Where Food Comes From (WFCF) 10-Q 14 May 20 2020 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2020	May 01, 2020
Document And Entity Information
Entity Registrant Name	Where Food Comes From, Inc.
Entity Central Index Key	0001360565
Document Type	10-Q
Document Period End Date	Mar. 31, 2020
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity's Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		24,908,032
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2020

Consolidated Balance Sheets

Consolidated Balance Sheets - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Current assets:
Cash and cash equivalents	$ 2,964	$ 2,638
Accounts receivable, net of allowance	1,972	2,515
Short-term investments in certificates of deposit	259	258
Prepaid expenses and other current assets	289	450
Total current assets	5,484	5,861
Property and equipment, net	1,575	1,545
Operating lease right-of-use assets	3,204	3,268
Investment in Progressive Beef	991	991
Intangible and other assets, net	3,410	3,248
Goodwill	2,946	2,946
Deferred tax assets, net	383	378
Total assets	17,993	18,237
Current liabilities:
Accounts payable	681	1,023
Accrued expenses and other current liabilities	583	674
Deferred revenue	1,413	797
Current portion of finance lease obligations	9	8
Current portion of operating lease obligations	247	239
Total current liabilities	2,933	2,741
Finance lease obligations, net of current portion	19	21
Operating lease obligation, net of current portion	3,460	3,526
Total liabilities	6,412	6,288
Commitments and contingencies
Equity:
Preferred stock, $0.001 par value; 5,000 shares authorized; none issued or outstanding
Common stock, $0.001 par value; 95,000 shares authorized; 25,802 shares issued, and 24,893 (2020) and 24,977 (2019) shares outstanding	26	26
Additional paid-in-capital	11,456	11,425
Treasury stock of 909 (2020) and 825 (2019) shares	(1,823)	(1,665)
Retained earnings	1,922	2,163
Total equity	11,581	11,949
Total liabilities and stockholders' equity	$ 17,993	$ 18,237

Consolidated Balance Sheets (Pa

Consolidated Balance Sheets (Parenthetical) - $ / shares	Mar. 31, 2020	Dec. 31, 2019
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.001	$ 0.001
Preferred stock, authorized	5,000,000	5,000,000
Preferred stock, issued
Preferred stock, outstanding
Common stock, par value	$ 0.001	$ 0.001
Common stock, authorized	95,000,000	95,000,000
Common stock, issued	25,802,000	25,802,000
Common stock, outstanding	24,893,000	24,977,000
Treasury stock	909,000	825,000

Consolidated Statements of Oper

Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands		3 Months Ended
		Mar. 31, 2020	Mar. 31, 2019
Revenues:
Total revenues		$ 3,912	$ 3,955
Costs of revenues:
Total costs of revenues		2,302	2,289
Gross profit		1,610	1,666
Selling, general and administrative expenses		1,964	1,967
(Loss)/income from operations		(354)	(301)
Other expense (income):
Dividend income from Progressive Beef		(30)	(30)
Other income, net		(2)	(3)
Gain on sale of assets			(1)
Gain on foreign currency exchange		(3)
Interest expense		2	3
(Loss)/income before income taxes		(321)	(270)
Income tax (benefit)/expense		(80)	(83)
Net (loss)/income		(241)	(187)
Net loss attributable to non-controlling interest			44
Net (loss)/income attributable to Where Food Comes From, Inc.		$ (241)	$ (143)
Per share - net (loss)/income attributable to Where Food Comes From, Inc.:
Basic	[1]
Diluted	[1]
Weighted average number of common shares outstanding:
Basic		24,947,000	24,957,000
Diluted		24,947,000	24,957,000
Verification and Certification Service Revenue [Member]
Revenues:
Total revenues		$ 2,803	$ 2,812
Costs of revenues:
Total costs of revenues		1,534	1,562
Product Sales [Member]
Revenues:
Total revenues		725	641
Costs of revenues:
Total costs of revenues		502	443
Software License, Maintenance and Support Services Revenue [Member]
Revenues:
Total revenues		143	295
Costs of revenues:
Total costs of revenues		146	154
Software-Related Consulting Service Revenue [Member]
Revenues:
Total revenues		241	207
Costs of revenues:
Total costs of revenues		$ 120	$ 130
[1]	less than $0.01 per share

Consolidated Statements of Op_2

Consolidated Statements of Operations (Parenthetical) - $ / shares	Mar. 31, 2020	Mar. 31, 2019
Income Statement [Abstract]
Share price per share	$ 0.01	$ 0.01

Consolidated Statements of Cash

Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Operating activities:
Net (loss)/income	$ (241)	$ (187)
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization	233	260
Gain on sale of assets		(1)
Stock-based compensation expense	31	45
Deferred tax benefit	(5)	(28)
Changes in operating assets and liabilities, net of effect from acquisitions:
Accounts receivable	543	199
Short-term investments	(1)	(2)
Prepaid expenses and other assets	161	11
Accounts payable	(342)	158
Accrued expenses and other current liabilities	(91)	148
Deferred revenue	616	635
Right of use assets and liabilities, net	(8)	13
Net cash provided by operating activities	896	1,251
Investing activities:
Acquisition of Postelsia Holdings, Ltd.	(300)
Proceeds from sale of assets		1
Purchases of property, equipment and software development costs	(110)	(196)
Net cash used in investing activities	(410)	(195)
Financing activities:
Repayments of notes payable		(2)
Repayments of finance lease obligations	(2)	(1)
Stock repurchase under Stock Buyback Plan	(158)	(83)
Net cash used in financing activities	(160)	(86)
Net change in cash	326	970
Cash at beginning of period	2,638	1,482
Cash at end of period	$ 2,964	$ 2,452

Consolidated Statement of Equit

Consolidated Statement of Equity (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Treasury Stock [Member]	Retained Earnings [Member]	Total
Balance at beginning at Dec. 31, 2018	$ 25	$ 11,031	$ (1,109)	$ 818	$ 10,765
Balance at beginning, shares at Dec. 31, 2018	24,968,000
Stock-based compensation expense		45			45
Repurchase of common shares under Stock Buyback Plan			(83)		(83)
Repurchase of common shares under Stock Buyback Plan, shares	(47,000)
Net loss attributable to Where Food Comes From, Inc.				(143)	(143)
Balance at ending at Mar. 31, 2019	$ 25	11,076	(1,192)	675	10,584
Balance at ending, shares at Mar. 31, 2019	24,921,000
Balance at beginning at Dec. 31, 2019	$ 26	11,425	(1,665)	2,163	11,949
Balance at beginning, shares at Dec. 31, 2019	24,977,000
Stock-based compensation expense		31			31
Repurchase of common shares under Stock Buyback Plan			(158)		(158)
Repurchase of common shares under Stock Buyback Plan, shares	(84,000)
Net loss attributable to Where Food Comes From, Inc.				(241)	(241)
Balance at ending at Mar. 31, 2020	$ 26	$ 11,456	$ (1,823)	$ 1,922	$ 11,581
Balance at ending, shares at Mar. 31, 2020	24,893,000

