Document_And_Entity_Informatio
Document And Entity Information | 9 Months Ended | |
Sep. 30, 2014 | Nov. 06, 2014 | |
Document and Entity Information [Abstract] | ' | ' |
Entity Registrant Name | 'TOWERSTREAM CORP | ' |
Document Type | '10-Q | ' |
Current Fiscal Year End Date | '--12-31 | ' |
Entity Common Stock, Shares Outstanding | ' | 66,650,752 |
Amendment Flag | 'false | ' |
Entity Central Index Key | '0001349437 | ' |
Entity Current Reporting Status | 'Yes | ' |
Entity Voluntary Filers | 'No | ' |
Entity Filer Category | 'Accelerated Filer | ' |
Entity Well-known Seasoned Issuer | 'No | ' |
Document Period End Date | 30-Sep-14 | ' |
Document Fiscal Year Focus | '2014 | ' |
Document Fiscal Period Focus | 'Q3 | ' |
Condensed_Consolidated_Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Current Assets | ' | ' |
Cash and cash equivalents | $11,890,770 | $28,181,531 |
Accounts receivable, net | 1,046,736 | 611,548 |
Prepaid expenses and other current assets | 1,431,720 | 925,587 |
Total Current Assets | 14,369,226 | 29,718,666 |
Property and equipment, net | 35,382,147 | 38,484,858 |
Intangible assets, net | 2,297,926 | 3,088,827 |
Goodwill | 1,674,281 | 1,674,281 |
Other assets | 1,751,100 | 1,950,835 |
Total Assets | 55,474,680 | 74,917,467 |
Current Liabilities | ' | ' |
Accounts payable | 603,937 | 1,241,743 |
Accrued expenses | 2,229,030 | 2,532,679 |
Deferred revenues | 1,263,456 | 1,396,780 |
Current maturities of capital lease obligations | 775,817 | 783,051 |
Other | 54,340 | 67,255 |
Total Current Liabilities | 4,926,580 | 6,021,508 |
Long-Term Liabilities | ' | ' |
Capital lease obligations, net of current maturities | 1,249,126 | 1,805,336 |
Other | 1,596,477 | 996,682 |
Total Long-Term Liabilities | 2,845,603 | 2,802,018 |
Total Liabilities | 7,772,183 | 8,823,526 |
Commitments (Note 12) | ' | ' |
Stockholders' Equity | ' | ' |
Preferred stock, par value $0.001; 5,000,000 shares authorized; none issued | 0 | 0 |
Common stock, par value $0.001; 95,000,000 shares authorized; 66,650,752 and 66,424,561 shares issued and outstanding, respectively | 66,651 | 66,425 |
Additional paid-in-capital | 154,938,511 | 154,171,695 |
Accumulated deficit | -107,302,665 | -88,144,179 |
Total Stockholders' Equity | 47,702,497 | 66,093,941 |
Total Liabilities and Stockholders' Equity | $55,474,680 | $74,917,467 |
Condensed_Consolidated_Balance1
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Preferred stock, par value (in Dollars per share) | $0.00 | $0.00 |
Preferred stock, shares authorized | 5,000,000 | 5,000,000 |
Preferred stock, shares issued | 0 | 0 |
Common stock, par value (in Dollars per share) | $0.00 | $0.00 |
Common stock, shares authorized | 95,000,000 | 95,000,000 |
Common stock, shares issued | 66,650,752 | 66,424,561 |
Common stock, shares outstanding | 66,650,752 | 66,424,561 |
Condensed_Consolidated_Stateme
Condensed Consolidated Statements of Operations (Unaudited) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Revenues | $8,301,604 | $8,400,664 | $24,946,358 | $24,912,061 |
Operating Expenses | ' | ' | ' | ' |
Cost of revenues (exclusive of depreciation) | 6,210,920 | 5,444,298 | 18,168,776 | 15,591,890 |
Depreciation and amortization | 3,318,395 | 3,846,644 | 10,294,872 | 11,653,557 |
Customer support services | 1,244,161 | 1,221,076 | 3,563,571 | 3,799,687 |
Sales and marketing | 1,353,015 | 1,368,628 | 4,173,703 | 4,333,288 |
General and administrative | 2,381,586 | 2,600,168 | 7,726,523 | 8,373,800 |
Total Operating Expenses | 14,508,077 | 14,480,814 | 43,927,445 | 43,752,222 |
Operating Loss | -6,206,473 | -6,080,150 | -18,981,087 | -18,840,161 |
Other Income/(Expense) | ' | ' | ' | ' |
Interest expense, net | -43,970 | -59,613 | -166,509 | -153,897 |
Gain on business acquisition | ' | ' | 1,004,099 | 1,004,099 |
Other income (expense), net | -3,630 | -3,630 | -10,890 | -10,890 |
Total Other Income/(Expense) | -47,600 | -63,243 | -177,399 | 839,312 |
Net Loss | ($6,254,073) | ($6,143,393) | ($19,158,486) | ($18,000,849) |
Net loss per common share – basic and diluted (in Dollars per share) | ($0.09) | ($0.09) | ($0.29) | ($0.28) |
Weighted average common shares outstanding – basic and diluted (in Shares) | 66,643,804 | 66,402,499 | 66,521,267 | 64,764,085 |
Condensed_Consolidated_Stateme1
Condensed Consolidated Statement of Stockholders' Equity (Unaudited) (USD $) | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance at Dec. 31, 2013 | $66,425 | $154,171,695 | ($88,144,179) | $66,093,941 |
Shares (in Shares) at Dec. 31, 2013 | 66,424,561 | ' | ' | ' |
Cashless exercise of options | 192 | -192 | ' | ' |
Cashless exercise of options (in Shares) | 192,270 | ' | ' | 340,906 |
Issuance of common stock under employee stock purchase plan | 19 | 35,740 | ' | 35,759 |
Issuance of common stock under employee stock purchase plan (in Shares) | 18,921 | ' | ' | ' |
Issuance of common stock upon vesting of restricted stock awards | 15 | -15 | ' | ' |
Issuance of common stock upon vesting of restricted stock awards (in Shares) | 15,000 | ' | ' | ' |
Stock-based compensation for options | ' | 735,076 | ' | 735,076 |
Fair value of options repurchased | ' | -3,793 | ' | -3,793 |
Net loss | ' | ' | -19,158,486 | -19,158,486 |
Balance at Sep. 30, 2014 | $66,651 | $154,938,511 | ($107,302,665) | $47,702,497 |
Shares (in Shares) at Sep. 30, 2014 | 66,650,752 | ' | ' | ' |
Condensed_Consolidated_Stateme2
Condensed Consolidated Statements of Cash Flows (Unaudited) (USD $) | 9 Months Ended | |
Sep. 30, 2014 | Sep. 30, 2013 | |
Cash Flows From Operating Activities | ' | ' |
Net loss | ($19,158,486) | ($18,000,849) |
Adjustments to reconcile net loss to net cash used in operating activities: | ' | ' |
Provision for doubtful accounts | 192,000 | 70,000 |
Depreciation for property, plant and equipment | 9,503,971 | 9,264,999 |
Amortization for customer based intangibles | 790,901 | 2,388,558 |
Stock-based compensation | 740,405 | 939,200 |
Gain on business acquisition | -1,004,099 | -1,004,099 |
Loss on sale and disposition of property and equipment | ' | 81,824 |
Deferred rent | 271,455 | -86,820 |
Changes in operating assets and liabilities: | ' | ' |
Accounts receivable | -627,188 | -250,270 |
Prepaid expenses and other current assets | -506,133 | -100,310 |
Other assets | 213,407 | 353,130 |
Accounts payable | -637,806 | -471,399 |
Accrued expenses | -690,097 | -1,411,797 |
Deferred revenues | -133,324 | -137,859 |
Total Adjustments | 9,117,591 | 9,635,157 |
Net Cash Used In Operating Activities | -10,040,895 | -8,365,692 |
Cash Flows From Investing Activities | ' | ' |
Acquisitions of property and equipment | -5,981,608 | -3,896,628 |
Lease incentive payment from landlord | 380,000 | ' |
Acquisition of a business, net of cash acquired | ' | -222,942 |
Proceeds from sale of property and equipment | ' | 14,779 |
Payments of security deposits | -13,672 | -39,154 |
Deferred acquisition payments | -64,574 | -124,460 |
Net Cash Used In Investing Activities | -5,679,854 | -4,268,405 |
Cash Flows From Financing Activities | ' | ' |
Payments on capital leases | -596,649 | -571,500 |
Proceeds upon exercise of options | ' | 292,389 |
Issuance of common stock under employee stock purchase plan | 30,430 | 55,623 |
Net proceeds from sale of common stock | ' | 30,499,336 |
Fair value of options repurchased | -3,793 | ' |
Net Cash (Used In) Provided By Financing Activities | -570,012 | 30,275,848 |
Net (Decrease) Increase In Cash and Cash Equivalents | -16,290,761 | 17,641,751 |
Cash and Cash Equivalents – Beginning | 28,181,531 | 15,152,226 |
Cash and Cash Equivalents – Ending | 11,890,770 | 32,793,977 |
Cash paid during the periods for: | ' | ' |
Interest | 187,653 | 154,298 |
Taxes | 45,685 | 34,072 |
Non-cash investing and financing activities: | ' | ' |
Fair value of common stock issued in connection with an acquisition | ' | 951,256 |
Acquisition of property and equipment: | ' | ' |
Under capital leases | 33,204 | 80,894 |
Included in accrued expenses | $386,448 | $780,254 |
Note_1_Organization_and_Nature
Note 1 - Organization and Nature of Business | 9 Months Ended |
Sep. 30, 2014 | |
Disclosure Text Block [Abstract] | ' |
Nature of Operations [Text Block] | ' |
Note 1. Organization and Nature of Business | |
Towerstream Corporation (referred to as “Towerstream” or the “Company”) was incorporated in Delaware in December 1999. During its first decade of operations, the Company's business activities were focused on delivering fixed wireless broadband services to commercial customers over a wireless network transmitting over both regulated and unregulated radio spectrum. The Company's fixed wireless service supports bandwidth on demand, wireless redundancy, virtual private networks, disaster recovery, bundled data and video services. The Company provides services to business customers in New York City, Boston, Chicago, Los Angeles, San Francisco, Seattle, Miami, Dallas-Fort Worth, Houston, Philadelphia, Las Vegas-Reno and Providence-Newport. The Company's “fixed wireless business” has historically grown both organically and through the acquisition of five other fixed wireless broadband providers in various markets. | |
In January 2013, the Company incorporated a wholly-owned subsidiary, Hetnets Tower Corporation (“Hetnets”). Hetnets was formed to operate a new shared wireless infrastructure platform that emerged from the Company's efforts to identify opportunities to leverage its fixed wireless network in urban markets to provide other wireless technology solutions and services. Hetnets operates a carrier-class network which has been constructed on "street level rooftops" which are closer to the ground (where Wi-Fi and small cell can operate with less interference from the macro cell) than the Company's traditional fixed wireless network. The Company believes that the wireless communications industry is experiencing a fundamental shift from its traditional macro-cellular architecture to densified small cell architecture where existing cell sites will be supplemented by many smaller base stations operating near street level. Hetnets is structured to operate like a tower company and expects to generate rental income from four separate sources including (i) rental of space on street level rooftops for the installation of customer owned small cells which includes Wi-Fi antennae, DAS, and Metro and Pico cells, (ii) rental of a channel on Hetnets’ Wi-Fi network for internet access and the offloading of mobile data, (iii) rental of a port for backhaul or transport, and (iv) power and other related services. The Company refers to the activities of Hetnets as its “shared wireless infrastructure” (or “shared wireless”) business. | |
In June 2013, Hetnets entered into a Wi-Fi service agreement (the “Wi-Fi Agreement”) with a major cable operator (the “Cable Operator”). The Wi-Fi Agreement provides leased access to certain access points, primarily within New York City and Bergen County, New Jersey. The Cable Operator has a limited right to expand access in other Hetnets’ markets. The term of the Wi-Fi Agreement is for an initial three year period and provides for automatic annual renewals for two additional one year periods. | |
In August 2014, the Company executed a master licensing agreement ("MLA") with a carrier for small cell deployments. The MLA establishes the detailed terms and conditions under which individual orders are governed, and are generally designed to expedite the deployment process. The term of this agreement is for 25 years. |
Note_2_Summary_of_Significant_
Note 2 - Summary of Significant Accounting Policies | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Significant Accounting Policies [Text Block] | ' | ||||||||||||||||
Note 2. Summary of Significant Accounting Policies | |||||||||||||||||
Basis of Presentation. The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements and with Form 10-Q and Article 10 of Regulation S-X of the United States Securities and Exchange Commission. Accordingly, they do not contain all information and footnotes required by GAAP for annual financial statements. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of September 30, 2014 and the results of operations and cash flows for the periods presented. The results of operations for the nine months ended September 30, 2014 are not necessarily indicative of the operating results for the full fiscal year or for any future period. | |||||||||||||||||
These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. The Company’s accounting policies are described in the Notes to Consolidated Financial Statements in its Annual Report on Form 10-K for the year ended December 31, 2013, and updated, as necessary, in this Quarterly Report on Form 10-Q. | |||||||||||||||||
Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the amounts of revenues and expenses. Actual results could differ from those estimates. | |||||||||||||||||
Cash and Cash Equivalents. The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. | |||||||||||||||||
Concentration of Credit Risk. Financial instruments that potentially subject the Company to significant concentrations of credit risk consist of cash and cash equivalents. At times, the Company’s cash and cash equivalents may be uninsured or in deposit accounts that exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. As of September 30, 2014, the Company had cash and cash equivalent balances of approximately $1,614,000 in excess of the federally insured limit of $250,000. | |||||||||||||||||
