |
Use of Estimates | Use of Estimates The preparation of these Condensed 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 ongoing basis, we evaluate estimates and assumptions, including, but not limited to, those related to the impairment of long-lived assets, goodwill, accounts receivable allowances, revenue recognition, determining the standalone selling price of performance obligations, variable consideration, 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. |
Recent Accounting Standards | RECENT ACCOUNTING STANDARDS The Company considers the applicability and impact of all Accounting Standards Updates ("ASUs") issued by the Financial Accounting Standards Board ("FASB"). The Company has determined that all recent ASUs issued by the FASB are either not applicable or are not expected to have a material impact on the Company's Condensed Consolidated Financial Statements. |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended | |
Sep. 30, 2023 | Sep. 30, 2022 | |
Restructuring and Related Activities [Abstract] | ||
Schedule of Restructuring and Related Costs | These costs are as follows: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2022 2022 Severance and personnel related costs $ 791 $ 5,137 Contractual terminations 712 $ 1311 Total severance and restructuring costs $ 1,503 $ 6,448 | |
Summary of Restructuring Reserve | A summary of activity for the six months ended June 30, 2023 and the nine months ended September 30, 2022, for restructuring-related liabilities associated with the strategic business plan, which is included within accrued compensation and benefits and other current liabilities within the Condensed Consolidated Balance Sheet, is as follows: (Dollars in thousands) Balance at December 31, 2021 $ — Restructuring and other charges 4,495 Payments (34) Non-cash adjustment (124) Balance at March 31, 2022 $ 4,337 Restructuring and other charges 525 Payments (2,302) Non-cash adjustment (188) Balance at June 30, 2022 $ 2,372 Restructuring and other charges 807 Payments (1,385) Non-cash adjustment (9) Balance at September 30, 2022 $ 1,785 Balance at December 31, 2022 $ 2,208 Restructuring and other charges — Payments (2,051) Non-cash adjustment (4) Balance at March 31, 2023 $ 153 Restructuring and other charges — Payments (148) Non-cash adjustment (5) Balance at June 30, 2023 $ — |
Revenue, Deferred Revenue And_2
Revenue, Deferred Revenue And Prepaid Commissions (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Schedule of Revenue | The following table presents our revenues disaggregated by revenue type: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 Revenue: Paging revenue $ 18,119 $ 18,419 $ 54,915 $ 54,873 Product and other revenue 853 635 1,962 1,728 Wireless revenue $ 18,972 $ 19,054 $ 56,877 $ 56,601 License $ 2,413 $ 2,147 $ 7,723 $ 5,933 Professional services 3,833 2,835 10,909 9,502 Hardware 798 530 2,088 1,626 Operations revenue 7,044 5,512 20,720 17,061 Maintenance 9,412 9,178 27,475 27,617 Software revenue $ 16,456 $ 14,690 $ 48,195 $ 44,678 Total revenue $ 35,428 $ 33,744 $ 105,072 $ 101,279 For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 United States $ 34,662 $ 32,827 $ 102,523 $ 98,152 International 766 917 2,549 3,127 Total revenue $ 35,428 $ 33,744 $ 105,072 $ 101,279 |
Schedule of Deferred Revenue | Changes in the balance of total deferred revenue during the nine months ended September 30, 2023, are as follows: (Dollars in thousands) December 31, 2022 Additions Revenue Recognized September 30, 2023 Deferred Revenue $ 27,505 $ 44,910 $ (46,910) $ 25,505 |
Schedule of Deferred Commissions | Changes in the balance of total prepaid commissions during the nine months ended September 30, 2023 are as follows: (Dollars in thousands) December 31, 2022 Additions Commissions Recognized September 30, 2023 Prepaid Commissions $ 1,745 $ 4,102 $ (3,429) $ 2,418 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Leases [Abstract] | |