The Company and Basis of Presen

The Company and Basis of Presentation	3 Months Ended
	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
The Company and Basis of Presentation	Note 1 - The Company and Basis of Presentation Business Overview Where Food Comes From, Inc. is a Colorado corporation based in Castle Rock, Colorado (“WFCF”, the “Company,” “our,” “we,” or “us”). We are an independent, third-party food verification company conducting both on-site and desk audits to verify that claims being made about livestock, food, other high-value specialty crops and agricultural products are accurate. We care about food and other agricultural products, how it is grown and raised, the quality of what we eat, what farmers and ranchers do, and authentically telling that story to the consumer. Our team visits farms and ranches and looks at their plants, animals, and records, and compares the information we collect to specific standards or claims that farms and ranches want to make about how they are producing food. We strive to ensure that everyone involved in the food business - from growers and farmers to retailers and shoppers – can count on WFCF to provide authentic and transparent information about the food we eat and how, where, and by whom it is produced. We also provide sustainability programs, compliance management and farming information management solutions to drive sustainable value creation. We employ a software-as-a-service (“SaaS”) revenue model that bundles annual software licenses with ongoing software enhancements and upgrades and a wide range of professional services that generate incremental revenue specific to the food and agricultural industry. Finally, the Company’s Where Food Comes From Source Verified® retail and restaurant labeling program utilizes the verification of product attributes to connect consumers directly to the source of the food they purchase through product labeling and web-based information sharing and education. Most of our customers are located throughout the United States. Basis of Presentation Our unaudited consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”) and include the results of operations, financial position and cash flows of Where Food Comes From, Inc. and its subsidiaries, International Certification Services, Inc. (“ICS”), Validus Verifications Services, LLC (“Validus”), Sterling Solutions (“Sterling”), SureHarvest Services, Inc. (“SureHarvest”), A Bee Organic, Sow Organic, JVF Consulting and Postelsia Holdings, Ltd. (“Postelsia”) (collectively referred to as “we,” “us,” and “our” throughout this Form 10-Q). The preparation of financial statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues, costs and expenses during the reporting period. All significant intercompany transactions and amounts have been eliminated. The results of businesses acquired are included in the consolidated financial statements from the date of the acquisition. Actual results could differ from the estimates. The consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and should be read in conjunction with our audited financial statements and footnotes thereto for the year ended December 31, 2019, included in our Form 10-K filed on March 5, 2020. Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States of America have been omitted pursuant to such rules and regulations. However, we believe that the disclosures are adequate to make the information presented not misleading. Certain prior year amounts have been reclassified to conform to current year presentation. Net loss and shareholders’ equity were not affected by these reclassifications. The financial statements reflect all adjustments (consisting primarily of normal recurring adjustments) that are, in the opinion of management, necessary for a fair presentation of our financial position and results of operations. The consolidated operating results for the three months ended March 31, 2020 are not necessarily indicative of the results to be expected for any other interim period of any future year. Seasonality Our business is subject to seasonal fluctuations. Significant portions of our verification and certification service revenue are typically realized during late May through early October when the calf marketings and the growing seasons are at their peak. Because of the seasonality of the business and our industry, results for any quarter are not necessarily indicative of the results that may be achieved for any other quarter or for the full fiscal year. Recent Accounting Pronouncements The Financial Accounting Standards Board (FASB) Accounting Standards Codification is the sole source of authoritative GAAP other than SEC issued rules and regulations that apply only to SEC registrants. The FASB issues an Accounting Standards Update (ASU) to communicate changes to the codification. The Company considers the applicability and impact of all ASU’s. ASU’s not listed below were assessed and determined to be either not applicable or are not expected to have a material impact on the consolidated financial statements. Recently Adopted Accounting Pronouncements On January 1, 2020 we adopted ASU 2017-04, Simplifying the Test for Goodwill Impairment, which removes Step 2 from the goodwill impairment test. The adoption of this update did not have a material impact on our Consolidated Financial Statements. On January 1, 2020 we adopted ASU 2018-13, Fair Value Measurement (Topic 8420): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement. ASU 2018-13 modifies the requirements associated with the hierarchy associated with Level 1, Level 2 and Level 3 fair value measurements. The adoption of this update did not have a material impact on our Consolidated Financial Statements. On January 1, 2020 we adopted ASU 2018-15, Intangibles - Goodwill and Other - Internal Use Software - Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which amends the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract to align with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software. The adoption of this update did not have a material impact on our Consolidated Financial Statements.

Business Acquisitions

Business Acquisitions	3 Months Ended
	Mar. 31, 2020
Business Combinations [Abstract]
Business Acquisitions	Note 2 – Business Acquisitions On February 21, 2020 the Company acquired all of the stock of privately held Postelsia Holdings, Ltd. (“Postelsia”) for $250,000 in cash at the acquisition closing date, with an additional $50,000 in cash being held in escrow for six months following the closing date. The escrowed funds are to support any claims by the Company for breaches of representation and warranties. Postelsia, based in Victoria, British Columbia, is a leader in the emerging field of environmental and social sustainability programs for the seafood industry. Postelsia provides a range of programs and consulting services designed to improve and promote sustainable practices, including environmental conservation, worker care, and food safety compliance. Postelsia will operate as a wholly owned subsidiary of the Company. We believe the total consideration paid approximates the fair value of the assets acquired. We have allocated the total consideration to our identifiable intangible assets (customer relationships) to be amortized over an estimated useful life of 8 years.

Basic and Diluted Net Loss Per

Basic and Diluted Net Loss Per Share	3 Months Ended
	Mar. 31, 2020
Per share - net (loss)/income attributable to Where Food Comes From, Inc.:
Basic and Diluted Net Loss Per Share	Note 3 – Basic and Diluted Net Loss per Share Basic net income per share was computed by dividing income available to common shareholders by the weighted average number of common shares outstanding during the period. Diluted net income per share is based on the assumption that all dilutive convertible shares and stock options were converted or exercised. Dilution is computed by applying the treasury stock method. Under this method, options and restricted stock awards are assumed to be exercised at the beginning of the period (or at the time of issuance, if later), and as if funds obtained thereby were used to purchase common stock at the average market price during the period. The following is a reconciliation of the share data used in the basic and diluted loss per share computations (amounts in thousands): Three months ended March 31, 2020 2019 Basic: Weighted average shares outstanding 24,947 24,957 Diluted: Weighted average shares outstanding 24,947 24,957 Weighted average effects of dilutive securities - - Total 24,947 24,957 Antidilutive securities: 206 266 The effect of the inclusion of the antidilutive shares would have resulted in an increase in earnings per share. Accordingly, the weighted average shares outstanding have not been adjusted for antidilutive shares.

Investment in Progressive Beef,

Investment in Progressive Beef, LLC	3 Months Ended
	Mar. 31, 2020
Investments, All Other Investments [Abstract]
Investment in Progressive Beef, LLC	Note 4 - Investment in Progressive Beef, LLC For the three months ended March 31, 2020 and March 31, 2019, the Company received dividend income from Progressive Beef of $30,000 representing a distribution of their earnings. The income is reflected within the “other (expense) income” section of the Company’s Consolidated Statement of Income for the three months ended March 31, 2020 and March 31, 2019. The Company completed a qualitative assessment and determined that there were no impairment indicators as of March 31, 2020.