The Company also had approximately $10,023,000 invested in institutional money market funds. These funds are protected under the Securities Investor Protection Corporation, a nonprofit membership corporation which provides limited coverage up to $500,000. | |||||||||||||||||
Accounts Receivable. Accounts receivable are stated at cost less an allowance for doubtful accounts which reflects the Company’s estimate of balances that will be not collected. The allowance is based on the history of past write-offs, the aging of balances, collections experience and current credit conditions. Additions include provisions for doubtful accounts and deductions include customer write-offs. Changes in the allowance for doubtful accounts were as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Beginning of period | $ | 161,863 | $ | 162,678 | $ | 81,009 | $ | 190,109 | |||||||||
Additions | 75,000 | 10,000 | 192,000 | 70,000 | |||||||||||||
Deductions | (30,995 | ) | (39,552 | ) | (67,141 | ) | (126,983 | ) | |||||||||
End of period | $ | 205,868 | $ | 133,126 | $ | 205,868 | $ | 133,126 | |||||||||
Business Acquisitions. Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the fair value of the consideration transferred on the acquisition date. When the Company acquires a business, it assesses the acquired assets and liabilities assumed for the appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions at the acquisition date. The excess of the total consideration transferred over the net identifiable assets acquired and liabilities assumed is recognized as goodwill. If this consideration is lower than the fair value of the identifiable net assets acquired, the difference is recognized as a gain on business acquisition. Acquisition costs are expensed and included in general and administrative expenses in the Company’s condensed consolidated statements of operations. | |||||||||||||||||
The highest level of judgment and estimation involved in accounting for business acquisitions relates to determining the fair value of the customer relationships and network assets acquired. In each of the five acquisitions completed over the past four years, the highest asset value has been allocated to the customer relationships acquired. Determining the fair value of customer relationships involves judgments and estimates regarding how long the customers will continue to contract services with the Company. During the course of completing five acquisitions, the Company has developed a database of historical experience from prior acquisitions to assist in preparing future estimates of cash flows. Similarly, the Company has used its historical experience in building networks to prepare estimates regarding the fair value of the network assets that it acquires. | |||||||||||||||||
Revenue Recognition. The Company normally enters into contractual agreements with its customers for periods ranging between one to three years. The Company recognizes the total revenue provided under a contract ratably over the contract period, including any periods under which the Company has agreed to provide services at no cost. The Company recognizes revenue when (i) persuasive evidence of an arrangement exists, (ii) delivery or installation has been completed, (iii) the customer accepts and verifies receipt, and (iv) collectability is reasonably assured. | |||||||||||||||||
Deferred Revenues. Customers are billed monthly in advance. Deferred revenues are recognized for that portion of monthly charges not yet earned as of the end of the reporting period. Deferred revenues are also recognized for certain customers who pay for their services in advance. | |||||||||||||||||
Goodwill. Goodwill represents the excess of the purchase price over the estimated fair value of identifiable net assets acquired in an acquisition. Goodwill is not amortized but rather is reviewed annually for impairment, or whenever events or circumstances indicate that the carrying value may not be recoverable. The Company initially performs a qualitative assessment of goodwill which considers macro-economic conditions, industry and market trends, and the current and projected financial performance of the reporting unit. No further analysis is required if it is determined that there is a less than 50 percent likelihood that the carrying value is greater than the fair value. | |||||||||||||||||
Intrinsic Value of Stock Options and Warrants. The Company calculates the intrinsic value of stock options and warrants as the difference between the closing price of the Company’s common stock at the end of the reporting period and the exercise price of the stock options and warrants. | |||||||||||||||||
Recent Accounting Pronouncements. In May 2014, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09 (“ASU 2014-09”), “Revenue from Contracts with Customers,” which requires an entity to recognize revenue representing the transfer of promised goods or services to customers in an amount that reflects the consideration which the company expects to receive in exchange for those goods or services. ASU 2014-09 is intended to establish principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenues and cash flows arising from the entity’s contracts with customers. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The Company is currently evaluating the effect that ASU 2014-09 will have on its condensed consolidated financial statements and related disclosures. | |||||||||||||||||
In June 2014, FASB issued ASU No. 2014-12 (“ASU 2014-12”), “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period,” which requires a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. ASU 2014-12 states that the performance target should not be reflected in estimating the grant date fair value of the award. ASU 2014-12 clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the periods for which the requisite service has already been rendered. The new standard is effective for the Company on January 1, 2016. The Company does not expect adoption of ASU 2014-12 to have a significant impact on its condensed consolidated financial statements. | |||||||||||||||||
In August 2014, the FASB issued ASU No. 2014–15 (“ASU 2014-15”), “Presentation of Financial Statements – Going Concern.” ASU 2014-15 provides GAAP guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and about related footnote disclosures. For each reporting period, management will be required to evaluate whether there are conditions or events that raise substantial doubt about a company’s ability to continue as a going concern within one year from the date the financial statements are issued. ASU 2014-15 is the final version of Proposed ASU No. 2013–300 “Presentation of Financial Statements (Topic 205): Disclosure of Uncertainties about an Entity’s Going Concern Presumption,” which has been deleted. The Company does not expect the adoption of ASU 2014–15 to have a significant impact on its condensed consolidated financial statements. | |||||||||||||||||
Reclassifications. Certain accounts in the prior year’s condensed consolidated financial statements have been reclassified for comparative purposes to conform to the presentation in the current year’s condensed consolidated financial statements. These reclassifications have no effect on the previously reported net loss. | |||||||||||||||||
Subsequent Events. Subsequent events have been evaluated through the date of this filing. |
Note_3_Business_Acquisitions
Note 3 - Business Acquisitions | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||
Business Combination Disclosure [Text Block] | ' | ||||||||||||
Note 3. Business Acquisitions | |||||||||||||
Delos Internet | |||||||||||||
In February 2013, the Company completed the acquisition of Delos Internet (“Delos”). The Company obtained full control of Delos and determined that the acquisition was a business combination to be accounted for under the acquisition method. The following table summarizes the consideration transferred and the amounts of identified assets acquired and liabilities assumed at the acquisition date. The number of shares issued was based on the closing price of the Company's common stock on the February 28, 2013 closing date which was $2.47. | |||||||||||||
Original | Adjustments | Final | |||||||||||
Fair value of consideration transferred: | |||||||||||||
Cash | $ | 225,000 | $ | - | $ | 225,000 | |||||||
Common stock | 1,071,172 | (119,916 | ) | 951,256 | |||||||||
Other liabilities assumed | - | 36,733 | 36,733 | ||||||||||
Capital lease obligations assumed | 128,929 | - | 128,929 | ||||||||||
Total consideration transferred | 1,425,101 | (83,183 | ) | 1,341,918 | |||||||||
Fair value of identifiable assets acquired and liabilities assumed: | |||||||||||||
Cash | 2,058 | - | 2,058 | ||||||||||
Accounts receivable | 80,524 | 1,286 | 79,238 | ||||||||||
Property and equipment | 826,524 | 18,824 | 807,700 | ||||||||||
Security deposits | 1,993 | - | 1,993 | ||||||||||
Accounts payable | (26,970 | ) | 2,566 | (29,536 | ) | ||||||||
Deferred revenue | (62,110 | ) | (2,135 | ) | (59,975 | ) | |||||||
Other liabilities | (89,930 | ) | - | (89,930 | ) | ||||||||
Total identifiable net tangible assets | 732,089 | 20,541 | 711,548 | ||||||||||
Customer relationships | 1,634,469 | - | 1,634,469 | ||||||||||
Total identifiable net assets | 2,366,558 | 20,541 | 2,346,017 | ||||||||||
Gain on business acquisition | $ | 941,457 | $ | 62,642 | $ | 1,004,099 | |||||||
The Company recognized a gain on business acquisition of $1,004,099 which is included in other income (expense) in the Company’s condensed consolidated statements of operations for the nine months ended September 30, 2013. The challenging economic environment during 2012 made it difficult for smaller companies like Delos to raise sufficient capital to sustain their growth. As a result, the Company was able to acquire the customer relationships and wireless network of Delos at a discounted price. | |||||||||||||
In May 2013, the Company finalized the purchase price of Delos which resulted in a reduction of approximately $21,000 of identifiable net assets and an increase in the gain on business acquisition of approximately $63,000. The purchase price adjustment resulted in a decrease in the number of shares of common stock issued to Delos of 48,549 from 433,673 to 385,124 shares. | |||||||||||||
The Company incurred approximately $99,000 of third-party costs in connection with the Delos acquisition for the nine month ended September 30, 2013. There were no third-party costs incurred by the Company in connection with the Delos acquisition for the three months ended September 30, 2013. These expenses are included in the general and administrative expenses in the Company’s condensed consolidated statements of operations. | |||||||||||||
Pro Forma Information | |||||||||||||
The following table reflects the unaudited pro forma consolidated results of operations had the acquisition taken place at the beginning of the 2013 period: | |||||||||||||
Nine Months Ended | |||||||||||||
September 30, | |||||||||||||
2013 | |||||||||||||
Revenues | $ | 25,024,631 | |||||||||||
Amortization expense | 2,453,937 | ||||||||||||
Total operating expenses | 43,924,201 | ||||||||||||
Net loss | (18,060,258 | ) | |||||||||||
Basic net loss per share | $ | (0.28 | ) | ||||||||||
The pro forma information presented above does not purport to present what actual results would have been had the acquisition actually occurred at the beginning of 2013 and are not necessarily indicative of the operating results for any future period. |
Note_4_Property_and_Equipment
Note 4 - Property and Equipment | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Property, Plant and Equipment Disclosure [Text Block] | ' | ||||||||
Note 4. Property and Equipment | |||||||||
Property and equipment is comprised of: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Network and base station equipment | $ | 35,373,208 | $ | 32,233,262 | |||||
Customer premise equipment | 25,278,981 | 24,244,017 | |||||||
Shared wireless infrastructure | 21,014,018 | 19,128,064 | |||||||
Information technology | 4,586,445 | 4,417,869 | |||||||
Furniture, fixtures and other | 1,667,978 | 1,661,567 | |||||||
Leasehold improvements | 1,599,393 | 1,433,984 | |||||||
89,520,023 | 83,118,763 | ||||||||
Less: accumulated depreciation | 54,137,876 | 44,633,905 | |||||||
Property and equipment, net | $ | 35,382,147 | $ | 38,484,858 | |||||
Property acquired through capital leases included within the Company’s property and equipment consists of the following: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Network and base station equipment | $ | 861,231 | $ | 828,027 | |||||
Shared wireless infrastructure | 1,216,142 | 1,216,142 | |||||||
Customer premise equipment | 96,843 | 96,843 | |||||||
Information technology | 1,860,028 | 1,860,028 | |||||||
4,034,244 | 4,001,040 | ||||||||
Less: accumulated depreciation | 1,933,822 | 1,333,666 | |||||||
Property acquired through capital leases, net | $ | 2,100,422 | $ | 2,667,374 | |||||
