Document And Entity Information
Document And Entity Information - shares | 3 Months Ended | |
Mar. 31, 2024 | May 09, 2024 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001356093 | |
Entity Registrant Name | CREATIVE REALITIES, INC. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Document Fiscal Period Focus | Q1 | |
Document Fiscal Year Focus | 2024 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-33169 | |
Entity Incorporation, State or Country Code | MN | |
Entity Tax Identification Number | 41-1967918 | |
Entity Address, Address Line One | 13100 Magisterial Drive, Suite 100 | |
Entity Address, City or Town | Louisville | |
Entity Address, State or Province | KY | |
Entity Address, Postal Zip Code | 40223 | |
City Area Code | 502 | |
Local Phone Number | 791-8800 | |
Title of 12(b) Security | Common Stock, par value $0.01 per share | |
Trading Symbol | CREX | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 10,446,659 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Current Assets: | ||
Cash and cash equivalents | $ 2,899 | $ 2,910 |
Accounts receivable, net | 9,516 | 12,468 |
Inventories, net | 3,065 | 2,567 |
Prepaid expenses and other current assets | 837 | 665 |
Total Current Assets | 16,317 | 18,610 |
Property and equipment, net | 464 | 499 |
Goodwill | 26,453 | 26,453 |
Other intangible assets, net | 23,985 | 24,062 |
Operating lease right-of-use assets | 875 | 1,041 |
Other non-current assets | 112 | 112 |
Total Assets | 68,206 | 70,777 |
Current Liabilities: | ||
Accounts payable | 4,788 | 7,876 |
Accrued expenses and other current liabilities | 3,955 | 3,761 |
Deferred revenues | 1,777 | 1,132 |
Customer deposits | 4,411 | 3,233 |
Current maturities of operating leases | 431 | 505 |
Short-term portion of contingent consideration, at fair value | 10,603 | 0 |
Total Current Liabilities | 38,735 | 20,197 |
Long-term obligations under operating leases | 444 | 536 |
Long-term contingent consideration, at fair value | 0 | 11,208 |
Other non-current liabilities | 178 | 176 |
Total Liabilities | 39,357 | 41,946 |
Shareholders' Equity | ||
Common stock, $0.01 par value, 66,666 shares authorized; 10,447 and 10,409 shares issued and outstanding, respectively | 104 | 104 |
Additional paid-in capital | 82,200 | 82,073 |
Accumulated deficit | (53,455) | (53,346) |
Total Shareholders’ Equity | 28,849 | 28,831 |
Total Liabilities and Shareholders' Equity | 68,206 | 70,777 |
Acquisition Term Loan [Member] | Related Party [Member] | ||
Current Liabilities: | ||
Loans payable, current | 9,387 | 0 |
Loans payable, noncurrent | 0 | 9,213 |
Consolidated Term Loan [Member] | Related Party [Member] | ||
Current Liabilities: | ||
Loans payable, current | 3,383 | 3,690 |
Loans payable, noncurrent | $ 0 | $ 616 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 66,666,000 | 66,666,000 |
Common stock, shares issued (in shares) | 10,447,000 | 10,409,000 |
Common stock, shares outstanding (in shares) | 10,447,000 | 10,409,000 |
Acquisition Term Loan [Member] | Related Party [Member] | ||
Loans payable, discount, current | $ 613 | $ 0 |
Loans payable, discount, noncurrent | 0 | 787 |
Consolidated Term Loan [Member] | Related Party [Member] | ||
Loans payable, discount, current | 655 | 747 |
Loans payable, discount, noncurrent | $ 0 | $ 94 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Sales | ||
Total sales | $ 12,285 | $ 9,944 |
Cost of sales | ||
Total cost of sales | 6,521 | 4,855 |
Gross profit | 5,764 | 5,089 |
Operating expenses: | ||
Sales and marketing expenses | 1,465 | 1,136 |
Research and development expenses | 508 | 366 |
General and administrative expenses | 3,028 | 2,898 |
Depreciation and amortization expense | 839 | 779 |
Total operating expenses | 5,840 | 5,179 |
Operating loss | (76) | (90) |
Interest expense, including amortization of debt discount | 663 | 803 |
Change in fair value of contingent consideration | (604) | 76 |
Other expense (income) | (35) | (12) |
Total other expenses (income) | 24 | 867 |
Net loss before income taxes | (100) | (957) |
Provision for income taxes | (9) | (43) |
Net loss | $ (109) | $ (1,000) |
Basic loss per common share (in dollars per share) | $ (0.01) | $ (0.14) |
Diluted loss per common share (in dollars per share) | $ (0.01) | $ (0.14) |
Weighted average shares outstanding - basic (in shares) | 10,421 | 7,351 |
Weighted average shares outstanding - diluted (in shares) | 10,421 | 7,351 |
Hardware [Member] | ||
Sales | ||
Total sales | $ 4,144 | $ 4,322 |
Cost of sales | ||
Total cost of sales | 3,193 | 3,206 |
Service and Other [Member] | ||
Sales | ||
Total sales | 8,141 | 5,622 |
Cost of sales | ||
Total cost of sales | $ 3,328 | $ 1,649 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Operating Activities: | ||
Net loss | $ (109) | $ (1,000) |
Adjustments to reconcile net loss to net cash provided by operating activities | ||
Depreciation and amortization | 839 | 779 |
Amortization of debt discount | 360 | 356 |
Amortization of stock-based compensation | 3 | 298 |
Bad debt expense | 0 | 237 |
Change in fair value of contingent consideration | (604) | 76 |
Deferred income taxes | 4 | 24 |
Changes to operating assets and liabilities: | ||
Accounts receivable | 2,952 | 1,177 |
Inventories, net | (498) | 788 |
Prepaid expenses and other current assets | (172) | 1,015 |
Accounts payable | (2,976) | (486) |
Increase (Decrease) in Accrued Liabilities | 317 | (45) |
Deferred revenue | 645 | 2,382 |
Customer deposits | 1,178 | (1,693) |
Other, net | (1) | (40) |
Net cash provided by operating activities | 1,938 | 3,868 |
Investing activities | ||
Purchases of property and equipment | (6) | (31) |
Capitalization of labor for software development | (824) | (1,003) |
Net cash used in investing activities | (830) | (1,034) |
Financing activities | ||
Principal payments on finance leases | (10) | (2) |
Net cash used in financing activities | (1,119) | (562) |
Increase (decrease) in Cash and Cash Equivalents | (11) | 2,272 |
Cash and Cash Equivalents, beginning of period | 2,910 | 1,633 |
Cash and Cash Equivalents, end of period | 2,899 | 3,905 |
Consolidated Term Loan [Member] | ||
Financing activities | ||
Repayment of notes payable | (1,109) | 0 |
Secured Promissory Note [Member] | ||
Financing activities | ||
Repayment of notes payable | 0 | (310) |
Term Loan 2022 [Member] | ||
Financing activities | ||
Repayment of notes payable | $ 0 | $ (250) |
Consolidated Statements of Shar
Consolidated Statements of Shareholders' Equity (Unaudited) - USD ($) $ in Thousands | Share-Based Payment Arrangement, Employee [Member] Common Stock [Member] | Share-Based Payment Arrangement, Employee [Member] Additional Paid-in Capital [Member] | Share-Based Payment Arrangement, Employee [Member] | Retention Bonus Plan [Member] Common Stock [Member] | Retention Bonus Plan [Member] Additional Paid-in Capital [Member] | Retention Bonus Plan [Member] Retained Earnings [Member] | Retention Bonus Plan [Member] | Director [Member] Common Stock [Member] | Director [Member] Additional Paid-in Capital [Member] | Director [Member] | Vendor [Member] Common Stock [Member] | Vendor [Member] Additional Paid-in Capital [Member] | Vendor [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Total |
Balance (in shares) at Dec. 31, 2022 | 7,266,382 | ||||||||||||||||
Balance at Dec. 31, 2022 | $ 72 | $ 75,916 | $ (50,409) | $ 25,579 | |||||||||||||
Stock-based compensation (in shares) | 0 | 51,616 | 13,934 | ||||||||||||||
Stock-based compensation | $ 0 | $ 243 | $ 243 | $ 1 | $ 95 | $ 96 | $ 0 | $ 25 | $ 25 | ||||||||
Stock Issued During Period, Shares, Acquisitions (in shares) | 62,475 | ||||||||||||||||