Intangible and Other Assets

Intangible and Other Assets	3 Months Ended
	Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Intangible and Other Assets	Note 5 – Intangible and Other Assets The following table summarizes our intangible and other assets (amounts in thousands, except useful life): March 31, December 31, Estimated 2020 2019 Useful Life Intangible assets subject to amortization: Tradenames and trademarks $ 417 $ 417 2.5 - 8.0 years Accreditations 85 85 5.0 years Customer relationships 3,664 3,351 3.0 - 15.0 years Patents 970 970 4.0 years Non-compete agreements 121 121 5.0 years 5,257 4,944 Less accumulated amortization 2,333 2,182 2,924 2,762 Tradenames/trademarks (not subject to amortization) 465 465 3,389 3,227 Other assets 21 21 Intangible and other assets: $ 3,410 $ 3,248

Accrued Expenses and Other Curr

Accrued Expenses and Other Current Liabilities	3 Months Ended
	Mar. 31, 2020
Payables and Accruals [Abstract]
Accrued Expenses and Other Current Liabilities	Note 6 – Accrued Expenses and Other Current Liabilities The following table summarizes our accrued expenses and other current liabilities as of (amounts in thousands): March 31, December 31, 2020 2019 Income and sales taxes payable $ 97 $ 171 Payroll related accruals 218 201 Customer deposits 90 62 Professional fees and other expenses 178 240 $ 583 $ 674

Notes Payable

Notes Payable	3 Months Ended
	Mar. 31, 2020
Debt Disclosure [Abstract]
Notes Payable	Note 7 – Notes Payable Unison Revolving Line of Credit The Company has a revolving line of credit (“LOC”) agreement which matures April 12, 2022. The LOC provides for $75,080 in working capital. The interest rate is at the Wall Street Journal prime rate plus 1.50% and is adjusted daily. Principal and interest are payable upon demand, but if demand is not made, then annual payments of accrued interest only are due, with the principal balance due on maturity. As of March 31, 2020 and December 31, 2019, the effective interest rate was 4.75% and 6.25%, respectively. The LOC is collateralized by all the business assets of ICS. As of March 31, 2020, and December 31, 2019, there were no amounts outstanding under this LOC.

Stock-Based Compensation

Stock-Based Compensation	3 Months Ended
	Mar. 31, 2020
Share-based Payment Arrangement [Abstract]
Stock-Based Compensation	Note 8 – Stock-Based Compensation In addition to cash compensation, the Company may compensate certain service providers, including employees, directors, consultants, and other advisors, with equity-based compensation in the form of stock options and restricted stock awards. The Company recognizes all equity-based compensation as stock-based compensation expense based on the fair value of the compensation measured at the grant date. For stock options, fair value is calculated at the date of grant using the Black-Scholes-Merton option pricing model. For restricted stock awards, fair value is the closing stock price for the Company’s common stock on the grant date. The expense is recognized over the vesting period of the grant. For the periods presented, all stock-based compensation expense was classified as a component within selling, general and administrative expense in the Company’s consolidated statements of operations. The amount of stock-based compensation expense is as follows (amounts in thousands): Three months ended March 31, 2020 2019 Stock options $ 30 $ 39 Restricted stock awards 1 6 Total $ 31 $ 45 During the three months ended March 31, 2020, the Company awarded stock options to purchase 20,000 shares of the Company’s common stock at an exercise price of $1.81 per share to employees of the Company. No stock options were awarded during the three months ended March 31, 2019. The Company estimated the fair value of stock options using the Black-Scholes-Merton option pricing model with the following assumptions: Three months ended March 31, 2020 2019 Number of options awarded to purchase common shares 20,000 None Risk-free interest rate 1.56 % N/A Expected volatility 97.0 % N/A Assumed dividend yield N/A N/A Expected life of options from the date of grant 9.9 years N/A The estimated unrecognized compensation cost from unvested awards which will be recognized ratably over the remaining vesting phase is as follows (amounts in thousands): Years ended December 31st: Unvested stock options Unvested restricted stock awards Total unrecognized compensation expense 2020 (remaining nine months) $ 94 $ 3 $ 97 2021 83 1 84 2022 16 - 16 2023 1 - 1 $ 194 $ 4 $ 198 Equity Incentive Plans Our 2016 Equity Incentive Plan (the “Equity Incentive Plan”) provides for the issuance of stock-based awards to employees, officers, directors and consultants. The Plan permits the granting of stock awards and stock options. The vesting of stock-based awards is generally subject to the passage of time and continued employment through the vesting period. Stock Option Activity Stock option activity under our Equity Incentive Plan is summarized as follows: Weighted avg. Weighted avg. Weighted avg. remaining Number of exercise price grant date fair contractual life Aggregate awards per share value per share (in years) intrinsic value Outstanding, December 31, 2019 437,126 $ 1.46 $ 1.49 5.97 $ 150,417 Granted 20,000 $ 1.81 $ 2.05 9.90 Exercised - $ - $ - - Expired/Forfeited - $ - $ - - Outstanding, March 31, 2020 457,126 $ 1.48 $ 1.52 5.82 $ 178,795 Exercisable, March 31, 2020 318,812 $ 1.34 $ 1.36 4.67 $ 172,704 Unvested, March 31, 2020 138,314 $ 1.78 $ 1.88 8.76 $ 6,091 The aggregate intrinsic value represents the total pre-tax intrinsic value (the aggregate difference between the closing price of our common stock on March 31, 2020 and the exercise price for the in-the-money options) that would have been received by the option holders if all the in-the-money options had been exercised on March 31, 2020. Restricted Stock Activity Restricted stock activity under our Equity Incentive Plan is summarized as follows: Weighted avg. Number of grant date options fair value Non-vested restricted shares, December 31, 2019 5,000 $ 2.55 Granted - $ - Vested - $ - Forfeited - $ - Non-vested restricted shares, March 31, 2020 5,000 $ 2.55

Income Taxes

Income Taxes	3 Months Ended
	Mar. 31, 2020
Income Tax Disclosure [Abstract]
Income Taxes	Note 9 – Income Taxes Deferred tax assets and liabilities have been determined based upon the differences between the financial statement amounts and the tax bases of assets and liabilities as measured by enacted tax rates expected to be in effect when these differences are expected to reverse. In assessing the realizability of deferred tax assets, management considers whether it is more likely than not that some portion or all of the deferred tax assets will not be realized. The provision or benefit for income taxes is recorded at the end of each interim period based on the Company’s best estimate of its effective income tax rate expected to be applicable for the full fiscal year. For the three months ended March 31, 2020 we recorded an income tax benefit of approximately $80,000, compared to income tax benefit of $83,000 for the same 2019 period.

Revenue Recognition

Revenue Recognition	3 Months Ended
	Mar. 31, 2020
Revenue from Contract with Customer [Abstract]
Revenue Recognition	Note 10 - Revenue Recognition Disaggregation of Revenue We have identified four material revenue categories in our business: (i) verification and certification service revenue, (ii) product sales, (iii) software license, maintenance and support services revenue and (iv) software-related consulting service revenue. Revenue attributable to each of our identified revenue categories is disaggregated in the table below (amounts in thousands). Three months ended March 31, 2020 Three months ended March 31, 2019 Verification and Certification Segment Software Sales and Related Consulting Segment Eliminations and Other Consolidated Totals Verification and Certification Segment Software Sales and Related Consulting Segment Eliminations and Other Consolidated Totals Revenues: Verification and certification service revenue $ 2,803 $ - $ - $ 2,803 $ 2,812 $ - $ - $ 2,812 Product sales 725 - - 725 641 - - 641 Software license, maintenance and support services revenue - 233 (90 ) 143 - 344 (49 ) 295 Software-related consulting service revenue - 265 (24 ) 241 - 221 (14 ) 207 Total revenues $ 3,528 $ 498 $ (114 ) $ 3,912 $ 3,453 $ 565 $ (63 ) $ 3,955 Contract Balances As of March 31, 2020, and December 31, 2019, accounts receivable from contracts with customers, net of allowance for doubtful accounts, were approximately $2.0 and $2.5 million, respectively. As of March 31, 2020, and December 31, 2019, deferred revenue from contracts with customers was approximately $1.4 and $0.8 million, respectively. The balance of the contract liabilities at March 31, 2020 and December 31, 2019 are expected to be recognized as revenue within one year or less of the invoice date. The following table reflects the changes in our contract liabilities during the three month period ended March 31, 2020 (amounts in thousands): Deferred revenue: Unearned revenue January 1, 2020 $ 797 Unearned billings 1,235 Revenue recognized (619 ) Unearned revenue March 31, 2020 $ 1,413

