Document and Entity Information
Document and Entity Information | 12 Months Ended |
Dec. 31, 2018shares | |
Document And Entity Information [Abstract] | |
Document Type | 40-F |
Amendment Flag | false |
Document Period End Date | Dec. 31, 2018 |
Document Fiscal Year Focus | 2,018 |
Document Fiscal Period Focus | FY |
Trading Symbol | QTRH |
Entity Registrant Name | QUARTERHILL INC. |
Entity Central Index Key | 1,518,419 |
Current Fiscal Year End Date | --12-31 |
Entity Current Reporting Status | Yes |
Entity Emerging Growth Company | false |
Entity Common Stock, Shares Outstanding | 118,817,466 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues | ||
Revenues | $ 77,401 | $ 134,711 |
Cost of revenues (excluding depreciation and amortization) | ||
Cost of revenues (excluding depreciation and amortization) | 58,574 | 49,309 |
Gross Profit excluding Depreciation and Amortization | 18,827 | 85,402 |
Operating expenses | ||
Depreciation of property, plant and equipment (Note 9) | 1,517 | 1,057 |
Amortization of intangibles (Note 10) | 25,633 | 24,922 |
Selling, general and administrative expenses | 26,992 | 19,970 |
Research and development expenses | 3,571 | 3,255 |
Loss on disposal of intangibles (Note 10) | 21,916 | |
Impairment losses on intangibles (Note 10) | 509 | 4,350 |
Impairment loss on goodwill (Note 11) | 16,066 | |
Special charges, net (Note 21) | 2,991 | (294) |
Operating expenses | 77,279 | 75,176 |
Results from operations | (58,452) | 10,226 |
Finance income | (959) | (703) |
Finance expense | 220 | 1,053 |
Foreign exchange gain | (192) | (204) |
Other income | (1,134) | (390) |
(Loss) income before taxes | (56,387) | 10,470 |
Current income tax expense (Note 16) | 1,078 | 7,195 |
Deferred income tax recovery (Note 16) | (8,345) | (6,951) |
Income tax (recovery) expense | (7,267) | 244 |
Net (loss) income | $ (49,120) | $ 10,226 |
Net (loss) income per share (Note 14) | ||
Basic | $ (0.41) | $ 0.09 |
Diluted | $ (0.41) | $ 0.09 |
Weighted average number of common shares (Note 14) | ||
Basic | 118,768,728 | 118,607,569 |
Diluted | 118,768,728 | 118,615,683 |
License [Member] | ||
Revenues | ||
Revenues | $ 23,544 | $ 101,553 |
Cost of revenues (excluding depreciation and amortization) | ||
Cost of revenues (excluding depreciation and amortization) | 27,702 | 29,559 |
Systems [Member] | ||
Revenues | ||
Revenues | 29,252 | 17,641 |
Cost of revenues (excluding depreciation and amortization) | ||
Cost of revenues (excluding depreciation and amortization) | 18,945 | 11,880 |
Services [Member] | ||
Revenues | ||
Revenues | 2,629 | 2,086 |
Cost of revenues (excluding depreciation and amortization) | ||
Cost of revenues (excluding depreciation and amortization) | 1,276 | 1,091 |
Recurring [Member] | ||
Revenues | ||
Revenues | 21,976 | 13,431 |
Cost of revenues (excluding depreciation and amortization) | ||
Cost of revenues (excluding depreciation and amortization) | $ 10,651 | $ 6,779 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive (Loss) Income - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Statement Of Income And Comprehensive Income [Abstract] | ||
Net (loss) income | $ (49,120) | $ 10,226 |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustment | (3,868) | 3,886 |
Comprehensive (loss) income | $ (52,988) | $ 14,112 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Current assets | ||
Cash and cash equivalents | $ 63,929 | $ 81,818 |
Short-term investments | 1,139 | 1,236 |
Restricted short-term investments | 2,200 | 3,500 |
Accounts receivable (net of allowance for doubtful accounts) (Note 18) | 10,812 | 19,298 |
Other current assets | 91 | 13 |
Unbilled revenue | 3,990 | 3,045 |
Income taxes receivable | 198 | 144 |
Inventories (net of obsolescence) (Note 7) | 5,960 | 5,083 |
Prepaid expenses and deposits | 2,332 | 4,129 |
Total Current Assets | 90,651 | 118,266 |
Non-current assets | ||
Accounts receivable (Note 18) | 415 | |
Property, plant and equipment (Note 9) | 2,655 | 3,801 |
Intangible assets (Note 10) | 87,425 | 114,944 |
Investment in joint venture (Note 8) | 3,822 | 3,383 |
Deferred income tax assets (Note 16) | 27,141 | 20,195 |
Goodwill (Note 11) | 25,303 | 42,587 |
Total non-current assets | 146,761 | 184,910 |
TOTAL ASSETS | 237,412 | 303,176 |
Current liabilities | ||
Bank indebtedness (Note 13) | 2,598 | 3,568 |
Accounts payable and accrued liabilities (Note 12) | 18,103 | 20,487 |
Income taxes payable (Note 16) | 599 | |
Contingent consideration (Note 4) | 929 | |
Current portion of patent finance obligation | 4,090 | |
Current portion of deferred revenue (Note 6) | 4,670 | 6,733 |
Current portion of long-term debt | 299 | 115 |
Total Current Liabilities | 26,599 | 35,592 |
Non-current liabilities | ||
Contingent consideration (Note 4) | 4,474 | |
Deferred revenue (Note 6) | 1,435 | 884 |
Long-term debt | 173 | 401 |
Deferred income tax liabilities (Note 16) | 4,337 | 7,291 |
Total non-current liabilities | 5,945 | 13,050 |
TOTAL LIABILITIES | 32,544 | 48,642 |
Shareholders’ equity | ||
Capital stock (Note 14) | 419,111 | 418,873 |
Additional paid-in capital (Note 14) | 22,957 | 22,489 |
Accumulated other comprehensive income | 16,243 | 20,111 |
Deficit | (253,443) | (206,939) |
Total Stockholders' Equity | 204,868 | 254,534 |
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY | $ 237,412 | $ 303,176 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Cash generated from (used in): | ||
Net (loss) income | $ (49,120) | $ 10,226 |
Non-cash items | ||
Stock-based compensation | 468 | 663 |
Depreciation and amortization | 27,150 | 25,979 |
Foreign exchange loss (gain) | 299 | (267) |
Equity in earnings from joint venture | (942) | (390) |
Loss on disposal of intangibles | 21,916 | |
Impairment losses on intangibles | 509 | 4,350 |
Impairment loss on goodwill | 16,066 | |
Contingent consideration adjustment (Note 15) | (3,545) | (1,976) |
Gain on disposal of assets | (24) | (9) |
Deferred income tax expense (recovery) | (8,345) | (6,951) |
Accrued investment income | 1,772 | |
Embedded derivatives | (78) | 39 |
Changes in non-cash working capital balances | ||
Accounts receivable | 8,328 | 12,826 |
Unbilled revenue | 4,755 | 1,850 |
Inventories | (983) | 1,399 |
Prepaid expenses and deposits | 1,621 | (558) |
Deferred revenue | (1,624) | 1,272 |
Payments associated with success fee obligation | (492) | |
Accounts payable and accrued liabilities | (2,264) | (2,205) |
Income taxes payable | (655) | 511 |
Cash (used in) generated from operations | (8,384) | 69,955 |
Financing | ||
Dividends paid (Note 14(c)) | (4,605) | (4,563) |
Long term accounts receivable | (415) | |
Bank indebtedness | (970) | 1,348 |
Repayment of long-term debt | (44) | (434) |
Common shares repurchased under normal course issuer bid | (552) | |
Common shares issued for cash from Employee Share Purchase Plan | 27 | 68 |
Cash used in financing | (6,007) | (4,133) |
Investing | ||
Business combinations (Note 4) | 67,415 | |
Dividends received from joint venture (Note 8) | 317 | 176 |
Sale (purchase) of restricted short-term investments | 1,300 | (3,500) |
Proceeds from sale of property, plant and equipment | 54 | 13 |
Purchase of property and equipment | (575) | (399) |
Repayment of patent finance obligations | (4,167) | (19,556) |
Purchase of intangibles | (133) | (150) |
Cash used in investing | (3,204) | (90,831) |
Foreign exchange (loss) gain on cash held in foreign currency | (294) | 274 |
Net decrease in cash and cash equivalents | (17,889) | (24,735) |
Cash and cash equivalents, beginning of year | 81,818 | 106,553 |
Cash and cash equivalents, end of year | $ 63,929 | $ 81,818 |
Consolidated Statements of Shar
Consolidated Statements of Shareholders Equity - USD ($) $ in Thousands | Total | Capital Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Other Comprehensive Income [Member] | Deficit [Member] |
Balance at Dec. 31, 2016 | $ 244,144 | $ 419,485 | $ 21,036 | $ 16,225 | $ (212,602) |
Comprehensive income: | |||||
Net income (loss) | 10,226 | 10,226 | |||
Other comprehensive income (loss) | 3,886 | 3,886 | |||
Shares and options issued: | |||||
Stock-based compensation expense (Note 14 (d)) | 663 | 663 | |||
Shares issued upon acquisition | 662 | 662 | |||
Sale of shares under Employee Share Purchase Plan (Note 14 (c)) | 68 | 68 | |||
Shares repurchased under normal course issuer bid (Note 14 (c)) | (552) | (1,342) | 790 | ||
Dividends declared (Note 14 (c)) | (4,563) | (4,563) | |||
Balance at Dec. 31, 2017 | 254,534 | 418,873 | 22,489 | 20,111 | (206,939) |
Shares and options issued: | |||||
Net income (loss) | 10,226 | 10,226 | |||
Other comprehensive income (loss) | 3,886 | 3,886 | |||
Adoption of ASU | ASU 2014-09 [Member] | 4,272 | 4,272 | |||
Adoption of ASU | ASU 2016-16 [Member] | 2,949 | 2,949 | |||
Balance - January 1, 2018 | 261,755 | 418,873 | 22,489 | 20,111 | (199,718) |
Net income (loss) | (49,120) | (49,120) | |||
Other comprehensive income (loss) | (3,868) | (3,868) | |||
Stock-based compensation expense (Note 14 (d)) | 468 | 468 | |||
Conversion of deferred stock units to common shares (Note 14 (f)) | 211 | 211 | |||
Sale of shares under Employee Share Purchase Plan (Note 14 (c)) | 27 | 27 | |||
Dividends declared (Note 14 (c)) | (4,605) | (4,605) | |||
Balance at Dec. 31, 2018 | 204,868 | $ 419,111 | $ 22,957 | 16,243 | (253,443) |
Shares and options issued: | |||||
Net income (loss) | (49,120) | $ (49,120) | |||
Other comprehensive income (loss) | $ (3,868) | $ (3,868) |
Nature of Business
Nature of Business | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Nature of Business | 1. NATURE OF BUSINESS Quarterhill Inc. (“Quarterhill” or the “Company”), formerly “Wi-LAN Inc.”, is a Canadian company with its shares listed under the symbol “QTRH” on each of the Toronto Stock Exchange (the “TSX”) and the Nasdaq Global Select Market. Quarterhill is focused on the disciplined acquisition, management and growth of companies in dedicated technology areas including vertical market software and solutions, intelligent industrial systems and innovation and licensing. |
Significant Accounting Policies
Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Significant Accounting Policies | 2 . Basis of Presentation These consolidated financial statements are presented in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). The consolidated financial statements were prepared on a going concern basis, under the historical cost convention except for certain financial instruments that are measured at fair value on a recurring basis, as explained in the accounting policies below. Historical cost is measured as the fair value of the consideration provided in exchange for goods and services on the date of the transaction. All financial information is presented in thousands of U.S. dollars, except as otherwise indicated. Basis of Consolidation These consolidated financial statements include the accounts of Quarterhill and its wholly-owned subsidiaries. Quarterhill also holds, through one of its subsidiaries, a 50% joint venture ownership interest in Xuzhou-PAT Control Technologies Limited (“XPCT”) which is accounted for using the equity method. These consolidated financial statements include only the Company’s net investment and equity in earnings of the joint venture. All inter-company transactions and balances have been eliminated in these consolidated financial statements. The significant accounting policies are summarized below: Estimates and Assumptions The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the years. Actual results could differ from those estimates. The significant accounting policies contained herein include estimates and assumptions with respect to the determination of fair values of tangible and intangible assets acquired in business combinations, best estimate of stage of completion of contracted projects, identification of distinct performance obligations, in contracts with customers and the related stand alone selling prices, recoverability of financial assets and equity investments, income tax and the recoverability of deferred tax assets, determination of indicators of impairment and related impairment assessments. Business Combinations The Company applies the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 805, “Business Combinations”, in the accounting for its acquisitions. This requires the Company to recognize separately from goodwill the assets acquired and the liabilities assumed at their acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While the Company uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at their fair values, including contingent consideration where applicable, these estimates are inherently uncertain and subject to refinement, particularly since these assumptions and estimates are based in part, on historical experience and information obtained from the management of the acquired companies. