Document And Entity Information
Document And Entity Information - shares | 6 Months Ended | |
Mar. 31, 2022 | May 09, 2022 | |
Document Information [Line Items] | ||
Entity Central Index Key | 0001378590 | |
Entity Registrant Name | Bridgeline Digital, Inc. | |
Amendment Flag | false | |
Current Fiscal Year End Date | --09-30 | |
Document Fiscal Period Focus | Q2 | |
Document Fiscal Year Focus | 2022 | |
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2022 | |
Document Transition Report | false | |
Entity File Number | 333-139298 | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 52-2263942 | |
Entity Address, Address Line One | 100 Sylvan Road, Suite G700 | |
Entity Address, City or Town | Woburn | |
Entity Address, State or Province | MA | |
Entity Address, Postal Zip Code | 01801 | |
City Area Code | 781 | |
Local Phone Number | 376-5555 | |
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 | |
Title of 12(b) Security | Common Stock, par value $0.001 | |
Trading Symbol | BLIN | |
Security Exchange Name | NASDAQ | |
Entity Common Stock, Shares Outstanding | 10,217,609 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Current Period Unaudited) - USD ($) $ in Thousands | Mar. 31, 2022 | Sep. 30, 2021 |
Current assets: | ||
Cash and cash equivalents | $ 4,686 | $ 8,852 |
Accounts receivable, net | 1,415 | 1,370 |
Prepaid expenses and other current assets | 494 | 196 |
Total current assets | 6,595 | 10,418 |
Property and equipment, net | 243 | 252 |
Operating lease assets | 393 | 481 |
Intangible assets, net | 6,962 | 7,755 |
Goodwill | 15,985 | 15,985 |
Other assets | 137 | 76 |
Total assets | 30,315 | 34,967 |
Current liabilities: | ||
Current portion of operating lease liabilities | 147 | 161 |
Accounts payable | 1,277 | 974 |
Accrued liabilities | 796 | 908 |
Current portion of purchase price and contingent consideration payable | 2,667 | 3,463 |
Deferred revenue | 1,566 | 2,097 |
Total current liabilities | 6,980 | 8,335 |
Operating lease liabilities, net of current portion | 246 | 320 |
Purchase price and contingent consideration payable, net of current portion | 0 | 2,360 |
Warrant liabilities | 1,529 | 4,404 |
Other long-term liabilities | 768 | 774 |
Total liabilities | 10,303 | 17,390 |
Commitments and contingencies (Note 13) | ||
Stockholders’ equity: | ||
Additional paid-in capital | 100,341 | 100,207 |
Accumulated deficit | (80,069) | (82,287) |
Accumulated other comprehensive loss | (270) | (353) |
Total stockholders’ equity | 20,012 | 17,577 |
Total liabilities and stockholders’ equity | 30,315 | 34,967 |
Series C Convertible Preferred Stock [Member] | ||
Stockholders’ equity: | ||
Preferred stock | 0 | 0 |
Series D Convertible Preferred Stock [Member] | ||
Stockholders’ equity: | ||
Preferred stock | 0 | 0 |
Common Stock [Member] | ||
Stockholders’ equity: | ||
Common stock - $0.001 par value; 50,000,000 shares authorized; 10,217,609 shares issued and outstanding at March 31, 2022, and 10,187,128 shares at September 30, 2021, issued and outstanding | 10 | 10 |
Debt Instruments, Excluding Paycheck Protection Program Liability [Member] | ||
Current liabilities: | ||
Current portion of long-term debt | 527 | 732 |
Long-term debt, net of current portion (Note 7) | $ 780 | $ 1,197 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Current Period Unaudited) (Parentheticals) - $ / shares | Mar. 31, 2022 | Sep. 30, 2021 |
Preferred stock, shares authorized (in shares) | 1,000,000 | |
Cumulative Preferred Stock [Member] | ||
Preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Preferred stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Series C Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized (in shares) | 11,000 | 11,000 |
Preferred stock, par value (in dollars per share) | $ 1,000 | |
Preferred stock, shares issued (in shares) | 350 | 350 |
Preferred stock, shares outstanding (in shares) | 350 | 350 |
Series D Convertible Preferred Stock [Member] | ||
Preferred stock, shares authorized (in shares) | 4,200 | 4,200 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common Stock [Member] | ||
Common stock, par value (in dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 50,000,000 | 50,000,000 |
Common stock, shares issued (in shares) | 10,217,609 | 10,187,128 |
Common stock, shares outstanding (in shares) | 10,217,609 | 10,187,128 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Net revenue: | ||||
Net revenue | $ 4,117 | $ 2,874 | $ 8,403 | $ 5,710 |
Cost of revenue: | ||||
Cost of revenue | 1,334 | 1,066 | 2,614 | 2,023 |
Gross profit | 2,783 | 1,808 | 5,789 | 3,687 |
Operating expenses: | ||||
Sales and marketing | 1,267 | 524 | 2,498 | 969 |
General and administrative | 775 | 608 | 1,648 | 1,073 |
Research and development | 865 | 479 | 1,724 | 828 |
Depreciation and amortization | 416 | 240 | 840 | 471 |
Restructuring and acquisition related expenses | 66 | 84 | 164 | 294 |
Total operating expenses | 3,389 | 1,935 | 6,874 | 3,635 |
Income (loss) from operations | (606) | (127) | (1,085) | 52 |
Change in fair value of contingent consideration, interest income (expense) and other, net | 523 | (4) | 435 | 2 |
Government grant income | 0 | 0 | 0 | 88 |
Change in fair value of warrant liabilities | 434 | (418) | 2,875 | (1,859) |
Income (loss) before income taxes | 351 | (549) | 2,225 | (1,717) |
Provision for income taxes | 5 | 7 | 8 | 1 |
Net income (loss) | $ 346 | $ (556) | $ 2,217 | $ (1,718) |
Net income (loss) per share attributable to common shareholders: | ||||
Basic net income (loss) per share (in dollars per share) | $ 0.03 | $ (0.11) | $ 0.22 | $ (0.36) |
Diluted net income (loss) per share (in dollars per share) | $ 0.03 | $ (0.11) | $ 0.10 | $ (0.36) |
Number of weighted average shares outstanding: | ||||
Basic (in shares) | 10,204,276 | 4,999,938 | 10,196,550 | 4,706,869 |
Diluted (in shares) | 10,340,910 | 4,999,938 | 10,423,786 | 4,706,869 |
Digital Engagement Services [Member] | ||||
Net revenue: | ||||
Net revenue | $ 811 | $ 885 | $ 1,680 | $ 1,722 |
Cost of revenue: | ||||
Cost of revenue | 466 | 474 | 917 | 848 |
Subscription and Perpetual Licenses [Member] | ||||
Net revenue: | ||||
Net revenue | 3,306 | 1,989 | 6,723 | 3,988 |
Cost of revenue: | ||||
Cost of revenue | $ 868 | $ 592 | $ 1,697 | $ 1,175 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Income/(Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Net income (loss) | $ 346 | $ (556) | $ 2,217 | $ (1,718) |
Other comprehensive income (loss): | ||||
Net change in foreign currency translation adjustment | 42 | (69) | 83 | (59) |
Comprehensive income (loss) | $ 388 | $ (625) | $ 2,300 | $ (1,777) |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Total |
Balance (in shares) at Sep. 30, 2020 | 350 | 4,420,170 | ||||
Balance at Sep. 30, 2020 | $ 0 | $ 4 | $ 78,316 | $ (73,583) | $ (381) | $ 4,356 |
Stock-based compensation expense | 0 | 0 | 51 | 0 | 0 | 51 |
Net income (loss) | 0 | 0 | 0 | (1,162) | 0 | (1,162) |
Foreign currency translation | $ 0 | $ 0 | 0 | 0 | 10 | 10 |
Balance (in shares) at Dec. 31, 2020 | 350 | 4,420,170 | ||||
Balance at Dec. 31, 2020 | $ 0 | $ 4 | 78,367 | (74,745) | (371) | 3,255 |
Balance (in shares) at Sep. 30, 2020 | 350 | 4,420,170 | ||||
Balance at Sep. 30, 2020 | $ 0 | $ 4 | 78,316 | (73,583) | (381) | 4,356 |
Net income (loss) | (1,718) | |||||
Foreign currency translation | (59) | |||||
Balance (in shares) at Mar. 31, 2021 | 350 | 5,391,548 | ||||
Balance at Mar. 31, 2021 | $ 0 | $ 5 | 81,125 | (75,301) | (440) | 5,389 |
Balance (in shares) at Dec. 31, 2020 | 350 | 4,420,170 | ||||
Balance at Dec. 31, 2020 | $ 0 | $ 4 | 78,367 | (74,745) | (371) | 3,255 |
Stock-based compensation expense | $ 0 | $ 0 | 39 | 0 | 0 | 39 |
Issuance of common stock –warrants exercised (in shares) | 0 | 48,612 | ||||
Issuance of common stock –warrants exercised | $ 0 | $ 0 | 140 | 0 | 0 | 140 |
Net income (loss) | 0 | 0 | 0 | (556) | 0 | (556) |
Foreign currency translation | $ 0 | $ 0 | 0 | 0 | (69) | (69) |
Issuance of common stock – stock options exercised (in shares) | 0 | 13,333 | ||||
Issuance of common stock – stock options exercised | $ 0 | $ 0 | 19 | 0 | 0 | 19 |
Issuance of common stock – warrants exercised (in shares) | 0 | 48,612 | ||||
Issuance of common stock – warrants exercised | $ 0 | $ 0 | 140 | 0 | 0 | 140 |
Issuance of common stock, net of offering costs (in shares) | 0 | 880,000 | ||||
Issuance of common stock, net of offering costs | $ 0 | $ 1 | 2,461 | 0 | 0 | 2,462 |
Issuance of stock in connection with acquisition of business (in shares) | 0 | 29,433 | ||||
Issuance of stock in connection with acquisition of business | $ 0 | $ 0 | 99 | 0 | 0 | 99 |
Balance (in shares) at Mar. 31, 2021 | 350 | 5,391,548 | ||||
Balance at Mar. 31, 2021 | $ 0 | $ 5 | 81,125 | (75,301) | (440) | 5,389 |
Balance (in shares) at Sep. 30, 2021 | 350 | 10,187,128 | ||||
Balance at Sep. 30, 2021 | $ 0 | $ 10 | 100,207 | (82,287) | (353) | 17,577 |
Stock-based compensation expense | $ 0 | $ 0 | 63 | 0 | 0 | 63 |
Issuance of common stock –warrants exercised (in shares) | 0 | 17,148 | ||||
Issuance of common stock –warrants exercised | $ 0 | $ 0 | 0 | 0 | 0 | 0 |
Net income (loss) | 0 | 0 | 0 | 1,872 | 0 | 1,872 |
Foreign currency translation | $ 0 | $ 0 | 0 | 0 | 41 | 41 |
Issuance of common stock – warrants exercised (in shares) | 0 | 17,148 | ||||
Issuance of common stock – warrants exercised | $ 0 | $ 0 | 0 | 0 | 0 | 0 |
Balance (in shares) at Dec. 31, 2021 | 350 | 10,204,276 | ||||
Balance at Dec. 31, 2021 | $ 0 | $ 10 | 100,270 | (80,415) | (312) | 19,553 |
Balance (in shares) at Sep. 30, 2021 | 350 | 10,187,128 | ||||
Balance at Sep. 30, 2021 | $ 0 | $ 10 | 100,207 | (82,287) | (353) | 17,577 |
Net income (loss) | 2,217 | |||||
Foreign currency translation | 83 | |||||
Balance (in shares) at Mar. 31, 2022 | 350 | 10,217,609 | ||||
Balance at Mar. 31, 2022 | $ 0 | $ 10 | 100,341 | (80,069) | (270) | 20,012 |
Balance (in shares) at Dec. 31, 2021 | 350 | 10,204,276 | ||||
Balance at Dec. 31, 2021 | $ 0 | $ 10 | 100,270 | (80,415) | (312) | 19,553 |
Stock-based compensation expense | $ 0 | $ 0 | 52 | 0 | 0 | 52 |
Issuance of common stock –warrants exercised (in shares) | 0 | 13,333 | ||||
Issuance of common stock –warrants exercised | $ 0 | $ 0 | 19 | 0 | 0 | 19 |
Net income (loss) | 0 | 0 | 0 | 346 | 0 | 346 |
Foreign currency translation | $ 0 | $ 0 | 0 | 0 | 42 | 42 |
Issuance of common stock – warrants exercised (in shares) | 0 | 13,333 | ||||
Issuance of common stock – warrants exercised | $ 0 | $ 0 | 19 | 0 | 0 | 19 |
Balance (in shares) at Mar. 31, 2022 | 350 | 10,217,609 | ||||
Balance at Mar. 31, 2022 | $ 0 | $ 10 | $ 100,341 | $ (80,069) | $ (270) | $ 20,012 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 6 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Cash flows from operating activities: | ||
Net income (loss) | $ 2,217 | $ (1,718) |
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities: | ||
Amortization of intangible assets | 797 | 441 |
Depreciation and other amortization | 43 | 30 |
Change in fair value of contingent consideration | (471) | 0 |
Change in fair value of warrant liabilities | (2,875) | 1,859 |
Stock-based compensation | 115 | 90 |
Government grant income | 0 | (88) |
Changes in operating assets and liabilities | ||
Accounts receivable | (38) | (49) |
Prepaid expenses and other current assets | (284) | (112) |
Other assets | (21) | (129) |
Accounts payable and accrued liabilities | 157 | (254) |
Deferred revenue | (506) | 126 |
Other liabilities | (17) | 7 |
Total adjustments | (3,100) | 1,921 |
Net cash provided by (used in) operating activities | (883) | 203 |
Cash flows from investing activities: | ||
Software development capitalization costs | (46) | (30) |
Purchase of property and equipment | (30) | (27) |
Cash acquired in business combination, net of cash payments of purchase price | 0 | 404 |
Net cash used in investing activities | (76) | 347 |
Cash flows from financing activities: | ||
Proceeds from issuance of common stock, net of issuance costs | 0 | 2,462 |