Note_5_Intangible_Assets
Note 5 - Intangible Assets | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Disclosure Text Block [Abstract] | ' | ||||||||
Intangible Assets Disclosure [Text Block] | ' | ||||||||
Note 5. Intangible Assets | |||||||||
Intangible assets consist of the following: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Goodwill | $ | 1,674,281 | $ | 1,674,281 | |||||
Customer relationships | $ | 11,856,127 | $ | 11,856,127 | |||||
Less: accumulated amortization of customer relationships | 10,842,756 | 10,051,855 | |||||||
Customer relationships, net | 1,013,371 | 1,804,272 | |||||||
FCC licenses | 1,284,555 | 1,284,555 | |||||||
Intangible assets, net | $ | 2,297,926 | $ | 3,088,827 | |||||
Amortization expense for the three months ended September 30, 2014 and 2013 was $98,068 and $817,979, respectively. Amortization expense for the nine months ended September 30, 2014 and 2013 was $790,901 and $2,388,558, respectively. The customer contracts acquired in the Company’s acquisition of Delos are being amortized over a 50 month period ending April 2017. As of September 30, 2014, the remaining amortization period for the Delos acquisition was 31 months. Balances related to the Company’s other acquisitions have been fully amortized. Future amortization expense is as follows: | |||||||||
Remainder of 2014 | $ | 98,068 | |||||||
2015 | 392,272 | ||||||||
2016 | 392,272 | ||||||||
2017 | 130,759 | ||||||||
$ | 1,013,371 | ||||||||
The Company’s licenses with the Federal Communications Commission (“FCC”) are not subject to amortization as they have an indefinite useful life. |
Note_6_Accrued_Expenses
Note 6 - Accrued Expenses | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Accrued Liabilities Disclosure [Abstract] | ' | ||||||||
Accrued Liabilities Disclosure [Text Block] | ' | ||||||||
Note 6. Accrued Expenses | |||||||||
Accrued expenses consist of the following: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Payroll and related | $ | 1,125,257 | $ | 937,624 | |||||
Property and equipment | 386,448 | 867,311 | |||||||
Professional services | 302,095 | 186,917 | |||||||
Other | 187,811 | 293,402 | |||||||
Network | 149,164 | 138,684 | |||||||
Marketing | 78,255 | 108,741 | |||||||
Total | $ | 2,229,030 | $ | 2,532,679 | |||||
Network represents costs incurred to provide services to the Company’s customers including tower rentals, bandwidth, troubleshooting and gear removal. |
Note_7_Other_Liabilities
Note 7 - Other Liabilities | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract] | ' | ||||||||
Other Liabilities Disclosure [Text Block] | ' | ||||||||
Note 7. Other Liabilities | |||||||||
Other liabilities consist of the following: | |||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Current | |||||||||
Deferred rent | $ | 43,351 | $ | - | |||||
Deferred acquisition payments | 10,989 | 67,255 | |||||||
Total | $ | 54,340 | $ | 67,255 | |||||
Long-Term | |||||||||
Deferred rent | $ | 1,270,464 | $ | 662,361 | |||||
Deferred acquisition payments | 3,208 | 11,516 | |||||||
Deferred taxes | 322,805 | 322,805 | |||||||
Total | $ | 1,596,477 | $ | 996,682 | |||||
Deferred acquisition payments related to Delos totaled $14,197 at September 30, 2014 and bear interest at a rate of 7%. In May 2014, the Company made its last deferred acquisition payment of $16,630 related to the acquisition of Pipeline Wireless LLC. |
Note_8_Stock_Options_and_Warra
Note 8 - Stock Options and Warrants | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Text Block] | ' | ||||||||||||||||
Note 8. Stock Options and Warrants | |||||||||||||||||
Stock Options | |||||||||||||||||
The Company uses the Black-Scholes option pricing model on the date of grant to value options issued to employees, directors and consultants. Compensation expense, including the effect of forfeitures, is recognized over the period of service, generally the vesting period. Stock compensation expense and the weighted average assumptions used to calculate the fair values of stock options granted during the periods indicated were as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Risk-free interest rate | 1.7%-1.8 | % | 1.9 | % | 1.6%-1.8 | % | 0.8%-1.9 | % | |||||||||
Expected volatility | 59 | % | 68 | % | 47%-59 | % | 65%-68 | % | |||||||||
Expected life (in years) | 5.3 | 6 | 5.3 | 5-6.5 | |||||||||||||
Expected dividend yield | - | - | - | - | |||||||||||||
Weighted average per share grant date fair value | $ | 0.75 | $ | 1.42 | $ | 0.8 | $ | 1.44 | |||||||||
Stock-based compensation | $ | 183,844 | $ | 253,813 | $ | 735,076 | $ | 885,116 | |||||||||
The risk-free interest rate was based on rates established by the Federal Reserve. The Company’s expected volatility was based upon the historical volatility for its common stock. The expected life of the Company’s options was determined using the simplified method as a result of limited historical data regarding the Company’s activity. The dividend yield is based upon the fact that the Company has not historically paid dividends, and does not expect to pay dividends in the foreseeable future. Stock-based compensation is included in general and administrative expenses in the accompanying condensed consolidated statements of operations. The unamortized amount of stock options expense totaled $1,113,205 as of September 30, 2014 which will be recognized over a weighted-average period of 1.7 years. | |||||||||||||||||
Option transactions under the stock option plans during the nine months ended September 30, 2014 were as follows: | |||||||||||||||||
Number | Weighted Average | ||||||||||||||||
Exercise Price | |||||||||||||||||
Outstanding as of December 31, 2013 | 4,055,016 | $ | 2.7 | ||||||||||||||
Granted during 2014 | 372,073 | $ | 1.7 | ||||||||||||||
Exercised | (340,906 | ) | $ | 0.74 | |||||||||||||
Forfeited /expired | (184,869 | ) | $ | 2.51 | |||||||||||||
Outstanding as of September 30, 2014 | 3,901,314 | $ | 2.78 | ||||||||||||||
Exercisable as of September 30, 2014 | 2,882,066 | $ | 2.69 | ||||||||||||||
In June 2014, the Company made its annual grant to the Board of Directors consisting of 200,000 options with an exercise price of $1.93 vesting monthly through June 2015. | |||||||||||||||||
In July 2014, the Company granted to its two executive officers 47,073 options with an exercise price of $1.67 vesting monthly over a two year period. | |||||||||||||||||
In September 2014, the Company granted to its two executive officers 125,000 options with an exercise price of $1.34 vesting quarterly over a two year period. | |||||||||||||||||
A total of 340,906 options were exercised on a cashless basis during the nine months ended September 30, 2014 resulting in the net issuance of 192,270 shares. There were no other options exercised during the nine months ended September 30, 2014. | |||||||||||||||||
Cancellations for the three and nine months ended September 30, 2014 were 74,064 and 184,869, respectively. Cancellations related to employee terminations except for 14,250 options which were repurchased during the nine months ended September 30, 2014. | |||||||||||||||||
The weighted average remaining contractual life of the outstanding options as of September 30, 2014 was 5.8 years. | |||||||||||||||||
The intrinsic value of outstanding and exercisable options totaled $196,892 and $179,392 respectively, as of September 30, 2014. | |||||||||||||||||
Stock Warrants | |||||||||||||||||
There were 450,000 warrants outstanding and exercisable at September 30, 2014 and December 31, 2013 with an exercise price of $5.00 and an expiration date in July 2016. | |||||||||||||||||
The warrants had no intrinsic value at September 30, 2014. | |||||||||||||||||
Cashless Exercises | |||||||||||||||||
The number of shares issuable upon the exercise of an option or a warrant will be lower if a holder exercises on a cashless basis. Under a cashless exercise, the holder uses a portion of the shares that would otherwise be issuable upon exercise, rather than cash, as consideration for the exercise. The amount of net shares issuable in connection with a cashless exercise will vary based on the exercise price of the option or warrant compared to the current market price of the Company’s common stock on the date of exercise. |
Note_9_Employee_Stock_Purchase
Note 9 - Employee Stock Purchase Plan | 9 Months Ended |
Sep. 30, 2014 | |
Employee Stock Purchase Plan Disclosure [Abstract] | ' |
Employee Stock Purchase Plan Disclosure [Text Block] | ' |
Note 9. Employee Stock Purchase Plan | |
Under the Company’s 2010 Employee Stock Purchase Plan (“ESPP Plan”), participants can purchase shares of the Company’s stock at a 15% discount. A maximum of 200,000 shares of common stock can be issued under the ESPP Plan of which 105,543 shares have been issued to date and 94,457 shares are available for future issuance. During the three and nine months ended September 30, 2014, a total of 6,948 and 18,921 shares were issued under the ESPP Plan with a fair value of $10,283 and $35,759, respectively. The Company recognized $1,529 and $5,329 of stock-based compensation related to the 15% discount for the three and nine months ended September 30, 2014, respectively. The Company recognized $3,236 and $9,759 of stock-based compensation related to the 15% discount for the three and nine months ended September 30, 2013, respectively. |
Note_10_Fair_Value_Measurement
Note 10 - Fair Value Measurement | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value Disclosures [Text Block] | ' | ||||||||||||||||
Note 10. Fair Value Measurement | |||||||||||||||||
Valuation Hierarchy | |||||||||||||||||
The accounting standard of the FASB for fair value measurements establishes a valuation hierarchy for disclosure of the inputs to valuation used to measure fair value. This hierarchy prioritizes the inputs into three broad levels. Level 1 inputs are quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2 inputs are quoted prices for similar assets and liabilities in active markets or inputs that are observable for the asset or liability, either directly or indirectly through market corroboration, for substantially the full term of the financial instrument. Level 3 inputs are unobservable inputs based on the Company’s own assumptions used to measure assets and liabilities at fair value. A financial asset or liability’s classification within the hierarchy is determined based on the lowest level input that is significant to the fair value measurement. | |||||||||||||||||
Cash and cash equivalents are measured at fair value using quoted market prices and are classified within Level 1 of the valuation hierarchy. The carrying amounts of accounts receivable, accounts payable and accrued liabilities approximate their fair value due to their short maturities. There were no changes in the valuation techniques during the nine months ended September 30, 2014. | |||||||||||||||||
Total Carrying | Quoted prices in active markets | Significant | Significant | ||||||||||||||
Value | (Level 1) | other | unobservable | ||||||||||||||
observable | inputs | ||||||||||||||||
inputs | (Level 3) | ||||||||||||||||
(Level 2) | |||||||||||||||||
30-Sep-14 | $ | 11,890,770 | $ | 11,890,770 | $ | - | $ | - | |||||||||
31-Dec-13 | $ | 28,181,531 | $ | 28,181,531 | $ | - | $ | - | |||||||||
Note_11_Net_Loss_per_Common_Sh
Note 11 - Net Loss per Common Share | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Earnings Per Share [Abstract] | ' | ||||
Earnings Per Share [Text Block] | ' | ||||
Note 11. Net Loss Per Common Share | |||||
Basic and diluted net loss per share has been calculated by dividing net loss by the weighted average number of common shares outstanding during the period. The following common stock equivalents were excluded from the computation of diluted net loss per common share because they were anti-dilutive. The exercise or issuance of these common stock equivalents outstanding at September 30, 2014 would dilute earnings per share if the Company becomes profitable in the future. The exercise of the outstanding stock options and warrants could potentially generate proceeds up to approximately $13 million if exercised by the holder for cash. | |||||
Stock options | 3,901,314 | ||||
Warrants | 450,000 | ||||
Total | 4,351,314 | ||||
Note_12_Commitments
Note 12 - Commitments | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Disclosure Text Block Supplement [Abstract] | ' | ||||||||||||||||
Commitments Disclosure [Text Block] | ' | ||||||||||||||||
Note 12. Commitments | |||||||||||||||||
Operating Lease Obligations | |||||||||||||||||
The Company has entered into operating leases related to roof rights, cellular towers, office space, and equipment leases under various non-cancelable agreements expiring through August 2023. Certain of these operating leases include extensions, at the Company's option, for additional terms ranging from 1 to 25 years. Amounts associated with the extension periods have not been included in the table below as it is not presently determinable which options, if any, the Company will elect to exercise. As of September 30, 2014, total future operating lease obligations were as follows: | |||||||||||||||||
Remainder of 2014 | $ | 5,182,797 | |||||||||||||||