Stock Issued During Period, Value, Acquisitions | $ 1 | 138 | 0 | 139 | |||||||||||||
Net loss | $ 0 | 0 | (1,000) | (1,000) | |||||||||||||
Balance (in shares) at Mar. 31, 2023 | 7,394,407 | ||||||||||||||||
Balance at Mar. 31, 2023 | $ 74 | 76,417 | (51,409) | 25,082 | |||||||||||||
Balance (in shares) at Dec. 31, 2023 | 10,409,027 | ||||||||||||||||
Balance at Dec. 31, 2023 | $ 104 | 82,073 | (53,346) | 28,831 | |||||||||||||
Stock-based compensation (in shares) | 0 | ||||||||||||||||
Stock-based compensation | $ 0 | $ 3 | $ 3 | ||||||||||||||
Stock Issued During Period, Shares, Acquisitions (in shares) | 37,632 | ||||||||||||||||
Stock Issued During Period, Value, Acquisitions | $ 0 | $ 124 | $ 0 | $ 124 | |||||||||||||
Net loss | $ 0 | 0 | (109) | (109) | |||||||||||||
Balance (in shares) at Mar. 31, 2024 | 10,446,659 | ||||||||||||||||
Balance at Mar. 31, 2024 | $ 104 | $ 82,200 | $ (53,455) | $ 28,849 |
Note 1 - Nature of Organization
Note 1 - Nature of Organization and Operations | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1: Unless the context otherwise indicates, references in these Notes to the accompanying Condensed Consolidated Financial Statements to we, us, our, and the Company refer to Creative Realities, Inc. and its subsidiaries. Nature of the Company s Business Creative Realities, Inc. is a Minnesota corporation that provides innovative digital marketing technology and solutions to retail companies, individual retail brands, enterprises and organizations throughout the United States and in certain international markets. The Company has expertise in a broad range of existing and emerging digital marketing technologies, as well as the related media management and distribution software platforms and networks, device management, product management, customized software service layers, systems, experiences, workflows, and integrated solutions. Our technology and solutions include digital merchandising systems and omni-channel customer engagement systems, interactive digital shopping assistants, advisors and kiosks, and other interactive marketing technologies such as mobile, social media, point-of-sale transactions, beaconing and web-based media that enable our customers to transform how they engage with consumers. We have expertise in a broad range of existing and emerging digital marketing technologies, as well as the following related aspects of our business: content, network management, and connected device software and firmware platforms; customized software service layers; hardware platforms; digital media workflows; and proprietary processes and automation tools. Our main operations are conducted directly through Creative Realities, Inc., and under our wholly owned subsidiaries Allure Global Solutions, Inc., a Georgia corporation (“Allure”), Creative Realities Canada, Inc., a Canadian corporation (“CRI Canada”), and Reflect Systems, Inc., a Delaware corporation ("Reflect"). Reverse stock split On March 23, 2023, March 27, 2023, 1 10 As a result of the reverse stock split, effective 12:01 March 27, 2023, three one no No Effective as of the same time as the reverse stock split, the number of shares of common stock available for issuance under the Company's equity compensation plans were reduced in proportion to the reverse stock split. The reverse stock split also resulted in reductions in the number of shares of common stock issuable upon exercising or vesting of equity awards in proportion to the reverse stock split and proportionate increases in exercise price or share-based performance criteria, if any, applicable to such awards. Similarly, the number of shares of common stock issuable upon exercise of outstanding warrants were reduced in proportion to the reverse stock split, and the exercise prices of outstanding warrants were proportionately increased. Liquidity and Financial Condition In accordance with Accounting Standards Update (“ASU”) No. 2014 15, Disclosure of Uncertainties about an Entity s Ability to Continue as a Going Concern (Subtopic 205 40 ASU 205 40 ) one At March 31, 2024 three March 31, 2024 September 1, 2023. first February 17, 2025, twelve February 17, 2025. not 205 40. In response to these conditions, the Company plans to evaluate its available options for refinancing, via recapitalization, debt financing or equity financing, its upcoming obligations associated with the Acquisition Term Loan, Consolidation Term Loan, and contingent consideration. However, these plans have not not not The Condensed Consolidated Financial Statements do not |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | NOTE 2: A summary of the significant accounting policies consistently applied in the preparation of the accompanying Condensed Consolidated Financial Statements follows: 1. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10 10 X December 31, 2023 10 March 21, 2024, April 26, 2024. The Condensed Consolidated Financial Statements include the accounts of Creative Realities, Inc. and our wholly owned subsidiaries Allure, CRI Canada, and Reflect. All intercompany balances and transactions have been eliminated in consolidation, as applicable. The results of operations for the interim periods are not 2. Not In November 2023, 2023 07, Segment Reporting (Topic 280 2023 07, 280 2023 07 December 15, 2023, December 15, 2024, 2023 07. In December 2023, 2023 09, Income Taxes (Topic 740 2023 09 December 15, 2024, 2023 09. 3. We recognize revenue in accordance with Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers five If an arrangement involves multiple performance obligations, the obligations are analyzed to determine the separate units of accounting, whether the obligations have value on a standalone basis and whether there is objective and reliable evidence of their standalone selling price. The total contract transaction price is allocated to the identified performance obligations based upon the relative standalone selling prices of the performance obligations. The standalone selling price is based on an observable price for services sold to other comparable customers, when available, or an estimated selling price using a cost plus margin approach. The Company estimates the amount of total contract consideration it expects to receive for variable arrangements by determining the most likely amount it expects to earn from the arrangement based on the expected quantities of services it expects to provide and the contractual pricing based on those quantities. The Company only includes some or a portion of variable consideration in the transaction price when it is probable that a significant reversal in the amount of cumulative revenue recognized will not Revenue is recognized when a customer obtains control of promised goods or services under the terms of a contract and is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. The Company has very few contracts with material extended payment terms as payment is typically due at or shortly after the time of the sale, typically ranging between thirty ninety one not The Company recognizes contract assets or unbilled receivables related to revenue recognized for services completed but not The Company uses the practical expedient for recording an immediate expense for incremental costs of obtaining contracts, including certain design/engineering services, commissions, incentives, and payroll taxes, as these incremental and recoverable costs have terms that do not one 4. The allowance for credit losses is the Company's best estimate of the amount of expected lifetime credit losses in the Company's accounts receivable. The Company regularly reviews the adequacy of its allowance