Leases

Leases	3 Months Ended
	Mar. 31, 2020
Notes to Financial Statements
Leases	Note 11 – Leases The components of lease expense were as follows (amounts in thousands): Three months ended March 31, 2020 March 31, 2019 Operating lease cost $ 116 $ 120 Finance lease cost Amortization of assets 2 2 Interest on finance lease obligations 1 2 Total net lease cost $ 119 $ 124 Included in the table above, is $92,000 for the three months ended March 31, 2020, of operating lease cost for our corporate headquarters. This space is being leased from The Move, LLC. Our CEO and President, each a related party to WFCF, have a 24.3% jointly-held ownership interest in The Move, LLC. Supplemental balance sheet information related to leases was as follows (amounts in thousands): March 31, 2020 December 31, 2019 Operating leases: Related Party Other Total Related Party Other Total Operating lease ROU assets $ 2,889 $ 296 $ 3,185 $ 2,933 $ 314 $ 3,247 Current operating lease liabilities $ 164 $ 83 $ 247 $ 158 $ 81 $ 239 Noncurrent operating lease liabilities 3,216 244 3,460 3,260 266 3,526 Total operating lease liabilities $ 3,380 $ 327 $ 3,707 $ 3,418 $ 347 $ 3,765 March 31, 2020 December 31, 2019 Finance leases: Property and equipment, at cost $ 43 $ 43 Accumulated amortization (24 ) (22 ) Property and equipment, net $ 19 $ 21 Current obligations of finance leases $ 9 $ 8 Finance leases, net of current obligations 19 21 Total finance lease liabilities $ 28 $ 29 Weighted average remaining lease term (in years): Operating leases 10.7 11.0 Finance leases 2.8 3.0 Weighted average discount rate: Operating leases 5.8 % 5.8 % Finance leases 20.9 % 20.8 % Supplemental cash flow and other information related to leases was as follows (amounts in thousands): Three months ended March 31, 2020 March 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 111 $ 100 Operating cash flows from finance leases $ 1 $ 2 Financing cash flows from finance leases $ 2 $ 1 ROU assets obtained in exchange for lease liabilities: Operating leases $ 3,507 $ 3,513 Maturities of lease liabilities were as follows (amounts in thousands): Years Ending December 31st, Operating Leases Finance Leases 2020 (nine remaining months) $ 338 $ 10 2021 462 12 2022 466 10 2023 461 5 2024 407 - Thereafter 2,901 - Total lease payments 5,035 37 Less amount representing interest (1,328 ) (9 ) Total lease obligations 3,707 28 Less current portion (247 ) (9 ) Long-term lease obligations $ 3,460 $ 19

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2020
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 12 – Commitments and Contingencies Legal proceedings From time to time, we may become involved in various legal actions, administrative proceedings and claims in the ordinary course of business. We generally record losses for claims in excess of the limits of purchased insurance in earnings at the time and to the extent they are probable and estimable.

Segments

Segments	3 Months Ended
	Mar. 31, 2020
Segment Reporting [Abstract]
Segments	Note 13 - Segments With each acquisition, we assess the need to disclose discrete information related to our operating segments. Because of the similarities of certain of our acquisitions that provide certification and verification services, we aggregate operations into one verification and certification reportable segment. The operating segments included in the aggregated verification and certification segment include IMI Global, ICS, and Validus. The factors considered in determining this aggregated reporting segment include the economic similarity of the businesses, the nature of services provided, production processes, types of customers and distribution methods. The Company also determined that it has a software sales and related consulting reportable segment. SureHarvest, which includes Sow Organic and JVF Consulting, is the sole operating segment. This segment includes software license, maintenance, support and software-related consulting service revenues. The Company’s chief operating decision maker (the Company’s CEO) allocates resources and assesses the performance of its operating segments. Segment management makes decisions, measures performance, and manages the business utilizing internal reporting operating segment information. Performance of operating segments are based on net sales, gross profit, selling, general and administrative expenses and most importantly, operating income. The Company eliminates intercompany transfers between segments for management reporting purposes. The following table shows information for reportable operating segments (amounts in thousands): Three months ended March 31, 2020 Three months ended March 31, 2019 Verification and Certification Segment Software Sales and Related Consulting Segment Eliminations and Other Consolidated Totals Verification and Certification Segment Software Sales and Related Consulting Segment Eliminations and Other Consolidated Totals Assets: Intangible and other assets, net $ 1,266 $ 2,144 $ - $ 3,410 $ 1,425 $ 2,273 $ - $ 3,698 Goodwill 1,133 1,813 - 2,946 1,133 2,011 - 3,144 Total assets 16,999 5,524 (4,530 ) 17,993 13,031 5,518 - 18,549 Revenues: Verification and certification service revenue $ 2,803 $ - $ - $ 2,803 $ 2,812 $ - $ - $ 2,812 Product sales 725 - - 725 641 - - 641 Software license, maintenance and support services revenue - 233 (90 ) 143 - 344 (49 ) 295 Software-related consulting service revenue - 265 (24 ) 241 - 221 (14 ) 207 Total revenues $ 3,528 $ 498 $ (114 ) $ 3,912 $ 3,453 $ 565 $ (63 ) $ 3,955 Costs of revenues: Costs of verification and certification services 1,624 - (90 ) 1,534 1,595 - (33 ) 1,562 Costs of products 502 - - 502 443 - - 443 Costs of software license, maintenance and support services - 146 - 146 - 154 - 154 Costs of software-related consulting services - 120 - 120 - 130 - 130 Total costs of revenues 2,126 266 (90 ) 2,302 2,038 284 (33 ) 2,289 Gross profit 1,402 232 (24 ) 1,610 1,415 281 (30 ) 1,666 Depreciation & amortization 88 146 - 234 82 178 - 260 Other operating expenses 1,537 217 (24 ) 1,730 1,511 226 (30 ) 1,707 Segment operating (loss)/income $ (223 ) $ (131 ) $ - $ (354 ) $ (178 ) $ (123 ) $ - $ (301 ) Other items to reconcile segment operating income (loss) to net income attributable to WFCF: Other expense (income) (30 ) (3 ) - (33 ) - - (31 ) (31 ) Income tax (benefit)/expense - - (80 ) (80 ) - - (83 ) (83 ) Net loss attributable to non-controlling interest - - - - - 44 - 44 Net (loss)/income attributable to WFCF $ (193 ) $ (128 ) $ 80 $ (241 ) $ (178 ) $ (79 ) $ 114 $ (143 )

Supplemental Cash Flow Informat

Supplemental Cash Flow Information	3 Months Ended
	Mar. 31, 2020
Supplemental Cash Flow Information [Abstract]
Supplemental Cash Flow Information	Note 14 – Supplemental Cash Flow Information Three months ended March 31, (Amounts in thousands) 2020 2019 Cash paid during the year: Interest expense $ 2 $ 3 Income taxes $ - $ -

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2020
Subsequent Events [Abstract]
Subsequent Events	Note 15 – Subsequent Events The Coronavirus Aid, Relief, and Economic Security (“CARES”) Act allocated $350 billion to help small businesses keep workers employed amid the pandemic and economic downturn. Known as the Paycheck Protection Program (“PPP”), the initiative provides federally guaranteed loans to small businesses. These loans may be forgiven if borrowers maintain their payrolls during the crisis or restore their payrolls afterward. On April 17, 2020, the Company received a $1.0 million loan under the PPP with a maturity date of April 17, 2022 and an annual interest rate of 1.00%. The loan will be repaid in 17 monthly consecutive interest and principal payments of approximately $57,876, commencing December 1, 2020. The Company has not received any notification if any of the loan amount will be forgiven.

