Atomera (ATOM) 10-Q 5 May 17 2017 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2017	May 01, 2017
Document And Entity Information
Entity Registrant Name	Atomera Inc
Entity Central Index Key	1,420,520
Document Type	10-Q
Trading Symbol	ATOM
Document Period End Date	Mar. 31, 2017
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity a Well-known Seasoned Issuer	No
Entity a Voluntary Filer	No
Entity's Reporting Status Current	Yes
Entity Filer Category	Smaller Reporting Company
Entity Common Stock, Shares Outstanding		12,104,737
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2,017

Condensed Balance Sheets (Unaud

Condensed Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2017	Dec. 31, 2016
Current Assets:
Cash and cash equivalents	$ 23,812	$ 26,718
Prepaid expenses and other current assets	308	96
Total current assets	24,120	26,814
Property and equipment, net	31	28
Security Deposit	37	37
Total assets	24,188	26,879
Current liabilities:
Accounts payable	295	353
Accrued expenses	200	168
Accrued payroll related expenses	179	510
Total liabilities	674	1,031
Stockholders' equity:
Preferred stock, $0.001 par value, authorized 2,500 shares; none issued and outstanding at March 31, 2017 and December 31, 2016	0	0
Common stock, $0.001 par value, authorized 47,500 shares; 12,105 shares issued and outstanding at March 31, 2017 and 12,025 issued and outstanding as of December 31, 2016	12	12
Additional paid-in capital	123,043	121,833
Accumulated deficit	(99,541)	(95,997)
Total stockholders' equity	23,514	25,848
Total liabilities and stockholders' equity	$ 24,188	$ 26,879

Condensed Balance Sheets (Unau3

Condensed Balance Sheets (Unaudited) (Parenthetical) - $ / shares shares in Thousands	Mar. 31, 2017	Dec. 31, 2016
Statement of Financial Position [Abstract]
Preferred stock, par value (in dollars per share)	$ 0.001	$ 0.001
Preferred stock, authorized	2,500	2,500
Preferred stock, issued	0	0
Preferred stock, outstanding	0	0
Common stock, par value (in dollars per share)	$ 0.001	$ 0.001
Common stock, authorized	47,500	47,500
Common stock, issued	12,125	12,025
Common stock, oustanding	12,125	12,025

Condensed Statements of Operati

Condensed Statements of Operations (Unaudited) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Operating Expenses:
Research and development	$ 1,456	$ 949
General and administrative	1,603	861
Selling and marketing	509	119
Total operating expenses	3,568	1,929
Loss from operations	(3,568)	(1,929)
Other income/(expense):
Interest income	28	0
Interest expense	0	(562)
Other expense	(4)	0
Total other expense, net	24	(562)
Net loss	$ (3,544)	$ (2,491)
Net loss per common share, basic and diluted	$ (0.29)	$ (1.54)
Weighted average number of common shares outstanding, basic and diluted	12,034	1,617

Condensed Statements of Cash Fl

Condensed Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
CASH FLOWS FROM OPERATING ACTIVITIES
Net Loss	$ (3,544)	$ (2,491)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	5	3
Debt issuance cost amortization	0	194
Stock-based compensation	1,210	60
Non-cash interest expense	0	368
Compensation in exchange for settlement of subscription receivable	0	188
Changes in operating assets and liabilities:
Prepaid expenses and other current assets	(212)	4
Security deposit	0	(37)
Accounts payable	(58)	106
Accrued expenses	32	(83)
Accrued payroll expenses	(331)	37
Net cash used in operating activities	(2,898)	(1,651)
CASH FLOWS FROM INVESTING ACTIVITIES
Acquisition of property and equipment	(8)	(9)
Net cash used in investing activities	(8)	(9)
CASH FLOWS FROM FINANCING ACTIVITIES
Payment of offering costs	0	(36)
Net cash used in financing activities	0	(36)
Net decrease in cash and cash equivalents	(2,906)	(1,696)
Cash and cash equivalents at beginning of period	26,718	3,197
Cash and cash equivalents at end of period	$ 23,812	$ 1,501

1. NATURE OF OPERATIONS

1. NATURE OF OPERATIONS	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
NATURE OF OPERATIONS	Atomera Incorporated (“Atomera” or the “Company”) was incorporated in the state of Delaware in March 2007 under the name MEARS Technologies, Inc. and is engaged in the development, commercialization and licensing of proprietary processes and technologies for the semiconductor industry. On January 12, 2016, the Company changed its name to Atomera Incorporated. The Company has not yet generated revenue from planned principal operations, and is devoting substantially all of its efforts toward technology research and development and to securing customers for its technology. The Company has primarily financed operations through private placements of equity and debt securities and the Company’s Initial Public Offering (the “IPO”) which was consummated on August 10, 2016.