2015 | 19,758,856 | ||||||||||||||||
2016 | 18,300,039 | ||||||||||||||||
2017 | 12,639,857 | ||||||||||||||||
2018 | 5,160,998 | ||||||||||||||||
Thereafter | 2,779,175 | ||||||||||||||||
$ | 63,821,722 | ||||||||||||||||
Rent expenses were as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Points of Presence | $ | 1,939,574 | $ | 1,767,441 | $ | 5,732,922 | $ | 5,108,347 | |||||||||
Street level rooftops | 3,359,804 | 2,707,304 | 9,752,720 | 7,757,206 | |||||||||||||
Corporate offices | 84,109 | 121,518 | 252,328 | 366,794 | |||||||||||||
Other | 88,211 | 102,039 | 273,928 | 327,268 | |||||||||||||
$ | 5,471,698 | $ | 4,698,302 | $ | 16,011,898 | $ | 13,559,615 | ||||||||||
Rent expenses related to Points of Presence, street level rooftops and other were included in cost of revenues in the Company’s condensed consolidated statements of operations. Rent expense related to corporate offices was included in general and administrative expenses in the Company’s condensed consolidated statements of operations. | |||||||||||||||||
In September 2013, the Company entered into a new lease agreement for its corporate offices and new warehouse space. The lease commenced on January 1, 2014 and expires on December 31, 2019 with an option to renew for an additional five year term through December 31, 2024. The Company spent approximately $600,000 in leasehold improvements in connection with consolidating its corporate based employees from two buildings into one building. The landlord agreed to contribute $380,000 in funding towards qualified leasehold improvements and made such payment to the Company in February 2014. Total annual rent payments begin at $359,750 for 2014 and escalate by 3% annually reaching $416,970 for 2019. | |||||||||||||||||
Capital Lease Obligations | |||||||||||||||||
The Company has entered into capital leases to acquire property and equipment expiring through March 2018. As of September 30, 2014, total future capital lease obligations were as follows: | |||||||||||||||||
Remainder of 2014 | $ | 238,464 | |||||||||||||||
2015 | 921,437 | ||||||||||||||||
2016 | 668,847 | ||||||||||||||||
2017 | 401,125 | ||||||||||||||||
2018 | 53,922 | ||||||||||||||||
$ | 2,283,795 | ||||||||||||||||
Less: Interest expense | 258,852 | ||||||||||||||||
Total capital lease obligations | $ | 2,024,943 | |||||||||||||||
Current | $ | 775,817 | |||||||||||||||
Long-term | $ | 1,249,126 | |||||||||||||||
Other | |||||||||||||||||
During the fourth quarter of 2013, the Company renewed a one year information technology infrastructure support agreement which became effective at the end of the first quarter of 2014. Payments of approximately $121,000 are due quarterly through the first quarter of 2015. |
Note_13_Segment_Information
Note 13 - Segment Information | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||
Segment Reporting Disclosure [Text Block] | ' | ||||||||||||||||||||
Note 13. Segment Information | |||||||||||||||||||||
The Company has two reportable segments: Fixed Wireless and Shared Wireless Infrastructure. Management evaluates performance and allocates resources based on the operating performance of each segment as well as the long-term growth potential for each segment. Costs reported for each segment include costs directly associated with a segment’s operations. Inter-segment revenues and expenses are eliminated in consolidation. | |||||||||||||||||||||
The balance of the Company’s operations is in the Corporate group which includes centralized operations. This group includes operations related to corporate overhead and centralized activities which support overall operations. Corporate overhead includes administrative personnel, including executive management, and other support functions such as information technology and facilities. Centralized operations include network operations, customer care, and the management of network assets. The Corporate group is treated as a separate segment consistent with how management monitors and analyzes financial results. Corporate costs are not allocated to the segments because such costs are managed and controlled on a functional basis that encompasses all markets with centralized, functional management held accountable for corporate results. Management also believes that not allocating these centralized costs provides a better reflection of the direct operating performance of each segment. The table below presents information about the Company’s operating segments: | |||||||||||||||||||||
Three Months Ended September 30, 2014 (Unaudited) | |||||||||||||||||||||
Fixed | Shared Wireless Infrastructure | Corporate | Eliminations | Total | |||||||||||||||||
Wireless | |||||||||||||||||||||
Revenues | $ | 7,553,609 | $ | 793,964 | $ | - | $ | (45,969 | ) | $ | 8,301,604 | ||||||||||
Operating Expenses | |||||||||||||||||||||
Cost of revenues (exclusive of depreciation) | 2,631,572 | 3,609,807 | 15,510 | (45,969 | ) | 6,210,920 | |||||||||||||||
Depreciation and amortization | 1,980,519 | 1,013,693 | 324,183 | - | 3,318,395 | ||||||||||||||||
Customer support services | 342,288 | 147,379 | 754,494 | - | 1,244,161 | ||||||||||||||||
Sales and marketing | 1,239,446 | 38,261 | 75,308 | - | 1,353,015 | ||||||||||||||||
General and administrative | 63,686 | 163,125 | 2,154,775 | - | 2,381,586 | ||||||||||||||||
Total Operating Expenses | 6,257,511 | 4,972,265 | 3,324,270 | (45,969 | ) | 14,508,077 | |||||||||||||||
Operating Income (Loss) | $ | 1,296,098 | $ | (4,178,301 | ) | $ | (3,324,270 | ) | $ | - | $ | (6,206,473 | ) | ||||||||
Capital expenditures | $ | 1,154,281 | $ | 589,883 | $ | 21,603 | $ | - | $ | 1,765,767 | |||||||||||
Three Months Ended September 30, 2013 (Unaudited) | |||||||||||||||||||||
Fixed | Shared Wireless Infrastructure | Corporate | Eliminations | Total | |||||||||||||||||
Wireless | |||||||||||||||||||||
Revenues | $ | 7,910,377 | $ | 535,936 | $ | - | $ | (45,649 | ) | $ | 8,400,664 | ||||||||||
Operating Expenses | |||||||||||||||||||||
Cost of revenues (exclusive of depreciation) | 2,510,278 | 2,956,914 | 22,755 | (45,649 | ) | 5,444,298 | |||||||||||||||
Depreciation and amortization | 2,754,675 | 857,739 | 234,230 | - | 3,846,644 | ||||||||||||||||
Customer support services | 339,206 | 208,491 | 673,379 | - | 1,221,076 | ||||||||||||||||
Sales and marketing | 1,206,125 | 80,956 | 81,547 | - | 1,368,628 | ||||||||||||||||
General and administrative | 126,256 | 151,561 | 2,322,351 | - | 2,600,168 | ||||||||||||||||
Total Operating Expenses | 6,936,540 | 4,255,661 | 3,334,262 | (45,649 | ) | 14,480,814 | |||||||||||||||
Operating Income (Loss) | $ | 973,837 | $ | (3,719,725 | ) | $ | (3,334,262 | ) | $ | - | $ | (6,080,150 | ) | ||||||||
Capital expenditures | $ | 1,242,975 | $ | 680,324 | $ | 200,347 | $ | - | $ | 2,123,646 | |||||||||||
Nine Months Ended September 30, 2014 (Unaudited) | |||||||||||||||||||||
Fixed | Shared Wireless Infrastructure | Corporate | Eliminations | Total | |||||||||||||||||
Wireless | |||||||||||||||||||||
Revenues | $ | 22,811,582 | $ | 2,272,683 | $ | - | $ | (137,907 | ) | $ | 24,946,358 | ||||||||||
Operating Expenses | |||||||||||||||||||||
Cost of revenues (exclusive of depreciation) | 7,750,725 | 10,512,098 | 43,860 | (137,907 | ) | 18,168,776 | |||||||||||||||
Depreciation and amortization | 6,598,893 | 2,932,592 | 763,387 | - | 10,294,872 | ||||||||||||||||
Customer support services | 878,764 | 502,342 | 2,182,465 | - | 3,563,571 | ||||||||||||||||
Sales and marketing | 3,754,707 | 177,874 | 241,122 | - | 4,173,703 | ||||||||||||||||
General and administrative | 374,164 | 467,290 | 6,885,069 | - | 7,726,523 | ||||||||||||||||
Total Operating Expenses | 19,357,253 | 14,592,196 | 10,115,903 | (137,907 | ) | 43,927,445 | |||||||||||||||
Operating Income (Loss) | $ | 3,454,329 | $ | (12,319,513 | ) | $ | (10,115,903 | ) | $ | - | $ | (18,981,087 | ) | ||||||||
Capital expenditures | $ | 4,044,135 | $ | 2,018,334 | $ | 338,791 | $ | - | $ | 6,401,260 | |||||||||||
As of September 30, 2014 | |||||||||||||||||||||
Property and equipment, net | $ | 21,340,927 | $ | 11,753,330 | $ | 2,287,890 | $ | - | $ | 35,382,147 | |||||||||||
Total assets | $ | 26,293,518 | $ | 14,232,594 | $ | 14,948,568 | $ | - | $ | 55,474,680 | |||||||||||
Nine Months Ended September 30, 2013 (Unaudited) | |||||||||||||||||||||
Fixed | Shared Wireless Infrastructure | Corporate | Eliminations | Total | |||||||||||||||||
Wireless | |||||||||||||||||||||
Revenues | $ | 24,158,268 | $ | 890,920 | $ | - | $ | (137,127 | ) | $ | 24,912,061 | ||||||||||
Operating Expenses | |||||||||||||||||||||
Cost of revenues (exclusive of depreciation) | 7,229,469 | 8,404,925 | 94,623 | (137,127 | ) | 15,591,890 | |||||||||||||||
Depreciation and amortization | 8,411,263 | 2,633,176 | 609,118 | - | 11,653,557 | ||||||||||||||||
Customer support services | 900,349 | 587,389 | 2,311,949 | - | 3,799,687 | ||||||||||||||||
Sales and marketing | 3,825,299 | 239,213 | 268,776 | - | 4,333,288 | ||||||||||||||||
General and administrative | 443,863 | 486,495 | 7,443,442 | - | 8,373,800 | ||||||||||||||||
Total Operating Expenses | 20,810,243 | 12,351,198 | 10,727,908 | (137,127 | ) | 43,752,222 | |||||||||||||||
Operating Income (Loss) | $ | 3,348,025 | $ | (11,460,278 | ) | $ | (10,727,908 | ) | $ | - | $ | (18,840,161 | ) | ||||||||
Capital expenditures | $ | 3,358,758 | $ | 1,049,344 | $ | 349,674 | $ | - | $ | 4,757,776 | |||||||||||
As of September 30, 2013 | |||||||||||||||||||||
Property and equipment, net | $ | 23,870,843 | $ | 12,439,779 | $ | 1,875,461 | $ | - | $ | 38,186,083 | |||||||||||
Total assets | $ | 30,590,803 | $ | 14,881,500 | $ | 34,776,782 | $ | - | $ | 80,249,085 | |||||||||||
Note_14_Subsequent_Events
Note 14 - Subsequent Events | 9 Months Ended |
Sep. 30, 2014 | |
Subsequent Events [Abstract] | ' |
Subsequent Events [Text Block] | ' |
Note 14. Subsequent Events | |
In October 2014, the Company entered into a loan agreement (the “Loan Agreement”) with Melody Business Finance, LLC (the “Lender”). The Lender will provide the Company with a five-year $35 million secured term loan (the “Financing”). Pursuant to the terms of the Loan Agreement, the loan bears interest at a rate equal to the greater of (i) the sum of the most recently effective one month Libor as in effect on each payment date plus 7% or (ii) 8% per annum, and additional paid in kind (“PIK”), or deferred, interest that shall accrue at 4% per annum. | |
The aggregate principal amount outstanding plus all accrued and unpaid interest is due in October 2019. The Company has the option of making principal payments (i) on or before October 16, 2016 (the “Second Anniversary”) but only for the full amount outstanding and (ii) after the Second Anniversary in minimum amount(s) of $5 million. | |
In connection with the Loan Agreement and pursuant to a Warrant and Registration Rights Agreement, the Company issued warrants (the “Warrants”) to purchase 3.6 million shares of common stock of which two-thirds have an exercise price of $1.26 and one-third have an exercise price of $0.01, subject to standard antidilution provisions. The Warrants have a term of seven and a half years. The Company has agreed to include the shares of common stock underlying the Warrants in a registration statement that must be filed no later than the one year anniversary of the Loan Agreement. If, following the one year anniversary, the registration statement is not declared effective, the Company will pay the warrant holders liquidated damages in the aggregate amount of $5,000 per month, with maximum liquidated damages of $50,000, until the registration statement has become effective. |
Accounting_Policies_by_Policy_
Accounting Policies, by Policy (Policies) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Basis of Accounting, Policy [Policy Text Block] | ' | ||||||||||||||||
Basis of Presentation. The condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial statements and with Form 10-Q and Article 10 of Regulation S-X of the United States Securities and Exchange Commission. Accordingly, they do not contain all information and footnotes required by GAAP for annual financial statements. The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All intercompany balances and transactions have been eliminated in consolidation. In the opinion of the Company’s management, the accompanying unaudited condensed consolidated financial statements contain all the adjustments necessary (consisting only of normal recurring accruals) to present the financial position of the Company as of September 30, 2014 and the results of operations and cash flows for the periods presented. The results of operations for the nine months ended September 30, 2014 are not necessarily indicative of the operating results for the full fiscal year or for any future period. | |||||||||||||||||
These condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and related notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2013. The Company’s accounting policies are described in the Notes to Consolidated Financial Statements in its Annual Report on Form 10-K for the year ended December 31, 2013, and updated, as necessary, in this Quarterly Report on Form 10-Q. | |||||||||||||||||
Use of Estimates, Policy [Policy Text Block] | ' | ||||||||||||||||