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill in the period identified. Furthermore, when valuing certain intangible assets that the Company has acquired, critical estimates may be made relating to, but not limited to: (i) future expected cash flows from customer relationships, software license sales, support agreements, consulting agreements and other customer contracts; (ii) the acquired entity’s brand and competitive position, as well as assumptions about the period of time that the acquired brand will continue to be used in the combined Company’s product portfolio; and (iii) discount rates. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments would be recorded to the Company’s consolidated statements of operations, on a cumulative basis, in the period in which the adjustment is determined. For a given acquisition, the Company identifies certain pre-acquisition contingencies as of the acquisition date and may extend its review and evaluation of these pre-acquisition contingencies throughout the measurement period to obtain sufficient information to assess whether the Company includes these contingencies as a part of the purchase price allocation and, if so, to determine the estimated amounts. If the Company determines that a pre-acquisition contingency (non-income tax related) is probable in nature and estimable as of the acquisition date, then it will record its best estimate for such a contingency as a part of the preliminary purchase price allocation. The Company continues to gather information and evaluates any pre-acquisition contingencies throughout the measurement period and makes adjustments as necessary either directly through the purchase price allocation or in its results of operations. Uncertain tax positions and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. The Company reviews these items during the measurement period as the Company continues to actively seek and collect information relating to facts and circumstances that existed at the acquisition date. Changes to these uncertain tax positions and tax related valuation allowances made subsequent to the measurement period, or if they relate to facts and circumstances that did not exist at the acquisition date, are recorded in the Company’s provision for income taxes in the consolidated statements of operations. Fair Value Measurement of Financial Instruments The Company uses various valuation techniques and assumptions when measuring fair value of its financial assets and financial liabilities. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. The accounting standard establishes a hierarchy that prioritizes fair value measurements based on the types of input used for the various valuation techniques (market approach, income approach and cost approach). The levels of the hierarchy are described below: Level 1 Inputs — Level 1 includes financial instruments for which quoted market prices for identical instruments are available in active markets. Level 2 Inputs — Level 2 includes financial instruments for which there are inputs other than quoted prices included within Level 1 that are observable for the instrument such as quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets with insufficient volume or infrequent transactions (less active markets) or model-driven valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data, including market interest rate curves, referenced credit spreads and pre-payment rates. Level 3 Inputs — Level 3 includes financial instruments for which fair value is derived from valuation techniques including pricing models and discounted cash flow models in which one or more significant inputs are unobservable, including the Company’s own assumptions. The pricing models incorporate transaction details such as contractual terms, maturity and, in certain instances, timing and amount of future cash flows, as well as assumptions related to liquidity and credit valuation adjustments of marketplace participants. The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value. Patent finance obligations: The fair values are estimated based on the quoted market prices for those or similar instruments or on the current rates offered to the Company for debt of similar terms. Derivative financial instruments: The fair value of embedded derivatives is measured using a market approach, based on the difference between the quoted forward exchange rate as of the contract date and quoted forward exchange rate as of the reporting date. The fair value of forward exchange contracts is determined using the quoted forward exchange rates at the reporting date. Contingent considerations: Contingent consideration is carried at fair value which is calculated using management estimates or, where appropriate, a Monte Carlo simulation model. Long-term debt: The fair value is estimated based on the quoted market prices for those or similar instruments or on the current rates offered to the Company for debt of similar terms. The carrying amount of the Company’s other financial assets and liabilities, including cash, accounts receivable, and accounts payable and accrued liabilities approximate their fair value due to the short-term maturity of these items. The fair value of the bank indebtedness and long-term debt approximate the carrying amount since these debt instruments all have floating interest rates. Derivatives The Company uses derivative financial instruments to reduce exposure to fluctuation in foreign currency exchange rates. The Company may enter into foreign exchange contracts to hedge anticipated cash flows denominated in a foreign currency. The Company has elected not to apply hedge accounting to derivative contracts; as such, these derivative financial instruments are recorded at fair market value on a recurring basis, with subsequent changes in fair value recorded in other income (expense) during the period of change. Derivatives are carried at fair value and are reported as assets when they have a positive fair value and as liabilities when they have a negative fair value. Derivatives may also be embedded in other financial instruments. Derivatives embedded in other financial instruments are valued as separate derivatives if they meet the bifurcation criteria of an embedded derivative. Such criteria include that the entire instrument is not marked to market through earnings, the economic characteristics and risks of the embedded contract terms are not clearly and closely related to those of the host contract and the embedded contract terms would meet the definition of a derivative on a stand-alone basis. Foreign Currency Transactions Monetary assets and liabilities denominated in foreign currencies are translated into the applicable functional currency of the entity at exchange rates prevailing at the balance sheet date. Revenue and expenses are translated at the average rate for the period. The gains and losses from foreign currency denominated transactions are included in foreign exchange gain/loss in the consolidated statement of operations. Foreign Currency Translation The consolidated financial statements are presented in U.S. dollars. The functional currency of each subsidiary is the currency of the primary economic environment in which the subsidiary operates. For each subsidiary, assets and liabilities denominated in this functional currency are translated into U.S. dollars at the exchange rates in effect at the balance sheet dates and revenues and expenses are translated at the average exchange rates prevailing during the month of the respective transactions. The effect of foreign currency translation adjustments not affecting net income are included in Shareholders’ equity under the “Cumulative translation adjustment” account as a component of “Accumulated other comprehensive income”. Cash and Cash Equivalents Cash and cash equivalents consist of cash in banks and highly liquid investments with original terms to maturity at the date of acquisition of less than three months. Short-Term Investments Short-term investments are designated as “held to maturity” and accounted for at amortized cost using the effective interest rate method. Short-term investments comprise guaranteed investment certificates with original maturities of one-year or less at the date of investment and their carrying value approximates their fair value. Restricted Short-Term Investments Restricted short-term investments are amounts held specifically as collateral for bank guarantees that the Company has entered into for security against potential procedural costs pursuant to a court order regarding patent infringement whereby the Company is the plaintiff. The bank guarantees total 1,850,000 Euros and are valid until March 28, 2019. They are automatically extended by periods of one year unless either party informs the other party at least sixty days before the current expiry date that they elect not to extend the bank guarantee. The restricted short-term investment acts as collateral should this renewal not take place and/or the requirement for the security and hence, the restricted short-term investments is no longer required by the court. Accounts Receivable, Net The accounts receivable balance reflects invoices and is presented net of an allowance for doubtful accounts. The allowance for doubtful accounts represents the Company’s best estimate of probable losses that may result from the inability of its customers to make required payments. Reserves are established and maintained against estimated losses based upon historical loss experience, past due accounts and specific account analysis. The Company regularly reviews the level of allowances for doubtful accounts and adjusts the level of allowances as needed. Consideration is given to accounts past due as well as other risks in the current portion of the accounts. Unbilled Revenue Unbilled Revenue includes unbilled amounts typically resulting from sales under long-term contracts when the cost-to-cost method of revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer accounted for under Accounting Standards Update No. 2014-09 “Revenue from Contracts with Customers” (“ASC 606”). Inventories Inventories are measured at the lower of cost or net realizable value. The cost of inventories is determined on the weighted average basis. Cost includes the cost of acquired material plus, in the case of manufactured inventories, direct labor applied to the product and the applicable share of manufacturing overhead, including rent expense and depreciation based on normal operating capacity. Property Plant and Equipment Property plant and equipment is carried at cost less accumulated depreciation and impairment. Depreciation is calculated on the straight-line basis over the estimated useful lives of the assets as follows: Leasehold improvements term of the lease Computer equipment and software 3 years Furniture and fixtures 5 years Machinery and equipment 4-7 years Building 20 years Intangible Assets Intangibles consist of patents, developed software, customer relationships and brand associated with various acquisitions. Patents include patents and patent rights (hereinafter, collectively “patents”) and are carried at cost less accumulated amortization and impairments. Developed software is initially recorded at fair value based on the present value of the estimated net future income-producing capabilities of software products acquired in acquisitions. Brand is initially recorded at fair value based on the present value of the estimated net future income-producing capabilities of the asset. Customer relationships represent acquired customer relationships with customers of acquired companies and are either based upon contractual or legal rights or are considered separable; that is, capable of being separated from the acquired entity and being sold, transferred, licensed, rented or exchanged. These customer relationships are initially recorded at their fair value based on the present value of expected future cash flows. Amortization is calculated on a straight-line basis over the estimated useful lives of the intangible assets as follows: Patents up to 20 years Developed Software 5 years Customer relationship and backlog 7 years Brand 7 years The Company continually evaluates the remaining estimated useful life of its intangible assets being amortized to determine whether events and circumstances warrant a revision to the remaining period of amortization. Impairment of Long-Lived Assets The Company reviews long-lived assets (“LLA”) such as property and equipment and intangible asset groups for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset or asset