Schedule of Lease Costs | The following table presents lease costs disaggregated by type: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 Operating lease cost $ 1,143 $ 1,965 $ 3,494 $ 4,828 Short-term lease cost 2,298 2,490 6,837 7,569 Total lease cost $ 3,441 $ 4,455 $ 10,331 $ 12,397 The following table presents supplemental cash flow information: For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 Cash paid for amounts included in the measurement of lease liabilities - operating leases $ 3,993 $ 4,340 The following table presents the weighted average remaining lease term and discount rate: September 30, (Dollars in thousands) 2023 2022 Weighted average remaining lease term - operating leases (in years) 4.60 5.00 Weighted average discount rate - operating leases 4.98% 4.36% |
Schedule of Maturities of Lease Liabilities | Maturities of lease liabilities as of September 30, 2023, were as follows: For the Year Ended December 31, (Dollars in thousands) 2023 (remaining three months) $ 1,265 2024 4,214 2025 2,420 2026 1,906 2027 1,456 Thereafter 2,618 Total future lease payments 13,879 Imputed interest (1,637) Total $ 12,242 |
Consolidated Financial Statem_2
Consolidated Financial Statement Components (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Summary of Depreciation, Amortization and Accretion | Depreciation and accretion expenses consisted of the following for the periods stated: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 Depreciation Leasehold improvements $ 24 $ 16 $ 51 $ 51 Asset retirement costs 66 (176) 196 (526) Paging and computer equipment 959 763 2,864 2,413 Furniture, fixtures and vehicles 54 55 165 185 Total depreciation 1,103 658 3,276 2,123 Accretion 164 170 492 510 Total depreciation and accretion expense $ 1,267 $ 828 $ 3,768 $ 2,633 |
Schedule of Property, Plant and Equipment | Property and equipment, net consisted of the following as of the dates stated: (Dollars in thousands) Useful Life September 30, 2023 December 31, 2022 Leasehold improvements shorter of useful life or lease term $ 2,584 $ 2,497 Asset retirement costs 1-5 3,848 3,848 Paging and computer equipment 1-5 86,973 88,427 Furniture, fixtures and vehicles 3-5 3,109 3,289 Total property and equipment 96,514 98,061 Accumulated depreciation (89,138) (89,838) Total property and equipment, net $ 7,376 $ 8,223 |
Asset Retirement Obligations (T
Asset Retirement Obligations (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Asset Retirement Obligation Disclosure [Abstract] | |
Schedule of Changes in Asset Retirement Obligation Liabilities | The components of the changes in the asset retirement obligation liabilities were: (Dollars in thousands) Short-Term Long-Term Total Balance at December 31, 2022 $ 243 $ 7,237 $ 7,480 Accretion (3) 495 492 Amounts paid (172) — (172) Reclassifications 189 (189) — Balance at September 30, 2023 $ 257 $ 7,543 $ 7,800 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 9 Months Ended |
Sep. 30, 2023 | |
Equity [Abstract] | |
Schedule of Cash Dividends Declared | The following table details our cash dividends declared and paid in 2023 through the date hereof: (Dollars in thousands) Declaration Date Record Date Payment Date Per Share Amount Total Declared (1) February 22, 2023 March 16, 2023 March 30, 2023 $ 0.3125 $ 6,549 May 3, 2023 May 25, 2023 June 23, 2023 0.3125 6,538 July 26, 2023 August 17, 2023 September 8, 2023 0.3125 6,523 Total $ 0.9375 $ 19,610 (1) The total declared reflects the cash dividends declared in relation to common stock, deferred stock units ("DSUs") and unvested RSUs. |
Schedule of Basic and Diluted Net Loss Per Common Shares | The components of basic and diluted net income (loss) per common share were as follows for the periods stated: For the Three Months Ended September 30, For the Nine Months Ended September 30, (in thousands, except for share and per share amounts) 2023 2022 2023 2022 Numerator: Net income (loss) $ 4,451 $ 2,920 $ 12,301 $ (2,370) Denominator: Basic weighted average common shares outstanding 19,970,936 19,693,659 19,942,325 19,661,849 Diluted weighted average common shares outstanding 20,304,092 19,901,267 20,308,973 19,661,849 Basic net income (loss) per common share $ 0.22 $ 0.15 $ 0.62 $ (0.12) Diluted net income (loss) per common share $ 0.22 $ 0.15 $ 0.61 $ (0.12) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | For the three and nine months ended September 30, 2023, and 2022 the following securities were excluded from the calculation of diluted shares outstanding as the effect would have been anti-dilutive: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2023 2022 2023 2022 Restricted stock units — — — 290,800 |
