Document And Entity Information
Document And Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Feb. 28, 2021 | Jun. 30, 2020 | |
Document Information Line Items | |||
Entity Registrant Name | Rubicon Technology, Inc. | ||
Document Type | 10-K | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Common Stock, Shares Outstanding | 2,422,255 | ||
Entity Public Float | $ 16,844,262 | ||
Amendment Flag | false | ||
Entity Central Index Key | 0001410172 | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Filer Category | Non-accelerated Filer | ||
Entity Well-known Seasoned Issuer | No | ||
Document Period End Date | Dec. 31, 2020 | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY | ||
Entity Small Business | true | ||
Entity Emerging Growth Company | false | ||
Entity Shell Company | false | ||
Entity File Number | 001-33834 | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Interactive Data Current | Yes |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Assets | ||
Cash and cash equivalents | $ 11,130 | $ 8,709 |
Restricted cash | 171 | |
Short-term investments | 14,748 | 15,458 |
Accounts receivable, net | 386 | 1,053 |
Inventories | 1,073 | 1,710 |
Other inventory supplies | 140 | 140 |
Prepaid expenses and other current assets | 284 | 488 |
Assets held for sale | 529 | 3,957 |
Total current assets | 28,290 | 31,686 |
Inventories, non-current | 468 | 468 |
Property and equipment, net | 2,482 | 2,647 |
Total assets | 31,240 | 34,801 |
Liabilities and stockholders’ equity | ||
Accounts payable | 497 | 733 |
Accrued payroll | 211 | 53 |
Accrued and other current liabilities | 201 | 344 |
Corporate income and franchise taxes | 307 | 296 |
Accrued real estate taxes | 71 | 114 |
Advance payments | 18 | 16 |
Total current liabilities | 1,305 | 1,556 |
Commitments and contingencies (see Note 10) | ||
Stockholders’ equity | ||
Preferred stock, $0.001 par value, 1,000,000 undesignated shares authorized, no shares issued or outstanding | ||
Common stock, $0.001 par value 8,200,000 shares authorized; 2,971,283 and 2,955,253 shares issued; 2,422,255 and 2,702,171 shares outstanding | 29 | 29 |
Additional paid-in capital | 376,456 | 376,306 |
Treasury stock, at cost, 549,028 and 253,082 shares | (15,147) | (12,749) |
Accumulated other comprehensive loss | (1) | |
Accumulated deficit | (331,403) | (330,340) |
Total stockholders’ equity | 29,935 | 33,245 |
Total liabilities and stockholders’ equity | $ 31,240 | $ 34,801 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parentheticals) - $ / shares | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Preferred stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Preferred stock, shares issued | ||
Preferred stock, shares outstanding | ||
Common stock par value (in Dollars per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 8,200,000 | 8,200,000 |
Common stock, shares issued | 2,971,283 | 2,955,253 |
Common stock, shares outstanding | 2,422,255 | 2,702,171 |
Treasury stock, shares | 549,028 | 253,082 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Statement [Abstract] | ||
Revenue | $ 4,467 | $ 3,526 |
Cost of goods sold | 3,226 | 2,444 |
Gross profit (loss) | 1,241 | 1,082 |
Operating expenses: | ||
General and administrative | 2,470 | 2,548 |
Sales and marketing | 325 | 361 |
(Gain) loss on sale or disposal of assets and subsidiary | (2,084) | (577) |
Income (loss) from operations | 530 | (1,250) |
Other (expense) income: | ||
Interest income | 108 | 460 |
Realized gain (loss) on marketable securities | (1,824) | (165) |
Unrealized gain (loss) on marketable securities | (171) | |
Realized gain (loss) on foreign currency translation | 136 | 1 |
Total other (expense) income | (1,580) | 125 |
Income (loss) before income taxes | (1,050) | (1,125) |
Income tax expense | (13) | (22) |
Net income (loss) | $ (1,063) | $ (1,147) |
Net income (loss) per common share | ||
Basic (in Dollars per share) | $ (0.43) | $ (0.42) |
Diluted (in Dollars per share) | $ (0.43) | $ (0.42) |
Weighted average common shares outstanding used in computing net income (loss) per common share | ||
Basic (in Shares) | 2,499,690 | 2,707,811 |
Diluted (in Shares) | 2,499,690 | 2,707,811 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ (1,063) | $ (1,147) |
Other comprehensive income: | ||
Unrealized gain (loss) on investments, net of taxes | 1 | |
Unrealized gain (loss) on currency translation | 1 | |
Other comprehensive income (loss) | 1 | 1 |
Comprehensive income (loss) | $ (1,062) | $ (1,146) |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Common stock | Treasury stock | Additional paid-in capital | Accum other comp inc. | Accum deficit | Total |
Balance at Dec. 31, 2018 | $ 29 | $ (12,213) | $ 375,979 | $ (2) | $ (329,193) | $ 34,600 |
Balance (in Shares) at Dec. 31, 2018 | 2,919,542 | (185,941) | ||||
Stock-based compensation | 508 | 508 | ||||
Restricted stock issued | 15 | 15 | ||||
Restricted stock issued (in Shares) | 2,538 | |||||
Common stock issued, net of shares withheld for employee taxes | (196) | (196) | ||||
Common stock issued, net of shares withheld for employee taxes (in Shares) | 33,173 | |||||
Purchase of treasury stock, at cost | $ (536) | (536) | ||||
Purchase of treasury stock, at cost (in Shares) | (67,141) | |||||
Unrealized gain on investments net of taxes | 1 | 1 | ||||
Net loss | (1,147) | (1,147) | ||||
Balance at Dec. 31, 2019 | $ 29 | $ (12,749) | 376,306 | (1) | (330,340) | 33,245 |
Balance (in Shares) at Dec. 31, 2019 | 2,955,253 | (253,082) | ||||
Stock-based compensation | 168 | 168 | ||||
Restricted stock issued | 30 | 30 | ||||
Restricted stock issued (in Shares) | 3,597 | |||||
Common stock issued, net of shares withheld for employee taxes | (48) | (48) | ||||
Common stock issued, net of shares withheld for employee taxes (in Shares) | 12,433 | |||||
Purchase of treasury stock, at cost | $ (2,398) | (2,398) | ||||
Purchase of treasury stock, at cost (in Shares) | (295,946) | |||||
Unrealized gain on investments net of taxes | 1 | 1 | ||||
Net loss | (1,063) | (1,063) | ||||
Balance at Dec. 31, 2020 | $ 29 | $ (15,147) | $ 376,456 | $ (331,403) | $ 29,935 | |
Balance (in Shares) at Dec. 31, 2020 | 2,971,283 | (549,028) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Cash flows from operating activities | ||
Net income (loss) | $ (1,063) | $ (1,147) |
Adjustments to reconcile net income (loss) to net cash used in operating activities | ||
Depreciation and amortization | 167 | 169 |
Net (gain) loss on sale or disposal of assets and subsidiary | (2,084) | (577) |
Unrealized (gain) loss on equity investments | 171 | |
Realized (gain) loss on equity investments | 1,824 | |
Stock-based compensation | 198 | 523 |
Changes in operating assets and liabilities: | ||
Accounts receivable | 666 | (320) |
Inventories | 637 | (48) |
Other inventory supplies | 42 | |
Prepaid expenses and other assets | 204 | (380) |
Accounts payable | (236) | 332 |
Accrued payroll | 158 | 25 |
Corporate income and franchise taxes | 9 | (7) |
Accrued real estate taxes | (42) | 11 |
Advance payments | 2 | (22) |
Accrued and other current liabilities | (143) | (2) |
Net provided by (cash used) in operating activities | 297 | (1,230) |
Cash flows from investing activities | ||
Purchases of assets | (2) | (64) |
Proceeds from sale or disposal of assets | 4,909 | 765 |
Proceeds from sale or disposal of subsidiary | 744 | |
Purchase of investments | (2,782) | (1,575) |
Proceeds from sale of investments | 1,667 | 304 |
Net cash provided by (used in) provided by investing activities | 4,536 | (570) |
Cash flows from financing activities | ||
Taxes paid related to net share settlement of equity awards | (48) | (194) |
Purchases of treasury stock | (2,399) | (536) |
Net cash used in financing activities | (2,447) | (730) |
Net effect of currency translation | (136) | |
Net increase (decrease) in cash, cash equivalents and restricted cash | 2,250 | (2,530) |
Cash, cash equivalents and restricted cash, beginning of year | 8,880 | 11,410 |
Cash, cash equivalents and restricted cash, end of year | $ 11,130 | $ 8,880 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Description of business Rubicon Technology, Inc., a Delaware corporation (the “Company”), consists of two operating subsidiaries, Rubicon Technology Worldwide LLC (“RTW”) and Rubicon DTP LLC (“Direct Dose” or “DDRX”). RTW is a vertically integrated, advanced materials provider specializing in monocrystalline sapphire for applications in optical and industrial systems. RTW sells its products on a global basis to customers in North America, Europe and Asia. RTW maintains its operating facility in the Chicago metropolitan area. Direct Dose is a start-up pharmacy primarily delivering medications and vitamins to patients being discharged from skilled nursing facilities. Direct Dose maintains its operating facility in the Indianapolis metropolitan area. Principles of consolidation The Consolidated Financial Statements include the accounts of the Company and its wholly owned subsidiaries, Rubicon Technology Worldwide LLC, Rubicon DTP LLC, Rubicon Technology BP LLC, Rubicon Sapphire Technology (Malaysia) SDN BHD and Rubicon Technology Hong Kong Limited. In December 2020, the Company sold all of the outstanding shares of capital stock of its wholly owned subsidiary Rubicon Sapphire Technology (Malaysia) SDN BHD. All intercompany transactions and balances have been eliminated in consolidation. A summary of the Company’s significant accounting policies applied in the preparation of the accompanying Consolidated Financial Statements follows. Cash and cash equivalents The Company considers all unrestricted highly liquid investments immediately available to be cash equivalents. Cash equivalents primarily consist of time deposits with banks, unsettled trades and brokerage money market accounts. Restricted cash A summary of the Company’s restricted cash at December 31, 2020 and 2019, is as follows: As of 2020 2019 (in thousands) Fixed deposits — 171 $ — $ 171 Foreign currency translation and transactions The Company has determined that the functional currency of Rubicon Sapphire Technology (Malaysia) SDN BHD is the U.S. dollar. Rubicon Sapphire Technology (Malaysia) SDN BHD’s assets and liabilities are translated into U.S. dollars using the remeasurement method. Non-monetary assets are translated at historical exchange rates and monetary assets are translated at exchange rates existing at the respective balance sheet dates. Translation adjustments for Rubicon Sapphire Technology (Malaysia) SDN BHD are included in determining net income (loss) for the period. The results of operations are translated into U.S. dollars at the average exchange rates during the respective period. The Company records these gains and losses in other income. Foreign currency transaction gains and losses are generated from the effects of exchange rate changes on transactions denominated in a currency other than the functional currency of the Company, which is the U.S. dollar. Gains and losses on foreign currency transactions are generally required to be recognized in the determination of net income (loss) for the period. The Company records these gains and losses in other income. Investments We invest our available cash primarily in U.S. Treasury securities, investment grade commercial paper, FDIC guaranteed certificates of deposit, common stock, equity-related securities and corporate notes. Investments classified as available-for-sale debt securities are carried at fair value with unrealized gains and losses recorded in accumulated other comprehensive income (loss). Investments in equity securities are reported at fair value, with both realized and unrealized gains and losses recorded in other income (expenses), in the Consolidated Statements of Operations. Investments in which the Company has the ability and intent, if necessary, to liquidate in order to support the current operations are classified as short-term. The Company reviews its available-for-sale debt securities investments at the end of each quarter for other-than-temporary declines in fair value based on the specific identification method. The Company considers various factors in determining whether an impairment is other-than-temporary, including the severity and duration of the impairment, changes in underlying credit ratings, forecasted recovery, its ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value and the probability that the scheduled cash payments will continue to be made. When the Company concludes that an other-than-temporary impairment has resulted, the difference between the fair value and carrying value is written off and recorded as a charge on the Consolidated Statements of Operations. As of December 31, 2020, and 2019, no impairment was recorded. Purchases of Equity Securities by the Issuer In November 2018, the Company’s Board of Directors authorized a program to repurchase up to $3 million of its common stock. In July 2020, the Company used all of the original authorized $3 million. On December 14, 2020, Rubicon’s Board of Directors authorized an additional $3 million for the repurchase of the Company’s common stock. The timing, price and volume of repurchases will be based on market conditions, relevant securities laws and other factors. The stock repurchases may be made from time to time, through solicited or unsolicited transactions in the open market, in privately negotiated transactions or pursuant to a Rule 10b5-1 plan. The program may be terminated, suspended or modified at any time. There can be no assurance as to the number of shares of common stock repurchased. The Company records treasury stock purchases under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. Share repurchase activity during the year ended December 31, 2020, was as follows: Periods Total Average Total Approximate of shares that may yet be purchased January 1, 2020, to December 31, 2020 295,946 $ 8.10 295,546 $ 3,000 Total 295,946 $ 3,000 Accounts receivable The majority of the Company’s accounts receivable are due from defense subcontractors, industrial manufacturers, fabricators and resellers. Credit is extended based on an evaluation of the customer’s financial condition. Accounts receivable are due based on contract terms and at stated amounts due from customers, net of an allowance for doubtful accounts. Losses from credit sales are provided for in the financial statements. Accounts outstanding longer than the contractual payment terms are considered past due. The Company determines its allowance by considering a number of factors, including the length of time a customer’s account is past due, the customer’s current ability to pay and the condition of the general economy and industry as a whole. The Company writes off accounts receivable when they are deemed uncollectible and such write-offs, net of payments received, are recorded as a reduction to the allowance. The following table shows the activity of the allowance for doubtful accounts: Year ended 2020 2019 (in thousands) Beginning balance $ 40 $ 7 Charges to costs and expenses (20 ) 33 Account write-offs, less recoveries (17 ) — Ending balance $ 3 $ 40 Inventories Inventories are valued at the lower of cost or net realizable value. Net realizable value is determined based on an estimated selling price in the ordinary course of business less reasonably predictable costs of completion and disposal. Raw materials cost is determined using the first-in, first-out method, and work-in-process and finished goods costs are determined on a standard cost basis, which includes materials, labor and overhead. The Company reduces the carrying value of its inventories for differences between the cost and the estimated net realizable value, taking into account usage, expected demand, technological obsolescence and other relevant information. The Company establishes inventory reserves when conditions exist that suggest inventory may be in excess of anticipated demand or is obsolete based on customer specifications. The Company evaluates the ability to realize the value of its inventory based on a combination of factors, including forecasted sales, estimated current and future market value and