Proceeds from stock option exercises | 19 | 19 |
Payments of contingent consideration and deferred cash payable | (2,681) | 0 |
Payments of long-term debt | (494) | (377) |
Net cash used in financing activities | (3,156) | 2,104 |
Effect of exchange rate changes on cash and cash equivalents | (51) | (18) |
Net increase (decrease) in cash and cash equivalents | (4,166) | 2,636 |
Cash and cash equivalents at beginning of period | 8,852 | 861 |
Cash and cash equivalents at end of period | 4,686 | 3,497 |
Supplemental disclosures of cash flow information: | ||
Interest | 22 | 19 |
Income taxes | 31 | 0 |
Non-cash investing and financing activities (see Note 14): | ||
Consideration paid in common stock in connection with acquisition of business | $ 0 | $ 99 |
Note 1 - Description of Busines
Note 1 - Description of Business | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Organization, Consolidation and Presentation of Financial Statements Disclosure [Text Block] | 1. Description of Business Overview Bridgeline Digital is a marketing technology software company that helps companies grow online revenue and share information with customers, partners and employees. Bridgeline’s Unbound platform is a Digital Experience Platform that includes Web Content Management, eCommerce, eMarketing, Social Media management, and Web Analytics. Bridgeline’s Unbound platform, combined with its professional services, assists customers in driving lead generation, increasing revenue, improving customer service and loyalty, enhancing employee knowledge, and reducing operational costs. Our Unbound Franchise product empowers large franchises, brand networks, and other multi-unit organizations to manage a large hierarchy of digital properties at scale. OrchestraCMS is the only content and digital experience platform built 100% Celebros Search is a commerce-oriented site search product that provides for Natural Language Processing with artificial intelligence to present relevant search results based on long-tail keyword searches in seven Woorank SRL (“Woorank”) is a Search Engine Optimization (“SEO”) audit tool that generates an instant audit of the site’s technical, on-page and off-page SEO. Woorank’s clear, actionable insights help companies increase their search ranking, website traffic, audience engagement, conversion, and customer retention rates. Hawk Search, Inc. (“Hawk Search”) is a search, recommendation, and personalization application built for marketers, merchandisers and developers that enhances, normalizes and enriches a customer's site search and browse experience. Hawk Search leverages advanced artificial intelligence, machine learning and industry-leading analyzers to deliver accurate results from federated data sources. All of Bridgeline’s software is available through a cloud-based software as a service (“ SaaS Bridgeline Digital was incorporated under the laws of the State of Delaware on August 28, 2000. Locations The Company’s corporate office is located in Woburn, Massachusetts. The Company maintains regional field offices serving the following geographical locations: Boston, Massachusetts; Woodbury, New York; Chicago, Illinois; Raleigh, North Carolina; Ontario, Canada; and Brussels, Belgium. The Company has four |
Note 2 - Summary of Significant
Note 2 - Summary of Significant Accounting Policies | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Significant Accounting Policies [Text Block] | 2. Summary of Significant Accounting Policies Basis of Presentation and Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated in consolidation. Unaudited Interim Financial Information The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and with the instructions to Form 10 X, three six March 31, 2022 not September 30, 2022. September 30, 2021 not 10 September 30, 2021, December 20, 2021. Reclassifications Certain amounts in the prior period financial statements have been reclassified to conform to the presentation in the current period financial statements. These reclassifications had no Accounting Pronouncements Pending Adoption Financial Instruments Credit Losses In June 2016, No. 2016 13, Financial Instruments - Credit Losses (Topic 326 No. 2016 13 December 15, 2022, Debt with Conversion and Other Options and Derivatives and Hedging In August 2020, No. 2020 06, Debt - Debt with Conversion and Other Options (Subtopic 470 20 and Derivatives and Hedging - Contracts in Entity s Own Equity (Subtopic 815 40 Accounting for Convertible Instruments and Contracts in an Entity s Own Equity No. 2020 06 No. 2020 06 December 15, 2023, no December 15, 2020, Business Combinations In October 2021, No. 2021 08, Business Combinations (Topic 606 606 December 15, 2022, All other Accounting Standards Updates issued but not not |
Note 3 - Accounts Receivable
Note 3 - Accounts Receivable | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Loans, Notes, Trade and Other Receivables Disclosure [Text Block] | 3. Accounts Receivable Accounts receivable consist of the following: As of March 31, 2021 As of September 30, 2021 Accounts receivable $ 1,459 $ 1,403 Allowance for doubtful accounts (44 ) (33 ) Accounts receivable, net $ 1,415 $ 1,370 As of March 31, 2022, September 30, 2021, three March 31, 2022, 10% three March 31, 2021, six March 31, 2022, 10% six March 31, 2021, |
Note 4 - Fair Value Measurement
Note 4 - Fair Value Measurement and Fair Value of Financial Instruments | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Fair Value Disclosures [Text Block] | 4. Fair Value Measurement and Fair Value of Financial Instruments The Company’s financial instruments consist principally of accounts receivable, accounts payable, warrant liabilities, contingent consideration and long-term debt arrangements. The Company measures its financial assets and liabilities at fair value. Fair value is defined as the price that would be received to sell an asset or paid to transfer a liability (i.e., exit price) in an orderly transaction between market participants at the measurement date. Additionally, under U.S. GAAP, companies are required to provide disclosure and categorize assets and liabilities measured at fair value into one three 1 3 Level 1—Valuations Level 2—Valuations not Level 3—Valuations The carrying value of the Company’s accounts receivable and accounts payable approximates fair value due to their short-term nature. The Company’s warrant liabilities are measured at fair value at each reporting period with changes in fair value recognized in earnings during the period. The fair value of the Company’s warrant liabilities are valued utilizing Level 3 March 31, 2022, September 30, 2021. The significant inputs and assumptions utilized were as follows: As of March 31, 2022 As of September 30, 2021 Montage Capital Series C Preferred Series D Preferred Montage Capital Series C Preferred Series D Preferred Volatility 86.9 % 86.2 % 89.2 % 88.7 % 83.9 % 85.7 % Risk-free rate 2.40 % 2.40 % 2.42 % 0.80 % 0.50 % 1.00 % Stock price $ 1.91 $ 1.91 $ 1.91 $ 4.11 $ 4.11 $ 4.11 The Company recognized gains/(losses) of $434 and ($418) for the three March 31, 2022 2021, six March 31, 2022 2021, The Company’s contingent consideration obligations are from arrangements resulting from acquisitions that involve potential future payment of consideration that is contingent upon the achievement of revenue targets and operational goals. Contingent consideration is recognized at its estimated fair value at the date of acquisition based on the Company’s expected probability of future payment, discounted using a weighted-average cost of capital in accordance with accepted valuation methodologies. The Company reviews and re-assesses the estimated fair value of contingent consideration liabilities at each reporting period and the updated fair value could differ materially from the initial estimates. The Company measures contingent consideration recognized in connection with acquisitions at fair value on a recurring basis using significant unobservable inputs classified as Level 3 March 31, 2022 September 30, 2021 Revenue discount rate 4.4 % 3.5 % Revenue volatility 9.8 % 11.0 % Discount rate 8.3 % 10.5 % Assets and liabilities of the Company measured at fair value on a recurring basis as of March 31, 2022 September 30, 2021, As of March 31, 2022 Level 1 Level 2 Level 3 Total Liabilities: Warrant liabilities: Montage $ - $ - $ 12 $ 12 Series A and C - - 594 594 Series D - - 923 923 Total warrant liabilities 1,529 1,529 Contingent consideration obligations - - 2,667 2,667 Total Liabilities $ - $ - $ 4,196 $ 4,196 As of September 30, 2021 Level 1 Level 2 Level 3 Total Liabilities: Warrant liabilities: Montage $ - $ - $ 13 $ 13 Series A and C - - 2,026 2,026 Series D - - 2,365 2,365 Total warrant liabilities 4,404 4,404 Contingent consideration obligations - - 3,649 3,649 Total Liabilities $ - $ - $ 8,053 $ 8,053 The following table provides a rollforward of the fair value, as determined by Level 3 Contingent Consideration Obligations Warrant Liabilities Balance at beginning of period, October 1, 2021 $ 3,649 $ 4,404 Additions - - Payments or exercises (509 ) - Adjustment to fair value 70 (2,441 ) Balance at end of period, December 31, 2021 $ 3,210 $ 1,963 Additions - - Payments or exercises - - Adjustment to fair value (543 ) (434 ) Balance at end of period, March 31, 2022 $ 2,667 $ 1,529 |
Note 5 - Intangible Assets
Note 5 - Intangible Assets | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Intangible Assets Disclosure [Text Block] | 5. Intangible Assets The components of intangible assets, net of accumulated amortization, are as follows: As of March 31, 2022 As of September 30, 2021 Domain and trade names $ 708 $ 732 Customer related 4,946 5,465 Technology 1,308 1,558 Balance at end of period $ 6,962 $ 7,755 Total amortization expense was $396 and $223 related to intangible assets for the three March 31, 2022 2021, six March 31, 2022 2021, 2022 2023, 2024, 2025, 2026 |
Note 6 - Accrued Liabilities
Note 6 - Accrued Liabilities | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Accounts Payable and Accrued Liabilities Disclosure [Text Block] | 6. Accrued Liabilities Accrued liabilities consist of the following: As of March 31, 2022 As of September 30, 2021 Compensation and benefits $ 492 $ 541 Professional fees 53 81 Taxes 34 84 Insurance 75 - Other 142 202 Balance at end of period $ 796 $ 908 |
Note 7 - Long-term Debt
Note 7 - Long-term Debt | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Long-Term Debt [Text Block] | 7. Long-term debt On March 1, 2021, one 14 Long-term debt consisted of the following: As of March 31, 2022 As of September 30, 2021 Vendor loan payable (“Vendor loan”), accruing interest at 3.0% March 1, 2023 $ 334 $ 718 Term loan payable, accruing interest at fixed rates ranging between 0.99% 1.5% October 10, 2022 193 362 Term loan payable, accruing interest at 1.3% July 31, 2028 446 466 Seller’s note payable (“Seller’s note”), due to one of the selling shareholders, accruing interest at a fixed rate of 4.0% 334 383 Total debt 1,307 1,929 Less: current portion (527 ) (732 ) Long-term debt, net of current portion $ 780 $ 1,197 At March 31, 2022, Fiscal year: 2022 (remaining) $ 193 2023 462 2024 215 2025 215 2026 80 Thereafter 142 Total debt $ 1,307 |
Note 8 - Stockholders' Equity