Basic and Diluted Net Loss Pe_2

Basic and Diluted Net Loss Per Share (Tables)	3 Months Ended
	Mar. 31, 2020
Per share - net (loss)/income attributable to Where Food Comes From, Inc.:
Schedule of Reconciliation of Basic and Diluted Income Per Share Computations	The following is a reconciliation of the share data used in the basic and diluted loss per share computations (amounts in thousands): Three months ended March 31, 2020 2019 Basic: Weighted average shares outstanding 24,947 24,957 Diluted: Weighted average shares outstanding 24,947 24,957 Weighted average effects of dilutive securities - - Total 24,947 24,957 Antidilutive securities: 206 266

Intangible and Other Assets (Ta

Intangible and Other Assets (Tables)	3 Months Ended
	Mar. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Schedule of Intangible and Other Assets	The following table summarizes our intangible and other assets (amounts in thousands, except useful life): March 31, December 31, Estimated 2020 2019 Useful Life Intangible assets subject to amortization: Tradenames and trademarks $ 417 $ 417 2.5 - 8.0 years Accreditations 85 85 5.0 years Customer relationships 3,664 3,351 3.0 - 15.0 years Patents 970 970 4.0 years Non-compete agreements 121 121 5.0 years 5,257 4,944 Less accumulated amortization 2,333 2,182 2,924 2,762 Tradenames/trademarks (not subject to amortization) 465 465 3,389 3,227 Other assets 21 21 Intangible and other assets: $ 3,410 $ 3,248

Accrued Expenses and Other Cu_2

Accrued Expenses and Other Current Liabilities (Tables)	3 Months Ended
	Mar. 31, 2020
Payables and Accruals [Abstract]
Schedule of Accrued Expenses and Other Current Liabilities	The following table summarizes our accrued expenses and other current liabilities as of (amounts in thousands): March 31, December 31, 2020 2019 Income and sales taxes payable $ 97 $ 171 Payroll related accruals 218 201 Customer deposits 90 62 Professional fees and other expenses 178 240 $ 583 $ 674

Stock-Based Compensation (Table

Stock-Based Compensation (Tables)	3 Months Ended
	Mar. 31, 2020
Share-based Payment Arrangement [Abstract]
Schedule of Stock-based Compensation Expense	The amount of stock-based compensation expense is as follows (amounts in thousands): Three months ended March 31, 2020 2019 Stock options $ 30 $ 39 Restricted stock awards 1 6 Total $ 31 $ 45
Schedule of Estimated Fair Value of Stock Options	The Company estimated the fair value of stock options using the Black-Scholes-Merton option pricing model with the following assumptions: Three months ended March 31, 2020 2019 Number of options awarded to purchase common shares 20,000 None Risk-free interest rate 1.56 % N/A Expected volatility 97.0 % N/A Assumed dividend yield N/A N/A Expected life of options from the date of grant 9.9 years N/A
Schedule of Unrecognized Compensation Cost from Unvested Awards	The estimated unrecognized compensation cost from unvested awards which will be recognized ratably over the remaining vesting phase is as follows (amounts in thousands): Years ended December 31st: Unvested stock options Unvested restricted stock awards Total unrecognized compensation expense 2020 (remaining nine months) $ 94 $ 3 $ 97 2021 83 1 84 2022 16 - 16 2023 1 - 1 $ 194 $ 4 $ 198
Schedule of Stock Option Activity	Stock option activity under our Equity Incentive Plan is summarized as follows: Weighted avg. Weighted avg. Weighted avg. remaining Number of exercise price grant date fair contractual life Aggregate awards per share value per share (in years) intrinsic value Outstanding, December 31, 2019 437,126 $ 1.46 $ 1.49 5.97 $ 150,417 Granted 20,000 $ 1.81 $ 2.05 9.90 Exercised - $ - $ - - Expired/Forfeited - $ - $ - - Outstanding, March 31, 2020 457,126 $ 1.48 $ 1.52 5.82 $ 178,795 Exercisable, March 31, 2020 318,812 $ 1.34 $ 1.36 4.67 $ 172,704 Unvested, March 31, 2020 138,314 $ 1.78 $ 1.88 8.76 $ 6,091
Schedule of Restricted Stock Activity Under Equity Incentive Plan	Restricted stock activity under our Equity Incentive Plan is summarized as follows: Weighted avg. Number of grant date options fair value Non-vested restricted shares, December 31, 2019 5,000 $ 2.55 Granted - $ - Vested - $ - Forfeited - $ - Non-vested restricted shares, March 31, 2020 5,000 $ 2.55

Revenue Recognition (Tables)

Revenue Recognition (Tables)	3 Months Ended
	Mar. 31, 2020
Revenue from Contract with Customer [Abstract]
Schedule of Revenues Disaggregated by Revenue	Revenue attributable to each of our identified revenue categories is disaggregated in the table below (amounts in thousands). Three months ended March 31, 2020 Three months ended March 31, 2019 Verification and Certification Segment Software Sales and Related Consulting Segment Eliminations and Other Consolidated Totals Verification and Certification Segment Software Sales and Related Consulting Segment Eliminations and Other Consolidated Totals Revenues: Verification and certification service revenue $ 2,803 $ - $ - $ 2,803 $ 2,812 $ - $ - $ 2,812 Product sales 725 - - 725 641 - - 641 Software license, maintenance and support services revenue - 233 (90 ) 143 - 344 (49 ) 295 Software-related consulting service revenue - 265 (24 ) 241 - 221 (14 ) 207 Total revenues $ 3,528 $ 498 $ (114 ) $ 3,912 $ 3,453 $ 565 $ (63 ) $ 3,955
Schedule of Changes in Contract Liabilities	The following table reflects the changes in our contract liabilities during the three month period ended March 31, 2020 (amounts in thousands): Deferred revenue: Unearned revenue January 1, 2020 $ 797 Unearned billings 1,235 Revenue recognized (619 ) Unearned revenue March 31, 2020 $ 1,413

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2020
Notes to Financial Statements
Schedule of Lease Expense	The components of lease expense were as follows (amounts in thousands): Three months ended March 31, 2020 March 31, 2019 Operating lease cost $ 116 $ 120 Finance lease cost Amortization of assets 2 2 Interest on finance lease obligations 1 2 Total net lease cost $ 119 $ 124
Schedule of Supplemental Balance Sheet Information Related to Leases	Supplemental balance sheet information related to leases was as follows (amounts in thousands): March 31, 2020 December 31, 2019 Operating leases: Related Party Other Total Related Party Other Total Operating lease ROU assets $ 2,889 $ 296 $ 3,185 $ 2,933 $ 314 $ 3,247 Current operating lease liabilities $ 164 $ 83 $ 247 $ 158 $ 81 $ 239 Noncurrent operating lease liabilities 3,216 244 3,460 3,260 266 3,526 Total operating lease liabilities $ 3,380 $ 327 $ 3,707 $ 3,418 $ 347 $ 3,765 March 31, 2020 December 31, 2019 Finance leases: Property and equipment, at cost $ 43 $ 43 Accumulated amortization (24 ) (22 ) Property and equipment, net $ 19 $ 21 Current obligations of finance leases $ 9 $ 8 Finance leases, net of current obligations 19 21 Total finance lease liabilities $ 28 $ 29 Weighted average remaining lease term (in years): Operating leases 10.7 11.0 Finance leases 2.8 3.0 Weighted average discount rate: Operating leases 5.8 % 5.8 % Finance leases 20.9 % 20.8 %
Schedule of Supplemental Cash Flow Information Related to Leases	Supplemental cash flow and other information related to leases was as follows (amounts in thousands): Three months ended March 31, 2020 March 31, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 111 $ 100 Operating cash flows from finance leases $ 1 $ 2 Financing cash flows from finance leases $ 2 $ 1 ROU assets obtained in exchange for lease liabilities: Operating leases $ 3,507 $ 3,513
Schedule of Maturities of Operating Lease Liabilities	Maturities of lease liabilities were as follows (amounts in thousands): Years Ending December 31st, Operating Leases Finance Leases 2020 (nine remaining months) $ 338 $ 10 2021 462 12 2022 466 10 2023 461 5 2024 407 - Thereafter 2,901 - Total lease payments 5,035 37 Less amount representing interest (1,328 ) (9 ) Total lease obligations 3,707 28 Less current portion (247 ) (9 ) Long-term lease obligations $ 3,460 $ 19