changes in customers’ product specifications. The Company’s method of estimating excess and obsolete inventory has remained consistent for all periods presented. The Company also carries a lower of cost or market inventory reserve based on net realizable value using most recent sales prices to determine market value. As of December 31, 2020 and 2019, the balance of the lower of cost or market reserve was $51,000 and $72,000, respectively, representing a decrease of $21,000 resulting from sales of related reserved for inventory. In addition, in 2020 we sold inventory that was valued at the lower of cost or market resulting in a reduction in both the lower of cost or market inventory reserve and cost of goods sold of $21,000. In 2019 we sold inventory that was valued at the lower of cost or market resulting in a reduction in both the lower of cost or market inventory reserve and cost of goods sold of $35,000. In 2019 and 2020, the Company used some of its previously written down two-inch diameter core material in production of optical and industrial sapphire wafers and did not record any additional adjustments for the years ended December 31, 2019 and December 31, 2020. The Company evaluates the amount of raw material needed for future production based on expected crystal growth production needed to meet anticipated sales. The Company did not record any write-downs of its raw materials inventory for the years ended December 31, 2019 and December 31, 2020. Inventories are composed of the following: As of 2020 2019 (in thousands) Raw materials $ 468 $ 468 Work-in-process 614 901 Finished goods 459 809 $ 1,541 $ 2,178 As of December 31, 2020 and 2019, the Company made the determination that raw material inventories were such that the likelihood of significant usage within the current year was doubtful and reclassified such raw material inventories as non-current in the reported financial statements. Other inventory supplies The Company’s other inventory supplies include stock of consumable assets and spare parts used in the manufacturing process. Assets held for sale An asset is considered to be held for sale when all of the following criteria are met: (i) management commits to a plan to sell the asset; (ii) it is unlikely that the disposal plan will be significantly modified or discontinued; (iii) the asset is available for immediate sale in its present condition; (iv) actions required to complete the sale of the asset have been initiated; (v) sale of the asset is probable and the completed sale is expected to occur within one year; and (vi) the asset is actively being marketed for sale at a price that is reasonable given its current market value. A long-lived asset classified as held for sale is measured at the lower of its carrying amount or fair value less cost to sell. If the long-lived asset is newly acquired, the carrying amount of the long-lived asset is established based on its fair value less cost to sell at the acquisition date. A long-lived asset is not depreciated or amortized while it is classified as held for sale. In the year ended December 31, 2019, we completed the sale of the remaining excess equipment located in Malaysia for total consideration of $490,000. Such equipment had a total net book value of $188,000, thereby resulting in a gain on disposal of $302,000. The Company entered into an agreement for the sale of its Malaysian facility in December 2019, which was completed in June 2020. In June 2020, the Company completed the sale of its Malaysian facility for a net sale price of approximately $4.8 million (based on the exchange rate on June 30, 2020 of $1=MYR4.27) after the payment of consent fees, real estate taxes, brokerage and legal fees, transfer and other expenses. The Company recorded a gain on the disposal of the Malaysian facility of approximately $1.8 million. In December, 2020, the Company completed the sale of all of the outstanding shares of capital stock (the “Capital Shares”) of its wholly owned subsidiary Rubicon Sapphire Technology (Malaysia) SDN. BHD. The company recorded a gain on the sale of $261,000. The Company is continuing to pursue the sale of our vacant parcel of land in Batavia, Illinois. Although the timing on the sale or lease of this real estate is difficult to predict, this property was classified as current assets held for sale at December 31, 2020 and 2019, as it is the Company’s intention to complete the sale of the Batavia Illinois property within the next twelve-month period. Property and equipment Property and equipment consisted of the following: As of 2020 2019 (in thousands) Machinery, equipment and tooling $ 3,343 $ 3,341 Buildings 1,711 1,711 Information systems 835 835 Land and land improvements 594 594 Furniture and fixtures 8 8 Total cost 6,491 6,489 Accumulated depreciation and amortization (4,009 ) (3,842 ) Property and equipment, net $ 2,482 $ 2,647 Property and equipment are carried at cost and depreciated over their estimated useful lives using the straight-line method. The cost of maintenance and repairs is charged to expense as incurred. Significant renewals and improvements are capitalized. Depreciation expense associated with property and equipment was $167,000 and $169,000 for the years ended December 31, 2020 and 2019, respectively. The estimated useful lives are as follows: Asset description Life Buildings 39 years Machinery, equipment and tooling 3-10 years Furniture and fixtures 7 years Information systems 3 years Warranty cost The Company’s sales terms include a warranty that its products will meet certain specifications. The Company records a current liability for the expected cost of warranty-related claims at the time of sale. The warranty reserve is included in accrued and other current liabilities on the Consolidated Balance Sheets. The following table presents changes in the Company’s product warranty liability: Year ended 2020 2019 (in thousands) Balance, beginning of period $ 4 $ 8 Charged to cost of sales 18 31 Actual product warranty expenditures (20 ) (35 ) Balance, end of period $ 2 $ 4 The Company does not provide maintenance or other services and it does not have sales that involve bill & hold arrangements, multiple elements or deliverables. However, the Company does provide product warranty for up to 90 days, for which the Company has accrued a warranty reserve of $2,000 and $4,000 for the years ended December 31, 2020 and 2019, respectively. Fair value of financial instruments The Company’s financial instruments consist primarily of cash and cash equivalents, short-term investments, accounts receivable, and accounts payable. The carrying values of these assets and liabilities approximate their fair values due to the short-term nature of these instruments at December 31, 2020 and 2019. Concentration of credit risks and other risks and uncertainties Financial instruments that could potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, restricted cash, short-term investments and accounts receivable. At December 31, 2020 the Company had no deposits at foreign financial institutions and $1.6 million on deposit at foreign financial institutions at December 31, 2019. As of December 31, 2020, the Company had $8 million on deposit at financial institutions in excess of amounts insured by the FDIC. This compares to a $5.7 million as of December 31, 2019. The Company performs a periodic evaluation of these institutions for relative credit standing. The Company has not experienced any losses in such accounts and management believes it is not exposed to any significant risk of loss on these balances. The Company uses third parties for certain finishing functions for its products, including the slicing and polishing of its sapphire crystal inventory. These types of services are only available from a limited number of third parties. The Company’s ability to successfully outsource these finishing functions will substantially depend on its ability to develop, maintain and expand its strategic relationship with these third parties. As a result, the Company may be unable to meet the demand for its products, which could have a material adverse impact on the Company. Concentration of credit risk related to revenue and accounts receivable is discussed in Note 4. Revenue recognition Revenues recognized include product sales and billings for costs and fees for government contracts. Product Sales The Company recognizes revenue in accordance with ASC Topic 606, Revenue From Contracts with Customers The Company does not provide maintenance or other services and we do not have sales that involve multiple elements or deliverables. All of the Company’s revenue is denominated in U.S. dollars. Shipping and handling costs The Company records costs incurred in connection with shipping and handling of products as cost of goods sold. Amounts billed to customers in connection with these costs are included in revenue and are not material for any of the periods presented in the accompanying financial statements. Sales tax The Company collects and remits sales taxes on products sold to customers and reports such amounts under the net method in its Consolidated Statements of Operations and records a liability until remitted to the respective tax authority. Stock-based compensation The Company requires all share-based payments to employees, including grants of employee stock options, to be measured at fair value and expensed in the Consolidated Statements of Operations over the service period (generally the vesting period) of the grant. Expense is recognized in the Consolidated Statements of Operations for these share-based payments. The Company uses Black Scholes option pricing model in order to determine the fair value of stock option grants. Accounting for uncertainty in income taxes The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. The Company recognizes interest and/or penalties related to income tax matters in income tax expense. There were no interest or penalties related to income taxes that have been accrued or recognized as of and for the years ended December 31, 2020 and 2019. The Company is subject to taxation in the U.S., Malaysia and in a U.S. state jurisdiction. Due to the existence of NOL carryforwards, tax years ended December 31, 2001 through 2006, 2008, 2009 and 2012 through 2019 are open to examination by tax authorities for Federal purposes. Due to NOL carryforwards at the State level, tax years ended 2008, 2009 and 2012 through 2019 are open to examination by state tax authorities. Tax years 2013 through 2019 are open to examination by the Malaysia Inland Revenue Board. Income taxes Deferred tax assets and liabilities are provided for temporary differences between financial reporting and income tax bases of assets and liabilities, and are measured using the enacted tax rates and laws expected to be in effect when the differences will reverse. Deferred income taxes also arise from the future benefits of NOL carryforwards. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized. Full valuation allowances on net deferred tax assets are maintained until an appropriate level of profitability that generates taxable income is deemed sustainable or until a tax strategy is developed that would enable the Company to conclude that it is more likely than not that a portion of the deferred tax assets will be realizable. Based on an evaluation in accordance with the accounting standards, as of December 31, 2020 and 2019, a valuation allowance has been recorded against the net U.S. and Malaysia deferred tax assets in order to measure only the portion of the deferred tax assets that are more likely than not to be realized based on the weight of all the available evidence . Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Other comprehensive loss Comprehensive loss is defined as the change in equity of a business enterprise from transactions and other events from non-owner sources. Comprehensive loss includes net loss and other non-owner changes in equity that bypass the statement of operations and are reported in a separate component of equity. Net income (loss) per common share Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted-average number of diluted common shares outstanding during the period. Diluted shares outstanding are calculated by adding to the weighted-average shares (a) any outstanding stock options based on the treasury stock method and (b) restricted stock units (“RSU”). Diluted net income per share was the same as basic net income per share for the year ended December 31, 2020, because the effects of potentially dilutive securities did not have a material impact on the calculation of diluted net income per share. The Company had outstanding options exercisable into 18,250 shares of the Company’s common stock that would have had an anti-dilutive effect at December 31, 2020. Diluted net loss per common share was the same as basic net loss per common share for the year ended December 31, 2020, because the effects of potentially dilutive securities were anti-dilutive. New accounting pronouncements adopted The Company has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact the Company’s consolidated financial statements and related disclosures. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT INFORMATION | 2. SEGMENT INFORMATION The Company has determined that it operates in two segments, the sapphire and pharmacy business. Revenue is attributed by geographic region based on ship-to location of the Company’s customers. The following table summarizes revenue by geographic region: Year ended 2020 2019 (in thousands) North America $ 4,039 $ 3,324 Asia 406 185 Other 22 17 Total revenue $ 4,467 $ 3,526 The following table summarizes sales by product type: Year ended 2020 2019 (in thousands) Optical $ 3,611 $ 3,338 Core 6 9 Rubicon DTP 850 179 Total revenue $ 4,467 $ 3,526 The following table summarizes assets by geographic region: As of 2020 2019 (in thousands) United States $ 31,240 $ 29,703 Malaysia — 5,094 Other — 4 Total assets $ 31,240 $ 34,801 The total assets of Rubicon DTP were not material to the total assets of the Company as stated on the consolidated balance sheets, as of December 31, 2020 and 2019. Rubicon DTP accounted for approximately $340,000 and $447,000 of the Company’s loss for the year ended December 31, 2020 and 2019, respectively. |
Investments
Investments | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