Note 8 - Stockholders' Equity | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Stockholders' Equity Note Disclosure [Text Block] | 8. Stockholders Equity Under our Certificate of Incorporation, we are authorized, subject to limitations prescribed by Delaware law and our Charter, to issue up to 1,000,000 shares of preferred stock in one not may Series A Convertible Preferred Stock The Company has designated 264,000 shares of its preferred stock as Series A Convertible Preferred Stock (“Series A Preferred Stock”). The shares of Series A Preferred Stock may March 31, 2022, Series B Convertible Preferred Stock The Company has designated 5,000 shares of its preferred stock as Series B Convertible Preferred Stock (“Series B Preferred Stock”). The shares of Series B Preferred Stock may March 31, 2022, no Series C Convertible Preferred Stock The Company has designated 11,000 shares of its preferred stock as Series C Convertible Preferred Stock (“Series C Preferred Stock”). The shares of Series C Preferred Stock may not may not not 4.99% 9.99% March 31, 2022, Registered Offering of Common Stock and Private Placement of Series D Convertible Preferred Stock (the May 2021 ) On May 14, 2021, 1933, 3. Additionally, on May 14, 2021, one one 2,700 Joseph Gunnar & Company, LLC acted as lead placement agent for both the RD Offering and the Private Placement (collectively, the “May 2021 May 2021 May 2021 In connection with the Private Placement, the Company has designated 4,200 shares of its preferred stock as Series D Convertible Preferred Stock. The shares of Series D Preferred Stock may The Company’s common stock is listed on the NASDAQ Capital Market, and, as such, it is subject to the applicable rules of the Nasdaq Stock Market LLC, including Nasdaq Listing Rule 5635 13 20% 5635 14 May 2021 not September 16, 2021, The Series D Preferred Stock contained an embedded conversion feature that could affect the ultimate settlement of the Series D Preferred Stock. The Company determined that the embedded conversion feature’s economic characteristics and risks were clearly and closely related to the economic characteristics and risks of the Series D Preferred Stock. As a result, the embedded conversion feature was not The Series D Preferred Stock issued contained a beneficial conversion feature, which arises when a debt or equity security is issued with an embedded conversion option that is deemed beneficial to the investor, that is, in-the-money, at inception, as the conversion option has an effective conversion price that is less than the market price of the underlying stock at the commitment date. An embedded beneficial conversion feature is required to be recognized separately by allocating a portion of the proceeds equal to the intrinsic value, at the commitment date, of the feature to additional paid-in capital. As discussed below, the May 2021 14, third 2021, During the fourth 2021, fourth 2021, no March 31, 2022 September 30, 2021. As noted above, in connection with the May 2021 592,106 179,536 4 As the common stock in the RD Offering was sold concurrently with the Units sold in the Private Placement, for any common purchasers, inclusive of purchaser affiliated entities, the aggregate proceeds from the May 2021 May 2021 The issuance-date fair value of the Series D Warrants issued to placement agents was determined to be incremental cost directly attributable to the May 2021 Registered Offering and Sale of Common Stock On February 4, 2021, 1933, 3 No. 333 239104 June 12, 2020, June 25, 2020. February 5, 2021. February 8, 2021, Joseph Gunnar & Company, LLC acted as lead placement agent for the Offering, and Taglich Brothers, Inc. acted as co-placement agent for the Offering. As compensation for their services, the Company paid to the Placement Agents a fee equal to 8% of the aggregate purchase price paid for shares placed by the Placement Agents at closing and reimbursed the Placement Agents for certain expenses incurred in connection with the Offering. In addition, the Company issued to the Placement Agents warrants to purchase an aggregate of 58,169 shares of common stock (the “Placement Agent Warrants”). The Placement Agent Warrants have a term of five $3.875 Amended and Restated Stock Incentive Plan The Company has granted common stock, common stock warrants, and common stock option awards (the “Equity Awards”) to employees, consultants, advisors and former debt holders of the Company and to former owners and employees of acquired companies that have become employees of the Company. The Company’s Amended and Restated Stock Incentive Plan (the “Plan”) provided for the issuance of up to 5,000 shares of common stock. This Plan expired in August 2016. March 31, 2022, April 29, 2016, 2016 “2016 2016 September 20, 2019, 2016 March 30, 2022, 2016 March 31, 2022, 2016 Compensation Expense Compensation expense is generally recognized on a graded accelerated basis over the vesting period of grants. Compensation expense is recorded in the consolidated statements of operations with a portion charged to Cost of revenue and a portion to Operating expenses, depending on the employee’s department. During the three six March 31, 2022 2021, Three Months Ended March 31, Six Months Ended March 31, 2022 2021 2022 2021 Cost of revenue $ 5 $ 6 $ 13 $ 12 Operating expenses 47 33 102 78 $ 52 $ 39 $ 115 $ 90 As of March 31, 2022, Common Stock Warrants The Company typically issues warrants to individual investors and placement agents to purchase shares of the Company’s common stock in connection with public and private placement fund raising activities. Warrants may six five Montage Warrant not eight $132.50 1 2 3 13 14 2 1934. Series A and C Preferred Warrants - March 2019, 5.5 $4.00; 2021 $4.00; 5.5 may not not 4.99% 9.99% As of March 31, 2022, Series D Preferred Warrants - May 14, 2021 May 14, 2021 November 14, 2021, five November 16, 2026. $2.51. In addition, pursuant to the May 2021 May 14, 2021 November 14, 2021, five May 12, 2026. $2.85. The Company may not not May 2021 4.99% 9.99% March 31, 2022, no The Montage Warrants, Series C Preferred Warrants, the Placement Agent Warrants issued in connection with the Series C Preferred Stock, and the Series D Warrants were all determined to be derivative liabilities and are subject to remeasurement each reporting period (see Note 4 During six March 31, 2022, Total warrants outstanding as March 31, 2022, Type Issue Date Shares Price Expiration Investors 11/9/2016 4,271 $ 175.00 5/9/2022 Financing (Montage) 10/10/2017 1,327 $ 132.50 10/10/2025 Investors 10/19/2018 3,120 $ 25.00 10/19/2023 Placement Agent 10/16/2018 10,000 $ 31.25 10/16/2023 Investors 3/12/2019 41,621 $ 4.00 10/19/2023 Investors 3/12/2019 872,625 $ 4.00 9/12/2024 Investors 3/12/2019 13,738 $ 0.05 9/12/2024 Placement Agent 3/12/2019 11,992 $ 4.00 9/12/2024 Placement Agent 2/4/2021 31,564 $ 3.88 2/4/2026 Investors 5/14/2021 592,106 $ 2.51 11/16/2026 Placement Agent 5/14/2021 179,536 $ 2.85 5/12/2026 Total 1,761,900 Summary of Option and Warrant Activity and Outstanding Shares There were no options granted during the three March 31, 2022. six March 31, 2022, three October 1, 2021. three six March 31, 2021. During the third 2022, 3 The weighted-average option fair values, as determined using the Black-Scholes option valuation model, and the assumptions used to estimate these values for stock options granted during the six March 31, 2022 Weighted-average fair value per share option $ 2.96 Expected life (in years) 6.0 Volatility 90.8 % Risk-free interest rate 1.1 % Dividend yield 0.0 % The expected option term is the number of years the Company estimates the options will be outstanding prior to exercise based on historical trends of employee turnover. Expected volatility is based on historical daily price changes of the Company’s common stock for a period equal to the expected life. The risk-free interest rate is based on the U.S. Treasury yield in effect at the time of grant. The expected dividend yield is zero not not A summary of combined stock option and warrant activity for the six March 31, 2022, Stock Options Stock Warrants Weighted - Weighted - Average Average Exercise Exercise Options Price Warrants Price Outstanding, October 1, 2021 765,232 $ 4.80 1,788,745 $ 4.18 Granted 5,000 3.99 - - Exercised (13,333 ) 1.40 (26,605 ) 3.88 Forfeited/Exchanged (63,833 ) 1.76 - - Expired (107 ) 765.30 (240 ) 1,000 Outstanding, March 31, 2022 692,958 $ 5.02 1,761,900 $ 4.05 Options vested and exercisable, March 31, 2022 411,660 $ 6.96 As of March 31, 2022, |
Note 9 - Net Income (Loss) Per
Note 9 - Net Income (Loss) Per Share Attributable to Common Shareholders | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Earnings Per Share [Text Block] | 9. Net Income (Loss) Per Share Attributable to Common Shareholders Basic net income (loss) per share is computed by dividing net income (loss) applicable to common shareholders by the weighted average number of common shares outstanding. Diluted net loss per share attributable to common shareholders is computed using the weighted average number of common shares outstanding during the period plus the dilutive effect of outstanding stock options and warrants using the “treasury stock” method and convertible preferred stock using the “as-if-converted” method. The computation of diluted earnings per share does not Basic and diluted net income (loss) per share is computed as follows: (in thousands, except per share data) Three Months Ended March 31, Six Months Ended March 31, 2022 2021 2022 2021 Numerator: Net income (loss) – basic earnings per share $ 346 $ (556 ) $ 2,217 $ (1,718 ) Effect of dilutive securities: Change in fair value of in-the-money warrant derivative liabilities (4 ) - (1,144 ) - Net income (loss) applicable to common shareholders - diluted earnings per share $ 342 $ (556 ) $ 1,073 $ (1,718 ) Denominator: Weighted-average shares outstanding for basic earnings per share 10,204,276 4,999,938 10,196,550 4,706,869 Effect of dilutive securities: Options 84,361 - 163,530 - Warrants 13,384 - 24,817 - Preferred stock 38,889 - 38,889 - Weighted-average shares outstanding for diluted earnings per share 10,340,910 4,999,938 10,423,786 4,706,869 Basic net income (loss) per share $ 0.03 $ (0.11 ) $ 0.22 $ (0.36 ) Diluted net income (loss) per share $ 0.03 $ (0.11 ) $ 0.10 $ (0.36 ) Potential common stock equivalents excluded from the computation of diluted net income per share because their inclusion would have been anti-dilutive were as follows (in shares): Three Months Ended March 31, Six Months Ended March 31, 2022 2021 2022 2021 Stock options 263,938 573,201 242,938 613,201 Warrants 1,748,162 2,945,452 1,156,056 5,551,059 Series C Convertible Preferred Stock - 350 - 350 Contingently issuable shares associated with an acquired business - 216,590 - 216,590 |
Note 10 - Revenues and Other Re
Note 10 - Revenues and Other Related Items | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Revenue from Contract with Customer [Text Block] | 10. Revenues and Other Related Items Disaggregated Revenues The Company disaggregates revenue from contracts with customers by geography and product grouping, as it believes this best depicts how the nature, amount, timing and uncertainty of revenue and cash flows are affected by economic factors. The Company’s revenue by geography (based on customer address) is as follows: Three Months Ended March 31, Six Months Ended March 31, Revenues: 2022 2021 2022 2021 United States $ 3,121 $ 2,231 $ 6,481 $ 4,517 International 996 643 1,922 1,193 $ 4,117 $ 2,874 $ 8,403 $ 5,710 The largest concentration within the Company’s international revenue geography is within Canada. Long-lived assets located in foreign jurisdictions aggregated approximately $7.0 million and $7.5 million as of March 31, 2022 September 30, 2021, The Company’s revenue by type is as follows: Three Months Ended March 31, Six Months Ended March 31, Revenues: 2022 2021 2022 2021 Digital engagement services $ 811 $ 885 $ 1,680 $ 1,722 Subscription 2,953 1,693 6,032 3,383 Maintenance 120 83 237 175 Hosting 233 213 454 430 $ 4,117 $ 2,874 $ 8,403 $ 5,710 Deferred Revenue Amounts that have been invoiced are recorded in accounts receivable and deferred revenue or revenue, depending on whether the revenue recognition criteria have been met. Deferred revenue represents amounts billed for which revenue has not 12 The following table summarizes the classification and net change in deferred revenue as of and for the three six March 31, 2022: Deferred Revenue Current Long-Term Balance as of October 1, 2021 $ 2,097 $ 418 Increase (decrease) (304 ) (23 ) Balance as of December 31, 2021 $ 1,793 $ 395 Increase (decrease) (227 ) 3 Balance as of March 31, 2022 $ 1,566 $ 398 |