2. LIQUIDITY AND MANAGEMENT PLA

2. LIQUIDITY AND MANAGEMENT PLANS	3 Months Ended
	Mar. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
LIQUIDITY AND MANAGEMENT PLANS	At March 31, 2017, the Company had cash and cash equivalents of approximately $23.8 million and working capital of approximately $23.4 million. For the three months ended March 17, 2017, the Company had a net loss of approximately $3.5 million with $2.9 million of cash used in operations. The Company has not generated revenues since inception and has incurred recurring operating losses. At March 31, 2017, the Company had an accumulated deficit of approximately $99.5 million. During 2017, the Company’s operating plans include increased headcount in research and development and sales and business development. Based on the funds it has available as of the date of the filing of this report, the Company believes that it has sufficient capital to fund its current business plans and obligations over, at least, 12 months from the date that these financial statements have been issued, and to enable one or more customers to license and qualify its technology and start full-scale industrial production of devices that incorporate the Company’s technology. However, as the Company has not yet generated revenue from planned principal operations, it is subject to all the risks inherent in the initial organization, financing, expenditures, complications and delays in a new business. Accordingly, the Company may require additional capital, the receipt of which cannot be assured. In the event the Company requires additional capital, there can be no guarantee that funds will be available on commercially reasonable terms, if at all.

3. SUMMARY OF SIGNIFICANT ACCOU

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES	Significant accounting policies There have been no material changes in the Company’s significant accounting policies to those previously disclosed in the Form 10-K for the year ended December 31, 2016. Basis of presentation of unaudited condensed financial information The unaudited condensed financial statements of the Company for the three months ended March 31, 2017 and 2016 have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. However, such information reflects all adjustments (consisting solely of normal recurring adjustments), which are, in the opinion of management, necessary for the fair presentation of the financial position and the results of operations. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year. The balance sheet information as of December 31, 2016 was derived from the audited financial statements included in the Company's financial statements as of and for the year ended December 31, 2016 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 31, 2017. These financial statements should be read in conjunction with that report. Adoption of recent accounting pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-06, Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments

4. BASIC AND DILUTED LOSS PER S

4. BASIC AND DILUTED LOSS PER SHARE	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
BASIC AND DILUTED LOSS PER SHARE	Basic net loss per share is calculated by dividing the net loss by the weighted-average number of shares outstanding for the period. Diluted net loss per share is computed by dividing the net loss by the weighted-average number of shares and dilutive share equivalents outstanding for the period, determined using the treasury-stock and if-converted methods. Since the Company has had net losses for all periods presented, all potentially dilutive securities are anti-dilutive. Accordingly, basic and diluted net loss per share are equal. The following potential common stock equivalents were not included in the calculation of diluted net loss per common share because the inclusion thereof would be anti-dilutive (in thousands): March 31, 2017 2016 Stock Options 2,107 538 Warrants 765 303 Conversion of Notes Payable – 2,280 2,872 3,121

5. NOTES PAYABLE

5. NOTES PAYABLE	3 Months Ended
	Mar. 31, 2017
Debt Disclosure [Abstract]
NOTES PAYABLE	On March 17, 2015, the Company issued Senior Secured Convertible Notes (the “Secured Notes”) to certain investors under which the Company borrowed approximately $7.4 million and it exchanged all of its previously outstanding unsecured convertible promissory notes for Secured Notes with an aggregate principal balance of approximately $7.35 million. The total closing represented $14.75 million. The Secured Notes were due on May 31, 2016 and accrued interest at a rate of 10% per annum. During the three months ended March 31, 2016, the interest expense on the Secured Notes was approximately $562,000. On August 31, 2016, all principal and accrued interest were converted into shares of common stock. There is no interest expense for the three months ended March 31, 2017.