INVESTMENTS | 3. INVESTMENTS The Company invests available cash primarily in U.S. Treasury securities, investment grade commercial paper, FDIC guaranteed certificates of deposit, common stock, equity related securities and corporate notes. Investments classified as available-for-sale debt securities are carried at fair value with unrealized gains and losses recorded in accumulated other comprehensive income/(loss). Investments in equity securities are reported at fair value, with both realized and unrealized gains and losses recorded as unrealized gain/(loss) on investments and realized gain on investments, in other income/(expense), in the Consolidated Statements of Operations. Investments in which the Company has the ability and intent, if necessary, to liquidate are classified as short-term. The following table presents the amortized cost, and gross unrealized gains and losses on all securities at December 31, 2020: Amortized Gross Gross Fair (in thousands) Short-term investments: U.S. Treasury securities $ 14,748 $ — $ — $ 14,748 Marketable securities — — — — Total short-term investments $ 14,748 $ — $ — $ 14,748 The following table presents the amortized cost, and gross unrealized gains and losses on all securities at December 31, 2019: Amortized Gross Gross Fair (in thousands) Short-term investments: U.S. Treasury securities $ 14,668 $ — $ — $ 14,668 Marketable securities 961 (171 ) 790 Total short-term investments $ 15,629 $ — $ (171 ) $ 15,458 The Company values its investments at fair value, defined as the price that would be received to sell an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The standard describes a fair value hierarchy based on three levels of inputs, of which the first two are considered observable and the last unobservable, that may be used to measure fair value which are the following: ● Level 1—Quoted prices in active markets for identical assets or liabilities. ● Level 2—Inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities. ● Level 3—Unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company’s fixed income available-for-sale securities consist of U.S. Treasury securities, high-quality investment grade commercial paper, FDIC guaranteed certificates of deposit, common stock, equity related securities and corporate notes. The Company values these securities based on pricing from pricing vendors, who may use quoted prices in active markets for identical assets (Level 1 inputs) or inputs other than quoted prices that are observable either directly or indirectly (Level 2 inputs) in determining fair value. The valuation techniques used to measure the fair value of the Company’s financial instruments having Level 2 inputs were derived from non-binding market consensus prices that are corroborated by observable market data, quoted market prices for similar instruments, or pricing models, such as discounted cash flow techniques. The following table summarizes the Company’s financial assets measured at fair value on a recurring basis as of December 31, 2020: Level 1 Level 2 Level 3 Total (in thousands) Cash equivalents: Money market funds $ 3,136 $ — $ — $ 3,136 Investments: Available-for-sales securities—current: U.S. Treasury securities — 14,748 — 14,748 Total $ 3,136 $ 14,748 $ — $ 17,884 The following table summarizes the Company’s financial assets measured at fair value on a recurring basis as of December 31, 2019: Level 1 Level 2 Level 3 Total (in thousands) Cash equivalents: Money market funds $ 3,759 $ — $ — $ 3,759 Investments: Available-for-sales securities—current: U.S. Treasury securities — 14,668 — 14,668 790 790 Total $ 4,549 $ 14,668 $ — $ 19,217 There are no terms or conditions restricting the Company from redeeming any of its investments. In addition to the debt securities noted above, the Company had approximately $8.0 million and $4.9 million of time deposits included in cash and cash equivalents as of December 31, 2020 and 2019, respectively. |
Significant Customers
Significant Customers | 12 Months Ended |
Dec. 31, 2020 | |
Significant Customers Disclosure [Abstract] | |
SIGNIFICANT CUSTOMERS | 4. SIGNIFICANT CUSTOMERS For the year ended December 31, 2020, the Company had four customers that accounted for approximately 21%, 13%, 11% and 10% of its revenue. For the year ended December 31, 2019, the Company had three customers that accounted for approximately 31%, 15% and 12% of its revenue. Customers individually representing more than 10% of trade receivables accounted for approximately 44% and 77% of accounts receivable as of December 31, 2020 and 2019, respectively. |
Assets Held for Sale and Long-L
Assets Held for Sale and Long-Lived Assets | 12 Months Ended |
Dec. 31, 2020 | |
Disclosure Text Block Supplement [Abstract] | |
ASSETS HELD FOR SALE AND LONG-LIVED ASSETS | 5. ASSETS HELD FOR SALE AND LONG-LIVED ASSETS When circumstances, such as adverse market conditions, indicate that the carrying value of a long-lived asset may be impaired, the Company performs an analysis to review the recoverability of the asset’s carrying value using estimates of the undiscounted cash flows (excluding interest charges) from the expected future operations of the asset. These estimates consider factors such as expected future operating income, operating trends and prospects, as well as the effects of demand, competition and other factors. If the analysis indicates that the carrying value is not recoverable from future cash flows, an impairment loss is recognized to the extent that the carrying value exceeds the estimated fair value. The estimated fair value of assets is determined using appraisal techniques which assume the highest and best use of the asset by market participants, considering the use of the asset that is physically possible, legally permissible, and financially feasible at the measurement date. Any impairment losses are recorded as operating expenses, which reduce net income. In connection with the Company’s decision in 2016 to limit its focus to the optical and industrial sapphire markets and exit the LED market, the Company developed a plan to close its Malaysia facility, scale down and consolidate remaining operations in the U.S. and sell additional assets that would not be needed. The Company evaluated its U.S. and Malaysia asset portfolios to identify assets needed for its current business strategy and excess assets that were no longer needed. The Company determined it had excess machinery, equipment and facilities. Excess U.S. and Malaysia assets were evaluated based on assuming an orderly liquidation plan, which considers economic obsolescence and sales of comparable equipment, as it is the Company’s intention to sell these assets. Additionally, the Company evaluated its U.S. assets continuing to be used in operations using a cost and market approach to determine the current fair value. In the year ended December 31, 2019, we completed the sale of the remaining excess equipment located in Malaysia for total consideration of $490,000. Such equipment had a total net book value of $188,000, thereby resulting in a gain on disposal of $302,000. The Company entered into an agreement for the sale of its Malaysian facility in December 2019, which was completed in June 2020. In June 2020, the Company completed the sale of its Malaysian facility for a net sale price of approximately $4.8 million (based on the exchange rate on June 30, 2020 of $1=MYR4.27) after the payment of consent fees, real estate taxes, brokerage and legal fees, transfer and other expenses. The Company recorded a gain on the disposal of the Malaysian facility of approximately $1.8 million. In December, 2020, the Company completed the sale of all of the outstanding shares of capital stock (the “Capital Shares”) of its wholly owned subsidiary Rubicon Sapphire Technology (Malaysia) SDN. BHD. The company recorded a gain on the sale of $261,000. The Company is continuing to pursue the sale of our vacant parcel of land in Batavia, Illinois. Although the timing on the sale or lease of this real estate is difficult to predict, this property was classified as current assets held for sale at December 31, 2020 and 2019, as it is the Company’s intention to complete the sale of the Batavia Illinois property within the next twelve-month period. |
Stockholders' Equity
Stockholders' Equity | 12 Months Ended |
Dec. 31, 2020 | |
Stockholders' Equity Note [Abstract] | |
STOCKHOLDERS' EQUITY | 6. STOCKHOLDERS’ EQUITY Common stock At the Company’s annual meeting of stockholders held on May 3, 2017, the Company’s stockholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation (as amended, the “Certificate of Incorporation”) to (i) effect a reverse stock split of the Company’s common stock; and (ii) decrease the Company’s authorized number of shares of common stock to three times the number of shares of the Company’s common stock outstanding immediately following the reverse stock split. On May 3, 2017, following the annual meeting, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to (a) implement the reverse stock split at a ratio of 1-for-10; and (b) to reduce the number of authorized shares of common stock from 40,000,000 to 8,200,000, consequently reducing the number of total authorized shares from 45,000,000 to 13,200,000. With the completion of the reverse stock split, the Company’s shares began trading above the required $1.00 per share closing bid price, as required by the Listing Qualifications Department of NASDAQ. The share information has been retroactively reflected for the effects of this reverse stock split for all periods presented. Preferred stock At the Company’s annual meeting of stockholders held on May 10, 2018, the Company’s stockholders approved an amendment to the Certificate of Incorporation to decrease the Company’s authorized number of shares of preferred stock from 5,000,000 shares to 1,000,000 shares. The Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to decrease the authorized number of preferred shares, consequently reducing the number of total authorized shares from 13,200,000 to 9,200,000. Common shares reserved As of December 31, 2020, the Company had reserved 65,103 shares of common stock for issuance upon the exercise of outstanding common stock options and vesting of RSUs. Also 301,105 shares of the Company’s common stock were reserved for future grants of stock options and RSUs (or other similar equity instruments) under the Rubicon Technology, Inc. 2016 Stock Incentive Plan (the “2016 Plan”) as of December 31, 2020. |
Stockholder Rights Agreement
Stockholder Rights Agreement | 12 Months Ended |
Dec. 31, 2020 | |
Stockholder Rights Agreement [Abstract] | |
STOCKHOLDER RIGHTS AGREEMENT | 7. STOCKHOLDER RIGHTS AGREEMENT On December 18, 2017, the Company entered into a Section 382 Rights Agreement with American Stock Transfer & Trust Company, LLC, as Rights Agent (the “Rights Agreement”) in an effort to protect stockholder value by attempting to diminish the risk that the Company’s ability to use its net NOLs to reduce potential future federal income tax obligations may become substantially limited. The Company’s ability to utilize its NOLs may be substantially limited if the Company experiences an “ownership change” within the meaning of Section 382 of the Internal Revenue Code of 1986, as amended (the “IRC”). The Rights Agreement is intended to act as a deterrent to any person acquiring beneficial ownership of 4.9% or more of the Company’s outstanding common stock without the approval of the Company’s Board of Directors (the “Board”). The Board authorized the issuance of one Right for each outstanding share of common stock, par value $0.001 per share, of the Company, payable to stockholders of record date of the close of business on January 2, 2018. One Right will also be issued together with each share of the Company’s common stock issued after January 2, 2018 but before the Distribution Date (as defined below) and, in certain circumstances, after the Distribution Date. Subject to the terms, provisions and conditions of the Rights Agreement, if the Rights become exercisable, each Right would initially represent the right to purchase from the Company one one-thousandth of a share of Series A Junior Participating Preferred Stock, par value $0.001 per share, of the Company (the “Series A Preferred Stock”) for a purchase price of $40.00. If issued, each one-thousandth of a share of Series A Preferred Stock would give the stockholder approximately the same dividend, voting and liquidation rights as does one share of common stock. However, prior to exercise, a Right does not give its holder any rights as a stockholder of the Company, including, without limitation, any dividend, voting or liquidation rights. The Rights will not be exercisable until the earlier of (i) ten business days after a public announcement that a person has become an “Acquiring Person” by acquiring beneficial ownership of 4.9% or more of outstanding common stock (or, in the case of a person that had beneficial ownership of 4.9% or more of the outstanding common stock as of the close of business on December 18, 2017, by obtaining beneficial ownership of any additional shares of common stock representing 0.5% or more of the shares of common stock then outstanding (other than pursuant to a dividend or distribution paid or made by the Company on the outstanding shares of the common stock or pursuant to a split or subdivision of the outstanding shares of common stock) at a time such person still beneficially owns 4.9% or more of the outstanding common stock), and (ii) ten business days (or such later date as may be specified by the Board prior to such time as any person becomes an Acquiring Person) after the commencement of a tender or exchange offer by or on behalf of a person that, if completed, would result in such person becoming an Acquiring Person (the “Distribution Date”). Until the Distribution Date, common stock certificates or the ownership statements issued with respect to uncertificated shares of common stock will evidence the Rights. Any transfer of shares of common stock prior to the Distribution Date will also constitute a transfer of the associated Rights. After the Distribution Date, separate rights certificates will be issued and the Rights may be transferred other than in connection with the transfer of the underlying shares of common stock unless and until the Board has determined to effect an exchange pursuant to the Rights Agreement (as described below). In the event that a person becomes an Acquiring Person, each holder of a Right, other than Rights that are or, under certain circumstances, were beneficially owned by the Acquiring Person (which will thereupon become void), will thereafter have the right to receive upon exercise of a Right and payment of the purchase price, a number of shares of the Company’s common stock (or, in certain circumstances, cash, property or other securities of the Company) having a market value equal to two times the purchase price. However, Rights are subject to redemption and exchange at the option of the Company. In the event that, at any time following a person becoming an Acquiring Person, (i) the Company engages in a merger or other business combination transaction in which the Company is not the surviving corporation; (ii) the Company engages in a merger or other business combination transaction in which the Company is the surviving corporation and the common stock is changed or exchanged; or (iii) 50% or more of the Company’s assets, cash flow or earning power is sold or transferred, each holder of a Right (except Rights which have previously been voided) shall thereafter have the right to receive, upon exercise of the Right, common stock of the acquiring company having a value equal to two times the purchase price. At any time until the earlier of December 18, 2023, and ten calendar days following the first date of public announcement that a person has become an Acquiring Person or that discloses information which reveals the existence of an Acquiring Person or such earlier date as a majority of the Board becomes aware of the existence of an Acquiring Person, the Board may redeem the Rights in whole, but not in part, at a price of $0.001 per Right (the “Redemption Price”). The redemption of the Rights may be made effective at such time, on such basis and with such conditions as the Board in its sole discretion may establish. Immediately upon any redemption of the Rights, the right to exercise the Rights will terminate and the only right of the holders of Rights will be to receive the Redemption Price. At any time after a person becomes an Acquiring Person, the Board may, at its option, exchange the Rights (other than Rights that have become void), in whole or in part, at an exchange ratio of one share of common stock, or a fractional share of Series A Preferred Stock (or of a share of a similar class or series of the Company’s preferred stock having similar rights, preferences and privileges) of equivalent value, per Right (subject to adjustment). Immediately upon an exchange of any Rights, the right to exercise such Rights will terminate and the only right of the holders of Rights will be to receive the number of shares of common stock (or fractional share of Series A Preferred Stock or of a share of a similar class or series of the Company’s preferred stock having similar rights, preferences and privileges) equal to the number of such Rights held by such holder multiplied by the exchange ratio. Each one one-thousandth of a share of Series A Preferred Stock, if issued: (i) will be nonredeemable and junior to any other series of preferred stock the Company may issue (unless otherwise provided in the terms of such other series), (ii) will entitle holders to preferential cumulative quarterly dividends in an amount per share of Series A Preferred Stock equal to the greater of (a) $1 or (b) 1,000 times the aggregate the dividends, if