Schedule of Activities Under Equity Plan | The following table summarizes the activities under the Equity Plans from January 1, 2023, through September 30, 2023: Activity Total equity securities available at January 1, 2023 683,052 Additional shares available for issuance under the amended and restated 2020 Equity Plan 1,000,000 RSU, DSU, and restricted stock awarded to eligible employees, net of forfeitures (398,588) Total equity securities available at September 30, 2023 1,284,464 Activity Total ESPP equity securities available at January 1, 2023 133,184 ESPP common stock purchased by eligible employees (12,558) Total ESPP securities available at September 30, 2023 120,626 |
Summary of Outstanding RSUs | The following table details activities with respect to outstanding RSUs, DSUs, and restricted stock under the Equity Plans for the nine months ended September 30, 2023: Shares Weighted Unvested at January 1, 2023 1,015,749 $ 10.25 Granted 462,512 8.35 Vested (377,686) 11.18 Forfeited (63,924) 10.28 Unvested at September 30, 2023 1,036,651 $ 9.06 |
Schedule of Stock Based Compensation Expense | The following table reflects the items for stock-based compensation expense in the Condensed Consolidated Statements of Operations for the periods stated: For the Three Months Ended September 30, For the Nine Months Ended September 30, (Dollars in thousands) 2023 2022 2023 2022 Performance-based RSUs $ 332 $ 362 $ 1,087 $ 1,205 Time-based RSUs, DSUs and restricted stock 536 515 1,613 1,748 ESPP 16 — 43 — Total stock-based compensation $ 884 $ 877 $ 2,743 $ 2,953 |
Organization and Significant _3
Organization and Significant Accounting Policies (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred revenue | $ 25,238 | $ 27,255 |
Prior Period Adjustment | ||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||
Deferred revenue | $ 1,000 |
Restructuring - Additional Info
Restructuring - Additional Information (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||
Feb. 28, 2022 position | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | |
Restructuring and Related Activities [Abstract] | |||||
Number of positions to be eliminated | position | 176 | ||||
Severance and restructuring | $ | $ 77 | $ 1,503 | $ 195 | $ 6,448 |
Restructuring - Restructuring C
Restructuring - Restructuring Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Restructuring and Related Activities [Abstract] | ||||
Severance and personnel related costs | $ 791 | $ 5,137 | ||
Contractual terminations | 712 | 1,311 | ||
Restructuring and other charges | $ 77 | $ 1,503 | $ 195 | $ 6,448 |
Restructuring - Activity for Re
Restructuring - Activity for Restructuring Related Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | |
Restructuring Reserve [Roll Forward] | |||||
Beginning balance | $ 153 | $ 2,208 | $ 2,372 | $ 4,337 | $ 0 |
Restructuring and other charges | 0 | 0 | 807 | 525 | 4,495 |
Payments | (148) | (2,051) | (1,385) | (2,302) | (34) |
Non-cash adjustment | (5) | (4) | (9) | (188) | (124) |
Ending balance | $ 0 | $ 153 | $ 1,785 | $ 2,372 | $ 4,337 |
Revenue, Deferred Revenue And_3
Revenue, Deferred Revenue And Prepaid Commissions - Additional Information and Disaggregation of Revenue (Details) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 USD ($) | Sep. 30, 2022 USD ($) | Sep. 30, 2023 USD ($) revenue_component | Sep. 30, 2022 USD ($) | |
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | $ 35,428 | $ 33,744 | $ 105,072 | $ 101,279 |
Deferred revenue recognized from previous period | 21,300 | |||