Note 11 - Income Taxes
Note 11 - Income Taxes | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Income Tax Disclosure [Text Block] | 11. Income Taxes Income tax expense consists of the estimated liability for state income taxes owed by the Company. Net operating loss carryforwards are estimated to be sufficient to offset any potential taxable income for all periods presented. During the three March 31, 2022 2021, six March 31, 2022 2021, |
Note 12 - Leases
Note 12 - Leases | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Lessee, Operating Leases [Text Block] | 12. Leases The Company leases facilities in the United States for its corporate and regional field offices. During the three six March 31, 2022, Determination of Whether a Contract Contains a Lease We determine if an arrangement is a lease at inception, or upon modification of a contract and classify each lease as either an operating or finance lease at commencement. The Company reassesses lease classification subsequent to commencement upon a change to the expected lease term or a modification to the contract. Operating leases represent the Company’s right to use an underlying asset as lessee for the lease term and lease obligations represent the Company’s obligation to make lease payments arising from the lease. A contract contains a lease if the contract conveys the right to control the use of the identified property or equipment, explicitly or implicitly, for a period of time in exchange for consideration. Control of an underlying asset is conveyed if we obtain the rights to direct the use of and obtain substantially all of the economic benefit from the use of the underlying asset. At commencement, contracts containing a lease are further evaluated for classification as an operating lease or finance lease based on their terms. ROU Model and Determination of Lease Term The Company uses the Right-of-Use (“ROU”) model to account for leases, which requires an entity to recognize a lease liability and ROU asset on the lease commencement date. A lease liability is measured equal to the present value of the remaining lease payments over the lease term and is discounted using the incremental borrowing rate, as the rates implicit in the Company’s leases are not Lease Costs For operating leases, minimum lease payments, including minimum scheduled rent increases, are recognized as operating lease costs on a straight-line basis over the applicable lease terms. Some operating lease arrangements include variable lease costs, including real estate taxes, insurance, common area maintenance or increases in rental costs related to inflation. Such variable payments, other than those dependent upon a market index or rate, are excluded from the measurement of the lease liability and are expensed when the obligation for those payments is incurred. Significant Assumptions and Judgments Management makes certain estimates and assumptions regarding each new lease and sublease agreement, renewal and amendment, including, but not 1 2 3 The components of net lease costs were as follows: Three Months Ended March 31, Six Months Ended March 31, 2022 2021 2022 2021 Condensed Consolidated Statement of Operations: Operating lease cost $ 34 $ 29 $ 78 $ 47 Variable lease cost 11 13 27 27 Less: Sublease income, net (20) (26 ) (51 ) (51 ) Total $ 25 $ 16 $ 54 $ 23 Cash paid for amounts included in the measurement of lease liabilities was $93 and $117 for the six March 31, 2022 2021, March 31, 2022, At March 31, 2022, one Operating Leases Receipts Subleases Net Leases Fiscal year: 2022 (remaining) $ 81 $ 51 $ 30 2023 173 101 72 2024 116 34 82 2025 69 - 69 2026 7 - 7 Total lease commitments 446 $ 186 $ 260 Less: Amount representing interest (53 ) Present value of lease liabilities 393 Less: current portion (147 ) Operating lease liabilities, net of current portion $ 246 As of March 31, 2022, no 2026. |
Note 13 - Commitments and Conti
Note 13 - Commitments and Contingencies | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Commitments and Contingencies Disclosure [Text Block] | 13. Commitments and Contingencies The Company leases certain of its buildings under noncancelable lease agreements. Refer to the Leases 12 The Company frequently warrants that the technology solutions it develops for its clients will operate in accordance with the project specifications without defects for a specified warranty period, subject to certain limitations that the Company believes are standard in the industry. In the event that defects are discovered during the warranty period, and none not The Company’s contracts typically provide for testing and client acceptance procedures that are designed to mitigate the likelihood of warranty-related claims, although there can be no not March 31, 2022 September 30, 2021. The Company’s agreements with customers generally require the Company to indemnify the customer against claims in which the Company’s products infringe third March 31, 2022 September 30, 2021, not no not no Litigation The Company is subject to ordinary routine litigation and claims incidental to its business. As of March 31, 2022, not |
Note 14 - Acquisitions
Note 14 - Acquisitions | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Business Combination Disclosure [Text Block] | 14. Acquisitions Woorank Acquisition On March 1, 2021, 805, Business Combinations 1 2 3 one 4 one one three The Company accounted for the Woorank transaction as a business combination. The Company determined that the fair value of the gross assets acquired was not 3 Hawk Search Acquisition On May 28, 2021, 1 2 3 December 31, 2021. no January 2023. The Company accounted for the Hawk Search transaction as a business combination. The Company determined that the fair value of the gross assets acquired was not third 8 8, 3 The acquisition date fair value of consideration transferred was as follows: Woorank Hawk Search Total Cash paid at or in close proximity to closing $ 285 $ 4,800 $ 5,085 Future deferred payments 376 2,000 2,376 Common stock ( 29,433 $3.38 99 - 99 Series D Convertible Preferred Stock ( 1,500 $618 - 930 930 Seller’s note 352 - 352 Contingent consideration (earn-outs) 1,289 2,190 3,479 Total consideration paid $ 2,401 $ 9,920 $ 12,321 The acquisition date fair value of assets acquired, and liabilities assumed was as follows: Woorank Hawk Search (Preliminary) Total Assets acquired: Cash $ 577 $ 100 $ 677 Non-cash current assets 23 780 803 Property and equipment 5 - 5 Intangible assets: Acquired software 282 560 842 Customer relationships 1,280 3,410 4,690 Domain and trade names 116 620 736 Goodwill 2,888 7,540 10,428 Total assets acquired 5,171 13,010 18,181 Liabilities assumed: Current liabilities 208 1,909 2,117 Assumed debt obligations 2,159 - 2,159 Deferred tax liabilities 403 1,181 1,584 Total liabilities assumed 2,770 3,090 5,860 Total consideration paid $ 2,401 $ 9,920 $ 12,321 The average useful lives of the identifiable intangible assets acquired were as follows: Woorank Hawk Search (in years) Acquired software 5 5 Customer relationships 8 10 Domain and trade names 12 15 Total earnings from the acquisitions are impracticable to disclose as the operations were merged with existing operations and certain costs were not Pro Forma Information (Unaudited) The following is the unaudited pro forma information assuming the acquisitions occurred on October 1, 2020: Three months ended March 31, 2021 Six months ended March 31, 2021 (in thousands, except share and per share data) Revenue $ 4,477 $ 8,930 Net income (loss) attributable to common shareholders - basic $ (653 ) $ (2,236 ) Net income (loss) attributable to common shareholders - diluted $ (653 ) $ (2,236 ) Net income (loss) per share attributable to common shareholders: Basic $ (0.13 ) $ (0.47 ) Diluted $ (0.13 ) $ (0.47 ) Weighted average common shares outstanding - basic 4,999,938 4,706,869 Weighted average common shares outstanding - diluted 4,999,938 4,706,869 Pro forma information for the three six March 31, 2022, not |
Note 15 - Related Party Transac
Note 15 - Related Party Transactions | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Related Party Transactions Disclosure [Text Block] | 15. Related Party Transactions In October 2013, In November 2018, In connection with the February May 2021 8 |
Note 16 - Subsequent Events
Note 16 - Subsequent Events | 6 Months Ended |
Mar. 31, 2022 | |
Notes to Financial Statements | |
Subsequent Events [Text Block] | 16. Subsequent Events The Company evaluated subsequent events through the date of this filing and concluded there were no 8. |
Significant Accounting Policies
Significant Accounting Policies (Policies) | 6 Months Ended |
Mar. 31, 2022 | |
Accounting Policies [Abstract] | |
Consolidation, Policy [Policy Text Block] | Basis of Presentation and Principles of Consolidation The condensed consolidated financial statements include the accounts of the Company and its wholly-owned subsidiaries. All significant inter-company balances and transactions have been eliminated in consolidation. |
Basis of Accounting, Policy [Policy Text Block] | Unaudited Interim Financial Information The unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”), and with the instructions to Form 10 X, three six March 31, 2022 not September 30, 2022. September 30, 2021 not 10 September 30, 2021, December 20, 2021. |
Reclassification, Comparability Adjustment [Policy Text Block] | Reclassifications Certain amounts in the prior period financial statements have been reclassified to conform to the presentation in the current period financial statements. These reclassifications had no |
New Accounting Pronouncements, Policy [Policy Text Block] | Accounting Pronouncements Pending Adoption Financial Instruments Credit Losses In June 2016, No. 2016 13, Financial Instruments - Credit Losses (Topic 326 No. 2016 13 December 15, 2022, Debt with Conversion and Other Options and Derivatives and Hedging In August 2020, No. 2020 06, Debt - Debt with Conversion and Other Options (Subtopic 470 20 and Derivatives and Hedging - Contracts in Entity s Own Equity (Subtopic 815 40 Accounting for Convertible Instruments and Contracts in an Entity s Own Equity No. 2020 06 No. 2020 06 December 15, 2023, no December 15, 2020, Business Combinations In October 2021, No. 2021 08, Business Combinations (Topic 606 606 December 15, 2022, All other Accounting Standards Updates issued but not not |
Note 3 - Accounts Receivable (T
Note 3 - Accounts Receivable (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block] | As of March 31, 2021 As of September 30, 2021 Accounts receivable $ 1,459 $ 1,403 Allowance for doubtful accounts (44 ) (33 ) Accounts receivable, net $ 1,415 $ 1,370 |
Note 4 - Fair Value Measureme_2
Note 4 - Fair Value Measurement and Fair Value of Financial Instruments (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Fair Value Measurement Inputs and Valuation Techniques [Table Text Block] | As of March 31, 2022 As of September 30, 2021 Montage Capital Series C Preferred Series D Preferred Montage Capital Series C Preferred Series D Preferred Volatility 86.9 % 86.2 % 89.2 % 88.7 % 83.9 % 85.7 % Risk-free rate 2.40 % 2.40 % 2.42 % 0.80 % 0.50 % 1.00 % Stock price $ 1.91 $ 1.91 $ 1.91 $ 4.11 $ 4.11 $ 4.11 |
Fair Value, Contingent Consideration Measured on Recurring Basis, Valuation Technique [Table Text Block] | March 31, 2022 September 30, 2021 Revenue discount rate 4.4 % 3.5 % Revenue volatility 9.8 % 11.0 % Discount rate 8.3 % 10.5 % |