any, declared on one share of the Company’s common stock, (iii) will entitle holders upon liquidation (voluntary or otherwise) to receive $1,000 per share of Series A Preferred Stock plus an amount equal to accrued and unpaid dividends and distributions thereon, whether or not declared, (iv) will have the same voting power as one share of common stock, and (v) will entitle holders to a per share payment equal to the payment made on one share of the Company’s common stock, if shares of the common stock are exchanged via merger, consolidation, or a similar transaction. Because of the nature of the Series A Preferred Stock’s dividend, liquidation and voting rights, the value of a Unit of Series A Preferred Stock purchasable upon exercise of each Right should approximate the value of one share of common stock. The Rights and the Rights Agreement will expire on the earliest of (i) December 18, 2023, (ii) the time at which the Rights are redeemed pursuant to the Rights Agreement, (iii) the time at which the Rights are exchanged in full pursuant to the Rights Agreement, (iv) the date that the Board determines that the Rights Agreement is no longer necessary for the preservation of material valuable Tax Benefits, (v) the beginning of a taxable year of the Company to which the Board determines that no NOL tax benefits may be carried forward, and (vi) a determination by the Board, prior to the time any Person becomes an Acquiring Person, that the Rights Agreement and the Rights are no longer in the best interests of the Company and its stockholders. The Board may adjust the purchase price, the number of shares of Series A Preferred Stock or other securities or assets issuable and the number of outstanding Rights to prevent dilution that may occur as a result of certain events, including among others, a stock dividend, a stock split or a reclassification of the Series A Preferred Stock or common stock. With certain exceptions, no adjustments to the purchase price will be required until cumulative adjustments amount to at least 1% of the purchase price. For so long as the Rights are redeemable, the Board may supplement or amend any provision of the Rights Agreement in any respect without the approval of the holders of the Rights. From and after the time the Rights are no longer redeemable, the Board may supplement or amend the Rights Agreement only to cure an ambiguity, to alter time period provisions, to correct inconsistent provisions, or to make any additional changes to the Rights Agreement which the Company may deem necessary or desirable, but only to the extent that those changes do not impair or adversely affect any Rights holder (other than an Acquiring Person or any Affiliate or Associate of an Acquiring Person or certain of their transferees) and do not result in the Rights again becoming redeemable or the Rights Agreement again becoming amendable other than in accordance with this sentence. In connection with the adoption of the Rights Agreement and authorization and declaration of the dividend of the Rights, on December 18, 2017, the Company filed the Certificate of Designation with the Secretary of State of the State of Delaware. The Certificate of Designation became effective on December 18, 2017. |
Stock Incentive Plans
Stock Incentive Plans | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
STOCK INCENTIVE PLANS | 8. STOCK INCENTIVE PLANS In August 2007, the Company adopted the Rubicon Technology Inc. 2007 Stock Incentive Plan, which was amended and restated effective in March 2011 (the “2007 Plan”), and which allowed for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock, RSUs, performance awards and bonus shares. The maximum number of shares that could be awarded under the 2007 Plan was 440,769 shares. Options granted under the 2007 Plan entitle the holder to purchase shares of the Company’s common stock at the specified option exercise price, which could not be less than the fair market value of the common stock on the grant date. On June 24, 2016, the 2007 Plan terminated with the adoption of the Rubicon Technology, Inc. 2016 Stock Incentive Plan, (the “2016 Plan”). Any existing awards under the 2007 Plan remain outstanding in accordance with their current terms under the 2007 Plan. In June 2016, the Company’s stockholders approved adoption of the 2016 Plan effective as of March 17, 2016, which allows for the grant of incentive stock options, non-statutory stock options, stock appreciation rights, restricted stock, RSUs, performance awards and bonus shares. The Compensation Committee of the Board administers the 2016 Plan. The committee determines the type of award to be granted, the fair value, the number of shares covered by the award, and the time when the award vests and may be exercised. Pursuant to the 2016 Plan, 222,980 shares of the Company’s common stock plus any shares subject to outstanding awards under the 2007 Plan that subsequently expire unexercised, are forfeited without the delivery of shares or are settled in cash, will be available for issuance under the 2016 Plan. The 2016 Plan will automatically terminate on March 17, 2026, unless the Company terminates it sooner. The following table summarizes the activity of the stock incentive and equity plans: Shares Number of Weighted- Number of Number of Outstanding at January 1, 2019 295,067 69,083 12.10 99,570 50,176 Granted (60,925 ) 1,000 — — 9,925 Exercised/issued — (5,000 ) — — (6,098 ) Canceled/forfeited 42,244 (42,244 ) 11.35 — — Outstanding at December 31, 2019 276,386 22,839 13.48 99,570 54,003 Granted (20,877 ) — — — 3,597 Exercised/issued — (2,250 ) — — (3,597 ) Canceled/forfeited 40,596 (489 ) 202.56 — (9,000 ) Outstanding at December 31, 2020 296,105 20,100 $ 9.71 99,570 45,003 There were no option grants made during 2020. At December 31, 2020, the exercise prices of outstanding options were as follows: Exercise price Number of Average Number of $6.10 - $8.34 18,250 5.75 18,250 $44.10 1,850 3.94 1,850 20,100 4.73 20,100 The aggregate grant date fair value of the options that became vested in the years ended 2020 and 2019 was $30,000 and $77,000, respectively. The following table summarizes the activity of non-vested options: Non- Weighted- Non-vested at January 1, 2019 21,992 $ 6.86 Granted 1,000 8.34 Vested (10,878 ) 7.07 Cancelled (7,248 ) 7.25 Non-vested at December 31, 2019 4,866 6.10 Granted — — Vested (4,866 ) 6.10 Cancelled — — Non-vested at December 31, 2020 — $ — The Company’s aggregate intrinsic value is calculated as the difference between the exercise price of the underlying stock options and the fair value of the Company’s common stock. Based on the fair value of the common stock at December 31, 2020 there was $52,000 of intrinsic value arising from 18,250 stock options exercisable or outstanding. The Company used historical stock prices as the basis for its volatility assumptions. The assumed risk-free rates were based on U.S. Treasury rates in effect at the time of grant with a term consistent with the expected option lives. The expected term for the year ended December 31, 2020, is based upon the Company’s median average life of its options. The forfeiture rate is based on the past history of forfeited options. The expense is being allocated using the straight-line method. For the years ended December 31, 2020 and 2019, the Company recorded $14,000 and $24,000, respectively, of stock option compensation expense. As of December 31, 2020, all outstanding options awarded have been fully vested. For the year ended December 31, 2020, there were no options granted. The following table summarizes the award vesting terms for the RSUs granted in 2019: Number of RSUs Target price 925 $ 7.95 The following table summarizes the award vesting terms for the RSUs granted in 2018: Number of restricted stock units Target price 902 $ 11.00 15,000 $ 12.50 15,000 $ 14.00 The RSUs vest in the amounts set forth below on the first date the 15-trading day average closing price of the Company’s common stock equals or exceeds the corresponding target price for the common stock before May 12, 2021. At the time the negotiation of the terms of the employment agreement began, the closing price of the common stock was $5.50. On the date of grant, the closing price of the common stock was $6.30. During the twelve months ended December 31, 2017, the first three tranches of the grant vested. No additional tranches vested during the years ended December 31, 2020, 2019 and 2018. The Company used Monte Carlo simulation model valuation technique to determine the fair value of RSUs granted because the awards vest based upon achievement of market price targets. The Monte Carlo simulation model utilizes multiple input variables that determine the probability of satisfying the market condition stipulated in the award and calculates the fair value of each RSU. The Company used the following assumptions in determining the fair value of the RSUs: Granted January March Daily expected stock price volatility 4.2806 % 4.4237 % Daily expected mean return on equity (0.2575 )% (0.2226 )% Daily expected dividend yield 0.0 % 0.0 % Average daily risk-free interest rate 0.0078 % 0.0063 % The daily expected stock price volatility is based on a four-year historical volatility of the Company’s common stock. The daily expected dividend yield is based on annual expected dividend payments. The average daily risk-free interest rate is based on the three-year treasury yield as of the grant date. Each of the tranches is calculated to have its own fair value and requisite service period. The fair value of each tranche is amortized over the requisite or derived service period which is up to four years. The RSUs granted in January 2018 and March 2017 had a grant date fair value of $209,000 and $323,000, respectively. There were no grants with market price targets issued in the years ended December 31, 2020 and 2019. A summary of the Company’s RSUs is as follows: RSUs Weighted-average Aggregate Non-vested RSUs as of January 1, 2019 50,176 $ 6.31 Granted 9,925 8.32 Vested (6,098 ) 7.40 Cancelled — — Non-vested RSUs as of December 31, 2019 54,003 6.56 Granted 3,597 8.34 Vested (3,597 ) 8.34 Cancelled (9,000 ) 8.36 Non-vested RSUs at December 31, 2020 45,003 $ 6.20 $ 278,961 The fair value of each RSU is the market price on the date of grant and is being recorded as compensation expense ratably over the vesting terms or the expected achievement of market price targets based on the Monte Carlo simulation model. For the years ended December 31, 2020 and 2019, the Company recorded $38,000 and $7,000 of RSU expense, respectively. The RSUs are forfeited by a participant upon termination for any reason, and there is no proportionate or partial vesting in the periods between the vesting dates. As of December 31, 2020, there was no unrecognized compensation cost related to the non-vested RSUs. For the year ended December 31, 2020 the Company recorded no compensation related to restricted stock compared to $14,000 in the prior year. During the year ended December 31, 2020 the Company awarded approximately 17,000 shares to an officer of the Company with a fair value of $146,000. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
INCOME TAXES | 9. INCOME TAXES On December 22, 2017, the U.S. enacted the Tax Cuts and Jobs Act (the “Act”) which, among other provisions, reduced the U.S. corporate tax rate from 35% to 21% effective January 1, 2018. The SEC issued guidance, Staff Accounting Bulletin 118, on accounting for the tax effects of the Act. The guidance allowed the Company to record provisional amounts for those impacts, with the requirement that the accounting be completed in a period not to exceed one year from the date of enactment. The Company has completed its accounting for the tax effects of enactment of the Act. The deemed inclusion from the repatriation tax increased from $3.9 million at the time of provision to $5.0 million at the time the calculation was finalized for the tax return. The increase of the inclusion related primarily to the refinement of Malaysia earnings and profits. As the Company is in a full valuation allowance position, an equal benefit adjustment was recorded for the impact of the increase of the deemed repatriation tax. Components of income before income taxes and the income tax provision are as follows: Income (loss) before income taxes Year ended 2020 2019 (in thousands) U.S. $ (3,060 ) $ (1,142 ) Foreign 2,018 17 Total $ (1,050 ) $ (1,125 ) Income taxes Year ended 2020 2019 (in thousands) Current U.S. $ — $ — State — — Foreign 13 22 Total current income tax expense 13 22 Deferred U.S. — — State — — Foreign — — Total deferred income tax expense (benefit) — — Total income tax expense (benefit) $ 13 $ 22 The reconciliation of income tax computed at the federal statutory rate to income before taxes is as follows: Year ended 2020 2019 U.S. federal statutory rate (21.0 )% (21.0 )% State taxes net of federal benefit (18.2 ) (7.6 ) Foreign rate differential and transactional tax 5.9 0.1 Tax credits — — Valuation allowance 33.3 28.5 Other 1 2.0 1.0 % 2.0 % Deferred income taxes reflect the net tax effects of the temporary differences between the carrying amount of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Significant components of the Company’s net deferred income taxes are as follows at December 31: 2020 2019 (in thousands) Deferred tax assets: Allowance for doubtful accounts $ 1 $ 11 Inventory reserves 3,096 3,185 Consumables excess reserve 167 169 Accrued liabilities 81 52 Warrant interest expense 195 196 Stock compensation expense 789 789 State net operating loss 14,476 15,010 Net operating loss carryforward 41,105 40,437 Tax credits 710 740 Depreciation 1,000 1,329 Valuation allowance (61,556 ) (61,869 ) Total deferred tax assets 64 49 Deferred tax liability: Prepaid expenses (64 ) (49 ) Net deferred tax liability $ — $ — In February 2018, the FASB issued ASU No. 2018-02 (“ASU 2018-02), Income Statement-Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Comprehensive Income The Company adopted the guidance in ASU No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes At December 31, 2020, we had separate Federal, Illinois and Indiana NOL carryforwards of $191.3 million, $196.0 million and $322,000, respectively. The Federal and Illinois NOLs began to expire in 2021 and the Indiana NOL will begin to expire in 2039. With the adoption of ASU 2016-09 in 2017, we recorded a deferred tax asset related to $26.4 million of unrecorded Federal and State NOLs attributable to stock option exercises. NOLs attributable to the stock option exercise were fully offset by the valuation allowance (as described above). We have recorded an uncertain tax position of $2.6 million that further reduces the net operating loss deferred tax assets reported in the financial statements. In addition, at December 31, 2020, we had Federal and Illinois research and development credits and Illinois investment tax credit of $662,000, $51,000 and $370, respectively. The Illinois credits expire in 2021. The Company completed an analysis of the utilization of NOLs subject to limits based upon certain ownership changes as of December 31, 2020. The results of this analysis indicated no ownership change limiting the utilization of net operating losses and tax credits. The Company prescribes a recognition threshold and measurement attribute for the financial statement recognition and measurement of a tax position taken, or expected to be taken, in a tax return. At December 31, 2020 and 2019, the Company had $1.1 million of unrecognized tax benefits taken or expected to be taken in a tax return that have been recorded on the Company’s financial statements as an offset to the valuation allowance related to tax positions taken in 2012. It is not reasonably possible that the amount will change in the next twelve months. There were no material changes to prior year or current year positions taken during the year ended December 31, 2020. There were no interest or penalties related to income taxes that have been accrued or recognized as of and for the years ended December 31, 2020 and 2019. The Company files income tax returns in the United States federal jurisdiction and in a state jurisdiction. During 2009, the Company began foreign operations in Malaysia and is subject to local income taxes in that jurisdiction. The Company’s Malaysia tax returns for the periods ended December 31, 2010 through 2012 have been audited by the Malaysia Inland Revenue Board with no changes made to the taxable income for those years. All other tax years in Malaysia are open to examination by tax authorities. The Company’s federal tax returns for the periods ended December 31, 2010, 2008 and 2007 have been audited by the Internal Revenue Service (IRS) with no changes made to the Company’s taxable losses for those years. The Company’s state tax returns for the periods ended December 31, 2009 through 2012 have been audited by the Illinois Department of Revenue with no changes made to the Company’s taxable losses for those years. Due to the existence of NOL carryforwards, tax years ended December 31, 2001 through 2006, 2008, 2009 and 2011 through 2019 are open to examination by tax authorities for Federal purposes. Due to NOL carryforwards at the State level, tax years ended 2008, 2009 and 2012 through 2019 are open to examination by state tax authorities. Tax years 2013 through 2019 are open to examination by the Malaysia Inland Revenue Board. Due to the closing of the Rubicon Malaysia operations, the Company no longer considers the undistributed earnings of Rubicon Malaysia to be indefinitely reinvested. Upon liquidation of Rubicon Malaysia, it is anticipated any cash left after the liquidation will be brought back to the U.S. via a payment of principal towards the intercompany loan. A withholding tax may be payable to the Malaysian government on the interest portion of the loan. At December 31, 2020 and 2019, the Company accrued the withholding tax on the interest balance of the loan in the amount of $13,000 and $22,000, respectively, which represents the incremental tax. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | 10. COMMITMENTS AND CONTINGENCIES COVID-19 Pandemic In March 2020, the World Health Organization declared the outbreak of a novel coronavirus (COVID-19) as a pandemic. The full impact of the COVID-19 outbreak is unknown and cannot be reasonably estimated. The magnitude and duration of the COVID-19 outbreak, as well as other factors, could result in a material impact to the Company’s financial statements in future reporting periods. Operating Leases The Company adopted ASU 2016-02 in the first quarter of the fiscal year ending December 31, 2019. The adoption of ASU 2016-02 did not have a material impact on the Company’s consolidated financial statements, as the Company does not have any material lease agreements Rubicon DTP leases a building for its manufacturing and offices, however such lease was not considered material to the Company’s financial statements. Direct Dose’s net rent expense under operating leases in 2020 and 2019 amounted to $34,200 and $25,900, respectively. As of December 31, 2020, Direct Dose’s operating lease for its facility was month-to-month. On January 6, 2021, Direct Dose entered into a one year lease for an aggregate commitment of approximately $35,500. Litigation From time to time, the Company experiences routine litigation in the ordinary course of its business. There are no outstanding material matters as of December 31, 2020 and through the date of this filing. |
Benefit Plan
Benefit Plan | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
BENEFIT PLAN | 11. BENEFIT PLAN The Company sponsors a 401(k) savings plan (the “Plan”). Employees are eligible to participate in the Plan upon reaching 18 years of age. Employees make contributions to the Plan through payroll deferrals. Employer matching contributions are discretionary. There were no employer matching contributions for the years ended December 31, 2020 and 2019. |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | 12. SUBSEQUENT EVENTS None. |
Accounting Policies, by Policy
Accounting Policies, by Policy (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Description of business | Description of business Rubicon Technology, Inc., a Delaware corporation (the “Company”), consists of two operating subsidiaries, Rubicon Technology Worldwide LLC (“RTW”) and Rubicon DTP LLC (“Direct Dose” or “DDRX”). RTW is a vertically integrated, advanced materials provider specializing in monocrystalline sapphire for applications in optical and industrial systems. RTW sells its products on a global basis to customers in North America, Europe and Asia. RTW maintains its operating facility in the Chicago metropolitan area. Direct Dose is a start-up pharmacy primarily delivering medications and vitamins to patients being discharged from skilled nursing facilities. Direct Dose maintains its operating facility in the Indianapolis metropolitan area. |
Principles of consolidation | Principles of consolidation The Consolidated Financial Statements include the accounts of the Company and its wholly owned subsidiaries, Rubicon Technology Worldwide LLC, Rubicon DTP LLC, Rubicon Technology BP LLC, Rubicon Sapphire Technology (Malaysia) SDN BHD and Rubicon Technology Hong Kong Limited. In December 2020, the Company sold all of the outstanding shares of capital stock of its wholly owned subsidiary Rubicon Sapphire Technology (Malaysia) SDN BHD. All intercompany transactions and balances have been eliminated in consolidation. A summary of the Company’s significant accounting policies applied in the preparation of the accompanying Consolidated Financial Statements follows. |
Cash and cash equivalents | Cash and cash equivalents The Company considers all unrestricted highly liquid investments immediately available to be cash equivalents. Cash equivalents primarily consist of time deposits with banks, unsettled trades and brokerage money market accounts. |
Restricted cash | Restricted cash A summary of the Company’s restricted cash at December 31, 2020 and 2019, is as follows: As of 2020 2019 (in thousands) Fixed deposits — 171 $ — $ 171 |
Foreign currency translation and transactions | Foreign currency translation and transactions The Company has determined that the functional currency of Rubicon Sapphire Technology (Malaysia) SDN BHD is the U.S. dollar. Rubicon Sapphire Technology (Malaysia) SDN BHD’s assets and liabilities are translated into U.S. dollars using the remeasurement method. Non-monetary assets are translated at historical exchange rates and monetary assets are translated at exchange rates existing at the respective balance sheet dates. Translation adjustments for Rubicon Sapphire Technology (Malaysia) SDN BHD are included in determining net income (loss) for the period. The results of operations are translated into U.S. dollars at the average exchange rates during the respective period. The Company records these gains and losses in other income. Foreign currency transaction gains and losses are generated from the effects of exchange rate changes on transactions denominated in a currency other than the functional currency of the Company, which is the U.S. dollar. Gains and losses on foreign currency transactions are generally required to be recognized in the determination of net income (loss) for the period. |
Investments | Investments We invest our available cash primarily in U.S. Treasury securities, investment grade commercial paper, FDIC guaranteed certificates of deposit, common stock, equity-related securities and corporate notes. Investments classified as available-for-sale debt securities are carried at fair value with unrealized gains and losses recorded in accumulated other comprehensive income (loss). Investments in equity securities are reported at fair value, with both realized and unrealized gains and losses recorded in other income (expenses), in the Consolidated Statements of Operations. Investments in which the Company has the ability and intent, if necessary, to liquidate in order to support the current operations are classified as short-term. The Company reviews its available-for-sale debt securities investments at the end of each quarter for other-than-temporary declines in fair value based on the specific identification method. The Company considers various factors in determining whether an impairment is other-than-temporary, including the severity and duration of the impairment, changes in underlying credit ratings, forecasted recovery, its ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery in market value and the probability that the scheduled cash payments will continue to be made. When the Company concludes that an other-than-temporary impairment has resulted, the difference between the fair value and carrying value is written off and recorded as a charge on the Consolidated Statements of Operations. As of December 31, 2020, and 2019, no impairment was recorded. |
Purchases of Equity Securities by the Issuer | Purchases of Equity Securities by the Issuer In November 2018, the Company’s Board of Directors authorized a program to repurchase up to $3 million of its common stock. In July 2020, the Company used all of the original authorized $3 million. On December 14, 2020, Rubicon’s Board of Directors authorized an additional $3 million for the repurchase of the Company’s common stock. The timing, price and volume of repurchases will be based on market conditions, relevant securities laws and other factors. The stock repurchases may be made from time to time, through solicited or unsolicited transactions in the open market, in privately negotiated transactions or pursuant to a Rule 10b5-1 plan. The program may be terminated, suspended or modified at any time. There can be no assurance as to the number of shares of common stock repurchased. The Company records treasury stock purchases under the cost method whereby the entire cost of the acquired stock is recorded as treasury stock. Share repurchase activity during the year ended December 31, 2020, was as follows: Periods Total Average Total Approximate of shares that may yet be purchased January 1, 2020, to December 31, 2020 295,946 $ 8.10 295,546 $ 3,000 Total 295,946 $ 3,000 |
Accounts receivable | Accounts receivable The majority of the Company’s accounts receivable are due from defense subcontractors, industrial manufacturers, fabricators and resellers. Credit is extended based on an evaluation of the customer’s financial condition. Accounts receivable are due based on contract terms and at stated amounts due from customers, net of an allowance for doubtful accounts. Losses from credit sales are provided for in the financial statements. Accounts outstanding longer than the contractual payment terms are considered past due. The Company determines its allowance by considering a number of factors, including the length of time a customer’s account is past due, the customer’s current ability to pay and the condition of the general economy and industry as a whole. The Company writes off accounts receivable when they are deemed uncollectible and such write-offs, net of payments received, are recorded as a reduction to the allowance. The following table shows the activity of the allowance for doubtful accounts: Year ended 2020 2019 (in thousands) Beginning balance $ 40 $ 7 Charges to costs and expenses (20 ) 33 Account write-offs, less recoveries (17 ) — Ending balance $ 3 $ 40 |
Inventories | Inventories Inventories are valued at the lower of cost or net realizable value. Net realizable value is determined based on an estimated selling price in the ordinary course of business less reasonably predictable costs of completion and disposal. Raw materials cost is determined using the first-in, first-out method, and work-in-process and finished goods costs are determined on a standard cost basis, which includes materials, labor and overhead. The Company reduces the carrying value of its inventories for differences between the cost and the estimated net realizable value, taking into account usage, expected demand, technological obsolescence and other relevant information. The Company establishes inventory reserves when conditions exist that suggest inventory may be in excess of anticipated demand or is obsolete based on customer specifications. The Company evaluates the ability to realize the value of its inventory based on a combination of factors, including forecasted sales, estimated current and future market value and changes in customers’ product specifications. The Company’s method of estimating excess and obsolete inventory has remained consistent for all periods presented. The Company also carries a lower of cost or market inventory reserve based on net realizable value using most recent sales prices to determine market value. As of December 31, 2020 and 2019, the balance of the lower of cost or market reserve was $51,000 and $72,000, respectively, representing a decrease of $21,000 resulting from sales of related reserved for inventory. In addition, in 2020 we sold inventory that was valued at the lower of cost or market resulting in a reduction in both the lower of cost or market inventory reserve and cost of goods sold of $21,000. In 2019 we sold inventory that was valued at the lower of cost or market resulting in a reduction in both the lower of cost or market inventory reserve and cost of goods sold of $35,000. In 2019 and 2020, the Company used some of its previously written down two-inch diameter core material in production of optical and industrial sapphire wafers and did not record any additional adjustments for the years ended December 31, 2019 and December 31, 2020. The Company evaluates the amount of raw material needed for future production based on expected crystal growth production needed to meet anticipated sales. The Company did not record any write-downs of its raw materials inventory for the years ended December 31, 2019 and December 31, 2020. Inventories are composed of the following: As of 2020 2019 (in thousands) Raw materials $ 468 $ 468 Work-in-process 614 901 Finished goods 459 809 $ 1,541 $ 2,178 As of December 31, 2020 and 2019, the Company made the determination that raw material inventories were such that the likelihood of significant usage within the current year was doubtful and reclassified such raw material inventories as non-current in the reported financial statements. |
Other inventory supplies | Other inventory supplies The Company’s other inventory supplies include stock of consumable assets and spare parts used in the manufacturing process. |
Assets held for sale | Assets held for sale An asset is considered to be held for sale when all of the following criteria are met: (i) management commits to a plan to sell the asset; (ii) it is unlikely that the disposal plan will be significantly modified or discontinued; (iii) the asset is available for immediate sale in its present condition; (iv) actions required to complete the sale of the asset have been initiated; (v) sale of the asset is probable and the completed sale is expected to occur within one year; and (vi) the asset is actively being marketed for sale at a price that is reasonable given its current market value. A long-lived asset classified as held for sale is measured at the lower of its carrying amount or fair value less cost to sell. If the long-lived asset is newly acquired, the carrying amount of the long-lived asset is established based on its fair value less cost to sell at the acquisition date. A long-lived asset is not depreciated or amortized while it is classified as held for sale. In the year ended December 31, 2019, we completed the sale of the remaining excess equipment located in Malaysia for total consideration of $490,000. Such equipment had a total net book value of $188,000, thereby resulting in a gain on disposal of $302,000. The Company entered into an agreement for the sale of its Malaysian facility in December 2019, which was completed in June 2020. In June 2020, the Company completed the sale of its Malaysian facility for a net sale price of approximately $4.8 million (based on the exchange rate on June 30, 2020 of $1=MYR4.27) after the payment of consent fees, real estate taxes, brokerage and legal fees, transfer and other expenses. The Company recorded a gain on the disposal of the Malaysian facility of approximately $1.8 million. In December, 2020, the Company completed the sale of all of the outstanding shares of capital stock (the “Capital Shares”) of its wholly owned subsidiary Rubicon Sapphire Technology (Malaysia) SDN. BHD. The company recorded a gain on the sale of $261,000. The Company is continuing to pursue the sale of our vacant parcel of land in Batavia, Illinois. Although the timing on the sale or lease of this real estate is difficult to predict, this property was classified as current assets held for sale at December 31, 2020 and 2019, as it is the Company’s intention to complete the sale of the Batavia Illinois property within the next twelve-month period. |