for credit losses. The Company estimates losses over the contractual life using assumptions to capture the risk of loss, even if remote, based principally on how long a receivable has been outstanding. Account balances are charged off against the allowance for credit losses after all reasonable means of collection have been exhausted and the potential for recovery is considered remote. Other factors considered include historical write-off experience, current economic conditions, customer credit, and past transaction history with the customer. The allowance for credit losses is included in accounts receivable, net in the accompanying Condensed Consolidated Balance Sheets. The Company had the following activity for its allowance for credit losses from December 31, 2023 March 31, 2024 March 31, March 31, 2024 2023 Balance as of beginning of year $ 701 $ 984 Amounts accrued - 237 Write-offs charged against the allowance - (4 ) Balance as of end of period $ 701 $ 1,217 5. Inventories are stated at the lower of cost or net realizable value, determined by the first first March 31, December 31, 2024 2023 Raw materials $ 2,384 $ 2,063 Work-in-process 681 504 Total inventories $ 3,065 $ 2,567 6. We review the carrying value of all long-lived assets, including property and equipment, for impairment in accordance with ASC 360, Accounting for the Impairment or Disposal of Long-Lived Assets 360, may not If the impairment tests indicate that the carrying value of the asset is greater than the expected undiscounted cash flows to be generated by such asset, an impairment loss would be recognized. The impairment loss is determined as the amount by which the carrying value of such asset exceeds its fair value. We generally measure fair value by considering sale prices for similar assets or by discounting estimated future cash flows from such assets using an appropriate discount rate. Assets to be disposed of are carried at the lower of their carrying value or fair value less costs to sell. Considerable management judgment is necessary to estimate the fair value of assets, and accordingly, actual results could vary significantly from such estimates. 7. Basic and diluted loss per common share for all periods presented is computed using the weighted average number of common shares outstanding. Basic weighted average shares outstanding includes only outstanding common shares. Diluted weighted average shares outstanding includes outstanding common shares and potential dilutive common shares outstanding in accordance with the treasury stock method. Shares reserved for outstanding stock options, including stock options with performance restricted vesting, and warrants totaling approximately 6,222,800 and 7,339,582 at March 31, 2024 2023 8. Deferred income taxes are recognized in the financial statements for the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts based on enacted tax laws and statutory tax rates. Temporary differences arise from a number of matters including, but not March 31, 2024 December 31, 2023 9. We follow the provisions of ASC 350, Goodwill and Other Intangible Assets 350, not September 30 Definite-lived intangible assets are amortized straight-line in accordance with their identified useful lives. 10. 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Our significant estimates include: contingent purchase consideration valuation, allowance for credit losses, valuation allowances related to deferred taxes, the fair value of acquired assets and liabilities, the fair value of liabilities reliant upon the appraised fair value of the Company, valuation of stock-based compensation awards and other assumptions and estimates used to evaluate the recoverability of long-lived assets, goodwill and other intangible assets and the related amortization methods and periods. Actual results could differ from those estimates. 11. On November 12, 2021, February 8, 2022 February 11, 2023, February 17, 2022, February 17, 2025 ( 1 March 23, 2023. The Company may six 6 February 17, 2025 August 17, 2025, no February 7, 2025. fifteen 15 February 2, 2025. |
Note 3 - Fair Value Measurement
Note 3 - Fair Value Measurement | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | NOTE 3: We measure certain financial assets, including cash equivalents, at fair value on a recurring basis. In accordance with ASC 820 10 30, 820 10 35 three three Level 1 Level 2 1 not Level 3 The calculation of the fair value of the contingent consideration contains inputs which are unobservable and involve management judgment and are considered Level 3 3 The calculation of the weighted average cost of capital and management’s forecast of future financial performance utilized within our discounted cash flow model for the impairment of goodwill contains inputs which are unobservable and involve management judgment and are considered Level 3 |
Note 4 - Revenue Recognition
Note 4 - Revenue Recognition | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | NOTE 4: The Company applies ASC 606 three March 31, 2024 2023 Three Months Three Months Ended Ended March 31, March 31, (in thousands) 2024 2023 Hardware $ 4,144 $ 4,322 Services: Managed Services 4,774 4,072 Installation Services 2,160 947 Other Services 1,207 603 Total Services 8,141 5,622 Total Hardware and Services $ 12,285 $ 9,944 Hardware System hardware revenue is recognized generally upon shipment of the product or customer acceptance depending upon contractual arrangements with the customer in instances in which the sale of hardware is the sole performance obligation. Shipping charges billed to customers are included in hardware sales and the related shipping costs are included in hardware cost of sales. The cost of freight and shipping to the customer is recognized in cost of sales at the time of transfer of control to the customer. System hardware revenues are classified as “Hardware” within our disaggregated revenue. Managed Services Software as a service ( SaaS ) license sales Software as a service includes revenue from software licensing and delivery in which software is licensed on a subscription basis and is centrally hosted by the Company. These services often include software updates which provide customers with rights to unspecified software product upgrades and maintenance releases and patches released during the term of the support period. Contracts for these services are generally 12-36 months in length. We account for revenue from these services in accordance with ASC 985 20 15 5 Maintenance and support services The Company sells support services that include access to technical support personnel for software and hardware troubleshooting. The Company offers a hosting service through our network operations center, or NOC, allowing the ability to monitor and support its customers’ networks 7 24 Maintenance and support fees are based on the level of service provided to end customers, which can range from monitoring the health of a customer’s network to supporting a sophisticated web-portal to managing the end-to-end hardware and software of a digital marketing system. These agreements are renewable by the customer. Rates for maintenance and support, including subsequent renewal rates, are typically established based upon a fee per location, per device, or a specified percentage of net software license fees as set forth in the arrangement. These contracts are generally 12 36 The Company also performs time and materials-based maintenance and repair work for customers. Revenue is recognized at a point in time when the performance obligation has been fully satisfied. Installation Services The Company performs installation