6. RELATED PARTY TRANSACTIONS

6. RELATED PARTY TRANSACTIONS	3 Months Ended
	Mar. 31, 2017
Related Party Transactions [Abstract]
RELATED PARTY TRANSACTIONS	On January 14, 2005, the Company executed a Secured Promissory Note (the “Promissory Note”) with an officer of the Company. Under the Promissory Note, the officer borrowed $187,500 from the Company. The Promissory Note bore interest at a fixed rate of 3.76% per annum, with interest-only payments due annually through the maturity date of January 14, 2014. In December 2015, the Company agreed to extend the term of the note to January 14, 2019, subject to acceleration in the event of the sale or liquidation of the Company, bankruptcy or like event. Effective January 2016, the Company cancelled the outstanding principal of the note in the amount of $187,500. The cancellation of this note was recognized as a bonus to the officer and included in general and administrative expenses in the accompanying statement of operations for the three months ended March 31, 2016. As of the date of the cancellation of the Promissory Note, there was accrued and unpaid interest under the note in the amount of approximately $7,000, which amount has been repaid by the officer. In return for the cancellation of the note, the officer was required to reimburse the Company for withholding taxes payable by the Company, in the amount of approximately $14,000. During the three months ended March 31, 2016, a director, who is also a shareholder of the Company, was paid $3,000 for his work as a consultant for the Company. The director is no longer paid for consulting work.

7. WARRANTS

7. WARRANTS	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
WARRANTS	A summary of warrant activity for the three months ended March 31, 2017 is as follows (shares in thousands except per share and contractual term): Number of Shares Weighted- Average Exercise Prices Weighted-Average Remaining Contractual Term (In Years) Outstanding at January 1, 2017 765 $ 5.75 Outstanding at March 31, 2017 765 $ 5.75 3.6 The warrants outstanding at March 31, 2017 had an intrinsic value of approximately $1.9 million based on a per-share stock price of $7.08 as of March 31, 2017.

8. STOCK BASED COMPENSATION

8. STOCK BASED COMPENSATION	3 Months Ended
	Mar. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
STOCK BASED COMPENSATION	The following table summarizes the stock-based compensation expense recorded in the Company’s results of operations during the three months ended March 31, 2017 and 2016 for stock options and restricted stock (in thousands): Three Months Ended March 31, 2017 2016 Research and development $ 88 $ 48 General and administrative 852 12 Selling and Marketing 270 – $ 1,210 $ 60 As of March 31, 2017, there was approximately $6.6 million of total unrecognized compensation expense related to non-vested share-based compensation arrangements that are expected to vest. This cost is expected to be recognized over a weighted-average period of 2.5 years. The Company records compensation expense for employee awards with graded vesting using the straight-line method. The Company records compensation expense for nonemployee awards with graded vesting using the accelerated expense attribution method. The Company recognizes compensation expense over the requisite service period applicable to each individual award, which generally equals the vesting term. The Company estimates the fair value of each option award using the Black-Scholes-Merton option pricing model. Forfeitures are recognized when realized. The fair value of employee stock options is being amortized on a straight-line basis over the requisite service periods of the respective awards. The fair value of employee stock options issued was estimated using the following weighted-average assumptions: Three Months Ended March 31, 2017 2016 Weighted average exercise price: $ 6.89 $ 5.70 Weighted average grant date fair value: $ 3.01 $ 2.64 Assumptions: Expected volatility 42.6% 46.5% Weighted average expected term (in years) 6.0 6.1 Risk-free interest rate 2.2% 1.6% Expected dividend yield 0.0% 0.0% The risk-free interest rate was obtained from U.S. Treasury rates for the applicable periods. The Company’s expected volatility was based upon the historical volatility for industry peers and used an average of those volatilities. The expected life of the Company’s options was determined using the simplified method as a result of limited historical data regarding the Company’s activity. The dividend yield considers that the Company has not historically paid dividends, and does not expect to pay dividends in the foreseeable future. Prior to the Company’s IPO in August 2016, the fair value of the common stock was determined by the board of directors based on a variety of factors, including valuations prepared by third parties, the Company’s financial position, the status of development efforts within the Company, the current climate in the marketplace and the prospects of a liquidity event, among others. The following table summarizes stock option activity during the three months ended March 31, 2017 (in thousands except exercise prices and contractual terms): Number of Shares Weighted- Average Exercise Prices Weighted-Average Remaining Contractual Term (In Years) Intrinsic Value Outstanding at January 1, 2017 1,515 $ 7.21 Granted 593 $ 6.89 Exercised – $ – Expired (1 ) $ 29.94 Outstanding at March 31, 2017 2,107 $ 7.11 9.0 $ 670 Exercisable at March 31, 2017 600 $ 7.36 8.3 $ 251 During the three months ended March 31, 2017, the Company granted options under its Employee Stock Option Plan to purchase 593,292 shares of its common stock to its employees. The fair value of these options was approximately $1.8 million. The company issues restricted stock to employees and estimates the fair value based on the closing price on the day of grant. The following table summarizes all restricted stock activity during the three months ended March 31, 2017 (in thousands except per share data): Number of Shares Weighted- Average Grant Date Fair Value Outstanding at January 1, 2017 462 $ 8.07 Granted 80 $ 7.01 Released (24 ) $ 7.99 Cancelled – $ – Outstanding non-vested shares at March 31, 2017 518 $ 7.91