Property and equipment | Property and equipment Property and equipment consisted of the following: As of 2020 2019 (in thousands) Machinery, equipment and tooling $ 3,343 $ 3,341 Buildings 1,711 1,711 Information systems 835 835 Land and land improvements 594 594 Furniture and fixtures 8 8 Total cost 6,491 6,489 Accumulated depreciation and amortization (4,009 ) (3,842 ) Property and equipment, net $ 2,482 $ 2,647 Property and equipment are carried at cost and depreciated over their estimated useful lives using the straight-line method. The cost of maintenance and repairs is charged to expense as incurred. Significant renewals and improvements are capitalized. Depreciation expense associated with property and equipment was $167,000 and $169,000 for the years ended December 31, 2020 and 2019, respectively. The estimated useful lives are as follows: Asset description Life Buildings 39 years Machinery, equipment and tooling 3-10 years Furniture and fixtures 7 years Information systems 3 years |
Warranty cost | Warranty cost The Company’s sales terms include a warranty that its products will meet certain specifications. The Company records a current liability for the expected cost of warranty-related claims at the time of sale. The warranty reserve is included in accrued and other current liabilities on the Consolidated Balance Sheets. The following table presents changes in the Company’s product warranty liability: Year ended 2020 2019 (in thousands) Balance, beginning of period $ 4 $ 8 Charged to cost of sales 18 31 Actual product warranty expenditures (20 ) (35 ) Balance, end of period $ 2 $ 4 The Company does not provide maintenance or other services and it does not have sales that involve bill & hold arrangements, multiple elements or deliverables. However, the Company does provide product warranty for up to 90 days, for which the Company has accrued a warranty reserve of $2,000 and $4,000 for the years ended December 31, 2020 and 2019, respectively. |
Fair value of financial instruments | Fair value of financial instruments The Company’s financial instruments consist primarily of cash and cash equivalents, short-term investments, accounts receivable, and accounts payable. The carrying values of these assets and liabilities approximate their fair values due to the short-term nature of these instruments at December 31, 2020 and 2019. |
Concentration of credit risks and other risks and uncertainties | Concentration of credit risks and other risks and uncertainties Financial instruments that could potentially subject the Company to concentrations of credit risk consist principally of cash and cash equivalents, restricted cash, short-term investments and accounts receivable. At December 31, 2020 the Company had no deposits at foreign financial institutions and $1.6 million on deposit at foreign financial institutions at December 31, 2019. As of December 31, 2020, the Company had $8 million on deposit at financial institutions in excess of amounts insured by the FDIC. This compares to a $5.7 million as of December 31, 2019. The Company performs a periodic evaluation of these institutions for relative credit standing. The Company has not experienced any losses in such accounts and management believes it is not exposed to any significant risk of loss on these balances. The Company uses third parties for certain finishing functions for its products, including the slicing and polishing of its sapphire crystal inventory. These types of services are only available from a limited number of third parties. The Company’s ability to successfully outsource these finishing functions will substantially depend on its ability to develop, maintain and expand its strategic relationship with these third parties. As a result, the Company may be unable to meet the demand for its products, which could have a material adverse impact on the Company. Concentration of credit risk related to revenue and accounts receivable is discussed in Note 4. |
Revenue recognition | Revenue recognition Revenues recognized include product sales and billings for costs and fees for government contracts. Product Sales The Company recognizes revenue in accordance with ASC Topic 606, Revenue From Contracts with Customers The Company does not provide maintenance or other services and we do not have sales that involve multiple elements or deliverables. All of the Company’s revenue is denominated in U.S. dollars. |
Shipping and handling costs | Shipping and handling costs The Company records costs incurred in connection with shipping and handling of products as cost of goods sold. Amounts billed to customers in connection with these costs are included in revenue and are not material for any of the periods presented in the accompanying financial statements. |
Sales tax | Sales tax The Company collects and remits sales taxes on products sold to customers and reports such amounts under the net method in its Consolidated Statements of Operations and records a liability until remitted to the respective tax authority. |
Stock-based compensation | Stock-based compensation The Company requires all share-based payments to employees, including grants of employee stock options, to be measured at fair value and expensed in the Consolidated Statements of Operations over the service period (generally the vesting period) of the grant. Expense is recognized in the Consolidated Statements of Operations for these share-based payments. The Company uses Black Scholes option pricing model in order to determine the fair value of stock option grants. |
Accounting for uncertainty in income taxes | Accounting for uncertainty in income taxes The Company recognizes the tax benefit from an uncertain tax position only if it is more likely than not the tax position will be sustained on examination by the taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such positions are then measured based on the largest benefit that has a greater than 50% likelihood of being realized upon settlement. The Company recognizes interest and/or penalties related to income tax matters in income tax expense. There were no interest or penalties related to income taxes that have been accrued or recognized as of and for the years ended December 31, 2020 and 2019. The Company is subject to taxation in the U.S., Malaysia and in a U.S. state jurisdiction. Due to the existence of NOL carryforwards, tax years ended December 31, 2001 through 2006, 2008, 2009 and 2012 through 2019 are open to examination by tax authorities for Federal purposes. Due to NOL carryforwards at the State level, tax years ended 2008, 2009 and 2012 through 2019 are open to examination by state tax authorities. Tax years 2013 through 2019 are open to examination by the Malaysia Inland Revenue Board. |
Income taxes | Income taxes Deferred tax assets and liabilities are provided for temporary differences between financial reporting and income tax bases of assets and liabilities, and are measured using the enacted tax rates and laws expected to be in effect when the differences will reverse. Deferred income taxes also arise from the future benefits of NOL carryforwards. Valuation allowances are established when necessary to reduce deferred tax assets to the amounts expected to be realized. Full valuation allowances on net deferred tax assets are maintained until an appropriate level of profitability that generates taxable income is deemed sustainable or until a tax strategy is developed that would enable the Company to conclude that it is more likely than not that a portion of the deferred tax assets will be realizable. Based on an evaluation in accordance with the accounting standards, as of December 31, 2020 and 2019, a valuation allowance has been recorded against the net U.S. and Malaysia deferred tax assets in order to measure only the portion of the deferred tax assets that are more likely than not to be realized based on the weight of all the available evidence . |
Use of estimates | Use of estimates The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Other comprehensive loss | Other comprehensive loss Comprehensive loss is defined as the change in equity of a business enterprise from transactions and other events from non-owner sources. Comprehensive loss includes net loss and other non-owner changes in equity that bypass the statement of operations and are reported in a separate component of equity. |
Net income (loss) per common share | Net income (loss) per common share Basic net income (loss) per common share is computed by dividing net income (loss) by the weighted-average number of common shares outstanding during the period. Diluted net income (loss) per common share is computed by dividing net income (loss) by the weighted-average number of diluted common shares outstanding during the period. Diluted shares outstanding are calculated by adding to the weighted-average shares (a) any outstanding stock options based on the treasury stock method and (b) restricted stock units (“RSU”). Diluted net income per share was the same as basic net income per share for the year ended December 31, 2020, because the effects of potentially dilutive securities did not have a material impact on the calculation of diluted net income per share. The Company had outstanding options exercisable into 18,250 shares of the Company’s common stock that would have had an anti-dilutive effect at December 31, 2020. Diluted net loss per common share was the same as basic net loss per common share for the year ended December 31, 2020, because the effects of potentially dilutive securities were anti-dilutive. |
New accounting pronouncements adopted | New accounting pronouncements adopted The Company has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact the Company’s consolidated financial statements and related disclosures. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of restricted cash | As of 2020 2019 (in thousands) Fixed deposits — 171 $ — $ 171 |
Summary of share repurchase activity | Periods Total Average Total Approximate of shares that may yet be purchased January 1, 2020, to December 31, 2020 295,946 $ 8.10 295,546 $ 3,000 Total 295,946 $ 3,000 |
Schedule of allowance for doubtful accounts | Year ended 2020 2019 (in thousands) Beginning balance $ 40 $ 7 Charges to costs and expenses (20 ) 33 Account write-offs, less recoveries (17 ) — Ending balance $ 3 $ 40 |
Schedule of inventories | As of 2020 2019 (in thousands) Raw materials $ 468 $ 468 Work-in-process 614 901 Finished goods 459 809 $ 1,541 $ 2,178 |
Schedule of property and equipment | As of 2020 2019 (in thousands) Machinery, equipment and tooling $ 3,343 $ 3,341 Buildings 1,711 1,711 Information systems 835 835 Land and land improvements 594 594 Furniture and fixtures 8 8 Total cost 6,491 6,489 Accumulated depreciation and amortization (4,009 ) (3,842 ) Property and equipment, net $ 2,482 $ 2,647 |
Schedule of property and equipment, estimated useful lives | Asset description Life Buildings 39 years Machinery, equipment and tooling 3-10 years Furniture and fixtures 7 years Information systems 3 years |
Schedule of product warranty liability | Year ended 2020 2019 (in thousands) Balance, beginning of period $ 4 $ 8 Charged to cost of sales 18 31 Actual product warranty expenditures (20 ) (35 ) Balance, end of period $ 2 $ 4 |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Summary of revenue by geographic region | Year ended 2020 2019 (in thousands) North America $ 4,039 $ 3,324 Asia 406 185 Other 22 17 Total revenue $ 4,467 $ 3,526 |
Summary of sales by product type | Year ended 2020 2019 (in thousands) Optical $ 3,611 $ 3,338 Core 6 9 Rubicon DTP 850 179 Total revenue $ 4,467 $ 3,526 |
Summary of assets by geographic region | As of 2020 2019 (in thousands) United States $ 31,240 $ 29,703 Malaysia — 5,094 Other — 4 Total assets $ 31,240 $ 34,801 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Investments, Debt and Equity Securities [Abstract] | |
Summary of amortized cost and gross unrealized losses on all securities | Amortized Gross Gross Fair (in thousands) Short-term investments: U.S. Treasury securities $ 14,748 $ — $ — $ 14,748 Marketable securities — — — — Total short-term investments $ 14,748 $ — $ — $ 14,748 Amortized Gross Gross Fair (in thousands) Short-term investments: U.S. Treasury securities $ 14,668 $ — $ — $ 14,668 Marketable securities 961 (171 ) 790 Total short-term investments $ 15,629 $ — $ (171 ) $ 15,458 |
Summary of financial assets measured at fair value on a recurring basis | Level 1 Level 2 Level 3 Total (in thousands) Cash equivalents: Money market funds $ 3,136 $ — $ — $ 3,136 Investments: Available-for-sales securities—current: U.S. Treasury securities — 14,748 — 14,748 Total $ 3,136 $ 14,748 $ — $ 17,884 Level 1 Level 2 Level 3 Total (in thousands) Cash equivalents: Money market funds $ 3,759 $ — $ — $ 3,759 Investments: Available-for-sales securities—current: U.S. Treasury securities — 14,668 — 14,668 790 790 Total $ 4,549 $ 14,668 $ — $ 19,217 |
Stock Incentive Plans (Tables)
Stock Incentive Plans (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of award vesting terms for the RSUs granted | Shares Number of Weighted- Number of Number of Outstanding at January 1, 2019 295,067 69,083 12.10 99,570 50,176 Granted (60,925 ) 1,000 — — 9,925 Exercised/issued — (5,000 ) — — (6,098 ) Canceled/forfeited 42,244 (42,244 ) 11.35 — — Outstanding at December 31, 2019 276,386 22,839 13.48 99,570 54,003 Granted (20,877 ) — — — 3,597 Exercised/issued — (2,250 ) — — (3,597 ) Canceled/forfeited 40,596 (489 ) 202.56 — (9,000 ) Outstanding at December 31, 2020 296,105 20,100 $ 9.71 99,570 45,003 |
Schedule of exercise prices of outstanding options | Exercise price Number of Average Number of $6.10 - $8.34 18,250 5.75 18,250 $44.10 1,850 3.94 1,850 20,100 4.73 20,100 |
Schedule of non-vested options | Non- Weighted- Non-vested at January 1, 2019 21,992 $ 6.86 Granted 1,000 8.34 Vested (10,878 ) 7.07 Cancelled (7,248 ) 7.25 Non-vested at December 31, 2019 4,866 6.10 Granted — — Vested (4,866 ) 6.10 Cancelled — — Non-vested at December 31, 2020 — $ — |
Schedule of award vesting terms for the RSUs granted | Number of RSUs Target price 925 $ 7.95 Number of restricted stock units Target price 902 $ 11.00 15,000 $ 12.50 15,000 $ 14.00 |
Schedule of fair value of restricted stock units | Granted January March Daily expected stock price volatility 4.2806 % 4.4237 % Daily expected mean return on equity (0.2575 )% (0.2226 )% Daily expected dividend yield 0.0 % 0.0 % Average daily risk-free interest rate 0.0078 % 0.0063 % |
Schedule of award vesting terms for the RSUs granted | RSUs Weighted-average Aggregate Non-vested RSUs as of January 1, 2019 50,176 $ 6.31 Granted 9,925 8.32 Vested (6,098 ) 7.40 Cancelled — — Non-vested RSUs as of December 31, 2019 54,003 6.56 Granted 3,597 8.34 Vested (3,597 ) 8.34 Cancelled (9,000 ) 8.36 Non-vested RSUs at December 31, 2020 45,003 $ 6.20 $ 278,961 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Summary of (loss) before income taxes | Year ended 2020 2019 (in thousands) U.S. $ (3,060 ) $ (1,142 ) Foreign 2,018 17 Total $ (1,050 ) $ (1,125 ) |
Summary of income tax expense (benefit) | Year ended 2020 2019 (in thousands) Current U.S. $ — $ — State — — Foreign 13 22 Total current income tax expense 13 22 Deferred U.S. — — State — — Foreign — — Total deferred income tax expense (benefit) — — Total income tax expense (benefit) $ 13 $ 22 |