services associated with system hardware sales to customers and recognizes revenue upon completion of the installations. Installation services also include engineering and configuration services required to be performed to design and deploy a digital signage system that subsequently becomes an installation project. When system hardware sales include installation services to be performed by the Company, the goods and services in the contract are, in certain instances, not may Other Services Software design and development services Software design and custom development sales represent fixed fee orders for work on a time and materials basis and are recognized as revenue when the application, feature, or custom software code has been received and delivery has occurred to the customer. Revenue is recognized generally upon customer acceptance (point-in-time) of the software product and verification that it meets the required specifications. Software is delivered to customers electronically. Media sales Media revenues are derived from selling (i) promotion and sponsorship packages to monetize customer infrastructure assets, including mobile takeover or physical presence, or (ii) digital advertising inventory to advertisers on digital displays or other outdoor structures, owned or controlled by our customers, each within physical venues. We generally do not thirty forty The media sales contracts we facilitate on behalf of our customers range from a single eight not 606 For revenues generated through the use of a subcontracted advertising agency, commissions are calculated based on a stated percentage of gross advertising revenue and reported in the Condensed Consolidated Statements of Operations within Sales and Marketing Expenses. |
Note 5 - Supplemental Cash Flow
Note 5 - Supplemental Cash Flow Statement Information | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Cash Flow, Supplemental Disclosures [Text Block] | NOTE 5: Three Months Ended March 31, 2024 2023 Supplemental non-cash investing activities Capitalized software in accounts payable $ 89 $ 369 Property and equipment in accounts payable $ - $ 10 Right-of-use assets obtained in exchange for new finance lease liabilities $ 9 $ 40 Supplemental disclosure information for cash flow Cash paid during the period for: Interest $ 323 $ 287 Operating leases $ 190 $ 188 Income taxes, net $ - $ 2 |
Note 6 - Intangible Assets, Inc
Note 6 - Intangible Assets, Including Goodwill | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Goodwill and Intangible Assets Disclosure [Text Block] | NOTE 6: Intangible Assets Intangible assets consisted of the following at March 31, 2024 December 31, 2023 March 31, December 31, 2024 2023 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Technology platform $ 6,900 $ 2,447 $ 6,900 $ 2,255 Purchased and developed software 5,615 3,629 5,284 3,405 In-Process internally developed software platform 6,462 - 6,080 - Customer relationships 13,910 3,378 13,910 3,054 Trademarks and trade names 1,260 708 1,260 660 Non-compete 30 30 30 28 34,177 10,192 33,464 9,402 Accumulated amortization 10,192 9,402 Net book value of amortizable intangible assets $ 23,985 $ 24,062 For the three March 31, 2024 2023 Goodwill Goodwill represents the excess of the purchase price over the fair value of net assets acquired. Goodwill is subject to an impairment review at a reporting unit level, on an annual basis at September 30th one The Company assessed the carrying value of goodwill at the reporting unit level based on an estimate of the fair value of its reporting unit. Fair value of the reporting unit was estimated using both ( 1 2 may three not September 30, 2023. No March 31, 2024. The Company recognizes that any changes in our projected 2024 |
Note 7 - Loans Payable
Note 7 - Loans Payable | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Debt Disclosure [Text Block] | 7: The outstanding debt with detachable warrants, as applicable, are shown in the table below. Further discussion of the debt follows. As of March 31, 2024 Issuance Maturity Debt Instrument Date Principal Date Warrants Interest Rate Information Acquisition Term Loan 2/17/2022 $ 10,000 2/15/2025 833,334 8% per annum through maturity Consolidation Term Loan 2/17/2022 4,038 2/15/2025 898,165 10% per annum through maturity Total debt, gross 14,038 1,731,499 Debt discount (1,268 ) Total debt, net $ 12,770 Less current maturities (12,770 ) Long term debt $ - As of December 31, 2023 Issuance Maturity Debt Instrument Date Principal Date Warrants Interest Rate Information Acquisition Term Loan 2/17/2022 $ 10,000 2/15/2025 833,334 8% per annum through maturity Consolidation Term Loan 2/17/2022 5,147 2/15/2025 898,165 10% per annum through maturity Total debt, gross 15,147 1,731,499 Debt discount (1,628 ) Total debt, net $ 13,519 Less current maturities (3,690 ) Long term debt $ 9,829 Our largest shareholder and investor, Slipstream, a related party is the holder of all of our outstanding debt instruments, including two no Second Amended and Restated Loan and Security Agreement On February 17, 2022, The Credit Agreement also provides that the Company’s outstanding loans from Slipstream at December 31, 2021, first March 1, 2022 February 1, 2025, September 1, 2023, first eighteen In addition to refinancing the existing debt with Slipstream, the Company issued to Slipstream a $10,000, 36 February 17, 2025 ( first March 1, 2022 February 1, 2025, No |
Note 8 - Commitments and Contin
Note 8 - Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | NOTE 8: The Company is not no |
Note 9 - Income Taxes
Note 9 - Income Taxes | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | NOTE 9: Our deferred tax assets are primarily related to net federal and state operating loss carryforwards (“NOLs”). We have substantial NOLs that are limited in usage by IRC Section 382. 382 may For the three March 31, 2024 2023 March 31, 2024 December 31, 2023 |
Note 10 - Warrants
Note 10 - Warrants | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Equity [Text Block] | NOTE 10: The Company had outstanding warrants accounted for as equity instruments in the Company's Condensed Consolidated Financial Statements totaling 4,587,002 at March 31, 2024 December 31, 2023 March 31, 2024 December 31, 2023 |
Note 11 - Stock-based Compensat
Note 11 - Stock-based Compensation | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Share-Based Payment Arrangement [Text Block] | NOTE 11: A summary of outstanding options is included below: Time Vesting Options Weighted Average Weighted Weighted Remaining Average Average Range of Exercise Number Contractual Exercise Options Exercise Prices between Outstanding Life Price Exercisable Price $4.01 - $8.00 566,673 6.38 $ 7.42 566,673 $ 7.42 $8.01+ 95,791 1.78 25.06 95,791 $ 25.06 662,464 5.72 $ 9.97 662,464 Performance Vesting Options Weighted Average Weighted Weighted Remaining Average Average Number Contractual Exercise Options Exercise Outstanding Life Price Exercisable Price 240,000 6.17 $ 7.59 240,000 $ 7.59 240,000 6.17 $ 7.59 240,000 Market Vesting Options Weighted Average Weighted Weighted Remaining Average Average Number Contractual Exercise Options Exercise Outstanding Life Price Exercisable Price 733,334 0.88 $ 3.00 - $ - 733,334 0.88 $ 3.00 - Performance Vesting Market Vesting Options Time Vesting Options Options Weighted Weighted Weighted Average Average Average Options Exercise Options Exercise Options Exercise Date/Activity Outstanding Price Outstanding Price Outstanding Price Balance, December 31, 2023 733,334 3.00 662,798 $ 10.00 240,000 $ 7.59 Granted - - - - - - Forfeited or expired - - (334 ) 71.10 - - Balance, March 31, 2024 733,334 3.00 662,464 9.97 240,000 $ 7.59 The weighted average remaining contractual life for options exercisable is 5.84 years as of March 31, 2024 Employee Awards Stock-based compensation expense recognized for the issuance of stock options to employees for the three March 31, 2024 2023 March 31, 2024 11 Non-Employee Awards Stock-based compensation expense recognized for the issuance of stock options to our non-employee Board of Directors, for the three March 31, 2024 2023 March 31, 2024 |