Use of Estimates. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities, and the amounts of revenues and expenses. Actual results could differ from those estimates. | |||||||||||||||||
Cash and Cash Equivalents, Policy [Policy Text Block] | ' | ||||||||||||||||
Cash and Cash Equivalents. The Company considers all highly liquid investments with a maturity of three months or less when purchased to be cash equivalents. | |||||||||||||||||
Concentration Risk, Credit Risk, Policy [Policy Text Block] | ' | ||||||||||||||||
Concentration of Credit Risk. Financial instruments that potentially subject the Company to significant concentrations of credit risk consist of cash and cash equivalents. At times, the Company’s cash and cash equivalents may be uninsured or in deposit accounts that exceed the Federal Deposit Insurance Corporation (“FDIC”) insurance limits. As of September 30, 2014, the Company had cash and cash equivalent balances of approximately $1,614,000 in excess of the federally insured limit of $250,000. | |||||||||||||||||
The Company also had approximately $10,023,000 invested in institutional money market funds. These funds are protected under the Securities Investor Protection Corporation, a nonprofit membership corporation which provides limited coverage up to $500,000. | |||||||||||||||||
Receivables, Policy [Policy Text Block] | ' | ||||||||||||||||
Accounts Receivable. Accounts receivable are stated at cost less an allowance for doubtful accounts which reflects the Company’s estimate of balances that will be not collected. The allowance is based on the history of past write-offs, the aging of balances, collections experience and current credit conditions. Additions include provisions for doubtful accounts and deductions include customer write-offs. Changes in the allowance for doubtful accounts were as follows: | |||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Beginning of period | $ | 161,863 | $ | 162,678 | $ | 81,009 | $ | 190,109 | |||||||||
Additions | 75,000 | 10,000 | 192,000 | 70,000 | |||||||||||||
Deductions | (30,995 | ) | (39,552 | ) | (67,141 | ) | (126,983 | ) | |||||||||
End of period | $ | 205,868 | $ | 133,126 | $ | 205,868 | $ | 133,126 | |||||||||
Business Combinations Policy [Policy Text Block] | ' | ||||||||||||||||
Business Acquisitions. Business combinations are accounted for using the acquisition method. The cost of an acquisition is measured as the fair value of the consideration transferred on the acquisition date. When the Company acquires a business, it assesses the acquired assets and liabilities assumed for the appropriate classification and designation in accordance with the contractual terms, economic circumstances and pertinent conditions at the acquisition date. The excess of the total consideration transferred over the net identifiable assets acquired and liabilities assumed is recognized as goodwill. If this consideration is lower than the fair value of the identifiable net assets acquired, the difference is recognized as a gain on business acquisition. Acquisition costs are expensed and included in general and administrative expenses in the Company’s condensed consolidated statements of operations. | |||||||||||||||||
The highest level of judgment and estimation involved in accounting for business acquisitions relates to determining the fair value of the customer relationships and network assets acquired. In each of the five acquisitions completed over the past four years, the highest asset value has been allocated to the customer relationships acquired. Determining the fair value of customer relationships involves judgments and estimates regarding how long the customers will continue to contract services with the Company. During the course of completing five acquisitions, the Company has developed a database of historical experience from prior acquisitions to assist in preparing future estimates of cash flows. Similarly, the Company has used its historical experience in building networks to prepare estimates regarding the fair value of the network assets that it acquires. | |||||||||||||||||
Revenue Recognition, Policy [Policy Text Block] | ' | ||||||||||||||||
Revenue Recognition. The Company normally enters into contractual agreements with its customers for periods ranging between one to three years. The Company recognizes the total revenue provided under a contract ratably over the contract period, including any periods under which the Company has agreed to provide services at no cost. The Company recognizes revenue when (i) persuasive evidence of an arrangement exists, (ii) delivery or installation has been completed, (iii) the customer accepts and verifies receipt, and (iv) collectability is reasonably assured. | |||||||||||||||||
Revenue Recognition, Deferred Revenue [Policy Text Block] | ' | ||||||||||||||||
Deferred Revenues. Customers are billed monthly in advance. Deferred revenues are recognized for that portion of monthly charges not yet earned as of the end of the reporting period. Deferred revenues are also recognized for certain customers who pay for their services in advance. | |||||||||||||||||
Goodwill and Intangible Assets, Goodwill, Policy [Policy Text Block] | ' | ||||||||||||||||
Goodwill. Goodwill represents the excess of the purchase price over the estimated fair value of identifiable net assets acquired in an acquisition. Goodwill is not amortized but rather is reviewed annually for impairment, or whenever events or circumstances indicate that the carrying value may not be recoverable. The Company initially performs a qualitative assessment of goodwill which considers macro-economic conditions, industry and market trends, and the current and projected financial performance of the reporting unit. No further analysis is required if it is determined that there is a less than 50 percent likelihood that the carrying value is greater than the fair value. | |||||||||||||||||
Share-based Compensation, Option and Incentive Plans Policy [Policy Text Block] | ' | ||||||||||||||||
Intrinsic Value of Stock Options and Warrants. The Company calculates the intrinsic value of stock options and warrants as the difference between the closing price of the Company’s common stock at the end of the reporting period and the exercise price of the stock options and warrants. | |||||||||||||||||
New Accounting Pronouncements, Policy [Policy Text Block] | ' | ||||||||||||||||
Recent Accounting Pronouncements. In May 2014, Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09 (“ASU 2014-09”), “Revenue from Contracts with Customers,” which requires an entity to recognize revenue representing the transfer of promised goods or services to customers in an amount that reflects the consideration which the company expects to receive in exchange for those goods or services. ASU 2014-09 is intended to establish principles for reporting useful information to users of financial statements about the nature, amount, timing and uncertainty of revenues and cash flows arising from the entity’s contracts with customers. ASU 2014-09 will replace most existing revenue recognition guidance in GAAP when it becomes effective. The new standard is effective for the Company on January 1, 2017. Early application is not permitted. The Company is currently evaluating the effect that ASU 2014-09 will have on its condensed consolidated financial statements and related disclosures. | |||||||||||||||||
In June 2014, FASB issued ASU No. 2014-12 (“ASU 2014-12”), “Accounting for Share-Based Payments When the Terms of an Award Provide That a Performance Target Could Be Achieved after the Requisite Service Period,” which requires a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. ASU 2014-12 states that the performance target should not be reflected in estimating the grant date fair value of the award. ASU 2014-12 clarifies that compensation cost should be recognized in the period in which it becomes probable that the performance target will be achieved and should represent the periods for which the requisite service has already been rendered. The new standard is effective for the Company on January 1, 2016. The Company does not expect adoption of ASU 2014-12 to have a significant impact on its condensed consolidated financial statements. | |||||||||||||||||
In August 2014, the FASB issued ASU No. 2014–15 (“ASU 2014-15”), “Presentation of Financial Statements – Going Concern.” ASU 2014-15 provides GAAP guidance on management’s responsibility in evaluating whether there is substantial doubt about a company’s ability to continue as a going concern and about related footnote disclosures. For each reporting period, management will be required to evaluate whether there are conditions or events that raise substantial doubt about a company’s ability to continue as a going concern within one year from the date the financial statements are issued. ASU 2014-15 is the final version of Proposed ASU No. 2013–300 “Presentation of Financial Statements (Topic 205): Disclosure of Uncertainties about an Entity’s Going Concern Presumption,” which has been deleted. The Company does not expect the adoption of ASU 2014–15 to have a significant impact on its condensed consolidated financial statements. | |||||||||||||||||
Reclassification, Policy [Policy Text Block] | ' | ||||||||||||||||
Reclassifications. Certain accounts in the prior year’s condensed consolidated financial statements have been reclassified for comparative purposes to conform to the presentation in the current year’s condensed consolidated financial statements. These reclassifications have no effect on the previously reported net loss. | |||||||||||||||||
Subsequent Events, Policy [Policy Text Block] | ' | ||||||||||||||||
Subsequent Events. Subsequent events have been evaluated through the date of this filing. |
Note_2_Summary_of_Significant_1
Note 2 - Summary of Significant Accounting Policies (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Accounting Policies [Abstract] | ' | ||||||||||||||||
Schedule of Allowance for Doubtful Accounts Receivable [Table Text Block] | ' | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Beginning of period | $ | 161,863 | $ | 162,678 | $ | 81,009 | $ | 190,109 | |||||||||
Additions | 75,000 | 10,000 | 192,000 | 70,000 | |||||||||||||
Deductions | (30,995 | ) | (39,552 | ) | (67,141 | ) | (126,983 | ) | |||||||||
End of period | $ | 205,868 | $ | 133,126 | $ | 205,868 | $ | 133,126 |
Note_3_Business_Acquisitions_T
Note 3 - Business Acquisitions (Tables) | 9 Months Ended | ||||||||||||
Sep. 30, 2014 | |||||||||||||
Business Combinations [Abstract] | ' | ||||||||||||
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | ' | ||||||||||||
Original | Adjustments | Final | |||||||||||
Fair value of consideration transferred: | |||||||||||||
Cash | $ | 225,000 | $ | - | $ | 225,000 | |||||||
Common stock | 1,071,172 | (119,916 | ) | 951,256 | |||||||||
Other liabilities assumed | - | 36,733 | 36,733 | ||||||||||
Capital lease obligations assumed | 128,929 | - | 128,929 | ||||||||||
Total consideration transferred | 1,425,101 | (83,183 | ) | 1,341,918 | |||||||||
Fair value of identifiable assets acquired and liabilities assumed: | |||||||||||||
Cash | 2,058 | - | 2,058 | ||||||||||
Accounts receivable | 80,524 | 1,286 | 79,238 | ||||||||||
Property and equipment | 826,524 | 18,824 | 807,700 | ||||||||||
Security deposits | 1,993 | - | 1,993 | ||||||||||
Accounts payable | (26,970 | ) | 2,566 | (29,536 | ) | ||||||||
Deferred revenue | (62,110 | ) | (2,135 | ) | (59,975 | ) | |||||||
Other liabilities | (89,930 | ) | - | (89,930 | ) | ||||||||
Total identifiable net tangible assets | 732,089 | 20,541 | 711,548 | ||||||||||
Customer relationships | 1,634,469 | - | 1,634,469 | ||||||||||
Total identifiable net assets | 2,366,558 | 20,541 | 2,346,017 | ||||||||||
Gain on business acquisition | $ | 941,457 | $ | 62,642 | $ | 1,004,099 | |||||||
Business Acquisition, Pro Forma Information [Table Text Block] | ' | ||||||||||||
Nine Months Ended | |||||||||||||
September 30, | |||||||||||||
2013 | |||||||||||||
Revenues | $ | 25,024,631 | |||||||||||
Amortization expense | 2,453,937 | ||||||||||||
Total operating expenses | 43,924,201 | ||||||||||||
Net loss | (18,060,258 | ) | |||||||||||
Basic net loss per share | $ | (0.28 | ) |
Note_4_Property_and_Equipment_
Note 4 - Property and Equipment (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Property, Plant and Equipment [Abstract] | ' | ||||||||
Property, Plant and Equipment [Table Text Block] | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Network and base station equipment | $ | 35,373,208 | $ | 32,233,262 | |||||
Customer premise equipment | 25,278,981 | 24,244,017 | |||||||
Shared wireless infrastructure | 21,014,018 | 19,128,064 | |||||||
Information technology | 4,586,445 | 4,417,869 | |||||||
Furniture, fixtures and other | 1,667,978 | 1,661,567 | |||||||
Leasehold improvements | 1,599,393 | 1,433,984 | |||||||
89,520,023 | 83,118,763 | ||||||||
Less: accumulated depreciation | 54,137,876 | 44,633,905 | |||||||
Property and equipment, net | $ | 35,382,147 | $ | 38,484,858 | |||||
Schedule of Capital Leased Assets [Table Text Block] | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Network and base station equipment | $ | 861,231 | $ | 828,027 | |||||