Segments (Tables)

Segments (Tables)	3 Months Ended
	Mar. 31, 2020
Segment Reporting [Abstract]
Schedule of Operating Segments	The Company eliminates intercompany transfers between segments for management reporting purposes. The following table shows information for reportable operating segments (amounts in thousands): Three months ended March 31, 2020 Three months ended March 31, 2019 Verification and Certification Segment Software Sales and Related Consulting Segment Eliminations and Other Consolidated Totals Verification and Certification Segment Software Sales and Related Consulting Segment Eliminations and Other Consolidated Totals Assets: Intangible and other assets, net $ 1,266 $ 2,144 $ - $ 3,410 $ 1,425 $ 2,273 $ - $ 3,698 Goodwill 1,133 1,813 - 2,946 1,133 2,011 - 3,144 Total assets 16,999 5,524 (4,530 ) 17,993 13,031 5,518 - 18,549 Revenues: Verification and certification service revenue $ 2,803 $ - $ - $ 2,803 $ 2,812 $ - $ - $ 2,812 Product sales 725 - - 725 641 - - 641 Software license, maintenance and support services revenue - 233 (90 ) 143 - 344 (49 ) 295 Software-related consulting service revenue - 265 (24 ) 241 - 221 (14 ) 207 Total revenues $ 3,528 $ 498 $ (114 ) $ 3,912 $ 3,453 $ 565 $ (63 ) $ 3,955 Costs of revenues: Costs of verification and certification services 1,624 - (90 ) 1,534 1,595 - (33 ) 1,562 Costs of products 502 - - 502 443 - - 443 Costs of software license, maintenance and support services - 146 - 146 - 154 - 154 Costs of software-related consulting services - 120 - 120 - 130 - 130 Total costs of revenues 2,126 266 (90 ) 2,302 2,038 284 (33 ) 2,289 Gross profit 1,402 232 (24 ) 1,610 1,415 281 (30 ) 1,666 Depreciation & amortization 88 146 - 234 82 178 - 260 Other operating expenses 1,537 217 (24 ) 1,730 1,511 226 (30 ) 1,707 Segment operating (loss)/income $ (223 ) $ (131 ) $ - $ (354 ) $ (178 ) $ (123 ) $ - $ (301 ) Other items to reconcile segment operating income (loss) to net income attributable to WFCF: Other expense (income) (30 ) (3 ) - (33 ) - - (31 ) (31 ) Income tax (benefit)/expense - - (80 ) (80 ) - - (83 ) (83 ) Net loss attributable to non-controlling interest - - - - - 44 - 44 Net (loss)/income attributable to WFCF $ (193 ) $ (128 ) $ 80 $ (241 ) $ (178 ) $ (79 ) $ 114 $ (143 )

Supplemental Cash Flow Inform_2

Supplemental Cash Flow Information (Tables)	3 Months Ended
	Mar. 31, 2020
Supplemental Cash Flow Information [Abstract]
Schedule of Supplemental Cash Flow Information	Three months ended March 31, (Amounts in thousands) 2020 2019 Cash paid during the year: Interest expense $ 2 $ 3 Income taxes $ - $ -

Business Acquisitions (Details

Business Acquisitions (Details Narrative) - Postelsia Holdings, Ltd [Member] $ in Thousands	Feb. 21, 2020USD ($)
Cash payments for acquisition	$ 250
Cash held in escrow	$ 50
Estimated useful lives of intangible assets	8 years

Basic and Diluted Net Loss Pe_3

Basic and Diluted Net Loss Per Share - Schedule of Reconciliation of Basic and Diluted Income Per Share Computations (Details) - shares	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Per share - net (loss)/income attributable to Where Food Comes From, Inc.:
Weighted average shares outstanding: Basic	24,947,000	24,957,000
Weighted average shares outstanding: Diluted	24,947,000	24,957,000
Weighted average effects of dilutive securities
Total	24,947,000	24,957,000
Antidilutive securities	206,000	266,000

Investment in Progressive Bee_2

Investment in Progressive Beef, LLC (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Dividend income	$ 30	$ 30
Progressive Beef, LLC [Member]
Dividend income	$ 30	$ 30

Intangible and Other Assets - S

Intangible and Other Assets - Schedule of Intangible and Other Assets (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Intangible and other assets, gross	$ 5,257	$ 4,944
Less accumulated amortization	2,333	2,182
Intangible and other assets, net	2,924	2,762
Tradenames/trademarks (not subject to amortization)	465	465
Intangible assets	3,389	3,227
Other assets	21	21
Intangible and other assets, net	3,410	3,248
Trade Names and Trademarks [Member]
Intangible and other assets, gross	417	417
Accreditations [Member]
Intangible and other assets, gross	$ 85	85
Estimated useful lives of intangible assets	5 years
Customer Relationships [Member]
Intangible and other assets, gross	$ 3,664	3,351
Patents [Member]
Intangible and other assets, gross	$ 970	970
Estimated useful lives of intangible assets	4 years
Non-compete Agreements [Member]
Intangible and other assets, gross	$ 121	$ 121
Estimated useful lives of intangible assets	5 years
Minimum [Member] | Trade Names and Trademarks [Member]
Estimated useful lives of intangible assets	2 years 6 months
Minimum [Member] | Customer Relationships [Member]
Estimated useful lives of intangible assets	3 years
Maximum [Member] | Trade Names and Trademarks [Member]
Estimated useful lives of intangible assets	8 years
Maximum [Member] | Customer Relationships [Member]
Estimated useful lives of intangible assets	15 years

Accrued Expenses and Other Cu_3

Accrued Expenses and Other Current Liabilities - Schedule of Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Payables and Accruals [Abstract]
Income and sales taxes payable	$ 97	$ 171
Payroll related accruals	218	201
Customer deposits	90	62
Professional fees and other expenses	178	240
Accrued expenses and other current liabilities	$ 583	$ 674

Notes Payable (Details Narrativ

Notes Payable (Details Narrative) - Revolving Line of Credit [Member] - USD ($)	3 Months Ended
	Mar. 31, 2020	Dec. 31, 2019
Revolving line of credit maturity date	Apr. 12, 2022
Working capital	$ 75,080
Interest rate, basis spread	1.50%
Debt interest rate	4.75%	6.25%

Stock-Based Compensation (Detai

Stock-Based Compensation (Details Narrative) - Employees [Member] - $ / shares shares in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Number of awarded stock options to purchase	20
Stock options exercise price per share	$ 1.81

Stock-Based Compensation - Sche

Stock-Based Compensation - Schedule of Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Stock-based compensation expense	$ 31	$ 45
Stock Options [Member]
Stock-based compensation expense	30	39
Restricted Stock Awards [Member]
Stock-based compensation expense	$ 1	$ 6