Schedule of Fair Value, Assets and Liabilities Measured on Recurring Basis [Table Text Block] | As of March 31, 2022 Level 1 Level 2 Level 3 Total Liabilities: Warrant liabilities: Montage $ - $ - $ 12 $ 12 Series A and C - - 594 594 Series D - - 923 923 Total warrant liabilities 1,529 1,529 Contingent consideration obligations - - 2,667 2,667 Total Liabilities $ - $ - $ 4,196 $ 4,196 As of September 30, 2021 Level 1 Level 2 Level 3 Total Liabilities: Warrant liabilities: Montage $ - $ - $ 13 $ 13 Series A and C - - 2,026 2,026 Series D - - 2,365 2,365 Total warrant liabilities 4,404 4,404 Contingent consideration obligations - - 3,649 3,649 Total Liabilities $ - $ - $ 8,053 $ 8,053 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Table Text Block] | Contingent Consideration Obligations Warrant Liabilities Balance at beginning of period, October 1, 2021 $ 3,649 $ 4,404 Additions - - Payments or exercises (509 ) - Adjustment to fair value 70 (2,441 ) Balance at end of period, December 31, 2021 $ 3,210 $ 1,963 Additions - - Payments or exercises - - Adjustment to fair value (543 ) (434 ) Balance at end of period, March 31, 2022 $ 2,667 $ 1,529 |
Note 5 - Intangible Assets (Tab
Note 5 - Intangible Assets (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Finite-Lived Intangible Assets [Table Text Block] | As of March 31, 2022 As of September 30, 2021 Domain and trade names $ 708 $ 732 Customer related 4,946 5,465 Technology 1,308 1,558 Balance at end of period $ 6,962 $ 7,755 |
Note 6 - Accrued Liabilities (T
Note 6 - Accrued Liabilities (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Accrued Liabilities [Table Text Block] | As of March 31, 2022 As of September 30, 2021 Compensation and benefits $ 492 $ 541 Professional fees 53 81 Taxes 34 84 Insurance 75 - Other 142 202 Balance at end of period $ 796 $ 908 |
Note 7 - Long-term Debt (Tables
Note 7 - Long-term Debt (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Long-Term Debt Instruments [Table Text Block] | As of March 31, 2022 As of September 30, 2021 Vendor loan payable (“Vendor loan”), accruing interest at 3.0% March 1, 2023 $ 334 $ 718 Term loan payable, accruing interest at fixed rates ranging between 0.99% 1.5% October 10, 2022 193 362 Term loan payable, accruing interest at 1.3% July 31, 2028 446 466 Seller’s note payable (“Seller’s note”), due to one of the selling shareholders, accruing interest at a fixed rate of 4.0% 334 383 Total debt 1,307 1,929 Less: current portion (527 ) (732 ) Long-term debt, net of current portion $ 780 $ 1,197 |
Schedule of Maturities of Long-Term Debt [Table Text Block] | Fiscal year: 2022 (remaining) $ 193 2023 462 2024 215 2025 215 2026 80 Thereafter 142 Total debt $ 1,307 |
Note 8 - Stockholders' Equity (
Note 8 - Stockholders' Equity (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Disclosure of Share-Based Compensation Arrangements by Share-Based Payment Award [Table Text Block] | Three Months Ended March 31, Six Months Ended March 31, 2022 2021 2022 2021 Cost of revenue $ 5 $ 6 $ 13 $ 12 Operating expenses 47 33 102 78 $ 52 $ 39 $ 115 $ 90 |
Schedule of Stockholders' Equity Note, Warrants or Rights [Table Text Block] | Type Issue Date Shares Price Expiration Investors 11/9/2016 4,271 $ 175.00 5/9/2022 Financing (Montage) 10/10/2017 1,327 $ 132.50 10/10/2025 Investors 10/19/2018 3,120 $ 25.00 10/19/2023 Placement Agent 10/16/2018 10,000 $ 31.25 10/16/2023 Investors 3/12/2019 41,621 $ 4.00 10/19/2023 Investors 3/12/2019 872,625 $ 4.00 9/12/2024 Investors 3/12/2019 13,738 $ 0.05 9/12/2024 Placement Agent 3/12/2019 11,992 $ 4.00 9/12/2024 Placement Agent 2/4/2021 31,564 $ 3.88 2/4/2026 Investors 5/14/2021 592,106 $ 2.51 11/16/2026 Placement Agent 5/14/2021 179,536 $ 2.85 5/12/2026 Total 1,761,900 |
Schedule of Share-Based Payment Award, Stock Options, Valuation Assumptions [Table Text Block] | Weighted-average fair value per share option $ 2.96 Expected life (in years) 6.0 Volatility 90.8 % Risk-free interest rate 1.1 % Dividend yield 0.0 % |
Share-Based Payment Arrangement, Option, Activity [Table Text Block] | Stock Options Stock Warrants Weighted - Weighted - Average Average Exercise Exercise Options Price Warrants Price Outstanding, October 1, 2021 765,232 $ 4.80 1,788,745 $ 4.18 Granted 5,000 3.99 - - Exercised (13,333 ) 1.40 (26,605 ) 3.88 Forfeited/Exchanged (63,833 ) 1.76 - - Expired (107 ) 765.30 (240 ) 1,000 Outstanding, March 31, 2022 692,958 $ 5.02 1,761,900 $ 4.05 Options vested and exercisable, March 31, 2022 411,660 $ 6.96 |
Note 9 - Net Income (Loss) Pe_2
Note 9 - Net Income (Loss) Per Share Attributable to Common Shareholders (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block] | (in thousands, except per share data) Three Months Ended March 31, Six Months Ended March 31, 2022 2021 2022 2021 Numerator: Net income (loss) – basic earnings per share $ 346 $ (556 ) $ 2,217 $ (1,718 ) Effect of dilutive securities: Change in fair value of in-the-money warrant derivative liabilities (4 ) - (1,144 ) - Net income (loss) applicable to common shareholders - diluted earnings per share $ 342 $ (556 ) $ 1,073 $ (1,718 ) Denominator: Weighted-average shares outstanding for basic earnings per share 10,204,276 4,999,938 10,196,550 4,706,869 Effect of dilutive securities: Options 84,361 - 163,530 - Warrants 13,384 - 24,817 - Preferred stock 38,889 - 38,889 - Weighted-average shares outstanding for diluted earnings per share 10,340,910 4,999,938 10,423,786 4,706,869 Basic net income (loss) per share $ 0.03 $ (0.11 ) $ 0.22 $ (0.36 ) Diluted net income (loss) per share $ 0.03 $ (0.11 ) $ 0.10 $ (0.36 ) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share [Table Text Block] | Three Months Ended March 31, Six Months Ended March 31, 2022 2021 2022 2021 Stock options 263,938 573,201 242,938 613,201 Warrants 1,748,162 2,945,452 1,156,056 5,551,059 Series C Convertible Preferred Stock - 350 - 350 Contingently issuable shares associated with an acquired business - 216,590 - 216,590 |
Note 10 - Revenues and Other _2
Note 10 - Revenues and Other Related Items (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Revenue from External Customers by Geographic Areas [Table Text Block] | Three Months Ended March 31, Six Months Ended March 31, Revenues: 2022 2021 2022 2021 United States $ 3,121 $ 2,231 $ 6,481 $ 4,517 International 996 643 1,922 1,193 $ 4,117 $ 2,874 $ 8,403 $ 5,710 |
Disaggregation of Revenue [Table Text Block] | Three Months Ended March 31, Six Months Ended March 31, Revenues: 2022 2021 2022 2021 Digital engagement services $ 811 $ 885 $ 1,680 $ 1,722 Subscription 2,953 1,693 6,032 3,383 Maintenance 120 83 237 175 Hosting 233 213 454 430 $ 4,117 $ 2,874 $ 8,403 $ 5,710 |
Contract with Customer, Contract Asset, Contract Liability, and Receivable [Table Text Block] | Deferred Revenue Current Long-Term Balance as of October 1, 2021 $ 2,097 $ 418 Increase (decrease) (304 ) (23 ) Balance as of December 31, 2021 $ 1,793 $ 395 Increase (decrease) (227 ) 3 Balance as of March 31, 2022 $ 1,566 $ 398 |
Note 12 - Leases (Tables)
Note 12 - Leases (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Lease, Cost [Table Text Block] | Three Months Ended March 31, Six Months Ended March 31, 2022 2021 2022 2021 Condensed Consolidated Statement of Operations: Operating lease cost $ 34 $ 29 $ 78 $ 47 Variable lease cost 11 13 27 27 Less: Sublease income, net (20) (26 ) (51 ) (51 ) Total $ 25 $ 16 $ 54 $ 23 |
Lessee, Operating Lease, Liability, Maturity [Table Text Block] | Operating Leases Receipts Subleases Net Leases Fiscal year: 2022 (remaining) $ 81 $ 51 $ 30 2023 173 101 72 2024 116 34 82 2025 69 - 69 2026 7 - 7 Total lease commitments 446 $ 186 $ 260 Less: Amount representing interest (53 ) Present value of lease liabilities 393 Less: current portion (147 ) Operating lease liabilities, net of current portion $ 246 |
Note 14 - Acquisitions (Tables)
Note 14 - Acquisitions (Tables) | 6 Months Ended |
Mar. 31, 2022 | |
Notes Tables | |
Schedule of Business Acquisitions, by Acquisition [Table Text Block] | Woorank Hawk Search Total Cash paid at or in close proximity to closing $ 285 $ 4,800 $ 5,085 Future deferred payments 376 2,000 2,376 Common stock ( 29,433 $3.38 99 - 99 Series D Convertible Preferred Stock ( 1,500 $618 - 930 930 Seller’s note 352 - 352 Contingent consideration (earn-outs) 1,289 2,190 3,479 Total consideration paid $ 2,401 $ 9,920 $ 12,321 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | Woorank Hawk Search (Preliminary) Total Assets acquired: Cash $ 577 $ 100 $ 677 Non-cash current assets 23 780 803 Property and equipment 5 - 5 Intangible assets: Acquired software 282 560 842 Customer relationships 1,280 3,410 4,690 Domain and trade names 116 620 736 Goodwill 2,888 7,540 10,428 Total assets acquired 5,171 13,010 18,181 Liabilities assumed: Current liabilities 208 1,909 2,117 Assumed debt obligations 2,159 - 2,159 Deferred tax liabilities 403 1,181 1,584 Total liabilities assumed 2,770 3,090 5,860 Total consideration paid $ 2,401 $ 9,920 $ 12,321 |
Schedule of Acquired Finite-Lived Intangible Assets by Major Class [Table Text Block] | Woorank Hawk Search (in years) Acquired software 5 5 Customer relationships 8 10 Domain and trade names 12 15 |
Woorank and Hawk Search [Member] | |
Notes Tables | |
Business Acquisition, Pro Forma Information [Table Text Block] | Three months ended March 31, 2021 Six months ended March 31, 2021 (in thousands, except share and per share data) Revenue $ 4,477 $ 8,930 Net income (loss) attributable to common shareholders - basic $ (653 ) $ (2,236 ) Net income (loss) attributable to common shareholders - diluted $ (653 ) $ (2,236 ) Net income (loss) per share attributable to common shareholders: Basic $ (0.13 ) $ (0.47 ) Diluted $ (0.13 ) $ (0.47 ) Weighted average common shares outstanding - basic 4,999,938 4,706,869 Weighted average common shares outstanding - diluted 4,999,938 4,706,869 |
Note 3 - Accounts Receivable (D
Note 3 - Accounts Receivable (Details Textual) - Customer Concentration Risk [Member] | 3 Months Ended | 6 Months Ended | 12 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Sep. 30, 2021Rate | |
Accounts Receivable [Member] | |||||
Number of Major Customers | 1 | 2 | |||
Accounts Receivable [Member] | Customer One [Member] | |||||
Concentration Risk, Percentage | 14.00% | 13.00% | |||
Accounts Receivable [Member] | Customer Two [Member] | |||||
Concentration Risk, Percentage | 10.00% | ||||
Revenue Benchmark [Member] | |||||
Number of Major Customers | 0 | 1 | 0 | 1 | |
Revenue Benchmark [Member] | Customer Two [Member] | |||||
Concentration Risk, Percentage | 10.00% | 10.00% |
Note 3 - Accounts Receivable -
Note 3 - Accounts Receivable - Summary of Accounts Receivable (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Sep. 30, 2021 |
Accounts receivable | $ 1,459 | $ 1,403 |
Allowance for doubtful accounts | (44) | (33) |
Accounts receivable, net | $ 1,415 | $ 1,370 |
Note 4 - Fair Value Measureme_3
Note 4 - Fair Value Measurement and Fair Value of Financial Instruments (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | Sep. 30, 2021 | |
Fair Value Adjustment of Warrants | $ (434) | $ 418 | $ (2,875) | $ 1,859 | |
Measurement Input, Price Volatility [Member] | Valuation, Market Approach [Member] | |||||
Warrants and Rights Outstanding, Measurement Input, Percentage | 40.00% | 40.00% | |||
Measurement Input, Price Volatility [Member] | Valuation Technique, Company Specific Volatility [Member] | |||||
Warrants and Rights Outstanding, Measurement Input | 0.60 | 0.60 | |||
Minimum [Member] | Measurement Input, Price Volatility [Member] | Valuation, Market Approach [Member] | |||||
Warrants and Rights Outstanding, Measurement Input, Percentage | 29.50% | 29.50% | 28.80% | ||
Maximum [Member] | Measurement Input, Price Volatility [Member] | Valuation, Market Approach [Member] | |||||
Warrants and Rights Outstanding, Measurement Input, Percentage | 61.40% | 61.40% | 66.20% | ||
Weighted Average [Member] | Measurement Input, Price Volatility [Member] | Valuation, Market Approach [Member] | |||||
Warrants and Rights Outstanding, Measurement Input, Percentage | 57.30% | 57.30% | 55.80% |
Note 4 - Fair Value Measureme_4
Note 4 - Fair Value Measurement and Fair Value of Financial Instruments - Warrant Liabilities Inputs and Assumptions (Details) | Mar. 31, 2022 | Sep. 30, 2021 |
Montage Warrant [Member] | Measurement Input, Price Volatility [Member] | ||
Volatility | 0.869 | 0.887 |
Montage Warrant [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Volatility | 0.0240 | 0.0080 |