Shared wireless infrastructure | 1,216,142 | 1,216,142 | |||||||
Customer premise equipment | 96,843 | 96,843 | |||||||
Information technology | 1,860,028 | 1,860,028 | |||||||
4,034,244 | 4,001,040 | ||||||||
Less: accumulated depreciation | 1,933,822 | 1,333,666 | |||||||
Property acquired through capital leases, net | $ | 2,100,422 | $ | 2,667,374 |
Note_5_Intangible_Assets_Table
Note 5 - Intangible Assets (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Disclosure Text Block [Abstract] | ' | ||||||||
Schedule of Intangible Assets and Goodwill [Table Text Block] | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Goodwill | $ | 1,674,281 | $ | 1,674,281 | |||||
Customer relationships | $ | 11,856,127 | $ | 11,856,127 | |||||
Less: accumulated amortization of customer relationships | 10,842,756 | 10,051,855 | |||||||
Customer relationships, net | 1,013,371 | 1,804,272 | |||||||
FCC licenses | 1,284,555 | 1,284,555 | |||||||
Intangible assets, net | $ | 2,297,926 | $ | 3,088,827 | |||||
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense [Table Text Block] | ' | ||||||||
Remainder of 2014 | $ | 98,068 | |||||||
2015 | 392,272 | ||||||||
2016 | 392,272 | ||||||||
2017 | 130,759 | ||||||||
$ | 1,013,371 |
Note_6_Accrued_Expenses_Tables
Note 6 - Accrued Expenses (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Accrued Liabilities Disclosure [Abstract] | ' | ||||||||
Schedule of Accrued Liabilities [Table Text Block] | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Payroll and related | $ | 1,125,257 | $ | 937,624 | |||||
Property and equipment | 386,448 | 867,311 | |||||||
Professional services | 302,095 | 186,917 | |||||||
Other | 187,811 | 293,402 | |||||||
Network | 149,164 | 138,684 | |||||||
Marketing | 78,255 | 108,741 | |||||||
Total | $ | 2,229,030 | $ | 2,532,679 |
Note_7_Other_Liabilities_Table
Note 7 - Other Liabilities (Tables) | 9 Months Ended | ||||||||
Sep. 30, 2014 | |||||||||
Other Liabilities and Financial Instruments Subject to Mandatory Redemption [Abstract] | ' | ||||||||
Schedule of Other Liabilities [Table Text Block] | ' | ||||||||
September 30, | December 31, | ||||||||
2014 | 2013 | ||||||||
Current | |||||||||
Deferred rent | $ | 43,351 | $ | - | |||||
Deferred acquisition payments | 10,989 | 67,255 | |||||||
Total | $ | 54,340 | $ | 67,255 | |||||
Long-Term | |||||||||
Deferred rent | $ | 1,270,464 | $ | 662,361 | |||||
Deferred acquisition payments | 3,208 | 11,516 | |||||||
Deferred taxes | 322,805 | 322,805 | |||||||
Total | $ | 1,596,477 | $ | 996,682 |
Note_8_Stock_Options_and_Warra1
Note 8 - Stock Options and Warrants (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ' | ||||||||||||||||
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | ' | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Risk-free interest rate | 1.7%-1.8 | % | 1.9 | % | 1.6%-1.8 | % | 0.8%-1.9 | % | |||||||||
Expected volatility | 59 | % | 68 | % | 47%-59 | % | 65%-68 | % | |||||||||
Expected life (in years) | 5.3 | 6 | 5.3 | 5-6.5 | |||||||||||||
Expected dividend yield | - | - | - | - | |||||||||||||
Weighted average per share grant date fair value | $ | 0.75 | $ | 1.42 | $ | 0.8 | $ | 1.44 | |||||||||
Stock-based compensation | $ | 183,844 | $ | 253,813 | $ | 735,076 | $ | 885,116 | |||||||||
Schedule of Share-based Compensation, Stock Options, Activity [Table Text Block] | ' | ||||||||||||||||
Number | Weighted Average | ||||||||||||||||
Exercise Price | |||||||||||||||||
Outstanding as of December 31, 2013 | 4,055,016 | $ | 2.7 | ||||||||||||||
Granted during 2014 | 372,073 | $ | 1.7 | ||||||||||||||
Exercised | (340,906 | ) | $ | 0.74 | |||||||||||||
Forfeited /expired | (184,869 | ) | $ | 2.51 | |||||||||||||
Outstanding as of September 30, 2014 | 3,901,314 | $ | 2.78 | ||||||||||||||
Exercisable as of September 30, 2014 | 2,882,066 | $ | 2.69 |
Note_10_Fair_Value_Measurement1
Note 10 - Fair Value Measurement (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Fair Value Disclosures [Abstract] | ' | ||||||||||||||||
Fair Value, Assets Measured on Recurring Basis [Table Text Block] | ' | ||||||||||||||||
Total Carrying | Quoted prices in active markets | Significant | Significant | ||||||||||||||
Value | (Level 1) | other | unobservable | ||||||||||||||
observable | inputs | ||||||||||||||||
inputs | (Level 3) | ||||||||||||||||
(Level 2) | |||||||||||||||||
30-Sep-14 | $ | 11,890,770 | $ | 11,890,770 | $ | - | $ | - | |||||||||
31-Dec-13 | $ | 28,181,531 | $ | 28,181,531 | $ | - | $ | - |
Note_11_Net_Loss_per_Common_Sh1
Note 11 - Net Loss per Common Share (Tables) | 9 Months Ended | ||||
Sep. 30, 2014 | |||||
Earnings Per Share [Abstract] | ' | ||||
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | ' | ||||
Stock options | 3,901,314 | ||||
Warrants | 450,000 | ||||
Total | 4,351,314 |
Note_12_Commitments_Tables
Note 12 - Commitments (Tables) | 9 Months Ended | ||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||
Disclosure Text Block Supplement [Abstract] | ' | ||||||||||||||||
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | ' | ||||||||||||||||
Remainder of 2014 | $ | 5,182,797 | |||||||||||||||
2015 | 19,758,856 | ||||||||||||||||
2016 | 18,300,039 | ||||||||||||||||
2017 | 12,639,857 | ||||||||||||||||
2018 | 5,160,998 | ||||||||||||||||
Thereafter | 2,779,175 | ||||||||||||||||
$ | 63,821,722 | ||||||||||||||||
Schedule of Rent Expense [Table Text Block] | ' | ||||||||||||||||
Three Months Ended | Nine Months Ended | ||||||||||||||||
September 30, | September 30, | ||||||||||||||||
2014 | 2013 | 2014 | 2013 | ||||||||||||||
Points of Presence | $ | 1,939,574 | $ | 1,767,441 | $ | 5,732,922 | $ | 5,108,347 | |||||||||
Street level rooftops | 3,359,804 | 2,707,304 | 9,752,720 | 7,757,206 | |||||||||||||
Corporate offices | 84,109 | 121,518 | 252,328 | 366,794 | |||||||||||||
Other | 88,211 | 102,039 | 273,928 | 327,268 | |||||||||||||
$ | 5,471,698 | $ | 4,698,302 | $ | 16,011,898 | $ | 13,559,615 | ||||||||||
Schedule of Future Minimum Lease Payments for Capital Leases [Table Text Block] | ' | ||||||||||||||||
Remainder of 2014 | $ | 238,464 | |||||||||||||||
2015 | 921,437 | ||||||||||||||||
2016 | 668,847 | ||||||||||||||||
2017 | 401,125 | ||||||||||||||||
2018 | 53,922 | ||||||||||||||||
$ | 2,283,795 | ||||||||||||||||
Less: Interest expense | 258,852 | ||||||||||||||||
Total capital lease obligations | $ | 2,024,943 | |||||||||||||||
Current | $ | 775,817 | |||||||||||||||
Long-term | $ | 1,249,126 |
Note_13_Segment_Information_Ta
Note 13 - Segment Information (Tables) | 9 Months Ended | ||||||||||||||||||||
Sep. 30, 2014 | |||||||||||||||||||||
Segment Reporting [Abstract] | ' | ||||||||||||||||||||
Schedule of Segment Reporting Information, by Segment [Table Text Block] | ' | ||||||||||||||||||||
Three Months Ended September 30, 2014 (Unaudited) | |||||||||||||||||||||
Fixed | Shared Wireless Infrastructure | Corporate | Eliminations | Total | |||||||||||||||||
Wireless | |||||||||||||||||||||
Revenues | $ | 7,553,609 | $ | 793,964 | $ | - | $ | (45,969 | ) | $ | 8,301,604 | ||||||||||
Operating Expenses | |||||||||||||||||||||
Cost of revenues (exclusive of depreciation) | 2,631,572 | 3,609,807 | 15,510 | (45,969 | ) | 6,210,920 | |||||||||||||||
Depreciation and amortization | 1,980,519 | 1,013,693 | 324,183 | - | 3,318,395 | ||||||||||||||||
Customer support services | 342,288 | 147,379 | 754,494 | - | 1,244,161 | ||||||||||||||||
Sales and marketing | 1,239,446 | 38,261 | 75,308 | - | 1,353,015 | ||||||||||||||||
General and administrative | 63,686 | 163,125 | 2,154,775 | - | 2,381,586 | ||||||||||||||||
Total Operating Expenses | 6,257,511 | 4,972,265 | 3,324,270 | (45,969 | ) | 14,508,077 | |||||||||||||||
Operating Income (Loss) | $ | 1,296,098 | $ | (4,178,301 | ) | $ | (3,324,270 | ) | $ | - | $ | (6,206,473 | ) | ||||||||
Capital expenditures | $ | 1,154,281 | $ | 589,883 | $ | 21,603 | $ | - | $ | 1,765,767 | |||||||||||
Three Months Ended September 30, 2013 (Unaudited) | |||||||||||||||||||||
Fixed | Shared Wireless Infrastructure | Corporate | Eliminations | Total | |||||||||||||||||
Wireless | |||||||||||||||||||||
Revenues | $ | 7,910,377 | $ | 535,936 | $ | - | $ | (45,649 | ) | $ | 8,400,664 | ||||||||||
Operating Expenses | |||||||||||||||||||||
Cost of revenues (exclusive of depreciation) | 2,510,278 | 2,956,914 | 22,755 | (45,649 | ) | 5,444,298 | |||||||||||||||
Depreciation and amortization | 2,754,675 | 857,739 | 234,230 | - | 3,846,644 | ||||||||||||||||
Customer support services | 339,206 | 208,491 | 673,379 | - | 1,221,076 | ||||||||||||||||
Sales and marketing | 1,206,125 | 80,956 | 81,547 | - | 1,368,628 | ||||||||||||||||
General and administrative | 126,256 | 151,561 | 2,322,351 | - | 2,600,168 | ||||||||||||||||
Total Operating Expenses | 6,936,540 | 4,255,661 | 3,334,262 | (45,649 | ) | 14,480,814 | |||||||||||||||
Operating Income (Loss) | $ | 973,837 | $ | (3,719,725 | ) | $ | (3,334,262 | ) | $ | - | $ | (6,080,150 | ) | ||||||||
Capital expenditures | $ | 1,242,975 | $ | 680,324 | $ | 200,347 | $ | - | $ | 2,123,646 | |||||||||||
Nine Months Ended September 30, 2014 (Unaudited) | |||||||||||||||||||||
Fixed | Shared Wireless Infrastructure | Corporate | Eliminations | Total | |||||||||||||||||
Wireless | |||||||||||||||||||||
Revenues | $ | 22,811,582 | $ | 2,272,683 | $ | - | $ | (137,907 | ) | $ | 24,946,358 | ||||||||||
Operating Expenses | |||||||||||||||||||||
Cost of revenues (exclusive of depreciation) | 7,750,725 | 10,512,098 | 43,860 | (137,907 | ) | 18,168,776 | |||||||||||||||
Depreciation and amortization | 6,598,893 | 2,932,592 | 763,387 | - | 10,294,872 | ||||||||||||||||
Customer support services | 878,764 | 502,342 | 2,182,465 | - | 3,563,571 | ||||||||||||||||
Sales and marketing | 3,754,707 | 177,874 | 241,122 | - | 4,173,703 | ||||||||||||||||
General and administrative | 374,164 | 467,290 | 6,885,069 | - | 7,726,523 | ||||||||||||||||
Total Operating Expenses | 19,357,253 | 14,592,196 | 10,115,903 | (137,907 | ) | 43,927,445 | |||||||||||||||
Operating Income (Loss) | $ | 3,454,329 | $ | (12,319,513 | ) | $ | (10,115,903 | ) | $ | - | $ | (18,981,087 | ) | ||||||||
Capital expenditures | $ | 4,044,135 | $ | 2,018,334 | $ | 338,791 | $ | - | $ | 6,401,260 | |||||||||||
As of September 30, 2014 | |||||||||||||||||||||
Property and equipment, net | $ | 21,340,927 | $ | 11,753,330 | $ | 2,287,890 | $ | - | $ | 35,382,147 | |||||||||||
Total assets | $ | 26,293,518 | $ | 14,232,594 | $ | 14,948,568 | $ | - | $ | 55,474,680 | |||||||||||
Nine Months Ended September 30, 2013 (Unaudited) | |||||||||||||||||||||
Fixed | Shared Wireless Infrastructure | Corporate | Eliminations | Total | |||||||||||||||||
Wireless | |||||||||||||||||||||
Revenues | $ | 24,158,268 | $ | 890,920 | $ | - | $ | (137,127 | ) | $ | 24,912,061 | ||||||||||
Operating Expenses | |||||||||||||||||||||
Cost of revenues (exclusive of depreciation) | 7,229,469 | 8,404,925 | 94,623 | (137,127 | ) | 15,591,890 | |||||||||||||||
Depreciation and amortization | 8,411,263 | 2,633,176 | 609,118 | - | 11,653,557 | ||||||||||||||||
Customer support services | 900,349 | 587,389 | 2,311,949 | - | 3,799,687 | ||||||||||||||||
Sales and marketing | 3,825,299 | 239,213 | 268,776 | - | 4,333,288 | ||||||||||||||||
General and administrative | 443,863 | 486,495 | 7,443,442 | - | 8,373,800 | ||||||||||||||||
Total Operating Expenses | 20,810,243 | 12,351,198 | 10,727,908 | (137,127 | ) | 43,752,222 | |||||||||||||||
Operating Income (Loss) | $ | 3,348,025 | $ | (11,460,278 | ) | $ | (10,727,908 | ) | $ | - | $ | (18,840,161 | ) | ||||||||
Capital expenditures | $ | 3,358,758 | $ | 1,049,344 | $ | 349,674 | $ | - | $ | 4,757,776 | |||||||||||
As of September 30, 2013 | |||||||||||||||||||||
Property and equipment, net | $ | 23,870,843 | $ | 12,439,779 | $ | 1,875,461 | $ | - | $ | 38,186,083 | |||||||||||
Total assets | $ | 30,590,803 | $ | 14,881,500 | $ | 34,776,782 | $ | - | $ | 80,249,085 |
Note_2_Summary_of_Significant_2
Note 2 - Summary of Significant Accounting Policies (Details) (USD $) | Sep. 30, 2014 |
Accounting Policies [Abstract] | ' |
Cash, Uninsured Amount | $1,614,000 |
Cash, FDIC Insured Amount | 250,000 |
Money Market Funds, at Carrying Value | 10,023,000 |
Cash Securities Investor Protection Corporation Coverage Amount | $500,000 |
Note_2_Summary_of_Significant_3
Note 2 - Summary of Significant Accounting Policies (Details) - Changes in Allowance for Doubtful Accounts (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Changes in Allowance for Doubtful Accounts [Abstract] | ' | ' | ' | ' |
Beginning of period | $161,863 | $162,678 | $81,009 | $190,109 |
Additions | 75,000 | 10,000 | 192,000 | 70,000 |
Deductions | -30,995 | -39,552 | -67,141 | -126,983 |
End of period | $205,868 | $133,126 | $205,868 | $133,126 |
Note_3_Business_Acquisitions_D
Note 3 - Business Acquisitions (Details) (USD $) | 1 Months Ended | 9 Months Ended | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||
31-May-13 | Sep. 30, 2014 | Sep. 30, 2013 | Feb. 28, 2013 | 31-May-13 | 31-May-13 | 31-May-13 | Sep. 30, 2013 | Sep. 30, 2013 | |
Common Stock Adjustment [Member] | Before Adjustment to Common Stock [Member] | After Adjustment To Common Stock [Member] | Delos Internet [Member] | Delos Internet [Member] | |||||