group may not be recoverable. These events and circumstances may include significant decreases in the market price of an asset or asset group, significant changes in the extent or manner in which an asset or asset group is being used by the Company or in its physical condition, a significant change in legal factors or in the business climate, a history or forecast of future operating or cash flow losses, significant disposal activity, a significant decline in the Company’s share price, a significant decline in revenues or adverse changes in the economic environment. When indicators of impairment exist, LLA impairment is tested using a two-step process. The Company performs a cash flow recoverability test as the first step, which involves comparing the estimated undiscounted future cash flows for the asset group to the carrying amount of the asset group. If the net cash flows of the asset group exceed its carrying amount, the asset group is not considered to be impaired. If the carrying amount of the asset group exceeds the net cash flows, there is an indication of potential impairment and the second step of the LLA impairment test is performed to measure the impairment amount. The second step involves determining the fair value of the asset group. Fair value is determined using valuation techniques that are in accordance with U.S. GAAP, including the market approach, income approach and cost approach. If the carrying amount of the asset group exceeds its fair value, then the excess represents the maximum amount of potential impairment that will be allocated to the asset group, with the limitation that the carrying value of each asset cannot be reduced to a value lower than that of its fair value. The total impairment amount allocated is recognized as a non-cash impairment loss. Investment in Joint Venture The equity method is used to account for investments in joint ventures and certain other non-controlled entities when the Company has the ability to exercise significant influence over operating and financial policies of the investee, even though the investor holds 50% (joint control) or less of the voting common shares. Under this method, the investment, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses and other changes in equity of the affiliate as they occur, with losses limited to the extent of the Company’s investment in, advances to and commitments to the investee. Goodwill Goodwill is recorded as at the date of the business combination and represents the excess of the purchase price of acquired businesses over the fair value assigned to identifiable assets acquired and liabilities assumed. Goodwill is tested for impairment at the reporting unit level by first performing a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. The qualitative assessment considers the following factors: macroeconomic conditions, industry and market considerations, cost factors, overall company financial performance, events affecting the reporting unit and changes in the Company’s fair value. If the reporting unit does not pass the qualitative assessment, the Company carries out a quantitative test for impairment of goodwill. This is done by comparing the fair value of the reporting unit with the carrying value of its net assets. If the fair value of the reporting unit is greater than its carrying value, no impairment results. If the fair value of the reporting unit is less than its carrying value, an impairment loss would be recognized in the Consolidated Statements of Operations in an amount equal to that difference, limited to the total amount of goodwill allocated to that reporting unit. The Company has three reporting units. Deferred Revenue Deferred revenue is comprised of cash collected from customers and billings to customers on contracts in advance of work performed, advance payments negotiated as a contract condition, including billings in excess of costs and estimated earning on uncompleted contracts. The Company records provisions for estimated losses on uncompleted contracts in the period in which such losses become known. The cumulative effects of revisions to contract revenues and estimated completion costs are recorded in the accounting period in which the amounts become evident and can be reasonably estimated. These revisions can include such items as the effects of change orders and claims, warranty claims, liquidated damages or other contractual penalties and adjustments for contract closeout settlements. Revenue Recognition The Company recognizes revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The following paragraphs describe the specific revenue recognition policies for each of the Company’s significant types of revenue by segment. Licensing segment Under ASC 606, licenses are considered licenses to functional intellectual property. The standard specifically outlines that patents, underlying highly functional items, are considered functional intellectual property (“IP”). Licenses to functional IP are considered satisfied at a point in time (i.e. when the license becomes effective) and all the revenue is recognized at that point in time. Payment is either due immediately or within 30 days. The one exception to this guidance is related to revenue generated from sales or usage-based royalties promised in exchange for a license of IP. Customers generally report their royalty obligations one quarter in arrears and accordingly, the Company estimates the expected royalties to be reported for an accounting period, with a true up to the actual royalties reported in the following financial reporting period. Payment is due upon submission of the royalty report. Intelligent systems segment Contracted Projects The majority of sales of integrated systems are delivered as contracted projects that span a time period of less than 1 year to more than 5 years. Governments and private enterprises control all of the work in progress as intelligent transportation systems are being developed and installed. The Company’s contract types include fixed price and time and materials contracts. Contract revenue includes amounts expected to be received in exchange for the good or services plus any contract amendments that are expected to be received. Payment terms are based on completion of milestones throughout the project life for fixed price contracts and monthly for time and materials projects. Many of these projects have distinct performance obligations typically encompassing one or more of installation, maintenance and warranty. A contract’s transaction price is allocated to each distinct performance obligation using the best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is the expected cost plus margin approach. Revenue is recognized when or as the performance obligation is satisfied. Revenue for fixed price contracts is recognized over time using the cost-to-cost input method. Because control is transferred over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. The company reviews and updates the contract related estimates regularly. Determining the contract costs and estimates to complete requires significant judgment. Adjustments are recognized in profit on contracts under the cumulative catch-up method in the period the adjustment is identified. If the Company anticipates the estimated remaining costs to completion will exceed the value allocated to the performance obligation, the resulting loss will be recognized immediately. For time and materials contracts, labor and material rates are established within the contract. Revenues from time and materials contracts are recognized progressively on the basis of costs incurred during the period plus the estimated margin earned. Maintenance Revenue Maintenance revenue from the Intelligent systems segment are considered recurring revenues. These service contracts are typically time and materials, but some are fixed price. Revenues are earned similar to contracted projects discussed above. Services are billed on a monthly basis and collected shortly thereafter. Product Sales Product sales revenue is recognized when control transfers to the customer which depends on the individual terms which can vary between when the product leaves the Company’s warehouse and when it is received at the customer’s warehouse. For some international shipments, when the buyer has no right of return, transfer occurs upon loading the goods onto the relevant carrier at the port of the seller. Customers are billed when transfer of control occurs and payments are typically due within 30 days. Enterprise Software Segment Software Licenses The Enterprise software segment provides bolt-on software products to enhance enterprise resource planning (“ERP”) -based asset maintenance systems. These software licenses contain up to five separate performance obligations: the license, implementation services, training services, post-contract customer support (“PCS”) and enhancement of software. Customers obtain access to licenses through online software and each additional component is added incrementally at the stand-alone market price which represents the price allocated to each performance obligation. Payment for licenses and services is received prior to delivery of product code for software or software keys for PCS. When selling the licensed software, the Company is providing the customer with the right to use its intellectual property and does not provide significant modifications or updates therefore revenue is recognized at the point in time when the customer gains control of the license, typically at contract inception. Implementation and training services, PCS and enhancement of software are recognized over time based on time lapsed as this best represents the value transferred to the customer based on the specifications for each within the contract. Research and Development Research costs are charged to expense in the periods in which they are incurred. Software development costs are deferred and amortized when technological feasibility has been established, or otherwise are expensed as incurred. Warranties The Company records the estimated costs of product warranties at the time revenue is recognized. Warranty obligation arises from the Company having to replace goods and/or services that have failed to meet required customer specifications due to breakdown or error related to product or workmanship. The Company’s warranty obligations are affected by product failure rates, differences in warranty periods, regulatory developments with respect to warranty obligations in the countries in which the Company carries on business, freight expense and material usage and other related repair costs. The Company’s estimates of costs are based upon historical experience and expectations of future return rates and unit warranty repair costs. If the Company experiences increased or decreased warranty activity or increased or decreased costs associated with servicing those obligations, revisions to the estimated warranty liability would be recognized in the reporting period when such revisions are made. Capitalized Contract Costs As part of obtaining contacts with certain customers, the Company incurs upfront costs such as sales commissions. The Company expenses these sales commissions when incurred because the amortization period generally would have been one year or less. Sales commissions are recorded in selling, general and administrative expenses in the Consolidated Statements of Operations. Advertising Costs The Company expenses all advertising costs as incurred. These costs are included in selling, general and administrative costs. Financing Costs Financing costs are comprised of borrowing cost to the extent applicable, foreign currency gains and losses on the translation of foreign-denominated borrowings, unwinding of the discount on provisions, changes in the fair value of financial assets and financial liabilities at fair value through profit or loss and gains and losses on hedging instruments recognized through profit and loss, if any. Leases Operating lease payments are recognized as selling, general and administrative expenses on a straight‑line basis over the lease term. If lease incentives are received to enter into operating leases, such incentives are recognized as a liability. The aggregate benefit of incentives is recognized as a reduction of rental expense on a straight‑line basis, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed. Computation of Earnings (Loss) Per Share Basic earnings/loss per share is computed using the weighted average number of common shares outstanding during the year. Diluted earnings/loss per share are computed using the treasury stock method. Business Segment Information ASC Topic 280, “Segment Reporting” (“Topic 