Summary of reconciliation of income tax computed at federal statutory rate to income before taxes | Year ended 2020 2019 U.S. federal statutory rate (21.0 )% (21.0 )% State taxes net of federal benefit (18.2 ) (7.6 ) Foreign rate differential and transactional tax 5.9 0.1 Tax credits — — Valuation allowance 33.3 28.5 Other 1 2.0 1.0 % 2.0 % |
Summary of significant components of net deferred income taxes | 2020 2019 (in thousands) Deferred tax assets: Allowance for doubtful accounts $ 1 $ 11 Inventory reserves 3,096 3,185 Consumables excess reserve 167 169 Accrued liabilities 81 52 Warrant interest expense 195 196 Stock compensation expense 789 789 State net operating loss 14,476 15,010 Net operating loss carryforward 41,105 40,437 Tax credits 710 740 Depreciation 1,000 1,329 Valuation allowance (61,556 ) (61,869 ) Total deferred tax assets 64 49 Deferred tax liability: Prepaid expenses (64 ) (49 ) Net deferred tax liability $ — $ — |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Details) - USD ($) | 1 Months Ended | 12 Months Ended | ||||
Jul. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 14, 2020 | Nov. 30, 2018 | |
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Original authorized amount | $ 3,000,000 | |||||
Cost or market reserve | $ 51,000 | $ 72,000 | ||||
Decrease in inventory reserves | 21,000 | |||||
Inventory reserve and cost of goods sold | 21,000 | 35,000 | ||||
Net book value | 6,491,000 | 6,489,000 | ||||
Gain on sale of asset | $ 1,800,000 | 302,000 | ||||
Description sale prices | the Company completed the sale of its Malaysian facility for a net sale price of approximately $4.8 million (based on the exchange rate on June 30, 2020 of $1=MYR4.27) after the payment of consent fees, real estate taxes, brokerage and legal fees, transfer and other expenses. The Company recorded a gain on the disposal of the Malaysian facility of approximately $1.8 million. | |||||
Gain on sale | (171,000) | |||||
Depreciation expense associated with property and equipment | $ 167,000 | 169,000 | ||||
Warrant term | 90 days | |||||
Warranty reserve | $ 2,000 | 4,000 | ||||
Foreign Financial Institutions, Actual Deposits | 1,600,000 | |||||
Cash, FDIC Insured Amount | $ 8,000,000 | 5,700,000 | ||||
Settlement percentage | 50.00% | |||||
Outstanding exercisable shares (in Shares) | 18,250 | |||||
Malaysia | ||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Total consideration amount | 490,000 | |||||
Net book value | 188,000 | |||||
Gain on sale of asset | $ 302,000 | |||||
Gain on sale | $ 261,000 | |||||
Board of Directors [Member] | ||||||
Summary of Significant Accounting Policies (Details) [Line Items] | ||||||
Repurchase of common stock | $ 3,000,000 | $ 3,000,000 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Details) - Summary of restricted cash - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 171 | |
Fixed Deposit [Member] | ||
Restricted Cash and Cash Equivalents Items [Line Items] | ||
Restricted cash | $ 171 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies (Details) - Summary of share repurchase activity $ / shares in Units, $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($)$ / sharesshares | |
Summary of share repurchase activity [Abstract] | |
Total number of shares purchased | 295,946 |
Average price paid per share (in Dollars per share) | $ / shares | $ 8.10 |
Total number of shares purchased as part of publicly announced program | 295,546 |
Approximate dollar value of shares that may yet be purchased under the program (in Dollars) | $ | $ 3,000 |
Total | 295,946 |
Total (in Dollars) | $ | $ 3,000 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies (Details) - Schedule of allowance for doubtful accounts - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of allowance for doubtful accounts [Abstract] | ||
Beginning balance | $ 40 | $ 7 |
Charges to costs and expenses | (20) | 33 |
Account write-offs, less recoveries | (17) | |
Ending balance | $ 3 | $ 40 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies (Details) - Schedule of inventories - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Schedule of inventories [Abstract] | ||
Raw materials | $ 468 | $ 468 |
Work-in-process | 614 | 901 |
Finished goods | 459 | 809 |
Inventories | $ 1,541 | $ 2,178 |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Total cost | $ 6,491 | $ 6,489 |
Accumulated depreciation and amortization | (4,009) | (3,842) |
Property and equipment, net | 2,482 | 2,647 |
Machinery, equipment and tooling [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 3,343 | 3,341 |
Buildings [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 1,711 | 1,711 |
Information systems [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 835 | 835 |
Land and land improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | 594 | 594 |
Furniture and fixtures [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total cost | $ 8 | $ 8 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment, estimated useful lives | 12 Months Ended |
Dec. 31, 2020 | |
Buildings [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment, estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 39 years |
Machinery, equipment and tooling [Member] | Minimum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment, estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 3 years |
Machinery, equipment and tooling [Member] | Maximum [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment, estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 10 years |
Furniture and fixtures [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment, estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 7 years |
Information systems [Member] | |
Summary of Significant Accounting Policies (Details) - Schedule of property and equipment, estimated useful lives [Line Items] | |
Property and equipment, estimated useful lives | 3 years |
Summary of Significant Accou_10
Summary of Significant Accounting Policies (Details) - Schedule of product warranty liability - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of product warranty liability [Abstract] | ||
Balance, beginning of period | $ 4 | $ 8 |
Charged to cost of sales | 18 | 31 |
Actual product warranty expenditures | (20) | (35) |
Balance, end of period | $ 2 | $ 4 |
Segment Information (Details)
Segment Information (Details) | 12 Months Ended | |
Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) | |
Segment Reporting [Abstract] | ||
Number of segments | 2 | |
Segment loss | $ 340,000 | $ 447,000 |
Segment Information (Details) -
Segment Information (Details) - Summary of revenue by geographic region - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Segment Information (Details) - Summary of revenue by geographic region [Line Items] | ||
Total revenue | $ 4,467 | $ 3,526 |
North America [Member] | ||
Segment Information (Details) - Summary of revenue by geographic region [Line Items] | ||
Total revenue | 4,039 | 3,324 |
Asia [Member] | ||
Segment Information (Details) - Summary of revenue by geographic region [Line Items] | ||
Total revenue | 406 | 185 |
Other [Member] | ||
Segment Information (Details) - Summary of revenue by geographic region [Line Items] | ||
Total revenue | $ 22 | $ 17 |
Segment Information (Details)_2
Segment Information (Details) - Summary of sales by product type - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Revenue from External Customer [Line Items] | ||
Total revenue | $ 4,467 | $ 3,526 |
Optical [Member] | ||
Revenue from External Customer [Line Items] | ||
Total revenue | 3,611 | 3,338 |
Rubicon DTP [Member] | ||
Revenue from External Customer [Line Items] | ||
Total revenue | 850 | 179 |
Core [Member] | ||
Revenue from External Customer [Line Items] | ||
Total revenue | $ 6 | $ 9 |
Segment Information (Details)_3
Segment Information (Details) - Summary of assets by geographic region - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Segment Information (Details) - Summary of assets by geographic region [Line Items] | ||
Total assets | $ 31,240 | $ 34,801 |
United States [Member] | ||
Segment Information (Details) - Summary of assets by geographic region [Line Items] | ||
Total assets | 31,240 | 29,703 |
Malaysia [Member] | ||
Segment Information (Details) - Summary of assets by geographic region [Line Items] | ||
Total assets | 5,094 | |
Other [Member] | ||
Segment Information (Details) - Summary of assets by geographic region [Line Items] | ||
Total assets | $ 4 |
Investments (Details)
Investments (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Investments, Debt and Equity Securities [Abstract] | ||
Time deposits included in cash and cash equivalents | $ 8 | $ 4.9 |
Investments (Details) - Summary
Investments (Details) - Summary of amortized cost and gross unrealized losses on all securities - Short-term Investments [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Investments (Details) - Summary of amortized cost and gross unrealized losses on all securities [Line Items] | ||
Amortized cost | $ 14,748 | $ 15,629 |
Gross unrealized gains | ||
Gross unrealized losses | (171) | |
Fair value | 14,748 | 15,458 |
U.S. Treasury securities [Member] | ||
Investments (Details) - Summary of amortized cost and gross unrealized losses on all securities [Line Items] | ||
Amortized cost | 14,748 | 14,668 |
Gross unrealized gains | ||
Gross unrealized losses | ||
Fair value | 14,748 | 14,668 |
Marketable securities [Member] | ||
Investments (Details) - Summary of amortized cost and gross unrealized losses on all securities [Line Items] | ||
Amortized cost | 961 | |
Gross unrealized gains | ||
Gross unrealized losses | (171) | |
Fair value | $ 790 |
Investments (Details) - Summa_2
Investments (Details) - Summary of financial assets measured at fair value on a recurring basis - Fair Value, Measurements, Recurring [Member] - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Available-for-sales securities—current: | ||
Total | $ 17,884 | $ 19,217 |
Level 1 [Member] | ||
Available-for-sales securities—current: | ||
Total | 3,136 | 4,549 |
Level 2 [Member] | ||
Available-for-sales securities—current: | ||
Total | 14,748 | 14,668 |
Level 3 [Member] | ||
Available-for-sales securities—current: | ||
Total | ||
Marketable securities [Member] | ||
Available-for-sales securities—current: | ||
Available-for-sale securities - current: | 790 | |
Marketable securities [Member] | Level 1 [Member] | ||
Available-for-sales securities—current: | ||
Available-for-sale securities - current: | 790 | |
Money market funds [Member] | ||
Cash equivalents: | ||
Cash equivalents: | 3,136 | 3,759 |
Money market funds [Member] | Level 1 [Member] | ||
Cash equivalents: | ||
Cash equivalents: | 3,136 | 3,759 |
Money market funds [Member] | Level 2 [Member] | ||
Cash equivalents: | ||
Cash equivalents: | ||
Money market funds [Member] | Level 3 [Member] | ||
Cash equivalents: | ||
Cash equivalents: | ||
U.S. Treasury securities [Member] | ||
Available-for-sales securities—current: | ||
Available-for-sale securities - current: | 14,748 | 14,668 |
U.S. Treasury securities [Member] | Level 1 [Member] | ||
Available-for-sales securities—current: | ||
Available-for-sale securities - current: | ||
U.S. Treasury securities [Member] | Level 2 [Member] | ||
Available-for-sales securities—current: | ||
Available-for-sale securities - current: | 14,748 | 14,668 |
U.S. Treasury securities [Member] | Level 3 [Member] | ||
Available-for-sales securities—current: | ||
Available-for-sale securities - current: |
Significant Customers (Details)
Significant Customers (Details) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Significant Customers (Details) [Line Items] | ||
Number of customers | 4 | 3 |
Accounts Receivable [Member] | ||
Significant Customers (Details) [Line Items] | ||
Concentration risk, percentage | 44.00% | 77.00% |
Customer One [Member] | Sales Revenue, Net [Member] | ||
Significant Customers (Details) [Line Items] | ||
Concentration risk, percentage | 21.00% | 31.00% |
Customer Two [Member] | Sales Revenue, Net [Member] | ||
Significant Customers (Details) [Line Items] | ||
Concentration risk, percentage | 13.00% | 15.00% |
Customer Three [Member] | Sales Revenue, Net [Member] | ||
Significant Customers (Details) [Line Items] | ||
Concentration risk, percentage | 11.00% | 12.00% |
Customer Four [Member] | Sales Revenue, Net [Member] | ||
Significant Customers (Details) [Line Items] | ||
Concentration risk, percentage | 10.00% | |
Trade Accounts Receivable [Member] | ||
Significant Customers (Details) [Line Items] | ||
Concentration risk, percentage | 10.00% | 10.00% |
Assets Held for Sale and Long_2
Assets Held for Sale and Long-Lived Assets (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Jun. 30, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | |
Assets Held for Sale and Long-Lived Assets (Details) [Line Items] | |||
Total consideration | $ 490,000 | ||
Net book value | $ 2,482,000 | 2,647,000 | |
Gain on disposal | $ 1,800,000 | 302,000 | |
Description of sale of facility | the Company completed the sale of its Malaysian facility for a net sale price of approximately $4.8 million (based on the exchange rate on June 30, 2020 of $1=MYR4.27) after the payment of consent fees, real estate taxes, brokerage and legal fees, transfer and other expenses. The Company recorded a gain on the disposal of the Malaysian facility of approximately $1.8 million. | ||
Gain on sale | $ 261,000 | ||
Equipment [Member] | |||
Assets Held for Sale and Long-Lived Assets (Details) [Line Items] | |||
Net book value | $ 188,000 |
Stockholders' Equity (Details)
Stockholders' Equity (Details) - shares | May 10, 2018 | May 03, 2017 | Dec. 31, 2020 |
Stockholders' Equity Note [Abstract] | |||
Reserved common stock shares for issuance | 65,103 | ||
Common stock reserved for future grants | 301,105 | ||
Description of common stock | the Company’s stockholders approved amendments to the Company’s Eighth Amended and Restated Certificate of Incorporation (as amended, the “Certificate of Incorporation”) to (i) effect a reverse stock split of the Company’s common stock; and (ii) decrease the Company’s authorized number of shares of common stock to three times the number of shares of the Company’s common stock outstanding immediately following the reverse stock split. On May 3, 2017, following the annual meeting, the Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to (a) implement the reverse stock split at a ratio of 1-for-10; and (b) to reduce the number of authorized shares of common stock from 40,000,000 to 8,200,000, consequently reducing the number of total authorized shares from 45,000,000 to 13,200,000. With the completion of the reverse stock split, the Company’s shares began trading above the required $1.00 per share closing bid price, as required by the Listing Qualifications Department of NASDAQ. The share information has been retroactively reflected for the effects of this reverse stock split for all periods presented. | ||
Description of preferred stock authorized | the Company’s annual meeting of stockholders held on May 10, 2018, the Company’s stockholders approved an amendment to the Certificate of Incorporation to decrease the Company’s authorized number of shares of preferred stock from 5,000,000 shares to 1,000,000 shares. The Company filed with the Secretary of State of the State of Delaware a Certificate of Amendment to decrease the authorized number of preferred shares, consequently reducing the number of total authorized shares from 13,200,000 to 9,200,000. |
Stockholder Rights Agreement (D
Stockholder Rights Agreement (Details) - $ / shares | 1 Months Ended | |||
Dec. 18, 2017 | Dec. 18, 2017 | Dec. 31, 2020 | Dec. 31, 2019 | |
Stockholder Rights Agreement (Details) [Line Items] | ||||