Stock-Based Compensation - Sc_2

Stock-Based Compensation - Schedule of Estimated Fair Value of Stock Options (Details) - shares	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Share-based Payment Arrangement [Abstract]
Number of options awarded to purchase common shares	20,000
Risk-free interest rate	1.56%	0.00%
Expected volatility	97.00%	0.00%
Assumed dividend yield	0.00%	0.00%
Expected life of options from the date of grant	9 years 10 months 25 days	0 years

Stock-Based Compensation - Sc_3

Stock-Based Compensation - Schedule of Unrecognized Compensation Cost from Unvested Awards (Details) $ in Thousands	Mar. 31, 2020USD ($)
Unvested stock options	$ 194
Unvested restricted stock awards	4
Total unrecognized compensation expense	198
2020 (Remaining Nine Months) [Member]
Unvested stock options	94
Unvested restricted stock awards	3
Total unrecognized compensation expense	97
2021 [Member]
Unvested stock options	83
Unvested restricted stock awards	1
Total unrecognized compensation expense	84
2022 [Member]
Unvested stock options	16
Unvested restricted stock awards
Total unrecognized compensation expense	16
2023 [Member]
Unvested stock options	1
Unvested restricted stock awards
Total unrecognized compensation expense	$ 1

Stock-Based Compensation - Sc_4

Stock-Based Compensation - Schedule of Stock Option Activity (Details) - USD ($)	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Share-based Payment Arrangement [Abstract]
Number of stock options, Beginning Balance	437,126
Number of stock options, Granted	20,000
Number of stock options, Exercised
Number of stock options, Expired/Forfeited
Number of stock options, Ending Balance	457,126
Number of stock options, Exercisable Ending	318,812
Number of stock options, Unvested Ending	138,314
Weighted avg exercise price per share, Beginning Balance	$ 1.46
Weighted avg exercise price per share, Granted	1.81
Weighted avg exercise price per share, Exercised
Weighted avg exercise price per share, Expired/Forfeited
Weighted avg exercise price per share, Ending Balance	1.48
Weighted avg exercise price per share, Exercisable Ending	1.34
Weighted avg exercise price per share, Unvested Ending	1.78
Weighted avg grant date fair value per share, Beginning Balance	1.49
Weighted avg grant date fair value per share, Granted	2.05
Weighted avg grant date fair value per share, Exercised
Weighted avg grant date fair value per share, Expired/Forfeited
Weighted avg grant date fair value per share, Ending Balance	1.52
Weighted avg grant date fair value per share, Exercisable Ending	1.36
Weighted avg grant date fair value per share, Unvested Ending	$ 1.88
Weighted avg remaining contractual life (in years), Beginning Balance	5 years 11 months 19 days
Weighted avg remaining contractual life (in years), Granted	9 years 10 months 25 days
Weighted avg remaining contractual life (in years), Exercised	0 years
Weighted avg remaining contractual life (in years), Expired/Forfeited	0 years
Weighted avg remaining contractual life (in years), Ending Balance	5 years 9 months 25 days
Weighted avg remaining contractual life (in years), Exercisable Ending	4 years 8 months 2 days
Weighted avg remaining contractual life (in years), Unvested Ending	8 years 9 months 3 days
Aggregate intrinsic value, Beginning Balance	$ 150,417
Aggregate intrinsic value, Granted
Aggregate intrinsic value, Ending Balance	178,795
Aggregate intrinsic value, Exercisable Ending	172,704
Aggregate intrinsic value, Unvested Ending	$ 6,091

Stock-Based Compensation - Sc_5

Stock-Based Compensation - Schedule of Restricted Stock Activity Under Equity Incentive Plan (Details)	3 Months Ended
	Mar. 31, 2020$ / sharesshares
Share-based Payment Arrangement [Abstract]
Number of restricted stock options, Beginning Balance | shares	5,000
Number of restricted stock options, Granted | shares
Number of restricted stock options, Vested | shares
Number of restricted stock options, Forfeited | shares
Number of restricted stock options, Ending Balance | shares	5,000
Weighted avg grant date fair value, Beginning Balance | $ / shares	$ 2.55
Weighted avg grant date fair value, Granted | $ / shares
Weighted avg grant date fair value, Vested | $ / shares
Weighted avg grant date fair value, Forfeited | $ / shares
Weighted avg grant date fair value, Ending Balance | $ / shares	$ 2.55

Income Taxes (Details Narrative

Income Taxes (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Income Tax Disclosure [Abstract]
Income tax benefit	$ 80	$ 83

Revenue Recognition (Details Na

Revenue Recognition (Details Narrative) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Revenue from Contract with Customer [Abstract]
Accounts receivable from contracts with customers, net of allowance for doubtful accounts	$ 2,000	$ 2,500
Deferred revenue from contracts with customers	$ 1,413	$ 797

Revenue Recognition - Schedule

Revenue Recognition - Schedule of Revenues Disaggregated by Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Segment Reporting Information [Line Items]
Total revenues	$ 3,912	$ 3,955
Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	3,528	3,453
Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues	498	565
Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	3,912	3,955
Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	(114)	(63)
Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	2,803	2,812
Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	143	295
Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	241	207
Verification and Certification Segment [Member]
Segment Reporting Information [Line Items]
Total revenues	3,528	3,453
Verification and Certification Segment [Member] | Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	2,803	2,812
Verification and Certification Segment [Member] | Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues	725	641
Verification and Certification Segment [Member] | Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Verification and Certification Segment [Member] | Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Verification and Certification Segment [Member] | Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Verification and Certification Segment [Member] | Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Software Sales and Related Consulting Segment [Member]
Segment Reporting Information [Line Items]
Total revenues	498	565
Software Sales and Related Consulting Segment [Member] | Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Software Sales and Related Consulting Segment [Member] | Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues
Software Sales and Related Consulting Segment [Member] | Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	265	221
Software Sales and Related Consulting Segment [Member] | Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	233	344
Eliminations and Other [Member]
Segment Reporting Information [Line Items]
Total revenues	(114)	(63)
Eliminations and Other [Member] | Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Eliminations and Other [Member] | Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues
Eliminations and Other [Member] | Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	(24)	(14)
Eliminations and Other [Member] | Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	(90)	(49)
Eliminations and Other [Member] | Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Consolidated [Member]
Segment Reporting Information [Line Items]
Total revenues	3,912	3,955
Consolidated [Member] | Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	2,803	2,812
Consolidated [Member] | Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues	725	641
Consolidated [Member] | Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	241	207
Consolidated [Member] | Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	$ 143	$ 295

Revenue Recognition - Schedul_2

Revenue Recognition - Schedule of Changes in Contract Liabilities (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2020USD ($)
Revenue from Contract with Customer [Abstract]
Unearned revenue, Begining balance	$ 797
Unearned billings	1,235
Revenue recognized	(619)
Unearned revenue, Ending balance	$ 1,413

Leases (Details Narrative)

Leases (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Operating lease cost	$ 116	$ 120
The Move, LLC [Member]
Ownership interest	24.30%
Corporate Headquarters [Member]
Operating lease cost	$ 92

Leases - Schedule of Lease Expe

Leases - Schedule of Lease Expense (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Lessee Disclosure [Abstract]
Operating lease cost	$ 116	$ 120
Finance lease cost amortization of assets	2	2
Interest on finance lease obligations	1	2
Total net lease cost	$ 119	$ 124