Delos Internet [Member] | Delos Internet [Member] | Delos Internet [Member] | |||||||
Note 3 - Business Acquisitions (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Share Price (in Dollars per share) | ' | ' | ' | $2.47 | ' | ' | ' | ' | ' |
Business Combination, Bargain Purchase, Gain Recognized, Amount | ' | $1,004,099 | $1,004,099 | ' | ' | ' | ' | ' | ' |
Business Acquisition Purchase Price Allocation Change In Assets Acquired Liabilities Assumed Net | 21,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Business Combination Bargain Purchase Increase Of Gain Recognized | 63,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in Shares) | ' | ' | ' | ' | 48,549 | 433,673 | 385,124 | ' | ' |
Business Combination, Acquisition Related Costs | ' | ' | ' | ' | ' | ' | ' | $0 | $99,000 |
Note_3_Business_Acquisitions_D1
Note 3 - Business Acquisitions (Details) - Consideration Transferred and the Amounts of Identified Assets Acquired and Liabilities Assumed (USD $) | 9 Months Ended | 1 Months Ended | |||||||
Sep. 30, 2014 | Sep. 30, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | Feb. 28, 2013 | |
Other Liabilities Assumed [Member] | Other Liabilities Assumed [Member] | Capital Lease Obligations Assumed [Member] | Capital Lease Obligations Assumed [Member] | Scenario, Previously Reported [Member] | Scenario, Adjustment [Member] | Scenario, Actual [Member] | |||
Scenario, Adjustment [Member] | Scenario, Actual [Member] | Scenario, Previously Reported [Member] | Scenario, Actual [Member] | Delos Internet [Member] | Delos Internet [Member] | Delos Internet [Member] | |||
Delos Internet [Member] | Delos Internet [Member] | Delos Internet [Member] | Delos Internet [Member] | ||||||
Fair value of consideration transferred: | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | ' | ' | ' | $225,000 | ' | $225,000 |
Common stock | ' | ' | ' | ' | ' | ' | 1,071,172 | -119,916 | 951,256 |
Fair value of liabilies transferred | ' | ' | 36,733 | 36,733 | 128,929 | 128,929 | ' | ' | ' |
Total consideration transferred | ' | ' | ' | ' | ' | ' | 1,425,101 | -83,183 | 1,341,918 |
Fair value of identifiable assets acquired and liabilities assumed: | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Cash | ' | ' | ' | ' | ' | ' | 2,058 | ' | 2,058 |
Accounts receivable | ' | ' | ' | ' | ' | ' | 80,524 | 1,286 | 79,238 |
Property and equipment | ' | ' | ' | ' | ' | ' | 826,524 | 18,824 | 807,700 |
Security deposits | ' | ' | ' | ' | ' | ' | 1,993 | ' | 1,993 |
Accounts payable | ' | ' | ' | ' | ' | ' | -26,970 | 2,566 | -29,536 |
Deferred revenue | ' | ' | ' | ' | ' | ' | -62,110 | -2,135 | -59,975 |
Other liabilities | ' | ' | ' | ' | ' | ' | -89,930 | ' | -89,930 |
Total identifiable net tangible assets | ' | ' | ' | ' | ' | ' | 732,089 | 20,541 | 711,548 |
Customer relationships | ' | ' | ' | ' | ' | ' | 1,634,469 | ' | 1,634,469 |
Total identifiable net assets | ' | ' | ' | ' | ' | ' | 2,366,558 | 20,541 | 2,346,017 |
Gain on business acquisition | $1,004,099 | $1,004,099 | ' | ' | ' | ' | $941,457 | $62,642 | $1,004,099 |
Note_3_Business_Acquisitions_D2
Note 3 - Business Acquisitions (Details) - Unaudited Pro Forma Consolidated Results of Operations (USD $) | 9 Months Ended |
Sep. 30, 2013 | |
Unaudited Pro Forma Consolidated Results of Operations [Abstract] | ' |
Revenues | $25,024,631 |
Amortization expense | 2,453,937 |
Total operating expenses | 43,924,201 |
Net loss | ($18,060,258) |
Basic net loss per share (in Dollars per share) | ($0.28) |
Note_4_Property_and_Equipment_1
Note 4 - Property and Equipment (Details) - Property and Equipment (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2013 |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property plant and equipment, gross | $89,520,023 | $83,118,763 | ' |
89,520,023 | 83,118,763 | ' | |
Less: accumulated depreciation | 54,137,876 | 44,633,905 | ' |
Property and equipment, net | 35,382,147 | 38,484,858 | 38,186,083 |
Network and Base Station Equipment [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property plant and equipment, gross | 35,373,208 | 32,233,262 | ' |
35,373,208 | 32,233,262 | ' | |
Customer Premise Equipment [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property plant and equipment, gross | 25,278,981 | 24,244,017 | ' |
25,278,981 | 24,244,017 | ' | |
Rooftop Tower Sites [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property plant and equipment, gross | 21,014,018 | 19,128,064 | ' |
21,014,018 | 19,128,064 | ' | |
Information Technology [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property plant and equipment, gross | 4,586,445 | 4,417,869 | ' |
4,586,445 | 4,417,869 | ' | |
Furniture and Fixtures [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property plant and equipment, gross | 1,667,978 | 1,661,567 | ' |
1,667,978 | 1,661,567 | ' | |
Leasehold Improvements [Member] | ' | ' | ' |
Property, Plant and Equipment [Line Items] | ' | ' | ' |
Property plant and equipment, gross | 1,599,393 | 1,433,984 | ' |
$1,599,393 | $1,433,984 | ' |
Note_4_Property_and_Equipment_2
Note 4 - Property and Equipment (Details) - Property Acquired Through Capital Leases (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Capital Leased Assets [Line Items] | ' | ' |
Capital Leased Assets, Gross | $4,034,244 | $4,001,040 |
4,034,244 | 4,001,040 | |
Less: accumulated depreciation | 1,933,822 | 1,333,666 |
Property acquired through capital leases, net | 2,100,422 | 2,667,374 |
Network and Base Station Equipment [Member] | ' | ' |
Capital Leased Assets [Line Items] | ' | ' |
Capital Leased Assets, Gross | 861,231 | 828,027 |
861,231 | 828,027 | |
Rooftop Tower Sites [Member] | ' | ' |
Capital Leased Assets [Line Items] | ' | ' |
Capital Leased Assets, Gross | 1,216,142 | 1,216,142 |
1,216,142 | 1,216,142 | |
Customer Premise Equipment [Member] | ' | ' |
Capital Leased Assets [Line Items] | ' | ' |
Capital Leased Assets, Gross | 96,843 | 96,843 |
96,843 | 96,843 | |
Information Technology [Member] | ' | ' |
Capital Leased Assets [Line Items] | ' | ' |
Capital Leased Assets, Gross | 1,860,028 | 1,860,028 |
$1,860,028 | $1,860,028 |
Note_5_Intangible_Assets_Detai
Note 5 - Intangible Assets (Details) (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Note 5 - Intangible Assets (Details) [Line Items] | ' | ' | ' | ' |
Amortization of Intangible Assets | $98,068 | $817,979 | $790,901 | $2,388,558 |
Delos Internet [Member] | ' | ' | ' | ' |
Note 5 - Intangible Assets (Details) [Line Items] | ' | ' | ' | ' |
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | ' | ' | '50 months | ' |
Finite-Lived Intangible Assets, Remaining Amortization Period | ' | ' | '31 months | ' |
Note_5_Intangible_Assets_Detai1
Note 5 - Intangible Assets (Details) - Intangible Assets (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Intangible Assets [Abstract] | ' | ' |
Goodwill | $1,674,281 | $1,674,281 |
Customer relationships | 11,856,127 | 11,856,127 |
Less: accumulated amortization of customer relationships | 10,842,756 | 10,051,855 |
Customer relationships, net | 1,013,371 | 1,804,272 |
FCC licenses | 1,284,555 | 1,284,555 |
Intangible assets, net | $2,297,926 | $3,088,827 |
Note_5_Intangible_Assets_Detai2
Note 5 - Intangible Assets (Details) - Future Amortization Expense (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Future Amortization Expense [Abstract] | ' | ' |
Remainder of 2014 | $98,068 | ' |
2015 | 392,272 | ' |
2016 | 392,272 | ' |
2017 | 130,759 | ' |
$1,013,371 | $1,804,272 |
Note_6_Accrued_Expenses_Detail
Note 6 - Accrued Expenses (Details) - Accrued Expenses (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Note 6 - Accrued Expenses (Details) - Accrued Expenses [Line Items] | ' | ' |
Accrued Liabilities, Current | $2,229,030 | $2,532,679 |
Payroll and Related [Member] | ' | ' |
Note 6 - Accrued Expenses (Details) - Accrued Expenses [Line Items] | ' | ' |
Accrued Liabilities, Current | 1,125,257 | 937,624 |
Property and Equipment [Member] | ' | ' |
Note 6 - Accrued Expenses (Details) - Accrued Expenses [Line Items] | ' | ' |
Accrued Liabilities, Current | 386,448 | 867,311 |
Professional Services [Member] | ' | ' |
Note 6 - Accrued Expenses (Details) - Accrued Expenses [Line Items] | ' | ' |
Accrued Liabilities, Current | 302,095 | 186,917 |
Other Accrued Liabilities [Member] | ' | ' |
Note 6 - Accrued Expenses (Details) - Accrued Expenses [Line Items] | ' | ' |
Accrued Liabilities, Current | 187,811 | 293,402 |
Network [Member] | ' | ' |
Note 6 - Accrued Expenses (Details) - Accrued Expenses [Line Items] | ' | ' |
Accrued Liabilities, Current | 149,164 | 138,684 |
Marketing [Member] | ' | ' |
Note 6 - Accrued Expenses (Details) - Accrued Expenses [Line Items] | ' | ' |
Accrued Liabilities, Current | $78,255 | $108,741 |
Note_7_Other_Liabilities_Detai
Note 7 - Other Liabilities (Details) (USD $) | 9 Months Ended | 1 Months Ended | |
Sep. 30, 2013 | Sep. 30, 2014 | 31-May-14 | |
Delos Internet [Member] | Pipeline Wireless [Member] | ||
Note 7 - Other Liabilities (Details) [Line Items] | ' | ' | ' |
Deferred Acquisition Payments, Gross | ' | $14,197 | ' |
Delos Interest Rate | ' | 7.00% | ' |
Payments to Acquire Businesses, Net of Cash Acquired | $222,942 | ' | $16,630 |
Note_7_Other_Liabilities_Detai1
Note 7 - Other Liabilities (Details) - Other Liabilities (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Current | ' | ' |
Deferred rent | $43,351 | ' |
Deferred acquisition payments | 10,989 | 67,255 |
Total | 54,340 | 67,255 |
Long-Term | ' | ' |
Deferred rent | 1,270,464 | 662,361 |
Deferred acquisition payments | 3,208 | 11,516 |
Deferred taxes | 322,805 | 322,805 |
Total | $1,596,477 | $996,682 |
Note_8_Stock_Options_and_Warra2
Note 8 - Stock Options and Warrants (Details) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 1 Months Ended | |||||
Sep. 30, 2014 | Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2014 | Jul. 31, 2014 | Sep. 30, 2014 | Jun. 30, 2014 | Sep. 30, 2014 | Jul. 31, 2014 | |
Warrant [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Employee Stock Option [Member] | Board of Directors [Member] | Executives [Member] | Executives [Member] | ||||
Executives [Member] | Two Unspecified Executive Officers [Member] | |||||||||
Note 8 - Stock Options and Warrants (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized (in Dollars) | ' | ' | ' | ' | ' | ' | $1,113,205 | ' | ' | ' |
Employee Service Share-based Compensation, Nonvested Awards, Compensation Cost Not yet Recognized, Period for Recognition | ' | ' | ' | ' | ' | ' | '1 year 255 days | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Grants in Period, Gross | ' | 372,073 | ' | ' | ' | ' | ' | 200,000 | 125,000 | 47,073 |
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Exercise Price (in Dollars per share) | ' | ' | ' | ' | ' | ' | ' | $1.93 | ' | ' |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in Dollars per share) | ' | $1.70 | ' | ' | ' | ' | ' | ' | $1.34 | $1.67 |
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period | ' | ' | ' | ' | '2 years | '2 years | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period | ' | 340,906 | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period, Net of Shares in Lieu of Cash | ' | 192,270 | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Forfeitures in Period | 74,064 | 184,869 | ' | ' | ' | ' | ' | ' | ' | ' |
Stock Repurchased During Period, Shares | ' | 14,250 | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term | ' | '5 years 292 days | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Intrinsic Value (in Dollars) | 196,892 | 196,892 | ' | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable, Intrinsic Value (in Dollars) | 179,392 | 179,392 | ' | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Outstanding | 450,000 | 450,000 | 450,000 | ' | ' | ' | ' | ' | ' | ' |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $5 | $5 | $5 | ' | ' | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Aggregate Intrinsic Value, Outstanding (in Dollars) | ' | ' | ' | $0 | ' | ' | ' | ' | ' | ' |
Note_8_Stock_Options_and_Warra3
Note 8 - Stock Options and Warrants (Details) - Black-Scholes Option Pricing Model Assumptions (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Note 8 - Stock Options and Warrants (Details) - Black-Scholes Option Pricing Model Assumptions [Line Items] | ' | ' | ' | ' |
Risk-free interest rate | ' | 1.90% | ' | ' |
Expected volatility | 59.00% | 68.00% | ' | ' |
Expected life (in years) | '5 years 109 days | '6 years | '5 years 109 days | ' |
Weighted average per share grant date fair value (in Dollars per share) | $0.75 | $1.42 | $0.80 | $1.44 |
Stock-based compensation (in Dollars) | $183,844 | $253,813 | $735,076 | $885,116 |
Minimum [Member] | ' | ' | ' | ' |
Note 8 - Stock Options and Warrants (Details) - Black-Scholes Option Pricing Model Assumptions [Line Items] | ' | ' | ' | ' |
Risk-free interest rate | 1.70% | ' | 1.60% | 0.80% |
Expected volatility | ' | ' | 47.00% | 65.00% |
Expected life (in years) | ' | ' | ' | '5 years |
Maximum [Member] | ' | ' | ' | ' |
Note 8 - Stock Options and Warrants (Details) - Black-Scholes Option Pricing Model Assumptions [Line Items] | ' | ' | ' | ' |