9. COMMITMENTS AND CONTINGENCIE

9. COMMITMENTS AND CONTINGENCIES	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
COMMITMENTS AND CONTINGENCIES	Operating Leases On January 19, 2016, the Company entered into a real estate lease agreement for a 3,396 square foot office facility in Los Gatos, California as its new corporate headquarters. The lease commenced on February 1, 2016 and expires on January 31, 2018. The lease rate is $13,074 per month. Approximate future minimum lease payments required under the operating leases are as follows (in thousands): Years ending December 31, Amount Remaining period in 2017 $ 118 2018 13 Total $ 131 Licensing agreement In December 2006, the Company entered into licensing agreement with ASM International, NV, a semiconductor OEM located in Almere, The Netherlands, pursuant to which ASM has granted to the Company a non-exclusive, worldwide license to make, and sublicense others to make, semiconductor devices using certain ASM patents. The ASM license restricts the Company and its sublicensees from using the ASM licensed rights in the manufacture of EPI machines or any other machines used to manufacture semiconductors. The ASM license is coterminous with patents licensed by ASM, which expires on January 8, 2019, and requires the Company to pay ASM a royalty of 5% of net royalty revenue, generally defined as gross royalty revenue less certain customer offsets and credits, from the sale of any product incorporating the ASM licensed patents not manufactured on ASM equipment and a royalty of 2.5% of net revenue from the sale of any product incorporating ASM licensed patents manufactured on ASM equipment. All semiconductor devices incorporating the Company’s MST ®

3. SUMMARY OF SIGNIFICANT ACC15

3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies)	3 Months Ended
	Mar. 31, 2017
Accounting Policies [Abstract]
Basis of presentation of unaudited condensed financial information	Basis of presentation of unaudited condensed financial information The unaudited condensed financial statements of the Company for the three months ended March 31, 2017 and 2016 have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and pursuant to the requirements for reporting on Form 10-Q and Article 8 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by GAAP for complete financial statements. However, such information reflects all adjustments (consisting solely of normal recurring adjustments), which are, in the opinion of management, necessary for the fair presentation of the financial position and the results of operations. Results shown for interim periods are not necessarily indicative of the results to be obtained for a full fiscal year. The balance sheet information as of December 31, 2016 was derived from the audited financial statements included in the Company's financial statements as of and for the year ended December 31, 2016 included in the Company’s Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”) on March 31, 2017. These financial statements should be read in conjunction with that report.
Adoption of recent accounting pronouncements	Adoption of recent accounting pronouncements In March 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-06, Derivatives and Hedging (Topic 815): Contingent Put and Call Options in Debt Instruments

4. BASIC AND DILUTED LOSS PER16

4. BASIC AND DILUTED LOSS PER SHARE (Tables)	3 Months Ended
	Mar. 31, 2017
Earnings Per Share [Abstract]
Schedule of potential common stock equivalents not included in the calculation of diluted net loss per common share	March 31, 2017 2016 Stock Options 2,107 538 Warrants 765 303 Conversion of Notes Payable – 2,280 2,872 3,121

7. WARRANTS (Tables)

7. WARRANTS (Tables)	3 Months Ended
	Mar. 31, 2017
Equity [Abstract]
Schedule of warrant activity	Number of Shares Weighted- Average Exercise Prices Weighted-Average Remaining Contractual Term (In Years) Outstanding at January 1, 2017 765 $ 5.75 Outstanding at March 31, 2017 765 $ 5.75 3.6