United States | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | 34,662 | 32,827 | 102,523 | 98,152 |
International | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | 766 | 917 | $ 2,549 | 3,127 |
Wireless revenue | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Revenue primary component | revenue_component | 2 | |||
Total revenue | 18,972 | 19,054 | $ 56,877 | 56,601 |
Paging revenue | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | 18,119 | 18,419 | 54,915 | 54,873 |
Product and other revenue | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | 853 | 635 | $ 1,962 | 1,728 |
Software revenue | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Revenue primary component | revenue_component | 2 | |||
Total revenue | 16,456 | 14,690 | $ 48,195 | 44,678 |
License | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | 2,413 | 2,147 | 7,723 | 5,933 |
Professional services | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | 3,833 | 2,835 | 10,909 | 9,502 |
Hardware | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | 798 | 530 | 2,088 | 1,626 |
Operations revenue | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | 7,044 | 5,512 | 20,720 | 17,061 |
Maintenance | ||||
Revenues from External Customers and Long-Lived Assets | ||||
Total revenue | $ 9,412 | $ 9,178 | $ 27,475 | $ 27,617 |
Revenue, Deferred Revenue And_4
Revenue, Deferred Revenue And Prepaid Commissions - Deferred Revenues (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Contract With Customer, Asset And Liability [Roll Forward] | |
Beginning balance | $ 27,505 |
Additions | 44,910 |
Revenue Recognized | (46,910) |
Ending balance | $ 25,505 |
Revenue, Deferred Revenue And_5
Revenue, Deferred Revenue And Prepaid Commissions - Prepaid Commissions (Details) - Prepaid Commissions $ in Thousands | 9 Months Ended |
Sep. 30, 2023 USD ($) | |
Capitalized Contract Cost [Roll Forward] | |
Beginning balance | $ 1,745 |
Additions | 4,102 |
Commissions Recognized | (3,429) |
Ending balance | $ 2,418 |
Revenue, Deferred Revenue And_6
Revenue, Deferred Revenue And Prepaid Commissions - Remaining Performance Obligations (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 58.7 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-10-01 | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Remaining performance obligation | $ 41.6 |
Remaining performance obligation, period | 12 months |
Leases - Additional Information
Leases - Additional Information (Details) $ in Thousands | 1 Months Ended | 9 Months Ended | 12 Months Ended | |
May 31, 2022 USD ($) lease | Sep. 30, 2023 USD ($) renewal | Sep. 30, 2022 USD ($) | Dec. 31, 2022 USD ($) | |
Lessee, Lease, Description [Line Items] | ||||
Termination term | 1 year | |||
Number of leases extended | lease | 23 | |||
Operating lease, term of contract | 10 years | |||
Operating lease, notification of termination period | 45 days | |||
Operating lease liabilities | $ 2,900 | $ 12,242 | ||
Operating lease right-of-use assets | $ 2,900 | 11,661 | $ 13,876 | |
Reduction in operating lease liability | 1,243 | $ (500) | ||
Office Lease | ||||
Lessee, Lease, Description [Line Items] | ||||
Reduction in operating lease right-of-use asset | $ 1,800 | |||
Corporate Headquarters | ||||
Lessee, Lease, Description [Line Items] | ||||
Termination Fee | 700 | |||
Reduction in operating lease right-of-use asset | 1,300 | |||
Reduction in operating lease liability | $ 2,000 | |||
Minimum | ||||
Lessee, Lease, Description [Line Items] | ||||
Number of renewal options | renewal | 1 | |||
Maximum | ||||
Lessee, Lease, Description [Line Items] | ||||
Number of renewal options | renewal | 5 |
Leases - Lease Costs (Details)
Leases - Lease Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Leases [Abstract] | ||||
Operating lease cost | $ 1,143 | $ 1,965 | $ 3,494 | $ 4,828 |
Short-term lease cost | 2,298 | 2,490 | 6,837 | 7,569 |
Total lease cost | $ 3,441 | $ 4,455 | 10,331 | 12,397 |
Cash paid for amounts included in the measurement of lease liabilities - operating leases | $ 3,993 | $ 4,340 | ||