280”), establishes standards for reporting, by public business enterprises, information about operating segments, products and services, geographic areas and major customers. The method of determining what information to report under Topic 280, is based on the way that an entity organizes operating segments for making operational decisions and how the entity’s management and chief operating decision maker assess an entity’s financial performance. Income Taxes, Deferred Taxes and Investment Tax Credits The Company uses the liability method of accounting for income taxes. Deferred income tax assets and liabilities are determined based on the difference between the accounting and tax bases of the assets and liabilities and measured using the enacted tax rates that are expected to be in effect when the differences are estimated to be reversed. In assessing the realizability of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The realization of deferred income tax assets is dependent upon the generation of sufficient future taxable income during the periods prior to the expiration of the associated tax attributes. The Company is also engaged in scientific research and experimental development giving rise to investment tax credits that may be available to reduce future taxes payable in certain jurisdictions. In calculating income taxes and investment tax credits, consideration is given to factors such as current and future tax rates in the different jurisdictions, non-deductible expenses, qualifying expenditures and changes in tax law. In addition, management makes judgments on the ability of the Company to realize deferred taxes and investment tax credits reported as assets based on their estimations of amounts and timing of future taxable income and future cash flows in the related jurisdiction. Future Accounting Pronouncements Leases In February 2016, the FASB issued ASU 2016-2, “Leases” and issued subsequent amendments to the initial guidance during 2018, collectively referred to as “Topic 842.” The guidance requires companies to include lease obligations in their balance sheets, including a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use (“ROU”) asset and a corresponding lease liability. For finance leases t |
Adoption of Accounting Standard
Adoption of Accounting Standards | 12 Months Ended |
Dec. 31, 2018 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Adoption of Accounting Standards | 3. ADOPTION OF ACCOUNTING STANDARDS ASU 2017-04 , Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued ASU No. 2017-04 “Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” which simplifies the subsequent measurement of goodwill and eliminates Step 2 from the goodwill impairment test. The standard is effective for annual periods beginning after December 15, 2019 but the Company opted for early adoption for the goodwill impairment test that was completed as of December 31, 2018. ASU 2016-16 Intra-entity Transfers of Assets Other Than Inventory In October 2016, the FASB issued ASU 2016-16 “Income taxes on intra-entity transfers of assets other than inventory” to improve the accounting on income taxes on intra-entity transfers. The ASU requires that an entity recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs, rather than defer the income tax effect under previous guidance. The Company adopted this ASU on a modified retrospective basis in the first quarter of 2018. The cumulative effect of the adoption is an increase to shareholders’ equity of $2.9 million due to the adjustment to the accumulated deficit. ASU 2014-09 Revenue from Contracts with Customers In May 2014, the FASB issued Accounting Standards Update No. 2014-09 (ASU 2014-09) “Revenue from Contracts with Customers” (ASC 606). ASC 606 supersedes the revenue recognition requirements in ASC 605 “Revenue Recognition,” and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration which the entity expects to be entitled to in exchange for those goods or services. The Company adopted ASC 606 using the modified retrospective method applied to those contracts that were not yet complete as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under ASC 605. With respect to its Licensing segment, under the Topic 605, licensing companies report revenue to the Company from per-unit royalty-based arrangements one quarter in arrears, resulting in revenue being recognized on the same basis. Under the new guidance, the Company estimates the per-unit royalty-based revenue each period. The new standard also significantly impacts the timing of revenue recognition associated with its fixed fee “right to use” arrangements where under the new standard the Company recognizes license revenues at the time of signing a license agreement (upfront) rather than recognizing revenue over the term of the arrangement. With respect to its Intelligent systems segment, for the majority of its long-term contracts, the Company recognizes revenue and earnings over time as the work progresses because of the continuous transfer of control to the customer. The adoption of this standard has impacted revenue recognition in relation to the allocation of contract revenues between installations, maintenance agreements and warranty on some long-term fixed price contracts. The adoption of ASC 606 does not have a significant impact on the amount and timing of how revenue is recognized within the Enterprise software segment. The Company opted to use the following practical expedients: 1. For contracts that were modified before implementation, the Company has considered the aggregate effect of all modifications when identifying the satisfied and unsatisfied performance obligations, determining the transaction price and allocating the transaction price to satisfied and unsatisfied performance obligations; 2. The Company will not adjust the promised amount of consideration for the effects of a significant financing component if the entity expects, at contract inception, that the period between when the entity transfers a promised good or service to the customer and when the customer pays for that good or service will be one year or less. The cumulative effect of the changes made to the Company’s consolidated January 1, 2018 balance sheet for the adoption of ASU 2016-16 and ASU 2014-09 were as follows: Adjustments arising from implementation of ASU 2014-09 Balances as at December 31, 2017 ASU 2016-16 Licensing Intelligent Systems Balances as at January 1, 2018 Assets Unbilled revenue $ 3,045 $ - $ 6,376 $ (565 ) $ 8,856 Deferred income tax assets 20,195 2,949 - 150 23,294 Liabilities Deferred income tax liabilities 7,291 - 1,689 - 8,980 Equity Deficit (206,939 ) 2,949 4,687 (415 ) (199,718 ) The following tables disclose the impact of adoption, by segment, on the Company’s consolidated statement of operations for the twelve months ended December 31, 2018: For the year ended December 31, 2018 Adjustments arising from implementation of ASU 2014-09 As reported Licensing Intelligent Systems Balances without ASU 2014-09 Revenues License $ 23,544 $ 5,563 $ - $ 29,107 Systems 29,252 - (272 ) 28,980 Services 2,629 - - 2,629 Recurring 21,976 230 141 22,347 Costs and expenses Deferred income tax expense (recovery) (8,345 ) 1,535 (34 ) (6,844 ) Net loss (49,120 ) 4,258 (97 ) (44,959 ) The following table discloses the impact of adoption, by segment, on the Company’s consolidated balance sheet as at December 31, 2018: Adjustments arising from implementation of ASU 2014-09 As reported Licensing Intelligent Systems Balances without ASU 2014-09 Assets Unbilled revenue $ 3,990 $ (584 ) $ 433 $ 3,839 Deferred income tax assets 27,141 - (115 ) $ 27,026 Liabilities Deferred income tax liabilities 4,337 (155 ) - 4,182 Equity Deficit (253,443 ) (429 ) 318 (253,554 ) During the first quarter of 2018, the Company also adopted ASU 2016-01 Financial Instruments – Recognition and Measurement of Financial Assets and Financial Liabilities, ASU 2016-15 Statement of Cash Flows – Classification of Certain Cash Receipts and Cash Payments, ASU 2017-01 Business Combinations (Topic 805) – Clarifying the Definition of a Business and ASU 2017-04 – Intangibles – Goodwill and Other – Simplifying the Test for Goodwill Impairment. The adoption of these standards did not have a material impact on the consolidated financial statements or the related note disclosures. |
Business Combinations
Business Combinations | 12 Months Ended |
Dec. 31, 2018 | |
Business Combinations [Abstract] | |
Business Combinations | 4. BUSINESS COMBINATIONS The Company’s acquisitions have been accounted for using the purchase method of accounting and the acquired companies’ results have been included in the accompanying consolidated financial statements from the dates of the acquisitions. Acquisition of VIZIYA On May 4, 2017, the Company acquired 100% of the outstanding shares of VIZIYA Corp. and its related entities (“VIZIYA”), a privately-held software and services provider to multi-national companies. VIZIYA develops enterprise asset management software solutions to enhance enterprise resource planning-based asset maintenance systems. The Company incurred transaction costs of $781 in connection with this acquisition which is recorded in Special charges. The purchase price was $25,633, net of cash acquired which included contingent consideration of $6,450. The contingent consideration relates to share and cash payments which will be made if certain earning targets are met by mid-2019. The fair value estimate for contingent considerations was determined using a Monte Carlo simulation based on the contractual terms of the instruments and risk-neutral valuation framework. Ten thousand Monte Carlo simulations were used for the analysis and the fair value of the payout is the average of these simulation outcomes. In connection with this acquisition, the Company issued 405,268 common shares with an aggregate value of $662 as of the closing date as partial consideration. The remainder of the purchase price was funded with the Company’s cash reserves. The following table summarizes the fair value allocations of assets acquired and liabilities assumed as a part of this acquisition: Fair Value Cash $ 56 Property, plant and equipment 305 Prepaid expenses 234 Trade and other receivables 2,721 Intangible assets Developed software 10,000 Customer relationships 5,800 Brand 1,400 Goodwill 12,680 Accounts payable (286 ) Accrued liabilities and other (555 ) Income taxes payable (216 ) Deferred revenue (1,573 ) HST/ GST payable (18 ) Long-term debt (63 ) Deferred tax liabilities (4,796 ) Net assets acquired $ 25,689 Cash paid on closing $ 17,675 Shares issued 662 Fair value of contingent share considerations 2,650 Fair value of contingent cash considerations 3,800 Shareholder loan repaid 902 Total considerations transferred $ 25,689 Developed software is amortized over five years and customer relationships and brand are amortized over a seven year period. Expected future amortization is as follows: Customer relationships and Brand Developed software Total 2019 $ 1,029 $ 2,000 $ 3,029 2020 1,029 2,000 3,029 2021 1,029 2,000 3,029 2022 1,029 667 1,696 2023 1,029 - 1,029 2024 340 - 340 $ 5,485 $ 6,667 $ 12,152 Goodwill of $12,680 was recognized in the Enterprise software segment as a result of this acquisition, which is not deductible for tax purposes. The goodwill was due to expected synergies from combining the businesses. Acquisition of IRD On June 1, 2017, the Company acquired 100% of the outstanding shares of International Road Dynamics Inc. (“IRD”), a publicly-held provider of highway traffic management services, operating internationally in the Intelligent Transportation Systems (“ITS”) industry. IRD specializes in advanced traffic control, weight enforcement, bridge protection and toll management technologies. The Company incurred transaction costs of $901 in connection with this acquisition which is recorded in Special charges. The purchase price was $47,782 net of cash acquired and was funded with the Company’s cash reserves. The following table summarizes the fair value allocations of assets acquired and liabilities assumed as a part of this acquisition: Fair Value Cash $ 2,078 Accounts receivable and other receivables 8,447 Embedded derivatives 52 Work in progress - unbilled revenue 4,711 Income taxes receivables 288 Inventory 5,883 Prepaid and other assets 1,977 Investment tax credits 670 Deferred tax asset 1,361 Property, plant and equipment 2,672 Intangible assets Customer relationships 8,100 Developed software 7,400 Brand 5,900 Backlog 1,300 Goodwill 15,820 Investment - XPCT 3,036 Bank indebtedness (2,182 ) Current portion of long term debt (95 ) Long-term debt (333 ) Accounts payable and accrued liabilities (6,277 ) Deferred revenue - short term (4,337 ) Deferred revenue - long term (465 ) Income taxes (29 ) Deferred tax liability (6,117 ) Net assets acquired $ 49,860 Cash paid on closing $ 47,209 Cash out considerations 2,651 Total considerations transferred $ 49,860 Customer relationships, brand and backlog are amortized over a period of seven years and developed software over five years. Expected future amortization related to this business acquisition is as follows: Customer relationships, Brand and Backlog Developed software Total 2019 $ 2,310 $ 1,495 $ 3,805 2020 2,310 1,495 3,805 2021 2,310 1,495 3,805 2022 2,310 622 2,932 2023 2,310 - 2,310 2024 966 - 966 $ 12,516 $ 5,107 $ 17,623 Goodwill recorded initially at $15,820 in the Intelligent systems segment was recognized as a result of this acquisition, which is not deductible for tax purposes. The goodwill was due to expected synergies from combining the businesses. The intangible assets and goodwill are subject to revaluation at the prevailing exchange rate at each quarter end. Acquisition of iCOMS On July 18, 2017, the Company acquired 100% of the outstanding shares of iCOMS Detections S.A. (“iCOMS”), a privately-held provider of traffic products and services. iCOMS is located in Brussels, Belgium and specializes in the design and manufacture of radar microwave detectors and equipment for the ITS market. iCOMS is integrated into the Company’s wholly-owned subsidiary, IRD and forms part of the Intelligent systems segment. The Company incurred transaction costs of $41 in connection with this acquisition which is recorded in selling, general and administrative expenses. The purchase price of $1,184 was funded by a CDN$1,500 term loan through HSBC Bank Canada. The following table summarizes the fair value allocations of assets acquired and liabilities assumed as a part of this acquisition: Fair Value Cash $ 72 Accounts receivable 413 Other receivables 77 Inventory 459 Prepaid and other assets 19 Property, plant and equipment 24 Investment tax credits 563 Intangible assets Customer relationships 254 Developed software 251 Goodwill 246 Bank indebtedness (32 ) Accounts payable and accrued liabilities (532 ) Long term debt (458 ) Deferred tax liability (172 ) Net assets acquired $ 1,184 Cash paid on closing $ 865 Shareholder loan 319 Total considerations paid $ 1,184 Customer relationships are amortized over a period of seven years and developed software over five years. Expected future amortization related to this business acquisition is as follows: Customer relationships, Brand and Backlog Developed software Total 2019 $ 38 $ 52 $ 90 2020 38 52 90 2021 38 52 90 2022 38 17 55 2023 38 - 38 2024 7 - 7 $ 197 $ 173 $ 370 Goodwill of $246 was recognized in the Intelligent systems segment as a result of this acquisition, which is not deductible for tax purposes. The goodwill was due to expected synergies from combining the businesses. |
Financial Instruments
Financial Instruments | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Financial Instruments | 5. FINANCIAL INSTRUMENTS The following table presents the fair values of financial instruments recorded at fair value across the levels of the fair value hierarchy. The table does not include assets and liabilities that are not considered financial instruments. As at December 31, 2018 As at December 31, 2017 Hierarchy Level Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents 1 $ 63,929 $ 63,929 $ 81,818 $ 81,818 Short-term investments 1 1,139 1,139 1,236 1,236 Restricted short-term investments 1 2,200 2,200 3,500 3,500 Derivative financial instrument 2 91 91 13 13 Long-term debt 2 472 472 516 516 Contingent considerations 3 929 929 4,474 4,474 Patent finance obligations 3 - - 4,090 4,090 Derivatives consists of the embedded derivative portion of the unearned revenue of U.S. dollar denominated sales contracts in the Company’s Canadian, Chilean and Mexican subsidiaries and foreign exchange forward contracts. The fair value of embedded derivatives is measured using a market approach, based on the difference between quoted forward exchange rates as of the contract date and quoted forward exchange rates as of the reporting date. The fair value of forward exchange contracts is determined using quoted forward exchange rates at the reporting date. Accounts receivable, accounts payable and accrued liabilities are recorded at fair value. |
Unbilled Revenue and Deferred R
Unbilled Revenue and Deferred Revenue | 12 Months Ended |
Dec. 31, 2018 | |
Revenue From Contract With Customer [Abstract] | |
Unbilled Revenue and Deferred Revenue | 6. UNBILLED REVENUE AND DEFERRED REVENUE Significant changes in unbilled revenue and deferred revenue balances during the twelve months ended December 31, 2018 are as follows: As at December 31, 2018 December 31, 2017 $ Change % Change Unbilled revenue $ 3,990 $ 3,045 $ 945 31 % Deferred revenue - current (4,670 ) (6,733 ) 2,063 -31 % Deferred revenue - non-current (1,435 ) (884 ) (551 ) 62 % Net contract assets (liabilities) $ (2,115 ) $ (4,572 ) $ 2,457 -54 % The net change in unbilled revenues of $945 consists of the balance of the adjustment made on January 1, 2018 from the adoption of ASU 2014-09, revenues recognized on contracted projects and estimated royalties, amounts billed to customers and the foreign currency effect of contracts not transacted in U.S. dollars. Revenue recognized for the twelve months ended December 31, 2018 that was included in deferred revenue at the beginning of the period was $4,766. |
Inventories
Inventories | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Inventories | 7. INVENTORIES Inventories consist of the following at December 31, 2018 and 2017: As at December 31, 2018 December 31, 2017 Raw materials $ 729 $ 492 Original equipment manufacturer materials 3,128 2,536 Work in process 814 900 Finished goods 1,289 1,155 $ 5,960 $ 5,083 For the year ended December 31, 2018, the Company recorded non-cash, pretax charges of $137 (2017- $34) relating to the write down of inventory. |
Investment In Joint Venture
Investment In Joint Venture | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Investment In Joint Venture | 8. INVESTMENT IN JOINT VENTURE XPCT is a joint venture in China in which the Company’s subsidiary IRD holds a 50% interest. XPCT has two business divisions providing products and services to both the ITS industry and construction equipment manufacturers. IRD had sales to XPCT of $nil during the year ended December 31, 2018 (2017- $nil) At December 31, 2018 accounts receivable from XPCT was $17. (2017-$11.) As at December 31, 2018 As at December 31, 2017 Carrying value, beginning of the year $ 3,383 $ - Acquisition through business combination (Note 4) - 3,036 Currency (loss) gain on financial statement translation (186 ) 133 Company's share of earnings 942 390 Dividend received (317 ) (176 ) Carrying value, end of year $ 3,822 $ 3,383 The Company’s ownership interest comprises a 50% share of net assets and net earnings of XPCT as well as purchase price adjustments to allocate fair values assigned to certain assets and liabilities at the time of acquisition. Summary financial information for XPCT is as follows: As at December 31, 2018 As at December 31, 2017 Cash $ 673 $ 485 Other current assets 7,821 6,841 Current liabilities Trade and other (2,763 ) (1,983 ) Short term loans (1,805 ) (1,916 ) Non-current liabilities (104 ) (44 ) Net assets $ 3,822 $ 3,383 Year Ended December 31, 2018 Year Ended December 31, 2017 Revenue $ 9,271 $ 4,153 Cost of sales 7,020 3,171 Depreciation and amortization 43 23 Finance costs 75 57 Administrative expenses 843 448 Earnings before income taxes 1,290 454 Income taxe expense 348 64 Company's share of earnings $ 942 $ 390 As at December 31, 2018, IRD has an outstanding loan guarantee in the amount of 7.5 million yuan (approximately $1.1 million) for 50% of a bank loan to XPCT representing IRD’s proportionate interest in this entity. |
Property, Plant and Equipment
Property, Plant and Equipment | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Property, Plant and Equipment | 9. PROPERTY, PLANT AND EQUIPMENT Leasehold improvements Computer equipment and software Furniture and Fixture Machinery & Equipment Land and building Total Cost Balance, December 31, 2016 $ 1,373 $ 2,102 $ 496 $ - $ - $ 3,971 Acquisition through business combination (note 3) 184 354 70 1,848 535 2,991 Additions 19 173 6 201 - 399 Disposals - (6 ) - (110 ) - (116 ) Foreign currency translation 13 24 5 149 45 236 Balance, December 31, 2017 1,589 2,647 577 2,088 580 7,481 Additions 27 182 25 341 - 575 Disposals (14 ) (10 ) (12 ) (132 ) - (168 ) Foreign currency translation (10 ) (34 ) (4 ) (189 ) (51 ) (288 ) Balance, December 31, 2018 $ 1,592 $ 2,785 $ 586 $ 2,108 $ 529 $ 7,600 Accumulated Depreciation Balance, December 31, 2016 $ 461 $ 1,882 $ 388 $ - $ - $ 2,731 Depreciation 166 361 85 436 9 1,057 Disposals - (5 ) - (105 ) - (110 ) Foreign currency translation - (1 ) - 3 - 2 Balance, December 31, 2017 627 2,237 473 334 9 $ 3,680 Depreciation 179 281 59 983 15 1,517 Disposals (14 ) (9 ) (10 ) (105 ) - (138 ) Foreign currency translation (2 ) (21 ) (4 ) (84 ) (3 ) (114 ) Balance, December 31, 2018 $ 790 $ 2,488 $ 518 $ 1,128 $ 21 $ 4,945 Net Book Value Balance, December 31, 2016 $ 912 $ 220 $ 108 $ - $ - $ 1,240 Balance, December 31, 2017 $ 962 $ 410 $ 104 $ 1,754 $ 571 $ 3,801 Balance, December 31, 2018 $ 802 $ 297 $ 68 $ 980 $ 508 $ 2,655 Property, plant and equipment cost and accumulated depreciation have been reduced for assets that have been retired during the year ended December 31, 2018. The Company recognized $nil impairment during the year ended December 31, 2018 (2017-$nil). |
Intangible Assets
Intangible Assets | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Intangible Assets | 10. INTANGIBLE ASSETS Patents Developed software Customer relationships, Brand and Backlog Total Cost Balance, December 31, 2016 $ 345,603 $ - $ - $ 345,603 Acquisition through business combination (note 3) - 17,651 22,754 40,405 Additions 150 - - 150 Disposals (35,245 ) - - (35,245 ) Foreign currency translation - 576 1,178 1,754 Balance, December 31, 2017 310,508 18,227 23,932 352,667 Additions 133 - - 133 Foreign currency translation - (649 ) (1,304 ) (1,953 ) Balance, December 31, 2018 $ 310,641 $ 17,578 $ 22,628 $ 350,847 Accumulated Amortization and Impairment Balance, December 31, 2016 $ 222,252 $ - $ - $ 222,252 Amortization 20,112 2,249 2,062 24,423 Impairment 4,350 - - 4,350 Disposals (13,329 ) - - (13,329 ) Foreign currency translation - 12 15 27 Balance, December 31, 2017 233,385 2,261 2,077 237,723 Amortization 18,654 3,558 3,344 25,556 Impairment 509 - - 509 Foreign currency translation - (146 ) (220 ) (366 ) Balance, December 31, 2018 $ 252,548 $ 5,673 $ 5,201 $ 263,422 Net Book Value Balance, December 31, 2016 $ 123,351 $ - $ - $ 123,351 Balance, December 31, 2017 $ 77,123 $ 15,966 $ 21,855 $ 114,944 Balance, December 31, 2018 $ 58,093 $ 11,905 $ 17,427 $ 87,425 The estimated future amortization expense of intangibles as at December 31, 2018 is as follows: As at December 31, 2018 Patents Acquired 2019 $ 13,705 $ 6,924 2020 10,187 6,924 2021 9,594 6,924 2022 9,482 4,683 2023 6,255 3,717 $ 49,223 $ 29,172 |
Goodwill