8. STOCK BASED COMPENSATION (Ta

8. STOCK BASED COMPENSATION (Tables)	3 Months Ended
	Mar. 31, 2017
Disclosure of Compensation Related Costs, Share-based Payments [Abstract]
Schedule of stock-based compensation expense	Three Months Ended March 31, 2017 2016 Research and development $ 88 $ 48 General and administrative 852 12 Selling and Marketing 270 – $ 1,210 $ 60
Schedule of weighted-average assumptions	Three Months Ended March 31, 2017 2016 Weighted average exercise price: $ 6.89 $ 5.70 Weighted average grant date fair value: $ 3.01 $ 2.64 Assumptions: Expected volatility 42.6% 46.5% Weighted average expected term (in years) 6.0 6.1 Risk-free interest rate 2.2% 1.6% Expected dividend yield 0.0% 0.0%
Schedule of stock option activity	Number of Shares Weighted- Average Exercise Prices Weighted-Average Remaining Contractual Term (In Years) Intrinsic Value Outstanding at January 1, 2017 1,515 $ 7.21 Granted 593 $ 6.89 Exercised – $ – Expired (1 ) $ 29.94 Outstanding at March 31, 2017 2,107 $ 7.11 9.0 $ 670 Exercisable at March 31, 2017 600 $ 7.36 8.3 $ 251
Schedule of restricted stock option activity	Number of Shares Weighted- Average Grant Date Fair Value Outstanding at January 1, 2017 462 $ 8.07 Granted 80 $ 7.01 Released (24 ) $ 7.99 Cancelled – $ – Outstanding non-vested shares at March 31, 2017 518 $ 7.91

9. COMMITMENTS AND CONTINGENC19

9. COMMITMENTS AND CONTINGENCIES (Tables)	3 Months Ended
	Mar. 31, 2017
Commitments and Contingencies Disclosure [Abstract]
Schedule of future minimum lease payments required under operating leases	Years ending December 31, Amount Remaining period in 2017 $ 118 2018 13 Total $ 131

2. LIQUIDITY AND MANAGEMENT P20

2. LIQUIDITY AND MANAGEMENT PLANS (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Dec. 31, 2015
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 23,812	$ 1,501	$ 26,718	$ 3,197
Working capital	23,400
Net loss	(3,544)	(2,491)
Net cash used in operating activities	(2,898)	$ (1,651)
Accumulated deficit	$ (99,541)		$ (95,997)

4. BASIC AND DILUTED LOSS PER21

4. BASIC AND DILUTED LOSS PER SHARE (Details) - shares shares in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Number of anti-dilutive common stock	2,872	3,121
Stock Options [Member]
Number of anti-dilutive common stock	2,107	538
Warrants [Member]
Number of anti-dilutive common stock	765	303
Conversion Of Notes Payable [Member]
Number of anti-dilutive common stock	0	2,280

5. NOTES PAYABLE (Details Narra

5. NOTES PAYABLE (Details Narrative) - Secured Notes [Member] - USD ($) $ in Thousands	3 Months Ended		12 Months Ended
	Mar. 31, 2017	Mar. 31, 2016	Dec. 31, 2016	Mar. 31, 2015
Initial date of issuance			3-17-2015
Secured debt				$ 7,400
Convertible notes outstanding				7,350
Total notes payable				$ 14,750
Debt maturity date			May 31, 2016
Debt stated interest rate		10.00%
Interest expense, debt	$ 0	$ 562

6. RELATED PARTY TRANSACTIONS (

6. RELATED PARTY TRANSACTIONS (Details Narrative)	3 Months Ended
	Mar. 31, 2016USD ($)
Director and Shareholder [Member]
Consulting expense	$ 3,000
Officer [Member] | Bonus to Officer [Member]
General and administrative expenses	187,500
Interest from related party	7,000
Withholding tax reimbursed	$ 14,000

7. WARRANTS (Details)

7. WARRANTS (Details) - Warrants [Member] shares in Thousands	3 Months Ended
	Mar. 31, 2017$ / sharesshares
Warrants and Rights Note Disclosure, Shares Outstanding [Roll Forward]
Outstanding at beginning | shares	765
Outstanding at ending | shares	765
Warrants and Rights Note Disclosure, Weighted Average Exercise Price [Roll Forward]
Outstanding at beginning | $ / shares	$ 5.75
Outstanding at ending | $ / shares	$ 5.75
Warrants and Rights Note Disclosure, Weighted Average Remaining Contractual Term [Roll Forward]
Outstanding at ending	3 years 7 months 6 days