Weighted-average remaining lease term - operating leases (in years) | 4 years 7 months 6 days | 5 years | 4 years 7 months 6 days | 5 years |
Weighted-average discount rate - operating leases | 4.98% | 4.36% | 4.98% | 4.36% |
Leases - Lease Maturities (Deta
Leases - Lease Maturities (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | May 31, 2022 |
Leases [Abstract] | ||
2023 (remaining three months) | $ 1,265 | |
2024 | 4,214 | |
2025 | 2,420 | |
2026 | 1,906 | |
2027 | 1,456 | |
Thereafter | 2,618 | |
Total future lease payments | 13,879 | |
Imputed interest | (1,637) | |
Total | $ 12,242 | $ 2,900 |
Consolidated Financial Statem_3
Consolidated Financial Statement Components - Depreciation, Amortization and Accretion (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Property, Plant and Equipment [Line Items] | ||||
Total depreciation | $ 1,103 | $ 658 | $ 3,276 | $ 2,123 |
Accretion | 164 | 170 | 492 | 510 |
Depreciation and accretion | 1,267 | 828 | 3,768 | 2,633 |
Leasehold improvements | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation | 24 | 16 | 51 | 51 |
Asset retirement costs | ||||
Property, Plant and Equipment [Line Items] | ||||
Asset retirement costs | 66 | (176) | 196 | (526) |
Paging and computer equipment | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation | 959 | 763 | 2,864 | 2,413 |
Furniture, fixtures and vehicles | ||||
Property, Plant and Equipment [Line Items] | ||||
Depreciation | $ 54 | $ 55 | $ 165 | $ 185 |
Consolidated Financial Statem_4
Consolidated Financial Statement Components - Accounts Receivable, Net (Details) - USD ($) $ in Millions | Sep. 30, 2023 | Dec. 31, 2022 |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Allowance for doubtful accounts receivable | $ 1.2 | $ 1.8 |
Unbilled receivables | $ 6 | $ 5.9 |
Consolidated Financial Statem_5
Consolidated Financial Statement Components - Property and Equipment, Net (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 96,514 | $ 98,061 |
Accumulated depreciation | (89,138) | (89,838) |
Total property and equipment, net | 7,376 | 8,223 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | 2,584 | 2,497 |
Asset retirement costs | ||
Property, Plant and Equipment [Line Items] | ||
Total property and equipment | $ 3,848 | 3,848 |
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 | $ 86,973 | 88,427 |
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 | $ 3,109 | $ 3,289 |
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 |
Asset Retirement Obligations -
Asset Retirement Obligations - Changes in Asset Retirement Obligation Liabilities (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||||
Balance at December 31, 2022 | $ 7,480 | |||
Accretion | $ 164 | $ 170 | 492 | $ 510 |
Amounts paid | (172) | |||
Reclassifications | 0 | |||
Balance at September 30, 2023 | 7,800 | 7,800 | ||
Short-Term Portion | ||||
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||||
Balance at December 31, 2022 | 243 | |||
Accretion | (3) | |||
Amounts paid | (172) | |||
Reclassifications | (189) | |||
Balance at September 30, 2023 | 257 | 257 | ||
Long-Term Portion | ||||
Asset Retirement Obligation, Roll Forward Analysis [Roll Forward] | ||||
Balance at December 31, 2022 | 7,237 | |||
Accretion | 495 | |||
Amounts paid | 0 | |||
Reclassifications | 189 | |||
Balance at September 30, 2023 | $ 7,543 | $ 7,543 |
Asset Retirement Obligations _2
Asset Retirement Obligations - Additional Information (Details) $ in Millions | Sep. 30, 2023 USD ($) |
Asset Retirement Obligation Disclosure [Abstract] | |
Estimated liability | $ 9.1 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Details) - USD ($) | 9 Months Ended | |||||||||||
Jul. 25, 2023 | Sep. 30, 2023 | Sep. 30, 2022 | Oct. 25, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Feb. 16, 2022 | Dec. 31, 2021 | Jul. 28, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Common stock authorized (in shares) | 75,000,000 | |||||||||||
Common stock par value (in usd per share) | $ 0.0001 | |||||||||||
Preferred stock authorized (in shares) | 25,000,000 | |||||||||||