Montage Warrant [Member] | Measurement Input, Share Price [Member] | ||
Volatility | 1.91 | 4.11 |
Series C Warrants [Member] | Measurement Input, Price Volatility [Member] | ||
Volatility | 0.862 | 0.839 |
Series C Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Volatility | 0.0240 | 0.0050 |
Series C Warrants [Member] | Measurement Input, Share Price [Member] | ||
Volatility | 1.91 | 4.11 |
Series D Warrants [Member] | Measurement Input, Price Volatility [Member] | ||
Volatility | 0.892 | 0.857 |
Series D Warrants [Member] | Measurement Input, Risk Free Interest Rate [Member] | ||
Volatility | 0.0242 | 0.0100 |
Series D Warrants [Member] | Measurement Input, Share Price [Member] | ||
Volatility | 1.91 | 4.11 |
Note 4 - Fair Value Measureme_5
Note 4 - Fair Value Measurement and Fair Value of Financial Instruments - Contingent Consideration Obligations Inputs and Assumptions (Details) | Mar. 31, 2022 | Sep. 30, 2021 |
Measurement Input, Revenue Discount Rate [Member] | ||
Business combination, measurement input | 0.044 | 0.035 |
Measurement Input, Discount Rate [Member] | ||
Business combination, measurement input | 0.098 | 0.110 |
Measurement Input, Revenue Volatility [Member] | ||
Business combination, measurement input | 0.083 | 0.105 |
Note 4 - Fair Value Measureme_6
Note 4 - Fair Value Measurement and Fair Value of Financial Instruments - Assets and Liabilities Measured at Fair Values on a Recurring Basis (Details) - Fair Value, Recurring [Member] - USD ($) $ in Thousands | Mar. 31, 2022 | Sep. 30, 2021 |
Warrant liabilities: | ||
Warrant liability, total | $ 1,529 | $ 4,404 |
Contingent consideration obligations | 2,667 | 3,649 |
Total Liabilities | 4,196 | 8,053 |
Montage Warrant [Member] | ||
Warrant liabilities: | ||
Warrant liability | 12 | 13 |
Series Warrants [Member] | ||
Warrant liabilities: | ||
Warrant liability | 594 | 2,026 |
Series D Warrants [Member] | ||
Warrant liabilities: | ||
Warrant liability | 923 | 2,365 |
Fair Value, Inputs, Level 1 [Member] | ||
Warrant liabilities: | ||
Warrant liability, total | ||
Contingent consideration obligations | 0 | 0 |
Total Liabilities | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Montage Warrant [Member] | ||
Warrant liabilities: | ||
Warrant liability | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Series Warrants [Member] | ||
Warrant liabilities: | ||
Warrant liability | 0 | 0 |
Fair Value, Inputs, Level 1 [Member] | Series D Warrants [Member] | ||
Warrant liabilities: | ||
Warrant liability | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | ||
Warrant liabilities: | ||
Warrant liability, total | ||
Contingent consideration obligations | 0 | 0 |
Total Liabilities | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Montage Warrant [Member] | ||
Warrant liabilities: | ||
Warrant liability | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Series Warrants [Member] | ||
Warrant liabilities: | ||
Warrant liability | 0 | 0 |
Fair Value, Inputs, Level 2 [Member] | Series D Warrants [Member] | ||
Warrant liabilities: | ||
Warrant liability | 0 | 0 |
Fair Value, Inputs, Level 3 [Member] | ||
Warrant liabilities: | ||
Warrant liability, total | 1,529 | 4,404 |
Contingent consideration obligations | 2,667 | 3,649 |
Total Liabilities | 4,196 | 8,053 |
Fair Value, Inputs, Level 3 [Member] | Montage Warrant [Member] | ||
Warrant liabilities: | ||
Warrant liability | 12 | 13 |
Fair Value, Inputs, Level 3 [Member] | Series Warrants [Member] | ||
Warrant liabilities: | ||
Warrant liability | 594 | 2,026 |
Fair Value, Inputs, Level 3 [Member] | Series D Warrants [Member] | ||
Warrant liabilities: | ||
Warrant liability | $ 923 | $ 2,365 |
Note 4 - Fair Value Measureme_7
Note 4 - Fair Value Measurement and Fair Value of Financial Instruments - Changes in Contingent Consideration and Warrant Liabilities (Details) - Fair Value, Inputs, Level 3 [Member] - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Contingent Consideration [Member] | ||
Balance | $ 3,210 | $ 3,649 |
Additions | 0 | 0 |
Payments or exercises | 0 | (509) |
Adjustment to fair value | (543) | 70 |
Balance | 2,667 | 3,210 |
Warrant [Member] | ||
Balance | 1,963 | 4,404 |
Additions | 0 | 0 |
Payments or exercises | 0 | 0 |
Adjustment to fair value | (434) | (2,441) |
Balance | $ 1,529 | $ 1,963 |
Note 5 - Intangible Assets (Det
Note 5 - Intangible Assets (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Amortization of Intangible Assets | $ 396 | $ 223 | $ 797 | $ 441 |
Finite-Lived Intangible Asset, Expected Amortization, Remainder of Fiscal Year | 687 | 687 | ||
Finite-Lived Intangible Asset, Expected Amortization, Year One | 1,422 | 1,422 | ||
Finite-Lived Intangible Asset, Expected Amortization, Year Two | 1,036 | 1,036 | ||
Finite-Lived Intangible Asset, Expected Amortization, Year Three | 738 | 738 | ||
Finite-Lived Intangible Asset, Expected Amortization, Year Four | 673 | 673 | ||
Finite-Lived Intangible Asset, Expected Amortization, Year Five | $ 2,406 | $ 2,406 |
Note 5 - Intangible Assets - Ch
Note 5 - Intangible Assets - Changes in the Carrying Amount of Intangible Assets (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Sep. 30, 2021 |
Finite Lived Intangible Assets, net | $ 6,962 | $ 7,755 |
Domain And Trade Names [Member] | ||
Finite Lived Intangible Assets, gross | 708 | 732 |
Customer Relationships [Member] | ||
Finite Lived Intangible Assets, gross | 4,946 | 5,465 |
Technology-Based Intangible Assets [Member] | ||
Finite Lived Intangible Assets, gross | $ 1,308 | $ 1,558 |
Note 6 - Accrued Liabilities -
Note 6 - Accrued Liabilities - Summary of Accrued Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Sep. 30, 2021 |
Compensation and benefits | $ 492 | $ 541 |
Professional fees | 53 | 81 |
Taxes | 34 | 84 |
Insurance | 75 | 0 |
Other | 142 | 202 |
Balance at end of period | $ 796 | $ 908 |
Note 7 - Long-term Debt - Long-
Note 7 - Long-term Debt - Long-term Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Sep. 30, 2021 |
Total debt | $ 1,307 | |
Debt Instruments, Excluding Paycheck Protection Program Liability [Member] | ||
Total debt | 1,307 | $ 1,929 |
Less: current portion | (527) | (732) |
Long-term debt, net of current portion | 780 | 1,197 |
Debt Instruments, Excluding Paycheck Protection Program Liability [Member] | Vendor Loan [Member] | ||
Total debt | 334 | 718 |
Debt Instruments, Excluding Paycheck Protection Program Liability [Member] | Term Loans, One [Member] | ||
Total debt | 193 | 362 |
Debt Instruments, Excluding Paycheck Protection Program Liability [Member] | Term Loans, Two [Member] | ||
Total debt | 446 | 466 |
Debt Instruments, Excluding Paycheck Protection Program Liability [Member] | Seller Note [Member] | ||
Total debt | $ 334 | $ 383 |
Note 7 - Long-term Debt - Lon_2
Note 7 - Long-term Debt - Long-term Debt (Details) (Parentheticals) - Debt Instruments, Excluding Paycheck Protection Program Liability [Member] | 6 Months Ended | 12 Months Ended |
Mar. 31, 2022 | Sep. 30, 2021 | |
Vendor Loan [Member] | ||
Interest rate | 3.00% | 3.00% |
Maturity date | Mar. 1, 2023 | Mar. 1, 2023 |
Term Loans, One [Member] | ||
Maturity date | Oct. 10, 2022 | Oct. 10, 2022 |
Term Loans, One [Member] | Minimum [Member] | ||
Interest rate | 0.99% | 0.99% |
Term Loans, One [Member] | Maximum [Member] | ||
Interest rate | 1.50% | 1.50% |
Term Loans, Two [Member] | ||
Interest rate | 1.30% | 1.30% |
Maturity date | Jul. 31, 2028 | Jul. 31, 2028 |
Seller Note [Member] | ||
Interest rate | 4.00% | 4.00% |
Note 7 - Long-term Debt - Futur
Note 7 - Long-term Debt - Future Maturities of Long-term Debt (Details) $ in Thousands | Mar. 31, 2022USD ($) |
2022 (remaining) | $ 193 |
2023 | 462 |
2024 | 215 |
2025 | 215 |
2026 | 80 |
Thereafter | 142 |
Total debt | $ 1,307 |
Note 8 - Stockholders' Equity_2
Note 8 - Stockholders' Equity (Details Textual) - USD ($) $ / shares in Units, Pure in Thousands | May 28, 2021 | May 14, 2021 | Feb. 04, 2021 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Jun. 30, 2022 | Mar. 31, 2022 | Mar. 31, 2021 | Mar. 30, 2022 | Nov. 30, 2019 | Oct. 31, 2019 | Jul. 31, 2016 | Oct. 27, 2014 |
Preferred Stock, Shares Authorized (in shares) | 1,000,000 | 1,000,000 | ||||||||||||||
Common Stock, Par or Stated Value Per Share (in dollars per share) | $ 0.001 | |||||||||||||||
Proceeds From Issuance of Common Stock, Net of Issuance Costs | $ 0 | $ 2,462,000 | ||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | 5 years | ||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Amount, Total | $ 269,000 | $ 269,000 | ||||||||||||||
Share-Based Payment Arrangement, Nonvested Award, Cost Not yet Recognized, Period for Recognition (Year) | 1 year 9 months 18 days | |||||||||||||||
Warrants Exercisable Term (Month) | 6 months | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 0 | 0 | 5,000 | 0 | ||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Intrinsic Value | $ 225 | $ 225 | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Intrinsic Value | $ 154 | $ 154 | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Weighted Average Remaining Contractual Term (Year) | 8 years 2 months 12 days | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Exercisable, Weighted Average Remaining Contractual Term (Year) | 8 years | |||||||||||||||
Director [Member] | Subsequent Event [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 120,000 | |||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 1.85 | |||||||||||||||
Chief Executive Officer [Member] | Subsequent Event [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 362,000 | |||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 1.85 | |||||||||||||||
Share-Based Payment Arrangement, Option [Member] | ||||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number, Ending Balance (in shares) | 692,958 | 765,232 | 692,958 | |||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Grants in Period, Gross (in shares) | 5,000 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Fair Value Assumptions, Exercise Price (in dollars per share) | $ 3.99 | $ 3.99 | ||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 3 years | |||||||||||||||
Share-Based Compensation Arrangements by Share-Based Payment Award, Options, Grants in Period, Weighted Average Exercise Price (in dollars per share) | $ 3.99 | |||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Fair Value Assumptions, Expected Dividend Rate (Rate) | 0.00% | 0.00% | ||||||||||||||
Share-Based Payment Arrangement, Option [Member] | Chief Executive Officer [Member] | Subsequent Event [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Award Vesting Period (Year) | 3 years | |||||||||||||||
Amended and Restated Stock Incentive Plan [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares) | 5,000 | |||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number, Ending Balance (in shares) | 1,452 | 1,452 | ||||||||||||||
The 2016 Stock Incentive Plan [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award, Number of Shares Authorized (in shares) | 1,650,000 | 800,000 | 10,000 | |||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Options, Outstanding, Number, Ending Balance (in shares) | 691,506 | 691,506 | ||||||||||||||
Share-Based Compensation Arrangement by Share-Based Payment Award, Number of Shares Available for Grant (in shares) | 909,148 | 909,148 | ||||||||||||||
Series D Preferred Stock Warrants [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Each Warrant or Right (in shares) | 0.5 | |||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 592,106 | |||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years 6 months | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 2.51 | |||||||||||||||
Placement Agent Warrants [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 179,536 | 58,169 | 179,536 | 179,536 | ||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years | 5 years | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 2.85 | $ 3.875 | $ 4 | |||||||||||||
Warrants or Rights, Exercised During Period (in shares) | 26,605 | |||||||||||||||