7. WARRANTS (Details Narrative)

7. WARRANTS (Details Narrative) - Warrants [Member] $ / shares in Units, $ in Thousands	Mar. 31, 2017USD ($)$ / shares
Intrinsic value | $	$ 1,900
Stock price | $ / shares	$ 7.08

8. STOCK BASED COMPENSATION (De

8. STOCK BASED COMPENSATION (Details Compensation Expense) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Allocated stock-based compensation	$ 1,210	$ 60
Research and Development [Member]
Allocated stock-based compensation	88	48
General and Administrative [Member]
Allocated stock-based compensation	852	12
Selling and Marketing [Member]
Allocated stock-based compensation	$ 270	$ 0

8. STOCK BASED COMPENSATION (27

8. STOCK BASED COMPENSATION (Details Assumptions) - Options [Member] - $ / shares	3 Months Ended
	Mar. 31, 2017	Mar. 31, 2016
Weighted average exercise price	$ 6.89	$ 5.7
Weighted average grant date fair value	$ 3.01	$ 2.64
Expected volatility	42.60%	46.50%
Weighted average expected term (in years)	6 years	6 years 1 month 6 days
Risk-free interest rate	2.20%	1.60%
Expected dividend yield	0.00%	0.00%

8. STOCK BASED COMPENSATION (28

8. STOCK BASED COMPENSATION (Details Stock Option Activity) - Options [Member] $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)$ / sharesshares
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Options outstanding, beginning balance | shares	1,515
Options granted | shares	593
Options exercised | shares	0
Options expired | shares	(1)
Options outstanding, ending balance | shares	2,107
Options exercisable | shares	600
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Prices [Roll Forward]
Weighted average exercise price, options outstanding beginning balance | $ / shares	$ 7.21
Weighted average exercise price, options granted | $ / shares	6.89
Weighted average exercise price, options exercised | $ / shares	0
Weighted average exercise price, options expired | $ / shares	29.94
Weighted average exercise price, options outstanding, ending balance | $ / shares	7.11
Weighted average exercise price, options exercisable | $ / shares	$ 7.36
Share-based Compensation Arrangement by Share-based Payment Award, Options, Weighted-Average Remaining Contractual Term [Roll Forward]
Weighted average remaining contractual term, options outstanding	9 years
Weighted average remaining contractual term, options exercisable	8 years 3 months 18 days
Share-based Compensation Arrangement by Share-based Payment Award, Options, Intrinsic Value [Roll Forward]
Intrinsic value, options outstanding ending balance | $	$ 670
Intrinsic value, options exercisable | $	$ 251

8. STOCK BASED COMPENSATION (29

8. STOCK BASED COMPENSATION (Details - Restricted stock) - Restricted Stock [Member] shares in Thousands	3 Months Ended
	Mar. 31, 2017$ / sharesshares
Number of shares
Restricted stock outstanding, beginning balance	462
Restricted stock granted	80
Restricted stock released	(24)
Restricted stock cancelled	0
Restricted stock outstanding, ending balance	518
Weighted-Average Grant Date Fair Value
Restricted stock outstanding, beginning balance | $ / shares	$ 8.07
Restricted stock granted | $ / shares	7.01
Restricted stock released | $ / shares	7.99
Restricted stock outstanding, ending balance | $ / shares	$ 7.91

8. STOCK BASED COMPENSATION (30

8. STOCK BASED COMPENSATION (Details Narrative) shares in Thousands, $ in Thousands	3 Months Ended
	Mar. 31, 2017USD ($)shares
Unrecognized compensation expense	$ 6,600
Unrecognized compensation weighted average period	2 years 6 months
Options [Member]
Options granted | shares	593
Fair value of options granted	$ 1,800

9. COMMITMENTS AND CONTINGENC31

9. COMMITMENTS AND CONTINGENCIES (Details) $ in Thousands	Mar. 31, 2017USD ($)
Commitments and Contingencies Disclosure [Abstract]
Remaining period in 2017	$ 118
2,018	13
Total future minimum payments due	$ 131

9. COMMITMENTS AND CONTINGENC32

9. COMMITMENTS AND CONTINGENCIES (Details Narrative) - Office Space [Member] - California (Los Gatos) [Member] - Real Estate Lease Agreement [Member]	3 Months Ended
	Mar. 31, 2017USD ($)
Monthly lease payment	$ 13,074
Frequency of payment	Monthly
Lease expiration date	Jan. 31, 2018