Note 12 - Significant Customers
Note 12 - Significant Customers/Vendors | 3 Months Ended |
Mar. 31, 2024 | |
Notes to Financial Statements | |
Segment Reporting Disclosure [Text Block] | NOTE 12: Significant Customers We had four customers that accounted for 19%, 12%, 12%, and 11% of accounts receivable at March 31, 2024 December 31, 2023 We had four customers that accounted for 13%, 12%, 11%, and 10% of revenue for the three March 31, 2024 three March 31, 2023 Significant Vendors We had two vendors that accounted for 26% and 13% of outstanding accounts payable at March 31, 2024 December 31, 2023 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Mar. 31, 2024 | |
Insider Trading Arr Line Items | |
Material Terms of Trading Arrangement [Text Block] | Item 5. Rule 10b5 1 During the quarter ended March 31, 2024 none 10b5 1 10b5 1 Earnings Release On May 10, 2024, three March 31, 2024 99.1 5 2.02 8 99.1 not 18 1933, |
Rule 10b5-1 Arrangement Adopted [Flag] | false |
Rule 10b5-1 Arrangement Terminated [Flag] | false |
Non-Rule 10b5-1 Arrangement Adopted [Flag] | false |
Non-Rule 10b5-1 Arrangement Terminated [Flag] | false |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2024 | |
Accounting Policies [Abstract] | |
Basis of Accounting, Policy [Policy Text Block] | 1. The accompanying unaudited Condensed Consolidated Financial Statements have been prepared in accordance with the instructions to Form 10 10 X December 31, 2023 10 March 21, 2024, April 26, 2024. The Condensed Consolidated Financial Statements include the accounts of Creative Realities, Inc. and our wholly owned subsidiaries Allure, CRI Canada, and Reflect. All intercompany balances and transactions have been eliminated in consolidation, as applicable. The results of operations for the interim periods are not |
New Accounting Pronouncements, Policy [Policy Text Block] | 2. Not In November 2023, 2023 07, Segment Reporting (Topic 280 2023 07, 280 2023 07 December 15, 2023, December 15, 2024, 2023 07. In December 2023, 2023 09, Income Taxes (Topic 740 2023 09 December 15, 2024, 2023 09. |
Revenue from Contract with Customer [Policy Text Block] | 3. We recognize revenue in accordance with Accounting Standards Codification ("ASC") 606, Revenue from Contracts with Customers five If an arrangement involves multiple performance obligations, the obligations are analyzed to determine the separate units of accounting, whether the obligations have value on a standalone basis and whether there is objective and reliable evidence of their standalone selling price. The total contract transaction price is allocated to the identified performance obligations based upon the relative standalone selling prices of the performance obligations. The standalone selling price is based on an observable price for services sold to other comparable customers, when available, or an estimated selling price using a cost plus margin approach. The Company estimates the amount of total contract consideration it expects to receive for variable arrangements by determining the most likely amount it expects to earn from the arrangement based on the expected quantities of services it expects to provide and the contractual pricing based on those quantities. The Company only includes some or a portion of variable consideration in the transaction price when it is probable that a significant reversal in the amount of cumulative revenue recognized will not Revenue is recognized when a customer obtains control of promised goods or services under the terms of a contract and is measured as the amount of consideration the Company expects to receive in exchange for transferring goods or providing services. The Company has very few contracts with material extended payment terms as payment is typically due at or shortly after the time of the sale, typically ranging between thirty ninety one not The Company recognizes contract assets or unbilled receivables related to revenue recognized for services completed but not The Company uses the practical expedient for recording an immediate expense for incremental costs of obtaining contracts, including certain design/engineering services, commissions, incentives, and payroll taxes, as these incremental and recoverable costs have terms that do not one |
Loans and Leases Receivable, Allowance for Loan Losses Policy [Policy Text Block] | 4. The allowance for credit losses is the Company's best estimate of the amount of expected lifetime credit losses in the Company's accounts receivable. The Company regularly reviews the adequacy of its allowance for credit losses. The Company estimates losses over the contractual life using assumptions to capture the risk of loss, even if remote, based principally on how long a receivable has been outstanding. Account balances are charged off against the allowance for credit losses after all reasonable means of collection have been exhausted and the potential for recovery is considered remote. Other factors considered include historical write-off experience, current economic conditions, customer credit, and past transaction history with the customer. The allowance for credit losses is included in accounts receivable, net in the accompanying Condensed Consolidated Balance Sheets. The Company had the following activity for its allowance for credit losses from December 31, 2023 March 31, 2024 March 31, March 31, 2024 2023 Balance as of beginning of year $ 701 $ 984 Amounts accrued - 237 Write-offs charged against the allowance - (4 ) Balance as of end of period $ 701 $ 1,217 |
Inventory, Policy [Policy Text Block] | 5. Inventories are stated at the lower of cost or net realizable value, determined by the first first March 31, December 31, 2024 2023 Raw materials $ 2,384 $ 2,063 Work-in-process 681 504 Total inventories $ 3,065 $ 2,567 |
Impairment or Disposal of Long-Lived Assets, Policy [Policy Text Block] | 6. We review the carrying value of all long-lived assets, including property and equipment, for impairment in accordance with ASC 360, Accounting for the Impairment or Disposal of Long-Lived Assets 360, may not If the impairment tests indicate that the carrying value of the asset is greater than the expected undiscounted cash flows to be generated by such asset, an impairment loss would be recognized. The impairment loss is determined as the amount by which the carrying value of such asset exceeds its fair value. We generally measure fair value by considering sale prices for similar assets or by discounting estimated future cash flows from such assets using an appropriate discount rate. Assets to be disposed of are carried at the lower of their carrying value or fair value less costs to sell. Considerable management judgment is necessary to estimate the fair value of assets, and accordingly, actual results could vary significantly from such estimates. |