Description of issuance of one right | The Board authorized the issuance of one Right for each outstanding share of common stock, par value $0.001 per share, of the Company, payable to stockholders of record date of the close of business on January 2, 2018. One Right will also be issued together with each share of the Company’s common stock issued after January 2, 2018 but before the Distribution Date (as defined below) and, in certain circumstances, after the Distribution Date. Subject to the terms, provisions and conditions of the Rights Agreement, if the Rights become exercisable, each Right would initially represent the right to purchase from the Company one one-thousandth of a share of Series A Junior Participating Preferred Stock, par value $0.001 per share, of the Company (the “Series A Preferred Stock”) for a purchase price of $40.00. If issued, each one-thousandth of a share of Series A Preferred Stock would give the stockholder approximately the same dividend, voting and liquidation rights as does one share of common stock. However, prior to exercise, a Right does not give its holder any rights as a stockholder of the Company, including, without limitation, any dividend, voting or liquidation rights. | |||
Common stock, par value | $ 0.001 | |||
Preferred stock, par value | 0.001 | $ 0.001 | ||
Description of rights will not be exercisable | The Rights will not be exercisable until the earlier of (i) ten business days after a public announcement that a person has become an “Acquiring Person” by acquiring beneficial ownership of 4.9% or more of outstanding common stock (or, in the case of a person that had beneficial ownership of 4.9% or more of the outstanding common stock as of the close of business on December 18, 2017, by obtaining beneficial ownership of any additional shares of common stock representing 0.5% or more of the shares of common stock then outstanding (other than pursuant to a dividend or distribution paid or made by the Company on the outstanding shares of the common stock or pursuant to a split or subdivision of the outstanding shares of common stock) at a time such person still beneficially owns 4.9% or more of the outstanding common stock), and (ii) ten business days (or such later date as may be specified by the Board prior to such time as any person becomes an Acquiring Person) after the commencement of a tender or exchange offer by or on behalf of a person that, if completed, would result in such person becoming an Acquiring Person (the “Distribution Date”). | |||
Description of series A preferred stock issued | Each one one-thousandth of a share of Series A Preferred Stock, if issued: (i) will be nonredeemable and junior to any other series of preferred stock the Company may issue (unless otherwise provided in the terms of such other series), (ii) will entitle holders to preferential cumulative quarterly dividends in an amount per share of Series A Preferred Stock equal to the greater of (a) $1 or (b) 1,000 times the aggregate the dividends, if any, declared on one share of the Company’s common stock, (iii) will entitle holders upon liquidation (voluntary or otherwise) to receive $1,000 per share of Series A Preferred Stock plus an amount equal to accrued and unpaid dividends and distributions thereon, whether or not declared, (iv) will have the same voting power as one share of common stock, and (v) will entitle holders to a per share payment equal to the payment made on one share of the Company’s common stock, if shares of the common stock are exchanged via merger, consolidation, or a similar transaction. Because of the nature of the Series A Preferred Stock’s dividend, liquidation and voting rights, the value of a Unit of Series A Preferred Stock purchasable upon exercise of each Right should approximate the value of one share of common stock. | |||
Percentage of purchase price | 1.00% | |||
Board of Directors [Member] | ||||
Stockholder Rights Agreement (Details) [Line Items] | ||||
Beneficial ownership percentage | 4.90% | |||
Series A Preferred Stock [Member] | ||||
Stockholder Rights Agreement (Details) [Line Items] | ||||
Purchase price | $ 40 |
Stock Incentive Plans (Details)
Stock Incentive Plans (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Aug. 31, 2007 | |
Stock Incentive Plans (Details) [Line Items] | |||
Weighted average grant date fair value of the options vested | $ 30,000 | $ 77,000 | |
Fair value of common stock intrinsic value | $ 52,000 | ||
Stock options exercisable (in Shares) | 2,250 | 5,000 | |
Stock compensation expense | $ 14,000 | $ 24,000 | |
Derived service period | 4 years | ||
Unrecognized compensation cost | $ 0 | ||
Shares awarded (in Shares) | 17,000 | ||
Share based payment of fair value | $ 146,000 | ||
Stock options [Member] | |||
Stock Incentive Plans (Details) [Line Items] | |||
Stock options exercisable (in Shares) | 18,250 | ||
Restricted Stock [Member] | |||
Stock Incentive Plans (Details) [Line Items] | |||
Stock compensation expense | 14,000 | ||
Closing price of common stock (in Dollars per share) | $ 5.50 | ||
Restricted Stock Units (RSUs) [Member] | |||
Stock Incentive Plans (Details) [Line Items] | |||
Stock compensation expense | $ 38,000 | 7,000 | |
2007 Stock Incentive Plan [Member] | |||
Stock Incentive Plans (Details) [Line Items] | |||
Maximum number of shares awarded or sold (in Shares) | 440,769 | ||
2016 Plan [Member] | |||
Stock Incentive Plans (Details) [Line Items] | |||
Common stock reserved for future issuance of awards (in Shares) | 222,980 | ||
Plan termination date | Mar. 17, 2026 | ||
Key Executive [Member] | |||
Stock Incentive Plans (Details) [Line Items] | |||
Closing price of common stock (in Dollars per share) | $ 6.30 | ||
Key Executive [Member] | Restricted Stock Units (RSUs) [Member] | |||
Stock Incentive Plans (Details) [Line Items] | |||
Grant date fair value of restricted stock units | $ 209,000 | $ 323,000 |
Stock Incentive Plans (Detail_2
Stock Incentive Plans (Details) - Schedule of activity of stock incentive and equity plans - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Schedule of activity of stock incentive and equity plans [Abstract] | ||
Shares available for grant, Balance | 276,386 | 295,067 |
Number of options outstanding, Balance | 22,839 | 69,083 |
Weighted-average option exercise price, Balance (in Dollars per share) | $ 13.48 | $ 12.10 |
Number of restricted stock shares issued, Balance | 99,570 | 99,570 |
Number of RSUs outstanding, Balance | 54,003 | 50,176 |
Shares available for grant, Balance | 296,105 | 276,386 |
Number of options outstanding, Balance | 20,100 | 22,839 |
Weighted-average option exercise price, Balance (in Dollars per share) | $ 9.71 | $ 13.48 |
Number of restricted stock shares issued, Balance | 99,570 | 99,570 |
Number of RSUs outstanding, Balance | 45,003 | 54,003 |
Shares available for grant, Granted | (20,877) | (60,925) |
Number of options outstanding, Granted | 1,000 | |
Weighted-average option exercise price, Granted (in Dollars per share) | ||
Number of restricted stock shares issued, Granted | ||
Number of RSUs outstanding, Granted | 3,597 | 9,925 |
Shares available for grant, Exercised/issued | ||
Number of options outstanding, Exercised/issued | (2,250) | (5,000) |
Weighted-average option exercise price, Exercised/issued (in Dollars per share) | ||
Number of restricted stock shares issued, Exercised/issued | ||
Number of RSUs outstanding, Exercised/issued | (3,597) | (6,098) |
Shares available for grant, Canceled/forfeited | 40,596 | 42,244 |
Number of options outstanding, Canceled/forfeited | (489) | (42,244) |
Weighted-average option exercise price, Canceled/forfeited (in Dollars per share) | $ 202.56 | $ 11.35 |
Number of restricted stock shares issued, Canceled/forfeited | ||
Number of RSUs outstanding, Canceled/forfeited | (9,000) |
Stock Incentive Plans (Detail_3
Stock Incentive Plans (Details) - Schedule of exercise prices of outstanding options - $ / shares | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Exercise prices of outstanding options, Lower range (in Dollars per share) | $ 7.95 | ||
Exercise prices of outstanding options, Number of options outstanding | 20,100 | 22,839 | 69,083 |
Exercise prices of outstanding options, Average remaining contractual life (years) | 4 years 266 days | ||
Exercise prices of outstanding options, Number of options exercisable | 20,100 | ||
$6.10 - $8.34 [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Exercise prices of outstanding options, Lower range (in Dollars per share) | $ 6.10 | ||
Exercise prices of outstanding options, Upper range (in Dollars per share) | $ 8.34 | ||
Exercise prices of outstanding options, Number of options outstanding | 18,250 | ||
Exercise prices of outstanding options, Average remaining contractual life (years) | 5 years 9 months | ||
Exercise prices of outstanding options, Number of options exercisable | 18,250 | ||
$44.10 [Member] | |||
Share-based Payment Arrangement, Option, Exercise Price Range [Line Items] | |||
Exercise prices of outstanding options, Upper range (in Dollars per share) | $ 44.10 | ||
Exercise prices of outstanding options, Number of options outstanding | 1,850 | ||
Exercise prices of outstanding options, Average remaining contractual life (years) | 3 years 343 days | ||
Exercise prices of outstanding options, Number of options exercisable | 1,850 |
Stock Incentive Plans (Detail_4
Stock Incentive Plans (Details) - Schedule of non-vested options - Non Vested Options [Member] - $ / shares | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Stock Incentive Plans (Details) - Schedule of non-vested options [Line Items] | ||
Non-vested, Beginning balance | 4,866 | 21,992 |
Weighted-average option exercise price, Beginning balance | $ 6.10 | $ 6.86 |
Non-vested options, Granted | 1,000 | |
Weighted-average option exercise price, Granted | $ 8.34 | |
Non-vested options, Vested | (4,866) | (10,878) |
Weighted-average option exercise price, Vested | $ 6.10 | $ 7.07 |
Non-vested options, Cancelled | (7,248) | |
Weighted-average option exercise price, Cancelled | $ 7.25 | |
Non-vested, Ending balance | 4,866 | |
Weighted-average option exercise price, Ending balance | $ 6.10 |
Stock Incentive Plans (Detail_5
Stock Incentive Plans (Details) - Schedule of award vesting terms for the RSUs granted - $ / shares | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2018 | |
Stock Incentive Plans (Details) - Schedule of award vesting terms for the RSUs granted [Line Items] | ||
Number of restricted stock units | $ 925 | |
Target price | $ 7.95 | |
Restricted Stock Units RSUs One [Member] | ||
Stock Incentive Plans (Details) - Schedule of award vesting terms for the RSUs granted [Line Items] | ||
Number of restricted stock units | $ 902 | |
Target price | 11 | |
Restricted Stock Units RSUs Two [Member] | ||
Stock Incentive Plans (Details) - Schedule of award vesting terms for the RSUs granted [Line Items] | ||
Number of restricted stock units | 15,000 | |
Target price | 12.50 | |
Restricted Stock Units RSUs Three [Member] | ||
Stock Incentive Plans (Details) - Schedule of award vesting terms for the RSUs granted [Line Items] | ||
Number of restricted stock units | 15,000 | |
Target price | $ 14 |
Stock Incentive Plans (Detail_6
Stock Incentive Plans (Details) - Schedule of fair value of restricted stock units - Restricted Stock Units (RSUs) [Member] | 1 Months Ended | |
Jan. 31, 2018 | Mar. 31, 2017 | |
Stock Incentive Plans (Details) - Schedule of fair value of restricted stock units [Line Items] | ||
Daily expected stock price volatility | 4.2806% | 4.4237% |
Daily expected mean return on equity | (0.2575%) | (0.2226%) |
Daily expected dividend yield | 0.00% | 0.00% |
Average daily risk-free interest rate | 0.0078% | 0.0063% |
Stock Incentive Plans (Detail_7
Stock Incentive Plans (Details) - Schedule of restricted stock units - Restricted Stock Units (RSUs) [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Stock Incentive Plans (Details) - Schedule of restricted stock units [Line Items] | ||
Non-vested RSUs outstanding, Beginning balance | 54,003 | 50,176 |
Weighted-average price at time of grant, Beginning balance | $ 6.56 | $ 6.31 |
Non-vested RSUs outstanding, Granted | 3,597 | 9,925 |
Weighted-average price at time of grant, Granted | $ 8.34 | $ 8.32 |
Non-vested RSUs outstanding, Vested | (3,597) | (6,098) |
Weighted-average price at time of grant, Vested | $ 8.34 | $ 7.40 |
Non-vested RSUs outstanding, Cancelled | (9,000) | |
Weighted-average price at time of grant, Cancelled | $ 8.36 | |
Non-vested RSUs outstanding, Ending balance | 45,003 | 54,003 |
Weighted-average price at time of grant, Ending balance | $ 6.20 | $ 6.56 |
Aggregate intrinsic value, Non-vested, Ending balance | $ 278,961 |
Income Taxes (Details)
Income Taxes (Details) - USD ($) | 1 Months Ended | 12 Months Ended | |
Dec. 22, 2017 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Taxes (Details) [Line Items] | |||
Description of federal expire | The Federal and Illinois NOLs began to expire in 2021 and the Indiana NOL will begin to expire in 2039. | ||
Deferred tax asset | $ 26,400,000 | ||
Uncertain tax | 2,600,000 | ||
Unrecognized tax | 1,100,000 | ||
Loan amount | 13,000 | $ 22,000 | |
Maximum [Member] | |||
Income Taxes (Details) [Line Items] | |||
U.S. corporate tax rate | 35.00% | ||
Repatriation tax | $ 5,000,000 | ||
Minimum [Member] | |||
Income Taxes (Details) [Line Items] | |||
U.S. corporate tax rate | 21.00% | ||
Repatriation tax | $ 3,900,000 | ||
Federal [Member] | |||
Income Taxes (Details) [Line Items] | |||
Net operating loss carryforward | 191,300,000 | ||
Research and development | 662,000 | ||
Illinois [Member] | |||
Income Taxes (Details) [Line Items] | |||
Net operating loss carryforward | 196,000,000 | ||
Research and development | 51,000 | ||
Investment tax credit | 370 | ||
Indiana [Member] | |||
Income Taxes (Details) [Line Items] | |||
Net operating loss carryforward | $ 322,000 |
Income Taxes (Details) - Summar
Income Taxes (Details) - Summary of (loss) before income taxes - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Summary of (loss) before income taxes [Abstract] | ||
U.S. | $ (3,060) | $ (1,142) |
Foreign | 2,018 | 17 |
Total | $ (1,050) | $ (1,125) |
Income Taxes (Details) - Summ_2
Income Taxes (Details) - Summary of income tax expense (benefit) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Current | ||
U.S. | ||
State | ||
Foreign | 13 | 22 |
Total current income tax expense | 13 | 22 |
Deferred | ||
U.S. | ||
State | ||
Foreign | ||
Total deferred income tax expense (benefit) | ||
Total income tax expense (benefit) | $ 13 | $ 22 |
Income Taxes (Details) - Summ_3
Income Taxes (Details) - Summary of reconciliation of income tax computed at federal statutory rate to income before taxes | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Summary of reconciliation of income tax computed at federal statutory rate to income before taxes [Abstract] | ||
U.S. federal statutory rate | (21.00%) | (21.00%) |
State taxes net of federal benefit | (18.20%) | (7.60%) |
Foreign rate differential and transactional tax | 5.90% | 0.10% |
Tax credits | ||
Valuation allowance | 33.30% | 28.50% |
Other | 1.00% | 2.00% |
Effective income tax rate | 1.00% | 2.00% |
Income Taxes (Details) - Summ_4
Income Taxes (Details) - Summary of significant components of net deferred income taxes - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax assets: | ||
Allowance for doubtful accounts | $ 1 | $ 11 |
Inventory reserves | 3,096 | 3,185 |
Consumables excess reserve | 167 | 169 |
Accrued liabilities | 81 | 52 |
Warrant interest expense | 195 | 196 |
Stock compensation expense | 789 | 789 |
State net operating loss | 14,476 | 15,010 |
Net operating loss carryforward | 41,105 | 40,437 |
Tax credits | 710 | 740 |
Depreciation | 1,000 | 1,329 |
Valuation allowance | (61,556) | (61,869) |
Total deferred tax assets | 64 | 49 |
Deferred tax liability: | ||
Prepaid expenses | (64) | (49) |
Net deferred tax liability |
Commitments and Contingencies (
Commitments and Contingencies (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Jan. 06, 2021 | |
Commitments and Contingencies (Details) [Line Items] | |||
Net rent expense under operating leases | $ 34,200 | $ 25,900 | |
Subsequent Event [Member] | |||
Commitments and Contingencies (Details) [Line Items] | |||
Aggregate commitment for one year lease | $ 35,500 |
Benefit Plan (Details)
Benefit Plan (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
Benefit plan, description | Employees are eligible to participate in the Plan upon reaching 18 years of age. |