Preferred stock par value (in usd per share) | $ 0.0001 | |||||||||||
Options outstanding (in shares) | 0 | 0 | ||||||||||
Preferred stock outstanding (in shares) | 0 | 0 | ||||||||||
Common stock repurchase program, authorized amount | $ 10,000,000 | |||||||||||
Shares reserved for future issuance (in shares) | 1,268,444 | 1,699,950 | ||||||||||
Additional shares available for issuance under the 2020 Equity Plan (in shares) | 1,000,000 | |||||||||||
Subsequent Event | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Dividend rate (in usd per share) | $ 0.3125 | |||||||||||
Dividends declared | $ 6,200,000 | |||||||||||
Unvested RSUs, DSUs and Restricted Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Equity instruments other than options, nonvested (in shares) | 1,036,651 | 1,015,749 | ||||||||||
2012 Equity Plan | Contingent RSUs | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Equity instruments other than options, nonvested (in shares) | 533,494 | |||||||||||
2012 Equity Plan | Restricted Stock and Restricted Stock Units (RSUs) | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Compensation cost not yet recognized, share-based awards other than options | $ 3,500,000 | |||||||||||
Weighted-average period over which cost is expected to be recognized | 1 year 8 months 12 days | |||||||||||
2012 Equity Plan | Unvested RSUs, DSUs and Restricted Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Additional shares available for issuance under the 2020 Equity Plan (in shares) | 1,000,000 | |||||||||||
2020 Equity Plan | Restricted Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Vesting period | 1 year | |||||||||||
2020 Equity Plan | Contingent RSUs | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Vesting period | 3 years | |||||||||||
2020 Equity Plan | Non-contingent RSUs | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Vesting period | 3 years | |||||||||||
ESPP | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Shares reserved for future issuance (in shares) | 250,000 | |||||||||||
Award required holding period | 2 years | |||||||||||
Issuance of common stock under the employee stock purchase plan (in shares) | 12,558 | 0 | ||||||||||
ESPP | Maximum | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Offering period, maximum | 6 months | |||||||||||
Common Stock | ||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||
Common stock outstanding (in shares) | 19,972,478 | 19,693,657 | 19,962,062 | 19,941,852 | 19,703,800 | 19,693,657 | 19,693,679 | 19,481,429 |
Stockholders' Equity - Cash Div
Stockholders' Equity - Cash Dividends Declared to Stockholders (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Per Share Amount (in usd per share) | $ 0.3125 | $ 0.3125 | $ 0.9375 | $ 0.9375 | ||||
Total declared | $ 6,523 | $ 6,538 | $ 6,549 | $ 6,461 | $ 6,357 | $ 6,513 | ||
Common Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Per Share Amount (in usd per share) | $ 0.9375 | |||||||
Total declared | $ 19,610 | |||||||
Common Stock | Installment One | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Declaration Date | Feb. 22, 2023 | |||||||
Record Date | Mar. 16, 2023 | |||||||
Payment Date | Mar. 30, 2023 | |||||||
Per Share Amount (in usd per share) | $ 0.3125 | |||||||
Total declared | $ 6,549 | |||||||
Common Stock | Installment Two | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Declaration Date | May 03, 2023 | |||||||
Record Date | May 25, 2023 | |||||||
Payment Date | Jun. 23, 2023 | |||||||
Per Share Amount (in usd per share) | $ 0.3125 | |||||||
Total declared | $ 6,538 | |||||||
Common Stock | Installment Three | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Declaration Date | Jul. 26, 2023 | |||||||
Record Date | Aug. 17, 2023 | |||||||
Payment Date | Sep. 08, 2023 | |||||||
Per Share Amount (in usd per share) | $ 0.3125 | |||||||
Total declared | $ 6,523 |
Stockholders' Equity - Basic an
Stockholders' Equity - Basic and Diluted Net Income (Loss) Per Common Shares (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Numerator: | ||||||||