Goodwill | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill | 11. GOODWILL The changes in the carrying amount of goodwill by reporting units are presented in the table below: Licensing Intelligent Systems Enterprise Software Total Balance at December 31, 2016 $ 12,623 $ - $ - $ 12,623 Business acquisitions (Note 4) - 16,066 12,680 28,746 Currency translations - 1,218 - 1,218 Balance at December 31, 2017 $ 12,623 $ 17,284 $ 12,680 $ 42,587 Currency translations - (1,218 ) - (1,218 ) Impairment - (16,066 ) - (16,066 ) Balance at December 31, 2018 $ 12,623 $ - $ 12,680 $ 25,303 Goodwill recognized during the year ended December 31, 2017 totaled $30.0 In accordance with the FASB guidance related to goodwill and other intangible assets, the Company is required to assess the carrying amount of its goodwill for potential impairment annually or more frequently if events or a change in circumstances indicate that impairment may have occurred. The Company tests goodwill for impairment annually in the fourth quarter of each year using data as of December 31 of that year. The Company opted to complete the first step under ASC350 by comparing the carrying value of each reporting unit with its fair value. The Company determines fair value for each of the reporting units using the market approach, when available and appropriate, or the income approach, or a combination of both. The Company assesses the valuation methodology based upon the relevance and availability of the data at the time it performs the valuation. If multiple valuation methodologies are used, the results are weighted appropriately. Valuations using the market approach are derived from metrics of publicly traded companies or historically completed transactions of comparable businesses. The selection of comparable businesses is based on the markets in which the reporting units operate giving consideration to risk profiles, size, geography and diversity of products and services. A market approach is limited to reporting units for which there are publicly traded companies that have characteristics similar to the Company’s businesses. Under the income approach, fair value is determined based on the present value of estimated future cash flows, discounted at an appropriate risk-adjusted rate. The Company uses its internal forecasts to estimate future cash flows and include an estimate of long-term future growth rates based on its most recent views of the long-term outlook for each business. Actual results may differ from those assumed in these forecasts. The Company derives its discount rates using a capital asset pricing model and by analyzing published rates for industries relevant to its reporting units to estimate the cost of equity financing. The Company uses discount rates that are commensurate with the risks and uncertainty inherent in the respective businesses and in its internally developed forecasts. Discount rates used in these reporting unit valuations ranged from 14.5% to 25.0%. Based on the results of quantitative testing, the fair values of each of the reporting units exceeded their carrying values except for the Intelligent Systems reporting unit which is consistent with our Intelligent Systems segment. Accordingly, in the fourth quarter, the Company recorded a non-cash impairment loss of $16,066. The impairment loss included $246 of goodwill recorded as a result of the iCOMS acquisition which had been allocated to our Intelligent Systems reporting unit. After the impairment loss, there is no remaining goodwill associated with the Intelligent Systems reporting unit and $25,303 related to the Company’s Licensing and Enterprise Software reporting units at December 31, 2018. Estimating the fair value of reporting units requires the use of estimates and significant judgments that are based on a number of factors including actual operating results. It is reasonably possible that the judgments and estimates described above could change in future periods. |
Accounts Payable and Accrued Li
Accounts Payable and Accrued Liabilities | 12 Months Ended |
Dec. 31, 2018 | |
Payables And Accruals [Abstract] | |
Accounts Payable and Accrued Liabilities | 12. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES December 31, 2018 December 31, 2017 Trade payables $ 4,479 $ 3,356 Accrued compensation 3,543 5,876 Accrued contingent partner payments & legal fees 2,118 5,133 Dividends 1,091 1,182 Accrued litigation costs 938 916 Customer advances 914 619 Project losses 376 463 Success fee obligation - current portion - 47 Accrued other 4,644 2,895 $ 18,103 $ 20,487 |
Bank Indebtedness
Bank Indebtedness | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Bank Indebtedness | 13. BANK INDEBTEDNESS The following bank indebtedness relates to the prior year acquisitions of IRD, iCOMS and VIZIYA, see Note 4 for details: December 31, December 31, As at 2018 2017 Revolving credit facility of $7.6 million authorized and secured by a general security agreement: HSBC Bank Canada - Borrowing in Canadian dollars with interest at bank prime plus 1.5% (effective rate at December 31, 2018 of 5.5% (2017 - 4.7%)) $ 1,450 1,723 HSBC Bank Canada demand term loan in Canadian dollars, repayable in quarterly installments of CDN$32 with interest at bank prime plus 0.5% (effective rate at December 31, 2018 of 4.5% (2017 - 3.7%)). Due September 30, 2021 260 410 HSBC Bank Canada demand term loan in Canadian dollars, repayable in quarterly installments of CDN$75 with interest at bank prime plus 0.5% (effective rate at December 31, 2018 of 4.5% (2017 - 3.7%)). Due May 31, 2022 771 1,076 TD Canada Trust - Borrowing in Canadian dollars with interest at bank prime plus 2.0% (effective rate at December 31, 2018 of 6.0% (2017- 5.2%) 2 329 ING Bank, Euro revolving credit facility, interest at 3 month Euribor rate plus 2.4% (effective rate at December 31, 2018 of 2.1% (2017- 2.3%) 115 30 $ 2,598 $ 3,568 The HSBC Bank Canada credit facility may be borrowed by way of banker’s acceptances at prevailing market rates to a maximum of CDN$9.5 million or by way of U.S. dollar advances to a maximum of $7.6 million. Borrowings on this facility are restricted to the lesser of $7.6 million and the margin total on the following assets in Canada and the U.S., 90% of secured and government accounts receivable less than 120 days and 50% of inventory to a maximum of CDN$3.0 million. As at December 31, 2018 approximately $5.4 The Company’s credit facility and demand term loans with HSBC Bank Canada are secured by a general security agreement on the assets of IRD held in Canada with a carrying value at December 31, 2018 of $21.4 million. In addition, IRD’s subsidiaries in the United States, Chile and India have provided corporate guarantees as security and the demand term loan is guaranteed by Export Development Canada. The TD Canada Trust credit facility is a revolving credit facility in the amount of CDN$0.5 million and is secured by a general security agreement. The ING Bank credit facility is secured by the assets of iCOMS to a maximum of $180 (Euro 157). The carrying value of these assets was $1,603 (Euro 1,402) as at December 31, 2018. IRD is subject to covenants on its credit facility and long-term debt with HSBC Bank Canada as follows: current ratio greater than 1.2 to 1 (tested quarterly); debt to tangible net worth less than 2.5 to 1 (tested quarterly); and debt service coverage ratio greater than 1.25 to 1 (tested annually) based on IRD’s financial results. At December 31, 2018, IRD is in compliance with these covenants. IRD’s Chilean subsidiary also maintains a secured line of credit to support performance guarantees required for selected projects. As at December 31, 2018 the dollar value of these performance guarantees totaled $626. IRD has also provided a guarantee, proportionate to its shareholding in XPCT, in the amount of 7.5 million yuan or $1.1 million for 50% of a bank loan to the joint venture. The Company also has a revolving credit facility available in the amount of CDN$8 million or the equivalent in U.S. dollars for general corporate purposes and a further CDN$2 million for foreign exchange facility. Canadian dollar or U.S. dollar amounts advanced under this credit facility are payable on demand and bear interest at the bank’s Canadian prime rate plus 1.0% per annum or U.S. base rate plus 1.0% per annum. Borrowings under this facility are collateralized by a general security agreement over the Company’s cash and cash equivalents, accounts receivable and present and future personal property. As at and during the year ended December 31, 2018, the Company had no borrowings under this facility (2017 –$nil). |
Share Capital
Share Capital | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Share Capital | 14. SHARE CAPITAL a) Authorized Unlimited number of common shares. 6,350.9 special preferred, redeemable, retractable, non-voting shares. An unlimited number of preferred shares, issuable in series. b) Issued and Outstanding The issued and outstanding common shares of Quarterhill, along with options and DSUs convertible into common shares, are as follows: December 31, December 31, As at 2018 2017 Common shares 118,817,466 118,658,249 Stock options 6,840,475 5,339,559 Deferred stock units (DSUs) - 228,433 125,657,941 124,226,241 As at December 31, 2018, no preferred shares or special preferred shares were issued or outstanding (2017 – nil). c) Common Shares Number Amount December 31, 2016 118,572,181 $ 419,485 Issued as purchase consideration in VIZIYA acquisition 405,268 662 Issued on sale of shares under Employee Share Purchase Plan 60,500 68 Repurchased under normal course issuer bid (379,700 ) (1,342 ) December 31, 2017 118,658,249 $ 418,873 December 31, 2017 118,658,249 $ 418,873 Issued on sale of shares under Employee Share Purchase Plan 22,000 27 Conversion of deferred stock units to common shares 137,217 211 December 31, 2018 118,817,466 $ 419,111 The Company paid quarterly cash dividends as follows: 2018 2017 Per Share Total Per Share Total 1st Quarter CDN $ 0.0125 US $ 1,171 CDN $ 0.0125 US $ 1,129 2nd Quarter 0.0125 1,155 0.0125 1,105 3rd Quarter 0.0125 1,144 0.0125 1,154 4th Quarter 0.0125 1,135 0.0125 1,175 CDN $ 0.0500 US $ 4,605 CDN $ 0.0500 US $ 4,563 The Company declared quarterly dividends as follows: 2018 2017 1st Quarter CDN $ 0.0125 CDN $ 0.0125 2nd Quarter CDN $ 0.0125 CDN $ 0.0125 3rd Quarter CDN $ 0.0125 CDN $ 0.0125 4th Quarter CDN $ 0.0125 CDN $ 0.0125 On February 10, 2017, the Company received regulatory approval to make a normal course issuer bid (the “2017 NCIB”) through the facilities of the TSX. Under the 2017 NCIB, the Company is permitted to purchase up to 4,000,000 common shares. The NCIB commenced on February 13, 2017 and was completed on February 12, 2018. The Company repurchased 379,700 common shares under the 2017 NCIB during the year ended December 31, 2017, for a total cost of $552. No shares were repurchased during the year ended December 31, 2018. The Company records share repurchases as a reduction to shareholders’ equity. A portion of the purchase price of the repurchased shares is recorded as a decrease to additional paid-in capital when the price of the shares repurchased exceeds the average original price per share received from the issuance of common shares or an increase to additional paid-in capital when the prices of the shares repurchased is less than the average original price per share received from the issuance of common shares. During the year ended December 31, 2017, the cumulative price of the shares repurchased was less than the proceeds received from the issuance of the same number of shares. For the year ended December 31, 2017, $790 was recorded as an increase to additional paid-in capital. d) Stock-Based Compensation At the annual and special meeting of shareholders held on April 18, 2018, Quarterhill’s shareholders approved the adoption of the Company’s 2018 Equity Incentive Plan (the “Equity Incentive Plan”) and the related terminations of the Company’s “2001 Share Option Plan” (the “Option Plan”) and “Deferred Stock Unit Plan for Directors and Designated Employees” (the “DSU Plan”). As at December 31, 2018, the Company had options to purchase up to 6,840,475 Common Shares outstanding. Upon adoption of the Equity Incentive Plan, all options outstanding under the Option Plan are now governed by the Equity Incentive Plan. All deferred stock units outstanding under the DSU Plan were exercised for Common Shares on April 18, 2018 so no deferred stock units remain outstanding. Quarterhill maintains the newly adopted Equity Incentive Plan (replacing the Option Plan and the DSU Plan) and a Restricted Share Unit (“RSU”) Plan for its directors, employees and consultants. The current RSU Plan calls for settlement only in cash. During the year ended December 31, 2018, the Company granted options to purchase 3,854,626 Common Shares at exercise prices ranging from CDN$2.02 to CDN$2.38 with weighted average fair value of CDN$0.81. The Company used the Black-Scholes model for estimating the fair value of options granted with the following weighted average assumptions for the options granted in 2018. 