Montage Warrant [Member] | ||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 8 years | 8 years | ||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 132.50 | $ 132.50 | ||||||||||||||
Class of Warrant or Right, Equity Buy-out | $ 250,000 | $ 250,000 | ||||||||||||||
Series A Warrants [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 872,625 | 872,625 | ||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years 6 months | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 4 | |||||||||||||||
Series B Warrants [Member] | ||||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 24 months | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 4 | |||||||||||||||
Series C Warrants [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 13,738 | 13,738 | ||||||||||||||
Warrants and Rights Outstanding, Term (Year) | 5 years 6 months | |||||||||||||||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 0.05 | |||||||||||||||
Series C Preferred Placement Agent Warrants [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 11,992 | 11,992 | ||||||||||||||
Investor Warrants [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 41,621 | 41,621 | ||||||||||||||
Series D Warrants [Member] | ||||||||||||||||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 592,106 | 592,106 | ||||||||||||||
Warrants or Rights, Exercised During Period (in shares) | 0 | |||||||||||||||
May 2021 Registered Offering [Member] | ||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 1,060,000 | |||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 2.28 | |||||||||||||||
Sale of Stock Agreement, Placement Fee Percentage (Rate) | 8.00% | |||||||||||||||
Proceeds from Issuance or Sale of Equity, Net | $ 4,300,000 | |||||||||||||||
Proceeds from Issuance of Common Stock | 1,900,000 | |||||||||||||||
May 2021 Registered Offering [Member] | Series D Preferred Stock Warrants [Member] | ||||||||||||||||
Proceeds from Issuance or Sale of Equity, Total | $ 1,000,000 | |||||||||||||||
Registered Offering and Sale of Common Stock [Member] | ||||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 880,000 | |||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 3.10 | |||||||||||||||
Sale of Stock Agreement, Placement Fee Percentage (Rate) | 8.00% | |||||||||||||||
Proceeds From Issuance of Common Stock, Net of Issuance Costs | $ 2,500,000 | |||||||||||||||
Series A Convertible Preferred Stock [Member] | ||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 264,000 | |||||||||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 10 | |||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 0 | 0 | ||||||||||||||
Series B Convertible Preferred Stock [Member] | ||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 5,000 | 5,000 | ||||||||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 1,000 | $ 1,000 | ||||||||||||||
Series C Convertible Preferred Stock [Member] | ||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 11,000 | 11,000 | 11,000 | |||||||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 1,000 | $ 1,000 | ||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 350 | 350 | 350 | |||||||||||||
Preferred Stock, Convertible, Shares Issuable (in shares) | 38,889 | 38,889 | ||||||||||||||
Series D Convertible Preferred Stock [Member] | ||||||||||||||||
Preferred Stock, Shares Authorized (in shares) | 4,200 | 4,200 | 4,200 | |||||||||||||
Preferred Stock, Par or Stated Value Per Share (in dollars per share) | $ 1,000 | |||||||||||||||
Preferred Stock, Shares Outstanding, Ending Balance (in shares) | 4,200 | 0 | 0 | 0 | ||||||||||||
Convertible Preferred Stock, Percent, Maximum Ownership (Rate) | 4.99% | |||||||||||||||
Convertible Preferred Stock, Percent, Maximum Ownership Upon Election (Rate) | 9.99% | |||||||||||||||
Preferred Stock, Convertible, Conversion Price (in dollars per share) | 1.41 | |||||||||||||||
Preferred Stock, Convertible, Commitment Conversion Price (in dollars per share) | $ 2.50 | |||||||||||||||
Preferred Stock, Convertible, Beneficial Conversion Feature | $ 1,300,000 | |||||||||||||||
Impact of Deemed Dividends | $ 2,000,000 | |||||||||||||||
Series D Convertible Preferred Stock [Member] | Hawk Search [Member] | ||||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 618 | |||||||||||||||
Convertible Preferred Stock, Embedded Beneficial Conversion Feature, Intrinsic Value | $ 724,000 | |||||||||||||||
Series D Convertible Preferred Stock [Member] | May 2021 Registered Offering [Member] | ||||||||||||||||
Proceeds from Issuance or Sale of Equity, Total | $ 1,300,000 | |||||||||||||||
Series D Convertible Preferred Stock [Member] | Private Placement [Member] | ||||||||||||||||
Preferred Stock, Convertible, Shares Issuable (in shares) | 1,184,211 | |||||||||||||||
Stock Issued During Period, Shares, New Issues (in shares) | 2,700 | |||||||||||||||
Shares Issued, Price Per Share (in dollars per share) | $ 1,000 |
Note 8 - Stockholders' Equity -
Note 8 - Stockholders' Equity - Compensation Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Compensation expense, total | $ 52 | $ 39 | $ 115 | $ 90 |
Cost of Sales [Member] | ||||
Compensation expense | 5 | 6 | 13 | 12 |
Operating Expense [Member] | ||||
Compensation expense | $ 47 | $ 33 | $ 102 | $ 78 |
Note 8 - Stockholders' Equity_3
Note 8 - Stockholders' Equity - Stock Warrants Outstanding and Issuances (Details) | 6 Months Ended |
Mar. 31, 2022$ / sharesshares | |
Stock Warrants Outstanding, Shares (in shares) | 1,761,900 |
Investor Stock Warrants 1 [Member] | |
Stock Warrants Outstanding, Issue Date | Nov. 9, 2016 |
Stock Warrants Outstanding, Shares (in shares) | 4,271 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 175 |
Stock Warrants Outstanding, Expiration | May 9, 2022 |
Financing Warrants [Member] | |
Stock Warrants Outstanding, Issue Date | Oct. 10, 2017 |
Stock Warrants Outstanding, Shares (in shares) | 1,327 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 132.50 |
Stock Warrants Outstanding, Expiration | Oct. 10, 2025 |
Investor Stock Warrants 2 [Member] | |
Stock Warrants Outstanding, Issue Date | Oct. 19, 2018 |
Stock Warrants Outstanding, Shares (in shares) | 3,120 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 25 |
Stock Warrants Outstanding, Expiration | Oct. 19, 2023 |
Placement Agent Stock Warrants 1 [Member] | |
Stock Warrants Outstanding, Issue Date | Dec. 16, 2018 |
Stock Warrants Outstanding, Shares (in shares) | 10,000 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 31.25 |
Stock Warrants Outstanding, Expiration | Oct. 16, 2023 |
Investor Stock Warrants 3 [Member] | |
Stock Warrants Outstanding, Issue Date | Mar. 12, 2019 |
Stock Warrants Outstanding, Shares (in shares) | 41,621 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 4 |
Stock Warrants Outstanding, Expiration | Oct. 19, 2023 |
Investor Stock Warrants 4 [Member] | |
Stock Warrants Outstanding, Issue Date | Mar. 12, 2019 |
Stock Warrants Outstanding, Shares (in shares) | 872,625 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 4 |
Stock Warrants Outstanding, Expiration | Sep. 12, 2024 |
Investor Stock Warrants 5 [Member] | |
Stock Warrants Outstanding, Issue Date | Mar. 12, 2019 |
Stock Warrants Outstanding, Shares (in shares) | 13,738 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 0.05 |
Stock Warrants Outstanding, Expiration | Sep. 12, 2024 |
Placement Agent Stock Warrants 2 [Member] | |
Stock Warrants Outstanding, Issue Date | Mar. 12, 2019 |
Stock Warrants Outstanding, Shares (in shares) | 11,992 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 4 |
Stock Warrants Outstanding, Expiration | Sep. 12, 2024 |
Placement Agent Stock Warrants 3 [Member] | |
Stock Warrants Outstanding, Issue Date | Feb. 4, 2021 |
Stock Warrants Outstanding, Shares (in shares) | 31,564 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 3.88 |
Stock Warrants Outstanding, Expiration | Feb. 4, 2026 |
Investor Stock Warrants 6 [Member] | |
Stock Warrants Outstanding, Issue Date | May 14, 2021 |
Stock Warrants Outstanding, Shares (in shares) | 592,106 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 2.51 |
Stock Warrants Outstanding, Expiration | Nov. 16, 2026 |
Placement Agent Stock Warrants 4 [Member] | |
Stock Warrants Outstanding, Issue Date | May 14, 2021 |
Stock Warrants Outstanding, Shares (in shares) | 179,536 |
Stock Warrants Outstanding, Price (in dollars per share) | $ / shares | $ 2.85 |
Stock Warrants Outstanding, Expiration | May 12, 2026 |
Note 8 - Stockholders' Equity_4
Note 8 - Stockholders' Equity - Valuation Assumptions for Stock Options (Details) - Share-Based Payment Arrangement, Option [Member] - $ / shares Rate in Thousands | 3 Months Ended | 6 Months Ended |
Dec. 31, 2021 | Mar. 31, 2022 | |
Weighted-average fair value per share option (in dollars per share) | $ 2.96 | |
Expected life (in years) (Year) | 6 years | |
Volatility | 90.80% | |
Risk-free interest rate | 1.10% | |
Dividend yield | 0.00% | 0.00% |
Note 8 - Stockholders' Equity_5
Note 8 - Stockholders' Equity - Stock Option and Warrant Activity (Details) - $ / shares | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Granted, Options (in shares) | 0 | 0 | 5,000 | 0 |
Share-Based Payment Arrangement, Option [Member] | ||||
Outstanding, Options (in shares) | 765,232 | |||
Outstanding, Options, Weighted Average Exercise Price (in dollars per share) | $ 4.80 | |||
Granted, Options (in shares) | 5,000 | |||
Granted, Options, Weighted Average Exercise Price (in dollars per share) | $ 3.99 | |||
Exercised, Options (in shares) | (13,333) | |||
Exercised, Options, Weighted Average Exercise Price (in dollars per share) | $ 1.40 | |||
Forfeited/Exchanged, Options (in shares) | (63,833) | |||
Forfeited/Exchanged, Weighted Average Exercise Price (in dollars per share) | $ (1.76) | |||
Expired, Options (in shares) | (107) | |||
Expired, Options, Weighted Average Exercise Price (in dollars per share) | $ 765.30 | |||
Outstanding, Options (in shares) | 692,958 | 692,958 | ||
Outstanding, Options, Weighted Average Exercise Price (in dollars per share) | $ 5.02 | $ 5.02 | ||
Options vested and exercisable (in shares) | 411,660 | 411,660 | ||
Options vested and exercisable, Weighted Average Exercise Price (in dollars per share) | $ 6.96 | $ 6.96 | ||
Stock Warrants [Member] | ||||
Outstanding, Warrants (in shares) | 1,788,745 | |||
Outstanding, Warrants, Weighted Average Exercise Price (in dollars per share) | $ 4.18 | |||
Exercised, Warrants (in shares) | (26,605) | |||
Exercised, Warrants, Weighted Average Exercise Price (in dollars per share) | $ 3.88 | |||
Expired, Warrants (in shares) | (240) | |||
Expired, Warrants, Weighted Average Exercise Price (in dollars per share) | $ 1,000 | |||
Outstanding, Warrant (in shares) | 1,761,900 | 1,761,900 | ||
Outstanding, Warrant, Weighted Average Exercise Price (in dollars per share) | $ 4.05 | $ 4.05 |
Note 9 - Net Income (Loss) Pe_3
Note 9 - Net Income (Loss) Per Share Attributable to Common Shareholders - Computed Basic and Diluted Net Income (Loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | ||||
Mar. 31, 2022 | Dec. 31, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Mar. 31, 2022 | Mar. 31, 2021 | |
Numerator: | ||||||
Net income (loss) | $ 346 | $ 1,872 | $ (556) | $ (1,162) | $ 2,217 | $ (1,718) |
Change in fair value of in-the-money warrant derivative liabilities | (4) | 0 | (1,144) | 0 | ||
Net income (loss) applicable to common shareholders - diluted earnings per share | $ 342 | $ (556) | $ 1,073 | $ (1,718) | ||
Basic (in shares) | 10,204,276 | 4,999,938 | 10,196,550 | 4,706,869 | ||
Effect of dilutive securities: | ||||||
Options (in shares) | 84,361 | 0 | 163,530 | 0 | ||
Warrants (in shares) | 13,384 | 0 | 24,817 | 0 | ||
Preferred stock (in shares) | 38,889 | 0 | 38,889 | 0 | ||
Weighted-average shares outstanding for diluted earnings per share (in shares) | 10,340,910 | 4,999,938 | 10,423,786 | 4,706,869 | ||
Basic net income (loss) per share (in dollars per share) | $ 0.03 | $ (0.11) | $ 0.22 | $ (0.36) | ||