Net income (loss) | $ 4,451 | $ 4,733 | $ 3,117 | $ 2,920 | $ 1,924 | $ (7,214) | $ 12,301 | $ (2,370) |
Denominator: | ||||||||
Basic weighted average common shares outstanding (in shares) | 19,970,936 | 19,693,659 | 19,942,325 | 19,661,849 | ||||
Diluted weighted average common shares outstanding (in shares) | 20,304,092 | 19,901,267 | 20,308,973 | 19,661,849 | ||||
Basic net income (loss) per common share (in usd per share) | $ 0.22 | $ 0.15 | $ 0.62 | $ (0.12) | ||||
Diluted net income (loss) per common share (in usd per share) | $ 0.22 | $ 0.15 | $ 0.61 | $ (0.12) |
Stockholders' Equity - Antidilu
Stockholders' Equity - Antidilutive Securities Excluded from Computation of Net Income Per Share (Details) - shares | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Equity [Abstract] | ||||
Restricted stock units (in shares) | 0 | 0 | 0 | 290,800 |
Stockholders' Equity - Activiti
Stockholders' Equity - Activities Under Equity Plan (Details) - shares | 9 Months Ended | |
Jul. 25, 2023 | Sep. 30, 2023 | |
Share-based Compensation Arrangement By Share-based Payment Award, Shares Authorized [Roll Forward] | ||
Additional shares available for issuance under the 2020 Equity Plan (in shares) | 1,000,000 | |
ESPP | ||
Share-based Compensation Arrangement By Share-based Payment Award, Shares Authorized [Roll Forward] | ||
Shares available for grant (in shares) | 133,184 | |
ESPP common stock purchased by eligible employees (in shares) | (12,558) | |
Shares available for grant (in shares) | 120,626 | |
Unvested RSUs, DSUs and Restricted Stock | ||
Share-based Compensation Arrangement By Share-based Payment Award, Shares Authorized [Roll Forward] | ||
RSU, DSU, and restricted stock awarded to eligible employees, net of forfeitures (in shares) | (462,512) | |
Unvested RSUs, DSUs and Restricted Stock | 2012 Equity Plan | ||
Share-based Compensation Arrangement By Share-based Payment Award, Shares Authorized [Roll Forward] | ||
Shares available for grant (in shares) | 683,052 | |
Additional shares available for issuance under the 2020 Equity Plan (in shares) | 1,000,000 | |
RSU, DSU, and restricted stock awarded to eligible employees, net of forfeitures (in shares) | (398,588) | |
Shares available for grant (in shares) | 1,284,464 |
Stockholders' Equity - Summary
Stockholders' Equity - Summary of Outstanding RSUs (Details) - Unvested RSUs, DSUs and Restricted Stock | 9 Months Ended |
Sep. 30, 2023 $ / shares shares | |
Shares | |
Beginning balance (in shares) | shares | 1,015,749 |
Granted (in shares) | shares | 462,512 |
Vested (in shares) | shares | (377,686) |
Forfeited (in shares) | shares | (63,924) |
Ending balance (in shares) | shares | 1,036,651 |
Weighted Average Grant Date Fair Value | |
Beginning balance (in usd per share) | $ / shares | $ 10.25 |
Granted (in usd per share) | $ / shares | 8.35 |
Vested (in usd per share) | $ / shares | 11.18 |
Forfeited (in usd per share) | $ / shares | 10.28 |
Ending balance (in usd per share) | $ / shares | $ 9.06 |
Stockholders' Equity - Stock-ba
Stockholders' Equity - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 884 | $ 877 | $ 2,743 | $ 2,953 |
Performance-based RSUs | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 332 | 362 | 1,087 | 1,205 |
Time-based RSUs, DSUs and restricted stock | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | 536 | 515 | 1,613 | 1,748 |
ESPP | ||||
Share-based Payment Arrangement, Expensed and Capitalized, Amount [Line Items] | ||||
Total stock-based compensation | $ 16 | $ 0 | $ 43 | $ 0 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Thousands | Sep. 30, 2023 | Dec. 31, 2022 |
Income Tax Contingency [Line Items] | ||
Deferred income tax assets, net | $ 46,982 | $ 52,398 |
Valuation allowance | $ 2,300 | $ 2,300 |
Related Parties (Details)
Related Parties (Details) - Related Party - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2023 | Sep. 30, 2022 | Sep. 30, 2023 | Sep. 30, 2022 | |
Related Party Transaction [Line Items] | ||||
Revenues | $ 0.4 | $ 0.5 | ||
Director | ||||
Related Party Transaction [Line Items] | ||||
Revenues | $ 0.1 | $ 0.1 |