Earnings Per Share, Policy [Policy Text Block] | 7. Basic and diluted loss per common share for all periods presented is computed using the weighted average number of common shares outstanding. Basic weighted average shares outstanding includes only outstanding common shares. Diluted weighted average shares outstanding includes outstanding common shares and potential dilutive common shares outstanding in accordance with the treasury stock method. Shares reserved for outstanding stock options, including stock options with performance restricted vesting, and warrants totaling approximately 6,222,800 and 7,339,582 at March 31, 2024 2023 |
Income Tax, Policy [Policy Text Block] | 8. Deferred income taxes are recognized in the financial statements for the tax consequences in future years of differences between the tax basis of assets and liabilities and their financial reporting amounts based on enacted tax laws and statutory tax rates. Temporary differences arise from a number of matters including, but not March 31, 2024 December 31, 2023 |
Goodwill and Intangible Assets, Policy [Policy Text Block] | 9. We follow the provisions of ASC 350, Goodwill and Other Intangible Assets 350, not September 30 Definite-lived intangible assets are amortized straight-line in accordance with their identified useful lives. |
Use of Estimates, Policy [Policy Text Block] | 10. 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 and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods. Our significant estimates include: contingent purchase consideration valuation, allowance for credit losses, valuation allowances related to deferred taxes, the fair value of acquired assets and liabilities, the fair value of liabilities reliant upon the appraised fair value of the Company, valuation of stock-based compensation awards and other assumptions and estimates used to evaluate the recoverability of long-lived assets, goodwill and other intangible assets and the related amortization methods and periods. Actual results could differ from those estimates. |
Business Combinations Policy [Policy Text Block] | 11. On November 12, 2021, February 8, 2022 February 11, 2023, February 17, 2022, February 17, 2025 ( 1 March 23, 2023. The Company may six 6 February 17, 2025 August 17, 2025, no February 7, 2025. fifteen 15 February 2, 2025. |
Note 2 - Summary of Significa_2
Note 2 - Summary of Significant Accounting Policies (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | March 31, March 31, 2024 2023 Balance as of beginning of year $ 701 $ 984 Amounts accrued - 237 Write-offs charged against the allowance - (4 ) Balance as of end of period $ 701 $ 1,217 |
Schedule of Inventory, Current [Table Text Block] | March 31, December 31, 2024 2023 Raw materials $ 2,384 $ 2,063 Work-in-process 681 504 Total inventories $ 3,065 $ 2,567 |
Note 4 - Revenue Recognition (T
Note 4 - Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Disaggregation of Revenue [Table Text Block] | Three Months Three Months Ended Ended March 31, March 31, (in thousands) 2024 2023 Hardware $ 4,144 $ 4,322 Services: Managed Services 4,774 4,072 Installation Services 2,160 947 Other Services 1,207 603 Total Services 8,141 5,622 Total Hardware and Services $ 12,285 $ 9,944 |
Note 5 - Supplemental Cash Fl_2
Note 5 - Supplemental Cash Flow Statement Information (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | Three Months Ended March 31, 2024 2023 Supplemental non-cash investing activities Capitalized software in accounts payable $ 89 $ 369 Property and equipment in accounts payable $ - $ 10 Right-of-use assets obtained in exchange for new finance lease liabilities $ 9 $ 40 Supplemental disclosure information for cash flow Cash paid during the period for: Interest $ 323 $ 287 Operating leases $ 190 $ 188 Income taxes, net $ - $ 2 |
Note 6 - Intangible Assets, I_2
Note 6 - Intangible Assets, Including Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | March 31, December 31, 2024 2023 Gross Gross Carrying Accumulated Carrying Accumulated Amount Amortization Amount Amortization Technology platform $ 6,900 $ 2,447 $ 6,900 $ 2,255 Purchased and developed software 5,615 3,629 5,284 3,405 In-Process internally developed software platform 6,462 - 6,080 - Customer relationships 13,910 3,378 13,910 3,054 Trademarks and trade names 1,260 708 1,260 660 Non-compete 30 30 30 28 34,177 10,192 33,464 9,402 Accumulated amortization 10,192 9,402 Net book value of amortizable intangible assets $ 23,985 $ 24,062 |
Note 7 - Loans Payable (Tables)
Note 7 - Loans Payable (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Schedule of Debt [Table Text Block] | As of March 31, 2024 Issuance Maturity Debt Instrument Date Principal Date Warrants Interest Rate Information Acquisition Term Loan 2/17/2022 $ 10,000 2/15/2025 833,334 8% per annum through maturity Consolidation Term Loan 2/17/2022 4,038 2/15/2025 898,165 10% per annum through maturity Total debt, gross 14,038 1,731,499 Debt discount (1,268 ) Total debt, net $ 12,770 Less current maturities (12,770 ) Long term debt $ - As of December 31, 2023 Issuance Maturity Debt Instrument Date Principal Date Warrants Interest Rate Information Acquisition Term Loan 2/17/2022 $ 10,000 2/15/2025 833,334 8% per annum through maturity Consolidation Term Loan 2/17/2022 5,147 2/15/2025 898,165 10% per annum through maturity Total debt, gross 15,147 1,731,499 Debt discount (1,628 ) Total debt, net $ 13,519 Less current maturities (3,690 ) Long term debt $ 9,829 |
Note 11 - Stock-based Compens_2
Note 11 - Stock-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2024 | |
Notes Tables | |
Share-Based Payment Arrangement, Option, Exercise Price Range [Table Text Block] | Time Vesting Options Weighted Average Weighted Weighted Remaining Average Average Range of Exercise Number Contractual Exercise Options Exercise Prices between Outstanding Life Price Exercisable Price $4.01 - $8.00 566,673 6.38 $ 7.42 566,673 $ 7.42 $8.01+ 95,791 1.78 25.06 95,791 $ 25.06 662,464 5.72 $ 9.97 662,464 Performance Vesting Options Weighted Average Weighted Weighted Remaining Average Average Number Contractual Exercise Options Exercise Outstanding Life Price Exercisable Price 240,000 6.17 $ 7.59 240,000 $ 7.59 240,000 6.17 $ 7.59 240,000 Market Vesting Options Weighted Average Weighted Weighted Remaining Average Average Number Contractual Exercise Options Exercise Outstanding Life Price Exercisable Price 733,334 0.88 $ 3.00 - $ - 733,334 0.88 $ 3.00 - |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Performance Vesting Market Vesting Options Time Vesting Options Options Weighted Weighted Weighted Average Average Average Options Exercise Options Exercise Options Exercise Date/Activity Outstanding Price Outstanding Price Outstanding Price Balance, December 31, 2023 733,334 3.00 662,798 $ 10.00 240,000 $ 7.59 Granted - - - - - - Forfeited or expired - - (334 ) 71.10 - - Balance, March 31, 2024 733,334 3.00 662,464 9.97 240,000 $ 7.59 |
Note 1 - Nature of Organizati_2
Note 1 - Nature of Organization and Operations (Details Textual) $ / shares in Units, $ in Thousands | 1 Months Ended | 3 Months Ended | 17 Months Ended | ||||
Mar. 27, 2023 $ / shares shares | Sep. 30, 2023 USD ($) | Mar. 31, 2024 USD ($) $ / shares shares | Mar. 31, 2023 USD ($) | Feb. 17, 2025 USD ($) | Dec. 31, 2023 USD ($) $ / shares shares | Mar. 26, 2023 shares | |
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||
Common Stock, Shares Authorized (in shares) | shares | 66,666,666 | 66,666,000 | 66,666,000 | 200,000,000 | |||
Retained Earnings (Accumulated Deficit) | $ (53,455) | $ (53,346) | |||||
Working Capital | 22,418 | ||||||
Debt, Current | 12,770 | ||||||
Cash and Cash Equivalents, at Carrying Value | 2,899 | 2,910 | |||||
Operating Income (Loss) | (76) | $ (90) | |||||
Net Cash Provided by (Used in) Operating Activities | $ 1,938 | $ 3,868 | |||||
Forecast [Member] | |||||||
Business Combination, Contingent Consideration, Liability | $ 10,603 | ||||||