Diluted net income (loss) per share (in dollars per share) | $ 0.03 | $ (0.11) | $ 0.10 | $ (0.36) |
Note 9 - Net Income (Loss) Pe_4
Note 9 - Net Income (Loss) Per Share Attributable to Common Shareholders - Anti-dilutive Stocks (Details) - shares | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Share-Based Payment Arrangement, Option [Member] | ||||
Antidilutive Securities (in shares) | 263,938 | 573,201 | 242,938 | 613,201 |
Warrant [Member] | ||||
Antidilutive Securities (in shares) | 1,748,162 | 2,945,452 | 1,156,056 | 5,551,059 |
Series C Convertible Preferred Stock [Member] | ||||
Antidilutive Securities (in shares) | 0 | 350 | 0 | 350 |
Contingently Issuable Shares Associated With Acquired Business [Member] | ||||
Antidilutive Securities (in shares) | 0 | 216,590 | 0 | 216,590 |
Note 10 - Revenues and Other _3
Note 10 - Revenues and Other Related Items (Details Textual) - USD ($) $ in Millions | Mar. 31, 2022 | Sep. 30, 2021 |
Non-US [Member] | ||
Assets, Noncurrent, Total | $ 7 | $ 7.5 |
Note 10 - Revenues and Other _4
Note 10 - Revenues and Other Related Items - Revenue by Geography (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Revenues | $ 4,117 | $ 2,874 | $ 8,403 | $ 5,710 |
UNITED STATES | ||||
Revenues | 3,121 | 2,231 | 6,481 | 4,517 |
Non-US [Member] | ||||
Revenues | $ 996 | $ 643 | $ 1,922 | $ 1,193 |
Note 10 - Revenues and Other _5
Note 10 - Revenues and Other Related Items - Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Revenues | $ 4,117 | $ 2,874 | $ 8,403 | $ 5,710 |
Service [Member] | ||||
Revenues | 811 | 885 | 1,680 | 1,722 |
Subscription and Circulation [Member] | ||||
Revenues | 2,953 | 1,693 | 6,032 | 3,383 |
Maintenance [Member] | ||||
Revenues | 120 | 83 | 237 | 175 |
Hosting [Member] | ||||
Revenues | $ 233 | $ 213 | $ 454 | $ 430 |
Note 10 - Revenues and Other _6
Note 10 - Revenues and Other Related Items - Deferred Revenue (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Dec. 31, 2021 | |
Balance, current | $ 1,793 | $ 2,097 |
Balance, noncurrent | 395 | 418 |
Increase (decrease) | (227) | (304) |
Increase (decrease) | 3 | (23) |
Balance, current | 1,566 | 1,793 |
Balance, noncurrent | $ 398 | $ 395 |
Note 11 - Income Taxes (Details
Note 11 - Income Taxes (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Income Tax Expense (Benefit), Total | $ 5 | $ 7 | $ 8 | $ 1 |
Note 12 - Leases (Details Textu
Note 12 - Leases (Details Textual) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2022 | Mar. 31, 2021 | |
Operating Lease, Payments | $ 93 | $ 117 |
Operating Lease, Weighted Average Remaining Lease Term (Year) | 2 years 10 months 24 days | |
Operating Lease, Weighted Average Discount Rate, Percent | 7.00% |
Note 12 - Leases - Lease Cost (
Note 12 - Leases - Lease Cost (Details) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Mar. 31, 2022 | Mar. 31, 2021 | Mar. 31, 2022 | Mar. 31, 2021 | |
Operating lease cost | $ 34 | $ 29 | $ 78 | $ 47 |
Variable lease cost | 11 | 13 | 27 | 27 |
Less: Sublease income, net | (20) | (26) | (51) | (51) |
Total | $ 25 | $ 16 | $ 54 | $ 23 |
Note 12 - Leases - Future Minim
Note 12 - Leases - Future Minimum Rental Commitments (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Sep. 30, 2021 |
2022 (remaining), operating leases | $ 81 | |
2022 (remaining), subleases | 51 | |
2022 (remaining), net leases | 30 | |
2023, operating leases | 173 | |
2023, subleases | 101 | |
2023, net leases | 72 | |
2024, operating leases | 116 | |
2024, subleases | 34 | |
2024, net leases | 82 | |
2025, operating leases | 69 | |
2025, subleases | 0 | |
2025, net leases | 69 | |
2026, operating leases | 7 | |
2026, subleases | 0 | |
2026, net leases | 7 | |
Total lease commitments, operating leases | 446 | |
Total lease commitments, subleases | 186 | |
Total lease commitments, net leases | 260 | |
Less: Amount representing interest | (53) | |
Present value of lease liabilities | 393 | |
Less: current portion | 147 | $ 161 |
Operating lease liabilities, net of current portion | $ 246 | $ 320 |
Note 14 - Acquisitions (Details
Note 14 - Acquisitions (Details Textual) - USD ($) $ in Thousands | May 28, 2021 | Mar. 01, 2021 |
Woorank SRL ([Member] | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 29,433 | |
Hawk Search [Member] | Series D Convertible Preferred Stock [Member] | ||
Business Acquisition, Equity Interest Issued or Issuable, Number of Shares (in shares) | 1,500 | |
Convertible Preferred Stock, Embedded Beneficial Conversion Feature, Intrinsic Value | $ 724 |
Note 14 - Acquisitions - Consid
Note 14 - Acquisitions - Consideration Transferred (Details) - USD ($) $ in Thousands | May 28, 2021 | Mar. 01, 2021 | Mar. 31, 2022 |
Woorank SRL ([Member] | |||
Cash paid at or in close proximity to closing | $ 285 | ||
Future deferred payments | 376 | ||
Total consideration paid | 2,401 | ||
Woorank SRL ([Member] | Earn-outs [Member] | |||
Liabilities incurred | 1,289 | ||
Woorank SRL ([Member] | Seller Note [Member] | |||
Liabilities incurred | 352 | ||
Woorank SRL ([Member] | Series D Convertible Preferred Stock [Member] | |||
Stock issued as consideration | 0 | ||
Woorank SRL ([Member] | Common Stock [Member] | |||
Stock issued as consideration | $ 99 | ||
Hawk Search [Member] | |||
Cash paid at or in close proximity to closing | $ 4,800 | ||
Future deferred payments | 2,000 | ||
Total consideration paid | 9,920 | ||
Hawk Search [Member] | Earn-outs [Member] | |||
Liabilities incurred | 2,190 | ||
Hawk Search [Member] | Seller Note [Member] | |||
Liabilities incurred | 0 | ||
Hawk Search [Member] | Series D Convertible Preferred Stock [Member] | |||
Stock issued as consideration | 930 | ||
Hawk Search [Member] | Common Stock [Member] | |||
Stock issued as consideration | $ 0 | ||
The 2021 Acquisitions [Member] | |||
Cash paid at or in close proximity to closing | $ 5,085 | ||
Future deferred payments | 2,376 | ||
Total consideration paid | 12,321 | ||
The 2021 Acquisitions [Member] | Earn-outs [Member] | |||
Liabilities incurred | 3,479 | ||
The 2021 Acquisitions [Member] | Seller Note [Member] | |||
Liabilities incurred | 352 | ||
The 2021 Acquisitions [Member] | Series D Convertible Preferred Stock [Member] | |||
Stock issued as consideration | 930 | ||
The 2021 Acquisitions [Member] | Common Stock [Member] | |||
Stock issued as consideration | $ 99 |
Note 14 - Acquisitions - Cons_2
Note 14 - Acquisitions - Consideration Transferred (Details) (Parentheticals) - $ / shares | May 28, 2021 | Mar. 01, 2021 | Mar. 31, 2022 |
Woorank SRL ([Member] | |||
Shares issued for acquisition (in shares) | 29,433 | ||
Woorank SRL ([Member] | Common Stock [Member] | |||
Shares issued for acquisition (in shares) | 29,433 | ||
Price per share (in dollars per share) | $ 3.38 | ||
The 2021 Acquisitions [Member] | Series D Convertible Preferred Stock [Member] | |||
Shares issued for acquisition (in shares) | 1,500 | ||
Price per share (in dollars per share) | $ 618 | ||
The 2021 Acquisitions [Member] | Common Stock [Member] | |||
Shares issued for acquisition (in shares) | 29,433 | ||
Price per share (in dollars per share) | $ 3.38 | ||
Hawk Search [Member] | Series D Convertible Preferred Stock [Member] | |||
Shares issued for acquisition (in shares) | 1,500 | ||
Price per share (in dollars per share) | $ 618 |
Note 14 - Acquisitions - Assets
Note 14 - Acquisitions - Assets and Liabilities Assumed (Details) - USD ($) $ in Thousands | Mar. 31, 2022 | Sep. 30, 2021 | May 28, 2021 | Mar. 01, 2021 |
Goodwill | $ 15,985 | $ 15,985 | ||
Woorank SRL ([Member] | ||||
Cash | $ 577 | |||
Non-cash current assets | 23 | |||
Property and equipment | 5 | |||
Goodwill | 2,888 | |||
Total assets acquired | 5,171 | |||
Current liabilities | 208 | |||
Assumed debt obligations | 2,159 | |||
Deferred tax liabilities | 403 | |||
Total liabilities assumed | 2,770 | |||
Total consideration paid | 2,401 | |||
Woorank SRL ([Member] | Computer Software, Intangible Asset [Member] | ||||
Intangible assets | 282 | |||
Woorank SRL ([Member] | Customer Relationships [Member] | ||||
Intangible assets | 1,280 | |||
Woorank SRL ([Member] | Domain And Trade Names [Member] | ||||
Intangible assets | $ 116 | |||
Hawk Search [Member] | ||||
Cash | $ 100 | |||
Non-cash current assets | 780 | |||
Property and equipment | 0 | |||
Goodwill | 7,540 | |||
Total assets acquired | 13,010 | |||
Current liabilities | 1,909 | |||
Assumed debt obligations | 0 | |||
Deferred tax liabilities | 1,181 | |||
Total liabilities assumed | 3,090 | |||
Total consideration paid | 9,920 | |||
Hawk Search [Member] | Computer Software, Intangible Asset [Member] | ||||
Intangible assets | 560 | |||
Hawk Search [Member] | Customer Relationships [Member] | ||||
Intangible assets | 3,410 | |||
Hawk Search [Member] | Domain And Trade Names [Member] | ||||
Intangible assets | $ 620 | |||
The 2021 Acquisitions [Member] | ||||
Cash | 677 | |||
Non-cash current assets | 803 | |||
Property and equipment | 5 | |||
Goodwill | 10,428 | |||
Total assets acquired | 18,181 | |||
Current liabilities | 2,117 | |||
Assumed debt obligations | 2,159 | |||
Deferred tax liabilities | 1,584 | |||
Total liabilities assumed | 5,860 | |||
Total consideration paid | 12,321 | |||
The 2021 Acquisitions [Member] | Computer Software, Intangible Asset [Member] | ||||
Intangible assets | 842 | |||
The 2021 Acquisitions [Member] | Customer Relationships [Member] | ||||
Intangible assets | 4,690 | |||
The 2021 Acquisitions [Member] | Domain And Trade Names [Member] | ||||
Intangible assets | $ 736 |
Note 14 - Acquisitions - Averag
Note 14 - Acquisitions - Average Useful Lives of Identifiable Intangible Assets Acquired (Details) | 3 Months Ended |
Mar. 31, 2022 | |
Woorank SRL ([Member] | Computer Software, Intangible Asset [Member] | |
Acquired intangible assets, useful life (Year) | 5 years |
Woorank SRL ([Member] | Customer Relationships [Member] | |
Acquired intangible assets, useful life (Year) | 8 years |
Woorank SRL ([Member] | Domain And Trade Names [Member] | |
Acquired intangible assets, useful life (Year) | 12 years |
Hawk Search [Member] | Computer Software, Intangible Asset [Member] | |
Acquired intangible assets, useful life (Year) | 5 years |
Hawk Search [Member] | Customer Relationships [Member] | |
Acquired intangible assets, useful life (Year) | 10 years |
Hawk Search [Member] | Domain And Trade Names [Member] | |
Acquired intangible assets, useful life (Year) | 15 years |
Note 14 - Acquisitions - Pro Fo
Note 14 - Acquisitions - Pro Forma Information (Details) - Woorank and Hawk Search [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended |
Mar. 31, 2021 | Mar. 31, 2021 | |
Revenue | $ 4,477 | $ 8,930 |
Net income (loss) attributable to common shareholders - basic | (653) | (2,236) |
Net income (loss) attributable to common shareholders - diluted | $ (653) | $ (2,236) |
Net income (loss) per share attributable to common shareholders: | ||
Basic (in dollars per share) | $ (0.13) | $ (0.47) |
Diluted (in dollars per share) | $ (0.13) | $ (0.47) |
Weighted average common shares outstanding - basic (in shares) | 4,999,938 | 4,706,869 |
Weighted average common shares outstanding - diluted (in shares) | 4,999,938 | 4,706,869 |
Note 15 - Related Party Trans_2
Note 15 - Related Party Transactions (Details Textual) - USD ($) $ / shares in Units, $ in Millions | 1 Months Ended | ||
Nov. 30, 2018 | Mar. 31, 2022 | May 31, 2021 | |
Warrants and Rights Outstanding, Term (Year) | 5 years | ||
Taglich Brothers Inc. [Member] | |||
Related Party Transaction, Success Fee, Revenue Target Over 200 Million | $ 1 | ||
Taglich Brothers Inc. [Member] | Warrants Associated with the February and May 2021 Offerings [Member] | |||
Class of Warrant or Right, Number of Securities Called by Warrants or Rights (in shares) | 82,945 | ||
Taglich Brothers Inc. [Member] | Warrants Associated with the February and May 2021 Offerings [Member] | Weighted Average [Member] | |||
Class of Warrant or Right, Exercise Price of Warrants or Rights (in dollars per share) | $ 3.21 | ||
Warrants and Rights Outstanding, Term (Year) | 5 years |