Risk-free interest rate | 1.80% | ' | 1.80% | 1.90% |
Expected volatility | ' | ' | 59.00% | 68.00% |
Expected life (in years) | ' | ' | ' | '6 years 6 months |
Note_8_Stock_Options_and_Warra4
Note 8 - Stock Options and Warrants (Details) - Option Transactions Under the Stock Option Plans (USD $) | 9 Months Ended |
Sep. 30, 2014 | |
Option Transactions Under the Stock Option Plans [Abstract] | ' |
Outstanding as of | 4,055,016 |
Weighted average exercise price as of | $2.70 |
Exercisable as of September 30, 2014 | 2,882,066 |
Exercisable as of September 30, 2014 | $2.69 |
Granted during 2014 | 372,073 |
Granted during 2014 | $1.70 |
Exercised | -340,906 |
Exercised | $0.74 |
Forfeited /expired | -184,869 |
Forfeited /expired | $2.51 |
Outstanding as of | 3,901,314 |
Weighted average exercise price as of | $2.78 |
Note_9_Employee_Stock_Purchase1
Note 9 - Employee Stock Purchase Plan (Details) (USD $) | 9 Months Ended | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Dec. 31, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
2010 Employee Stock Purchase Plan [Member] | 2010 Employee Stock Purchase Plan [Member] | 2010 Employee Stock Purchase Plan [Member] | 2010 Employee Stock Purchase Plan [Member] | |||
Note 9 - Employee Stock Purchase Plan (Details) [Line Items] | ' | ' | ' | ' | ' | ' |
Percentage Of Discount Allowed For Shares Issued Under Employee Stock Purchase Plan | 15.00% | ' | ' | ' | ' | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in Shares) | ' | ' | 200,000 | ' | 200,000 | ' |
Common Stock, Shares, Issued (in Shares) | 66,650,752 | 66,424,561 | 105,543 | ' | 105,543 | ' |
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Available for Grant (in Shares) | ' | ' | 94,457 | ' | 94,457 | ' |
Stock Issued During Period, Shares, Employee Stock Purchase Plans (in Shares) | ' | ' | 6,948 | ' | 18,921 | ' |
Stock Issued During Period, Value, Employee Stock Purchase Plan | $35,759 | ' | $10,283 | ' | $35,759 | ' |
Defined Contribution Plan, Cost Recognized | ' | ' | $1,529 | $3,236 | $5,329 | $9,759 |
Note_10_Fair_Value_Measurement2
Note 10 - Fair Value Measurement (Details) - Fair Value of Assets and Liabilities (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Note 10 - Fair Value Measurement (Details) - Fair Value of Assets and Liabilities [Line Items] | ' | ' |
Balance as of | $11,890,770 | $28,181,531 |
Fair Value, Inputs, Level 1 [Member] | ' | ' |
Note 10 - Fair Value Measurement (Details) - Fair Value of Assets and Liabilities [Line Items] | ' | ' |
Balance as of | $11,890,770 | $28,181,531 |
Note_11_Net_Loss_per_Common_Sh2
Note 11 - Net Loss per Common Share (Details) (USD $) | 9 Months Ended |
In Millions, unless otherwise specified | Sep. 30, 2014 |
Earnings Per Share [Abstract] | ' |
Maximum Potential Proceeds from Stock Option and Warrant Exercises | $13 |
Note_11_Net_Loss_per_Common_Sh3
Note 11 - Net Loss per Common Share (Details) - Antidilutive Securities | 9 Months Ended |
Sep. 30, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' |
Antidilutive securities | 4,351,314 |
Equity Option [Member] | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' |
Antidilutive securities | 3,901,314 |
Warrant [Member] | ' |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ' |
Antidilutive securities | 450,000 |
Note_12_Commitments_Details
Note 12 - Commitments (Details) (USD $) | 3 Months Ended | 9 Months Ended | 1 Months Ended | 9 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Feb. 28, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | Sep. 30, 2014 | |
Corporate Offices [Member] | Corporate Offices [Member] | Corporate Offices [Member] | Corporate Offices [Member] | Due in 2014 [Member] | Minimum [Member] | Maximum [Member] | |||||
Due in 2019 [Member] | Corporate Offices [Member] | ||||||||||
Note 12 - Commitments (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Lessee Leasing Arrangements, Operating Leases, Renewal Term | ' | ' | ' | ' | ' | '5 years | ' | ' | ' | '1 year | '25 years |
Leasehold Improvements, Gross | ' | ' | ' | ' | ' | $600,000 | ' | ' | ' | ' | ' |
Operating Lease, Leasehold Improvements to be Made by Lessor | ' | ' | ' | ' | ' | ' | ' | -380,000 | ' | ' | ' |
Operating Leases, Rent Expense | 5,471,698 | 4,698,302 | 16,011,898 | 13,559,615 | 416,970 | ' | ' | ' | 359,750 | ' | ' |
Annual Increase in Operating Lease Rent Expense | ' | ' | ' | ' | ' | ' | 3.00% | ' | ' | ' | ' |
Other Obligations Quarterly Payments | ' | ' | $121,000 | ' | ' | ' | ' | ' | ' | ' | ' |
Note_12_Commitments_Details_To
Note 12 - Commitments (Details) - Total Future Operating Lease Obligations (USD $) | Sep. 30, 2014 |
Total Future Operating Lease Obligations [Abstract] | ' |
Remainder of 2014 | $5,182,797 |
2015 | 19,758,856 |
2016 | 18,300,039 |
2017 | 12,639,857 |
2018 | 5,160,998 |
Thereafter | 2,779,175 |
$63,821,722 |
Note_12_Commitments_Details_Re
Note 12 - Commitments (Details) - Rent Expenses (USD $) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | |
Note 12 - Commitments (Details) - Rent Expenses [Line Items] | ' | ' | ' | ' |
Lease and Rental Expense | $5,471,698 | $4,698,302 | $16,011,898 | $13,559,615 |
Points of Presence [Member] | ' | ' | ' | ' |
Note 12 - Commitments (Details) - Rent Expenses [Line Items] | ' | ' | ' | ' |
Lease and Rental Expense | 1,939,574 | 1,767,441 | 5,732,922 | 5,108,347 |
Street Level Rooftops [Member] | ' | ' | ' | ' |
Note 12 - Commitments (Details) - Rent Expenses [Line Items] | ' | ' | ' | ' |
Lease and Rental Expense | 3,359,804 | 2,707,304 | 9,752,720 | 7,757,206 |
Corporate Offices [Member] | ' | ' | ' | ' |
Note 12 - Commitments (Details) - Rent Expenses [Line Items] | ' | ' | ' | ' |
Lease and Rental Expense | 84,109 | 121,518 | 252,328 | 366,794 |
Other Leased Property [Member] | ' | ' | ' | ' |
Note 12 - Commitments (Details) - Rent Expenses [Line Items] | ' | ' | ' | ' |
Lease and Rental Expense | $88,211 | $102,039 | $273,928 | $327,268 |
Note_12_Commitments_Details_To1
Note 12 - Commitments (Details) - Total Future Capital Lease Obligations (USD $) | Sep. 30, 2014 | Dec. 31, 2013 |
Total Future Capital Lease Obligations [Abstract] | ' | ' |
Remainder of 2014 | $238,464 | ' |
2015 | 921,437 | ' |
2016 | 668,847 | ' |
2017 | 401,125 | ' |
2018 | 53,922 | ' |
2,283,795 | ' | |
Less: Interest expense | 258,852 | ' |
Total capital lease obligations | 2,024,943 | ' |
Current | 775,817 | 783,051 |
Long-term | $1,249,126 | $1,805,336 |
Note_13_Segment_Information_De
Note 13 - Segment Information (Details) | 9 Months Ended |
Sep. 30, 2014 | |
Segment Reporting [Abstract] | ' |
Number of Reportable Segments | 2 |
Note_13_Segment_Information_De1
Note 13 - Segment Information (Details) - Segment Information (USD $) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2014 | Sep. 30, 2013 | Sep. 30, 2014 | Sep. 30, 2013 | Dec. 31, 2013 | |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues | $8,301,604 | $8,400,664 | $24,946,358 | $24,912,061 | ' |
Operating Expenses | ' | ' | ' | ' | ' |
Cost of revenues (exclusive of depreciation) | 6,210,920 | 5,444,298 | 18,168,776 | 15,591,890 | ' |
Depreciation and amortization | 3,318,395 | 3,846,644 | 10,294,872 | 11,653,557 | ' |
Customer support services | 1,244,161 | 1,221,076 | 3,563,571 | 3,799,687 | ' |
Sales and marketing | 1,353,015 | 1,368,628 | 4,173,703 | 4,333,288 | ' |
General and administrative | 2,381,586 | 2,600,168 | 7,726,523 | 8,373,800 | ' |
Total Operating Expenses | 14,508,077 | 14,480,814 | 43,927,445 | 43,752,222 | ' |
Operating Income (Loss) | -6,206,473 | -6,080,150 | -18,981,087 | -18,840,161 | ' |
Capital expenditures | 1,765,767 | 2,123,646 | 6,401,260 | 4,757,776 | ' |
As of September 30, 2014 | ' | ' | ' | ' | ' |
Property and equipment, net | 35,382,147 | 38,186,083 | 35,382,147 | 38,186,083 | 38,484,858 |
Total assets | 55,474,680 | 80,249,085 | 55,474,680 | 80,249,085 | 74,917,467 |
Fixed Wireless [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues | 7,553,609 | 7,910,377 | 22,811,582 | 24,158,268 | ' |
Operating Expenses | ' | ' | ' | ' | ' |
Cost of revenues (exclusive of depreciation) | 2,631,572 | 2,510,278 | 7,750,725 | 7,229,469 | ' |
Depreciation and amortization | 1,980,519 | 2,754,675 | 6,598,893 | 8,411,263 | ' |
Customer support services | 342,288 | 339,206 | 878,764 | 900,349 | ' |
Sales and marketing | 1,239,446 | 1,206,125 | 3,754,707 | 3,825,299 | ' |
General and administrative | 63,686 | 126,256 | 374,164 | 443,863 | ' |
Total Operating Expenses | 6,257,511 | 6,936,540 | 19,357,253 | 20,810,243 | ' |
Operating Income (Loss) | 1,296,098 | 973,837 | 3,454,329 | 3,348,025 | ' |
Capital expenditures | 1,154,281 | 1,242,975 | 4,044,135 | 3,358,758 | ' |
As of September 30, 2014 | ' | ' | ' | ' | ' |
Property and equipment, net | 21,340,927 | 23,870,843 | 21,340,927 | 23,870,843 | ' |
Total assets | 26,293,518 | 30,590,803 | 26,293,518 | 30,590,803 | ' |
Shared Wireless Infrastructure [Member] | Operating Segments [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues | 793,964 | 535,936 | 2,272,683 | 890,920 | ' |
Operating Expenses | ' | ' | ' | ' | ' |
Cost of revenues (exclusive of depreciation) | 3,609,807 | 2,956,914 | 10,512,098 | 8,404,925 | ' |
Depreciation and amortization | 1,013,693 | 857,739 | 2,932,592 | 2,633,176 | ' |
Customer support services | 147,379 | 208,491 | 502,342 | 587,389 | ' |
Sales and marketing | 38,261 | 80,956 | 177,874 | 239,213 | ' |
General and administrative | 163,125 | 151,561 | 467,290 | 486,495 | ' |
Total Operating Expenses | 4,972,265 | 4,255,661 | 14,592,196 | 12,351,198 | ' |
Operating Income (Loss) | -4,178,301 | -3,719,725 | -12,319,513 | -11,460,278 | ' |
Capital expenditures | 589,883 | 680,324 | 2,018,334 | 1,049,344 | ' |
As of September 30, 2014 | ' | ' | ' | ' | ' |
Property and equipment, net | 11,753,330 | 12,439,779 | 11,753,330 | 12,439,779 | ' |
Total assets | 14,232,594 | 14,881,500 | 14,232,594 | 14,881,500 | ' |
Corporate, Non-Segment [Member] | ' | ' | ' | ' | ' |
Operating Expenses | ' | ' | ' | ' | ' |
Cost of revenues (exclusive of depreciation) | 15,510 | 22,755 | 43,860 | 94,623 | ' |
Depreciation and amortization | 324,183 | 234,230 | 763,387 | 609,118 | ' |
Customer support services | 754,494 | 673,379 | 2,182,465 | 2,311,949 | ' |
Sales and marketing | 75,308 | 81,547 | 241,122 | 268,776 | ' |
General and administrative | 2,154,775 | 2,322,351 | 6,885,069 | 7,443,442 | ' |
Total Operating Expenses | 3,324,270 | 3,334,262 | 10,115,903 | 10,727,908 | ' |
Operating Income (Loss) | -3,324,270 | -3,334,262 | -10,115,903 | -10,727,908 | ' |
Capital expenditures | 21,603 | 200,347 | 338,791 | 349,674 | ' |
As of September 30, 2014 | ' | ' | ' | ' | ' |
Property and equipment, net | 2,287,890 | 1,875,461 | 2,287,890 | 1,875,461 | ' |
Total assets | 14,948,568 | 34,776,782 | 14,948,568 | 34,776,782 | ' |
Consolidation, Eliminations [Member] | ' | ' | ' | ' | ' |
Segment Reporting Information [Line Items] | ' | ' | ' | ' | ' |
Revenues | -45,969 | -45,649 | -137,907 | -137,127 | ' |
Operating Expenses | ' | ' | ' | ' | ' |
Cost of revenues (exclusive of depreciation) | -45,969 | -45,649 | -137,907 | -137,127 | ' |
Total Operating Expenses | ($45,969) | ($45,649) | ($137,907) | ($137,127) | ' |
Note_14_Subsequent_Events_Deta
Note 14 - Subsequent Events (Details) (USD $) | Sep. 30, 2014 | Dec. 31, 2013 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 | Oct. 31, 2014 |
Share data in Millions, except Per Share data, unless otherwise specified | Two-Thirds of Warrants [Member] | One-Third of Warrants [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | Subsequent Event [Member] | ||
Subsequent Event [Member] | Subsequent Event [Member] | Used if Greater than 8% per Year [Member] | Used if Greater than Variable Rate [Member] | Used for Paid in Kind (PIK) Interest in Addition to Annual Rate [Member] | Loan Agreement [Member] | Secured Debt [Member] | |||
Loan Agreement [Member] | Loan Agreement [Member] | Secured Debt [Member] | Secured Debt [Member] | Secured Debt [Member] | Melody Business Finance, LLC [Member] | ||||
London Interbank Offered Rate (LIBOR) [Member] | Melody Business Finance, LLC [Member] | Melody Business Finance, LLC [Member] | |||||||
Melody Business Finance, LLC [Member] | |||||||||
Note 14 - Subsequent Events (Details) [Line Items] | ' | ' | ' | ' | ' | ' | ' | ' | ' |
Debt Instrument, Term | ' | ' | ' | ' | ' | ' | ' | ' | '5 years |
Debt Instrument, Face Amount | ' | ' | ' | ' | ' | ' | ' | ' | $35,000,000 |
Debt Instrument, Basis Spread on Variable Rate | ' | ' | ' | ' | 7.00% | ' | ' | ' | ' |
Debt Instrument, Interest Rate, Effective Percentage | ' | ' | ' | ' | ' | 8.00% | 4.00% | ' | ' |
Debt Instrument, Minimum Amount of Principal Outstanding to Qualify for Prepayment | ' | ' | ' | ' | ' | ' | ' | ' | 5,000,000 |
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in Shares) | ' | ' | ' | ' | ' | ' | ' | 3.6 | ' |
Class of Warrant or Right, Exercise Price of Warrants or Rights (in Dollars per share) | $5 | $5 | $1.26 | $0.01 | ' | ' | ' | ' | ' |
Liquidated Damages Paid to Warrant Holders if Registration Statement Not Declared Effective, per Month | ' | ' | ' | ' | ' | ' | ' | 5,000 | ' |
Liquidated Damages Paid to Warrant Holders if Registration Statement not Declared Effective, Maximum | ' | ' | ' | ' | ' | ' | ' | $50,000 | ' |