Leases - Schedule of Supplement

Leases - Schedule of Supplemental Balance Sheet Information Related to Leases (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Operating lease ROU assets	$ 3,204	$ 3,268
Current operating lease liabilities	247	239
Noncurrent operating lease liabilities	3,460	3,526
Total operating lease liabilities	3,707	3,765
Property and equipment, net	1,575	1,545
Current obligations of finance leases	9	8
Finance leases, net of current obligations	19	21
Total finance lease liabilities	$ 28	$ 29
Weighted average remaining operating lease term (in years)	10 years 8 months 12 days	11 years
Weighted average remaining finance lease term (in years)	2 years 9 months 18 days	3 years
Operating leases weighted average discount rate	5.80%	5.80%
Finance leases weighted average discount rate	20.90%	20.80%
Related Party [Member]
Operating lease ROU assets	$ 2,889	$ 2,933
Current operating lease liabilities	164	158
Noncurrent operating lease liabilities	3,216	3,260
Total operating lease liabilities	3,380	3,418
Other [Member]
Operating lease ROU assets	296	314
Current operating lease liabilities	83	81
Noncurrent operating lease liabilities	244	266
Total operating lease liabilities	327	347
Finance Leases [Member]
Property and equipment, at cost	43	43
Accumulated amortization	(24)	(22)
Property and equipment, net	$ 19	$ 21

Leases - Schedule of Suppleme_2

Leases - Schedule of Supplemental Cash Flow Information Related to Leases (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Lessee Disclosure [Abstract]
Operating cash flows from operating leases	$ 111	$ 100
Operating cash flows from finance leases	1	2
Financing cash flows from finance leases	2	1
ROU assets obtained in exchange for lease liabilities: Operating leases	$ 3,507	$ 3,513

Leases - Schedule of Maturities

Leases - Schedule of Maturities of Operating Lease Liabilities (Details) - USD ($) $ in Thousands	Mar. 31, 2020	Dec. 31, 2019
Lessee Disclosure [Abstract]
2020 (remaining nine months)	$ 338
2021	462
2022	466
2023	461
2024	407
Thereafter	2,901
Total lease payments	5,035
Less amount representing interest	(1,328)
Total lease obligations	3,707	$ 3,765
Less current portion	(247)	(239)
Long-term lease obligations	3,460	3,526
2020 (remaining nine months)	10
2021	12
2022	10
2023	5
2024
Thereafter
Total lease payments	37
Less amount representing interest	(9)
Total lease obligations	28	29
Less current portion	(9)	(8)
Long-term lease obligations	$ 19	$ 21

Segments (Details Narrative)

Segments (Details Narrative)	3 Months Ended
	Mar. 31, 2020Integer
Segment Reporting [Abstract]
Number of operating segment	1

Segments - Schedule of Operatin

Segments - Schedule of Operating Segments (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019	Dec. 31, 2019
Segment Reporting Information [Line Items]
Goodwill	$ 2,946		$ 2,946
Total assets	17,993		$ 18,237
Total revenues	3,912	$ 3,955
Total costs of revenues	2,302	2,289
Gross profit	1,610	1,666
Depreciation & amortization	233	260
Segment operating (loss)/income	(354)	(301)
Income tax (benefit)/expense	(80)	(83)
Net loss attributable to non-controlling interest		44
Net (loss)/income attributable to WFCF	(241)	(143)
Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	3,528	3,453
Total costs of revenues	2,126	2,038
Gross profit	1,402	1,415
Depreciation & amortization	88	82
Other operating expenses	1,537	1,511
Segment operating (loss)/income	(223)	(178)
Other expense (income)	(30)
Income tax (benefit)/expense
Net loss attributable to non-controlling interest
Net (loss)/income attributable to WFCF	(193)	(178)
Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues	498	565
Total costs of revenues	266	284
Gross profit	232	281
Depreciation & amortization	146	178
Other operating expenses	217	226
Segment operating (loss)/income	(131)	(123)
Other expense (income)	(3)
Income tax (benefit)/expense
Net loss attributable to non-controlling interest		44
Net (loss)/income attributable to WFCF	(128)	(79)
Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	(114)	(63)
Total costs of revenues	90	33
Gross profit	(24)	(30)
Depreciation & amortization
Other operating expenses	(24)	(30)
Segment operating (loss)/income
Other expense (income)		(31)
Income tax (benefit)/expense	(80)	(83)
Net loss attributable to non-controlling interest
Net (loss)/income attributable to WFCF	80	114
Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	3,912	3,955
Total costs of revenues	2,302	2,289
Gross profit	1,610	1,666
Depreciation & amortization	234	260
Other operating expenses	1,730	1,707
Segment operating (loss)/income	(354)	(301)
Other expense (income)	(33)	(31)
Income tax (benefit)/expense	(80)	(83)
Net loss attributable to non-controlling interest		44
Net (loss)/income attributable to WFCF	(241)	(143)
Verification and Certification Segment [Member]
Segment Reporting Information [Line Items]
Intangible and other assets, net	1,266	1,425
Goodwill	1,133	1,133
Total assets	16,999	13,031
Total revenues	3,528	3,453
Verification and Certification Segment [Member] | Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	2,803	2,812
Total costs of revenues	1,624	1,595
Verification and Certification Segment [Member] | Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues	725	641
Total costs of revenues	502	443
Verification and Certification Segment [Member] | Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Total costs of revenues
Verification and Certification Segment [Member] | Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Total costs of revenues
Software Sales and Related Consulting Segment [Member]
Segment Reporting Information [Line Items]
Intangible and other assets, net	2,144	2,273
Goodwill	1,813	2,011
Total assets	5,524	5,518
Total revenues	498	565
Software Sales and Related Consulting Segment [Member] | Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Total costs of revenues
Software Sales and Related Consulting Segment [Member] | Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues
Total costs of revenues
Software Sales and Related Consulting Segment [Member] | Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	233	344
Total costs of revenues	146	154
Software Sales and Related Consulting Segment [Member] | Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	265	221
Total costs of revenues	120	130
Eliminations and Other [Member]
Segment Reporting Information [Line Items]
Intangible and other assets, net
Goodwill
Total assets	(4,530)
Total revenues	(114)	(63)
Eliminations and Other [Member] | Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues
Total costs of revenues	(90)	(33)
Eliminations and Other [Member] | Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues
Total costs of revenues
Eliminations and Other [Member] | Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	(90)	(49)
Total costs of revenues
Eliminations and Other [Member] | Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	(24)	(14)
Total costs of revenues		(33)
Consolidated [Member]
Segment Reporting Information [Line Items]
Intangible and other assets, net	3,410	3,698
Goodwill	2,946	3,144
Total assets	17,993	18,549
Total revenues	3,912	3,955
Consolidated [Member] | Verification and Certification Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	2,803	2,812
Total costs of revenues	1,534	1,562
Consolidated [Member] | Product Sales [Member]
Segment Reporting Information [Line Items]
Total revenues	725	641
Total costs of revenues	502	443
Consolidated [Member] | Software License, Maintenance and Support Services Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	143	295
Total costs of revenues	146	154
Consolidated [Member] | Software-Related Consulting Service Revenue [Member]
Segment Reporting Information [Line Items]
Total revenues	241	207
Total costs of revenues	$ 120	$ 130

Supplemental Cash Flow Inform_3

Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2020	Mar. 31, 2019
Supplemental Cash Flow Information [Abstract]
Interest expense	$ 2	$ 2
Income taxes

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - Paycheck Protection Program [Member] - USD ($)	Apr. 17, 2020	Mar. 31, 2020
Proceeds from loans		$ 350,000,000,000
Subsequent Event [Member]
Proceeds from loans	$ 1,000,000
Debt maturity date	Apr. 17, 2022
Annual interest rate	1.00%
Loans repayments term description	The loan will be repaid in 17 monthly consecutive interest and principal payments of approximately $57,876.
Loan interest and principal payments	$ 57,876