Amended Term Loan 2023 [Member] | |||||||
Debt Instrument, Periodic Payment | $ 370 | ||||||
Amended Term Loan 2023 [Member] | Forecast [Member] | |||||||
Debt Instrument, Repaid, Principal | $ 3,593 | ||||||
Acquisition Term Loan [Member] | |||||||
Debt Instrument, Face Amount | $ 10,000 | ||||||
Reverse Stock Split [Member] | |||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 3 |
Note 2 - Summary of Significa_3
Note 2 - Summary of Significant Accounting Policies (Details Textual) $ / shares in Units, $ in Thousands | 3 Months Ended | ||||||
Mar. 27, 2023 | Mar. 23, 2023 $ / shares | Mar. 31, 2024 shares | Mar. 31, 2023 shares | Dec. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Nov. 12, 2021 $ / shares | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount (in shares) | shares | 6,222,800 | 7,339,582 | |||||
Unrecognized Tax Benefits, Ending Balance | $ | $ 0 | $ 0 | |||||
Business Acquisition, Extension Option, Minimum Extension Threshold Price, Increase in Price (in dollars per share) | $ 1 | ||||||
Reverse Stock Split [Member] | |||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 3 | ||||||
Reflect Systems, Inc. [Member] | |||||||
Business Combination, Contingent Consideration, Billable Devices Online, Maximum Share Price (in dollars per share) | $ 19.2 | ||||||
Business Acquisition, Extension Option, Minimum Extension Threshold Price Percentage | 70% | ||||||
Business Acquisition, Extension Option, Minimum Extension Threshold Price Percentage, Increase in Price | 80% | ||||||
Reflect Systems, Inc. [Member] | Reverse Stock Split [Member] | |||||||
Stockholders' Equity Note, Stock Split, Conversion Ratio | 3 | ||||||
Reflect Systems, Inc. [Member] | Maximum [Member] | |||||||
Business Acquisition, Contingent Consideration, Maximum Share Price (in dollars per share) | $ 6.4 |
Note 2 - Summary of Significa_4
Note 2 - Summary of Significant Accounting Policies - Allowance for Credit Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Balance as of beginning of year | $ 701 | $ 984 |
Amounts accrued | 0 | 237 |
Write-offs charged against the allowance | 0 | (4) |
Balance as of end of period | $ 701 | $ 1,217 |
Note 2 - Summary of Significa_5
Note 2 - Summary of Significant Accounting Policies - Inventories (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Raw materials | $ 2,384 | $ 2,063 |
Work-in-process | 681 | 504 |
Total inventories | $ 3,065 | $ 2,567 |
Note 4 - Revenue Recognition (D
Note 4 - Revenue Recognition (Details Textual) | 3 Months Ended |
Mar. 31, 2024 | |
Software Licensing and Delivery [Member] | Minimum [Member] | |
Revenue Recognition, Contract Term (Month) | 12 months |
Software Licensing and Delivery [Member] | Maximum [Member] | |
Revenue Recognition, Contract Term (Month) | 36 months |
Support Service [Member] | Minimum [Member] | |
Revenue Recognition, Contract Term (Month) | 12 months |
Support Service [Member] | Maximum [Member] | |
Revenue Recognition, Contract Term (Month) | 36 months |
Media [Member] | Minimum [Member] | |
Revenue Recognition, Contract Term (Month) | 1 day |
Revenue Recognition, Commission Percentage on Revenue | 30% |
Media [Member] | Maximum [Member] | |
Revenue Recognition, Contract Term (Month) | 8 years |
Revenue Recognition, Commission Percentage on Revenue | 40% |
Note 4 - Revenue Recognition -
Note 4 - Revenue Recognition - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Total sales | $ 12,285 | $ 9,944 |
Hardware [Member] | ||
Total sales | 4,144 | 4,322 |
Managed Services [Member] | ||
Total sales | 4,774 | 4,072 |
Installation Services [Member] | ||
Total sales | 2,160 | 947 |
Other Services [Member] | ||
Total sales | 1,207 | 603 |
Service [Member] | ||
Total sales | $ 8,141 | $ 5,622 |
Note 5 - Supplemental Cash Fl_3
Note 5 - Supplemental Cash Flow Statement Information - Supplemental Cash Flow Statement Information (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Capitalized software in accounts payable | $ 89 | $ 369 |
Property and equipment in accounts payable | 0 | 10 |
Right-of-use assets obtained in exchange for new finance lease liabilities | 9 | 40 |
Interest | 323 | 287 |
Operating leases | 190 | 188 |
Income taxes, net | $ 0 | $ 2 |
Note 6 - Intangible Assets, I_3
Note 6 - Intangible Assets, Including Goodwill (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Amortization of Intangible Assets | $ 790 | $ 754 |
Note 6 - Intangible Assets, I_4
Note 6 - Intangible Assets, Including Goodwill - Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2024 | Dec. 31, 2023 |
Finite-Lived Intangible Assets, Gross | $ 34,177 | $ 33,464 |
Finite-Lived Intangible Assets, Accumulated Amortization | 10,192 | 9,402 |
Net book value of amortizable intangible assets | 23,985 | 24,062 |
Technology-Based Intangible Assets [Member] | ||
Finite-Lived Intangible Assets, Gross | 6,900 | 6,900 |
Finite-Lived Intangible Assets, Accumulated Amortization | 2,447 | 2,255 |
Purchased and Developed Software [Member] | ||
Finite-Lived Intangible Assets, Gross | 5,615 | 5,284 |
Finite-Lived Intangible Assets, Accumulated Amortization | 3,629 | 3,405 |
In-process Internally Developed Software Platform [Member] | ||
Finite-Lived Intangible Assets, Gross | 6,462 | 6,080 |
Finite-Lived Intangible Assets, Accumulated Amortization | 0 | 0 |
Customer Relationships [Member] | ||
Finite-Lived Intangible Assets, Gross | 13,910 | 13,910 |
Finite-Lived Intangible Assets, Accumulated Amortization | 3,378 | 3,054 |
Trademarks and Trade Names [Member] | ||
Finite-Lived Intangible Assets, Gross | 1,260 | 1,260 |
Finite-Lived Intangible Assets, Accumulated Amortization | 708 | 660 |
Noncompete Agreements [Member] | ||
Finite-Lived Intangible Assets, Gross | 30 | 30 |
Finite-Lived Intangible Assets, Accumulated Amortization | $ 30 | $ 28 |
Note 7 - Loans Payable (Details
Note 7 - Loans Payable (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Dec. 31, 2021 | |
Senior Secured Term Loan [Member] | ||
Debt Instrument, Face Amount | $ 4,767 | |
Secured Convertible Loan [Member] | ||
Debt Instrument, Face Amount | 2,418 | |
Consolidation Term Loan [Member] | ||
Debt Instrument, Face Amount | $ 7,185 | |
Debt Instrument, Interest Rate, Stated Percentage | 10% | |
Percentage of Warrant Covered by Debt | 75% | |
Number of Warrants Covered by Debt (in shares) | 898,165 | |
Acquisition Loan With Slipstream [Member] | ||
Debt Instrument, Interest Rate, Stated Percentage | 8% | |
Percentage of Warrant Covered by Debt | 50% | |
Number of Warrants Covered by Debt (in shares) | 833,334 | |
Proceeds from Loans | $ 10,000 | |
Proceeds from Loans, Net | $ 9,950 | |
Slipstream [Member] | ||
Investment Owned, Balance, Percentage of Common Stock | 29% |
Note 7 - Loans Payable - Outsta
Note 7 - Loans Payable - Outstanding Debt (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Total debt, gross | $ 14,038 | $ 15,147 |
Warrants (in shares) | 1,731,499 | 1,731,499 |
Debt discount | $ (1,268) | $ (1,628) |
Total debt, net | (12,770) | (13,519) |
Less current maturities | (12,770) | (3,690) |
Long term debt | $ 0 | $ 9,829 |
Acquisition Term Loan [Member] | ||
Issuance Date | Feb. 17, 2022 | Feb. 17, 2022 |
Total debt, gross | $ 10,000 | $ 10,000 |
Maturity Date | Feb. 15, 2025 | Feb. 15, 2025 |
Warrants (in shares) | 833,334 | 833,334 |
Interest Rate | 8% | 8% |
Consolidated Term Loan [Member] | ||
Issuance Date | Feb. 17, 2022 | Feb. 17, 2022 |
Total debt, gross | $ 4,038 | $ 5,147 |
Maturity Date | Feb. 15, 2025 | Feb. 15, 2025 |
Warrants (in shares) | 898,165 | 898,165 |
Interest Rate | 10% | 10% |
Note 9 - Income Taxes (Details
Note 9 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | ||