2018 Risk free rate 2.24 % Volatility 48 % Expected option life (in years) 6 Forfeiture rate 18.13 % During the year ended December 31, 2017, the Company granted two sets of performance-based options with grant date at fair value of CDN$1.106 and CDN$1.0175, respectively. These performance-based options will vest, if at all, over a three year period. Each tranche of options will vest if at any time after the first, second and third years, certain specified share price targets are achieved for a period of at least 30 consecutive days. The Company estimates the fair value of the performance based options using a Monte Carlo simulation model. The following assumptions were used during the year ended December 31, 2017: May Grant June Grant Number of options granted 1,299,072 650,000 Stock price CDN $ 2.16 $ 1.89 Implied volatility 55 % 60 % Risk free rate 1.43 % 1.40 % Options Outstanding Exercisable Options Number of Options Price Range (CDN) Weighted Average Exercise Price (CDN) Number Weighted Average Exercise Price (CDN) December 31, 2016 5,985,454 $ 2.84 $ 5.66 $ 4.78 5,617,312 $ 4.89 Granted 1,949,072 1.89 2.16 2.07 Forfeited (108,967 ) 3.39 5.34 4.26 Expired (2,486,000 ) 5.34 5.66 5.48 December 31, 2017 5,339,559 $ 1.89 $ 5.05 $ 3.48 3,219,503 $ 4.36 Granted 3,854,626 2.02 2.38 2.26 Forfeited (1,063,334 ) 1.89 2.16 2.10 Expired (1,290,376 ) 1.89 5.05 4.75 December 31, 2018 6,840,475 $ 1.89 $ 4.37 $ 2.77 2,231,285 $ 3.85 The weighted average fair value per option granted during the year ended December 31, 2018 was CDN$0.81 (2017 – $ 1.08) The intrinsic value of the exercisable options was $nil as at December 31, 2018 (2017 –$nil). The total fair value of options vested was CDN$150 for the year ended December 31, 2018 (2017 – CDN$150). As at December 31, 2018, there was CDN$1.9 million of total unrecognized stock-based compensation cost, net of expected forfeitures, related to unvested stock-based compensation arrangements granted under the stock option plan. This cost is expected to be recognized over a weighted average period of 2.1 years. Details of the outstanding options at December 31, 2018 are as follows: Range of Exercise Prices (CDN) Outstanding Options at December 31, 2018 Remaining Term of Options in Years Weighted Average Exercise Price (CDN) Exercisable Options at December 31, 2018 Weighted Average Exercise Price (CDN) $ 1.89 $ 1.99 300,000 4.42 $ 1.89 100,000 $ 1.89 2.00 2.99 4,570,175 5.05 2.28 164,318 2.84 3.00 3.99 707,000 0.84 3.43 703,667 3.43 4.00 4.37 1,263,300 0.21 5.05 1,263,300 4.36 $ 1.89 $ 4.37 6,840,475 2.79 $ 2.77 2,231,285 $ 3.85 Stock-based compensation expense for the year ended December 31, 2018 was $468 (2017 - $663). The following provides a summary of the stock-based compensation expense for the years ended December 31, 2018 and 2017: 2018 2017 Cost of revenues $ - $ 37 Selling, general and administrative expenses 468 626 $ 468 $ 663 e) Deferred Stock Units The Company had a Deferred Stock Unit (“DSU”) which has now been assumed under the Equity Incentive Plan. All previously issued DSU’s were settled during the year ended December 31, 2018. Number December 31, 2016 197,367 Issued in lieu of quarterly Directors’ fees 26,072 Issued in lieu of dividends paid 4,994 December 31, 2017 228,433 Issued in lieu of dividends paid 2,780 Settled for cash (93,996 ) Settled for common shares (137,217 ) December 31, 2018 - The liability recorded in respect of the outstanding DSUs was $Nil as at December 31, 2018 (2017 - $422). f) Restricted Share Units The Company implemented a Restricted Share Unit (“RSU”) plan for certain employees and directors in January 2007. Under the RSU plan, units are settled in cash based on the market value of Quarterhill’s common shares on the dates when the RSUs vest. The accrued liability and related expense for the RSUs are adjusted to reflect the market value of the common shares at each balance sheet date. The liability recorded in respect of the vested RSUs was $824 as at December 31, 2018 (2017 - $2,105). The change in the liability is recorded as compensation expense. RSU activity for the years ended December 31, 2018 and 2017 was as follows: Number December 31, 2016 2,712,420 Granted 3,826,851 Settled (2,475,623 ) Forfeited (128,599 ) December 31, 2017 3,935,049 Granted 1,977,335 Settled (3,024,277 ) Forfeited (619,764 ) December 31, 2018 2,268,343 During the year ended December 31, 2018, 619,764 RSUs (2017 – 128,599) were forfeited as they related to former employees. g) Per Share Amounts The weighted average number of common shares outstanding used in the basic and diluted earnings per share computation was: December 31, December 31, As at 2018 2017 Basic weighted average common shares outstanding 118,768,728 118,607,569 Effect of stock options - 8,114 Diluted weighted average common shares outstanding 118,768,728 118,615,683 For the year ended December 31, 2018, the effect of stock options totaling 6,840,475 were anti-dilutive (2017 – 5,331,445). |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 15. COMMITMENTS AND CONTINGENCIES a) Operating Leases The Company has lease agreements for office space and equipment with terms extending to 2023. The aggregate minimum annual lease payments under these agreements are as follows: Amount 2019 $ 1,260 2020 1,131 2021 1,089 2022 974 2023 606 2024 and thereafter - $ 5,059 b) Contingent Consideration Obligation In connection with the acquisition of VIZIYA on May 4, 2017, the Company agreed to future additional payments to the former owners of VIZIYA, based on achieving future earnings targets (as defined in the purchase agreements) generated as a result of operations of VIZIYA. An estimated fair value measurement of the contingent consideration obligation was determined at the date of acquisition of $6,450 using the most current information available as at May 4, 2017. The estimate was calculated using the Monte Carlo simulations model. On December 31, 2017, the Company updated its fair value measurement estimate using the same model with the most current information available. As a result, the contingent consideration obligation decreased by $1,976 to a revised estimate of $4,474. On December 31, 2018, the Company further updated its fair value measurement estimate based on management’s forecast of operations through to July 31, 2019 and determined the fair value of the contingent consideration obligation decreased by $3,545 to $929 as at December 31, 2018. The Company will continue to estimate the fair value measurement of the contingent consideration until July 31, 2019 with any changes in that fair value included in Special charges in the consolidated statements of operations. |
Taxes
Taxes | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Taxes | 16. TAXES The reconciliation of the expected provision for income tax expense to the actual provision for income tax expense reported in the consolidated statements of operations for the years ended December 31, 2018 and 2017 is as follows: December 31, December 31, 2018 2017 (Loss) income before income taxes $ (56,387 ) $ 10,470 Expected income tax expense at Canadian statutory income tax rate of 26.5% (2016 - 26.5%) (14,943 ) 2,774 Permanent differences 3,815 (253 ) Foreign withholding taxes paid 308 1,060 Foreign rate differential 424 (1,545 ) Rate changes - 3,930 Change in valuation allowance 2,121 (6,681 ) Other 1,008 959 Income tax (recovery) expense $ (7,267 ) $ 244 December 31, December 31, 2018 2017 Income (loss) from continuing operations before income taxes: Canadian (49,019 ) 27,513 Foreign (7,368 ) (17,043 ) Current income tax expense Canadian 621 6,878 Foreign 457 317 Deferred income tax expense (recovery) Canadian (8,166 ) (6,018 ) Foreign (179 ) (933 ) The significant components of the Company’s deferred income tax assets and liabilities are as follows: December 31, December 31, 2018 2017 Deferred income tax assets Difference between tax and book value of capital and intangible assets $ 8,834 $ 12,233 Investments 126 157 Tax loss carryforwards 29,003 18,921 Difference between tax and book value of loan receivable 3 17 Unbilled revenue and prepaid accounts 359 - Accounts payable and accrued liabilities 338 724 Scientific research and experimental development ("SR&ED") carryforwards 6,376 6,342 Investment tax credits 3,028 5,206 Deferred income tax assets, gross 48,067 43,600 Valuation allowance (15,146 ) (14,705 ) Deferred income tax assets, net 32,921 28,895 Deferred income tax liabilities Difference between tax and book value of capital and intangible assets (9,851 ) (15,991 ) Unbilled revenue and prepaid accounts (266 ) - Deferred income tax liabilities (10,117 ) (15,991 ) Total Deferred income tax assets, net $ 22,804 $ 12,904 In management’s judgment, the net deferred tax assets are more likely than not to be realized based on the consideration of deferred tax liability reversals and future taxable income. Management has assigned probabilities to the Company’s expected future taxable income based on significant risk factors, sensitivity analysis and timing of non-capital tax losses. However, the amount of the deferred income tax asset considered realizable could change materially in the near term, based on future taxable income during the carryforward period. The valuation allowance consists of $2,851 in Canada, $10,807 in the U.S., $1,179 in India and $309 elsewhere. As at December 31, 2018, the Company had unused non-capital tax losses of approximately $115,836 (2017 - $67,883) that are due to expire as follows: Expiry SRED pool Canadian tax losses US tax losses Other jurisdictions Consolidated tax losses 2019 $ - $ - $ - $ - $ - 2020 - - - 2,370 2,370 2021 - - 203 240 443 2022 - - 603 287 890 2023 - - 616 18 634 2024 - - - 228 228 2025 - - - 57 57 2026 - - - 1 1 2027 - 866 1 458 1,325 2028 - - - - - 2029 - - 9 - 9 2030 - - 414 - 414 2031 - - 3,026 - 3,026 2032 - - 2,179 - 2,179 2033 - 4,934 4,807 - 9,741 2034 - 4,099 7,629 - 11,728 2035 - 2,021 4,443 247 6,711 2036 - 5,714 1,525 69 7,308 2037 - 22,216 8,452 797 31,465 2038 - 32,289 - 312 32,601 Indefinite 23,889 - 3,247 1,459 4,706 $ 23,889 $ 72,139 $ 37,154 $ 6,543 $ 115,836 The Company also has investment tax credits of $3,976 that expire in various amounts from 2019 to 2032. Investment tax credits, which are earned as a result of qualifying scientific research and experimental development expenditures, are recognized and applied to reduce income tax expense in the year in which the expenditures are made and their realization is reasonably assured. The Company had no uncertain income tax positions as at December 31, 2018. |
Segment Reporting
Segment Reporting | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Segment Reporting | 17. SEGMENT REPORTING The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by the chief operating decision maker (“CODM”) for making decisions and assessing performance as a source of the Company’s reportable operating segments. During the year ended December 31, 2017, the Company acquired new businesses and, as a result, the CODM, who was the Interim Chief Executive Officer of the Company, began making decisions and assessing the performance of the Company using three operating segments comprised of these reporting units, whereas the Company was previously a single operating segment. During the year ended December 31, 2018, the Chief Executive Officer of the Company continued to make decisions and assess the performance of the Company using the same three operating segments or reporting units. Licensing – The Licensing segment includes companies that count licensing as their principal business activity. Current patent portfolios held by this segment include patents relating to 3D television technologies, automotive headlight assemblies, phased loop semiconductor Licensing, microcontrollers applicable to safety-critical aerospace, semiconductor manufacturing and packaging technologies, medical, industrial and automotive applications, computer gaming, medical stent technologies, intelligent personal assistant technologies, CMOS image sensors, enhanced image processing, streaming video technologies, building automation, non-volatile Flash memory, other memory technologies, semiconductor clocking technologies, smart meter monitoring, LED lighting technologies and many other technologies. Intelligent systems – The Intelligent systems segment includes companies providing systems and services focused on the interconnection of devices for mobile applications. The first investment in this segment is IRD, one of the world’s leading providers of integrated systems and solutions for the global ITS industry. The ITS industry is focused on improving the Intelligent systems, enhancing the safety, increasing the efficiency and reducing the environmental impact of highway and roadway transportation systems. IRD has a network of direct and independent operations and relationships in strategic geographic regions to identify and pursue ITS opportunities around the world. Enterprise software – The Company considers businesses focused on operations optimization, predictive maintenance, inventory optimization and health and safety in production environments as operating in a “Enterprise software” environment and classifies its related investments in the Enterprise software segment. The Company’s first investment in this segment is VIZIYA based in Hamilton, Ontario, Canada, a software company providing Enterprise Asset Management software solutions to asset intensive industries worldwide through its presence in Australia, Europe, the Middle East and South Africa. VIZIYA has created software solutions that enhance each step of a customer’s work management process, to help customers measure the results of their initiatives, particularly focused on asset criticality, urgency and compliance to ensure customers implement their asset strategies. The following table reconciles the Adjusted EBITDA measure which