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Income Tax Expense (Benefit) | $ 9 | $ 43 | |
Deferred Tax Liabilities, Net | $ 77 | $ 73 |
Note 10 - Warrants (Details Tex
Note 10 - Warrants (Details Textual) - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2024 | Dec. 31, 2023 | |
Class of Warrant or Right, Outstanding (in shares) | 4,587,002 | 4,587,002 |
Class of Warrant or Right, Weighted Average Remaining Contractual Term (Year) | 3 years 10 months 9 days | 4 years 1 month 9 days |
Weighted Average [Member] | ||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 4.9 | $ 4.9 |
Note 11 - Stock-based Compens_3
Note 11 - Stock-based Compensation (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | |
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term (Year) | 5 years 10 months 2 days | |
Share-Based Payment Arrangement, Option [Member] | Share-Based Payment Arrangement, Employee [Member] | General and Administrative Expense [Member] | ||
Share-Based Payment Arrangement, Expense | $ 3 | $ 225 |
Share-Based Payment Arrangement, Option [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | General and Administrative Expense [Member] | ||
Share-Based Payment Arrangement, Expense | 0 | $ 43 |
Time Vesting Awards [Member] | Share-Based Payment Arrangement, Employee [Member] | ||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | 12 | |
Time Vesting Awards [Member] | Share-Based Payment Arrangement, Nonemployee [Member] | ||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount | $ 0 |
Note 11 - Stock-based Compens_4
Note 11 - Stock-based Compensation - Summary of Outstanding Options (Details) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Time Vesting Options [Member] | |
Shares Outstanding (in shares) | shares | 662,464 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 5 years 8 months 19 days |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 9.97 |
Shares Exercisable (in shares) | shares | 662,464 |
Time Vesting Options [Member] | Range One [Member] | |
Lower Range Limit (in dollars per share) | $ / shares | $ 4.01 |
Upper Range Limit (in dollars per share) | $ / shares | $ 8 |
Shares Outstanding (in shares) | shares | 566,673 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 6 years 4 months 17 days |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 7.42 |
Shares Exercisable (in shares) | shares | 566,673 |
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 7.42 |
Time Vesting Options [Member] | Range Two [Member] | |
Lower Range Limit (in dollars per share) | $ / shares | $ 8.01 |
Shares Outstanding (in shares) | shares | 95,791 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 1 year 9 months 10 days |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 25.06 |
Shares Exercisable (in shares) | shares | 95,791 |
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 25.06 |
Performance Vesting Awards [Member] | |
Shares Outstanding (in shares) | shares | 240,000 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 6 years 2 months 1 day |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 7.59 |
Shares Exercisable (in shares) | shares | 240,000 |
Performance Vesting Awards [Member] | Range One [Member] | |
Shares Outstanding (in shares) | shares | 240,000 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 6 years 2 months 1 day |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 7.59 |
Shares Exercisable (in shares) | shares | 240,000 |
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 7.59 |
Market Vesting Options [Member] | |
Shares Outstanding (in shares) | shares | 733,334 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 10 months 17 days |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 3 |
Shares Exercisable (in shares) | shares | 0 |
Market Vesting Options [Member] | Range One [Member] | |
Shares Outstanding (in shares) | shares | 733,334 |
Outstanding, Weighted Average Remaining Contractual Term (Year) | 10 months 17 days |
Outstanding, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 3 |
Shares Exercisable (in shares) | shares | 0 |
Exercisable, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 0 |
Note 11 - Stock-based Compens_5
Note 11 - Stock-based Compensation - Stock Option Activity (Details) | 3 Months Ended |
Mar. 31, 2024 $ / shares shares | |
Market Vesting Options [Member] | |
Balance, Number (in shares) | shares | 733,334 |
Balance, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 3 |
Granted, Number (in shares) | shares | 0 |
Granted, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 0 |
Forfeited or expired, Number (in shares) | shares | 0 |
Forfeited or expired, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 0 |
Balance, Number (in shares) | shares | 733,334 |
Balance, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 3 |
Time Vesting Options [Member] | |
Balance, Number (in shares) | shares | 662,798 |
Balance, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 10 |
Granted, Number (in shares) | shares | 0 |
Granted, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 0 |
Forfeited or expired, Number (in shares) | shares | (334) |
Forfeited or expired, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 71.1 |
Balance, Number (in shares) | shares | 662,464 |
Balance, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 9.97 |
Performance Vesting Options [Member] | |
Balance, Number (in shares) | shares | 240,000 |
Balance, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 7.59 |
Granted, Number (in shares) | shares | 0 |
Granted, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 0 |
Forfeited or expired, Number (in shares) | shares | 0 |
Forfeited or expired, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 0 |
Balance, Number (in shares) | shares | 240,000 |
Balance, Weighted Average Exercise Price (in dollars per share) | $ / shares | $ 7.59 |
Note 12 - Significant Custome_2
Note 12 - Significant Customers/Vendors (Details Textual) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2024 | Mar. 31, 2023 | Dec. 31, 2023 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | |||
Number of Major Customers | 4 | 3 | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | One Customer [Member] | |||
Concentration Risk, Percentage | 19% | 28% | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer Two [Member] | |||
Concentration Risk, Percentage | 12% | 25% | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer Three [Member] | |||
Concentration Risk, Percentage | 12% | 11% | |
Customer Concentration Risk [Member] | Accounts Receivable [Member] | Customer Four [Member] | |||
Concentration Risk, Percentage | 11% | ||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | |||
Number of Major Customers | 4 | 2 | |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | One Customer [Member] | |||
Concentration Risk, Percentage | 13% | 31% | |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Customer Two [Member] | |||
Concentration Risk, Percentage | 12% | 13% | |
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Customer Three [Member] | |||
Concentration Risk, Percentage | 11% | ||
Customer Concentration Risk [Member] | Revenue Benchmark [Member] | Customer Four [Member] | |||
Concentration Risk, Percentage | 10% | ||
Supplier Concentration Risk [Member] | Accounts Payable [Member] | |||
Number of Major Vendors | 2 | 1 | |
Supplier Concentration Risk [Member] | Accounts Payable [Member] | One Vendor [Member] | |||
Concentration Risk, Percentage | 26% | 38% | |
Supplier Concentration Risk [Member] | Accounts Payable [Member] | Two Vendors [Member] | |||
Concentration Risk, Percentage | 13% |