is used in the evaluation of the performance of each segment to Net income. The Company used Adjusted EBITDA as its principle performance measure during the years ended December 31, 2018 and 2017. For the year ended December 31, 2018 2017 Segment Adjusted EBITDA: Licensing $ (9,280 ) $ 64,733 Intelligent Systems 3,793 1,868 Enterprise Software 2,011 1,884 Total (3,476 ) 68,485 Fair value purchase price adjustments 314 1,601 Dividend from joint venture 317 176 Unallocated corporate expenses 7,161 3,868 Stock-based compensation expense 468 663 Special charges 2,991 (294 ) Depreciation of property, plant and equipment 1,517 1,057 Amortization of intangibles 25,633 24,922 Loss on disposal of intangibles - 21,916 Impairment loss on goodwill 16,066 - Impairment losses on intangibles 509 4,350 Results from operations (58,452 ) 10,226 Finance income (959 ) (703 ) Finance expense 220 1,053 Foreign exchange gain (192 ) (204 ) Other income (1,134 ) (390 ) (Loss) income before taxes (56,387 ) 10,470 Current income tax expense 1,078 7,195 Deferred income tax recovery (8,345 ) (6,951 ) Income tax (recovery) expense (7,267 ) 244 Net (loss) income $ (49,120 ) $ 10,226 Revenue by category for the years ending December 31, 2018 and 2017 are as follows: Year ended, December 31, 2018 Year ended, December 31, 2017 License $ 23,544 $ 101,553 Systems 29,252 17,641 Services 2,629 2,086 Recurring 21,976 13,431 Total revenue $ 77,401 $ 134,711 Revenue by geography for the years ending December 31, 2018 and 2017 are as follows: Year ended, December 31, 2018 Year ended, December 31, 2017 Revenues United States $ 45,609 $ 35,701 Taiwan 9,153 8,349 Canada 4,192 4,981 Chile 3,189 2,095 Thailand 1,934 1,301 Australia 1,694 - China 1,163 1,018 Finland 960 - Japan 910 200 Korea 885 74,759 United Kingdom - 2,002 Rest of the world 7,712 4,305 Total revenues $ 77,401 $ 134,711 For the year ended December 31, 2018 Licensing Intelligent Systems Enterprise Software Total Revenues License $ 19,069 $ - $ 4,475 $ 23,544 Systems - 29,252 - 29,252 Services - - 2,629 2,629 Recurring 1,742 15,799 4,435 21,976 Total revenues $ 20,811 $ 45,051 $ 11,539 $ 77,401 For the year ended December 31, 2017 Licensing Intelligent Systems Enterprise Software Total Revenues License $ 98,440 $ - $ 3,113 $ 101,553 Systems - 17,641 - 17,641 Services - - 2,086 2,086 Recurring 2,205 9,382 1,844 13,431 Total revenues $ 100,645 $ 27,023 $ 7,043 $ 134,711 Segment assets as at December 31, 2018 and 2017 are as follows: As at December 31, 2018 December 31, 2017 Licensing $ 93,225 $ 170,631 Intelligent Systems 45,453 69,832 Enterprise Software 30,901 33,163 Total segment assets 169,579 273,626 Total corporate assets 67,833 29,550 Total assets $ 237,412 $ 303,176 As at December 31, 2018 December 31, 2017 Non-current assets United States $ 17,615 $ 26,849 Canada 127,450 156,991 Belgium 707 759 Chile 897 310 Mexico 92 1 Total non-current assets $ 146,761 $ 184,910 Major Customers A major customer is defined as an external customer whose transactions with the Company amount to 10% or more of the Company’s annual revenues. During the year ended December 31, 2018, there were no major customers identified (2017: one). Remaining performance obligations As at December 31, 2018 the amount of transaction price allocated to remaining performance obligations was $25,833. The Company expects to recognize approximately 68% of this balance as revenue in 2019, 17% in 2020 and 15% thereafter. |
Financial Risk Management
Financial Risk Management | 12 Months Ended |
Dec. 31, 2018 | |
Financial Risk Management [Abstract] | |
Financial Risk Management | 18. FINANCIAL RISK MANAGEMENT Credit Risk Credit risk is the risk of financial loss to the Company if a licensee or counter-party to a financial instrument fails to meet its contractual obligations. Financial instruments that potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, short-term investments, accounts receivable, and foreign exchange forward contracts. The Company’s cash and cash equivalents and short-term investments consist primarily of deposit investments that are held primarily with Canadian chartered banks. Management does not expect any counter-parties to fail to meet their obligations. The Company’s loan receivable is a term loan facility which is collateralized by a general security agreement. Management does not expect the borrower to fail to meet its obligations. The Company’s exposure to credit risk with its accounts receivable from customers are influenced mainly by the individual characteristics of each customer. The Company’s customers are for the most part, large multinational companies or government organizations which do not have a history of non-payment. Credit risk from accounts receivable encompasses the default risk of the Company’s customers. Prior to entering into transactions with new customers, the Company assesses the risk of default associated with the particular customer. In addition, on an ongoing basis, management monitors the level of accounts receivable attributable to each customer and the length of time taken for amounts to be settled and where necessary, takes appropriate action to follow up on those balances considered overdue. The Company has had no significant bad debts for any periods presented. No customer individually accounted for more than 10% of revenue for the year ended December 31, 2018 (2017 – one customer individually accounted for 55%). Management does not believe that there is significant credit risk arising from any of the Company’s customers for which revenue has been recognized. However, should one of the Company’s major customers be unable to settle amounts due, there would be an impact on the results of the Company. The maximum exposure to loss arising from accounts receivable is equal to their total carrying amounts. At December 31, 2018, two customers individually accounted for 14%and 12% of the accounts receivable balance outstanding. As at December 31, 2017, one customer accounted for 23% of the accounts receivable balance outstanding. The following table provides an aging analysis of trade accounts receivable. The age of an invoice does not necessarily indicate an account is past due as many contracts for system revenue require the successful completion of system testing and acceptance. December 31, December 31, As at 2018 2017 Current $ 769 $ 12,000 1 - 30 days 2,885 2,909 31 - 60 days 2,146 1,098 61 - 90 days 3,193 1,114 91 days and over 2,677 2,598 Less allowance for doubtful accounts (858 ) (421 ) Accounts receivable 10,812 19,298 Long-term accounts receivable 415 - Total accounts receivable $ 11,227 $ 19,298 None of the amounts outstanding have been challenged by the respective counterparties and the Company continues to conduct business with them on an ongoing basis. Accordingly, management has no reason to believe that this balance is not fully collectable in the future. The Company reviews financial assets on an ongoing basis with the objective of identifying potential matters which could delay the collection of funds at an early stage. Once items are identified as being past due, contact is made with the respective customer to determine the reason for the delay in payment and to establish an agreement to rectify the breach of contractual terms. At December 31, 2018, the Company had a provision for doubtful accounts of $858 Liquidity Risk Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they fall due. The Company’s objective in managing liquidity risk is to ensure that it has sufficient liquidity available to meet its liabilities when due. At December 31, 2018, the Company had cash and cash equivalents and short-term investments of $67,268, accounts receivable of $11,227 and various credit facilities as outlined in Note 13 available to meet its obligations. In addition, Export Development Canada has provided a guarantee to IRD’s additional credit facility of $2.0 million for the support of performance guarantees provided by IRD’s subsidiaries. At December 31, 2018 performance guarantees totaling $nil (December 31, 2017 - $31) were outstanding under this credit facility. Market Risk Market risk is the risk to the Company that the fair value of future cash flows from its financial instruments will fluctuate due to changes in interest rates and foreign currency exchange rates. Market risk arises as a result of the Company generating revenues in foreign currencies. Interest Rate Risk The financial instruments that expose the Company to interest rate risk are its cash and cash equivalents, short-term investments, bank indebtedness and long-term debt. The Company’s objectives of managing its cash and cash equivalents and short-term investments are to ensure sufficient funds are maintained on hand at all times to meet day to day requirements and to place any amounts which are considered in excess of day to day requirements on short-term deposit with the Company’s banks so that they earn interest. When placing amounts of cash and cash equivalents into short-term investments, the Company only places investments with Canadian chartered banks and ensures that access to the amounts placed can be obtained on short-notice. A one percent increase/decrease in interest rates would not have resulted in a material increase/decrease in interest income/expense during the year ended December 31, 2018. Currency Risk A portion of Quarterhill’s revenues and operating expenses are denominated in Canadian dollars, Indian rupee, Chilean peso, Euro, Australian dollar and Chinese Yuan. Because the Company reports its results of operations in U.S. dollars, Quarterhill’s operating results are subject to changes in the exchange rate of the foreign currencies (primarily Canadian dollar) relative to the U.S. dollar. Any decrease in the value of the Canadian dollar relative to the U.S. dollar has an unfavorable impact on Canadian dollar denominated revenues and a favorable impact on Canadian dollar denominated operating expenses. Approximately 7.9% of the Company’s cash and cash equivalents and short-term investments are denominated in Canadian dollars and are subject to changes in the exchange rate of the Canadian dollar relative to the U.S. dollar. The following table illustrates the Company’s exposure to exchange risk and the pre-tax effects on earnings and other comprehensive income (“OCI”) of a 5% decrease in the U.S. dollar in comparison to other relevant foreign currency. This analysis assumes all other variables remain constant. Foreign Currency Exposure Foreign Currency exchange risk 5% decrease in US$ December 31, 2018 Income OCI Net asset: Canadian dollar (2,549 ) 37 (165 ) Indian rupee 101 - 5 Chilean peso 602 - 30 Euro (411 ) 2 (23 ) Australian dollar 597 - 30 Chinese Yuan 3,822 - 191 The Company may manage the risk associated with foreign exchange rate fluctuations by, from time to time, entering into foreign exchange forward contracts and engaging in other hedging strategies. To the extent that Quarterhill engages in risk management activities related to foreign exchange rates, it may be subject to credit risks associated with the counterparties with whom it contracts. The Company’s objective in obtaining foreign exchange forward contracts is to manage its risk and exposure to currency rate fluctuations related primarily to future cash inflows and outflows of Canadian dollars. The Company does not use foreign exchange forward contracts for speculative or trading purposes. For the year and as at December 31, 2018, the Company did not hold any foreign exchange forward contracts. |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Supplemental Cash Flow Information | 19. SUPPLEMENTAL CASH FLOW INFORMATION 2018 2017 Net interest received in cash, included in operations $ (723 ) $ (382 ) Taxes paid 2,419 6,549 Patent acquisition liability - 10 |
Related-Party Transaction
Related-Party Transaction | 12 Months Ended |
Dec. 31, 2018 | |
Related Party Transactions [Abstract] | |
Related-Party Transaction | 20. RELATED-PARTY TRANSACTION As part of the iCOMS acquisition, the Company acquired a loan payable to the general manager of the iCOMS division in the amount of $189 (2017 - $199) with no fixed repayment terms. The loan has been classified as long-term. |
Special Charges
Special Charges | 12 Months Ended |
Dec. 31, 2018 | |
Business Acquisition And Restructuring Costs [Abstract] | |
Special Charges | 21. SPECIAL CHARGES Special charges within the consolidated statements of operations include costs and recoveries that relate to certain restructuring initiatives that we have undertaken from time to time, acquisition-related costs and recoveries and other charges. Fiscal 2018 Restructuring Program During Fiscal 2018 we began to implement restructuring activities to streamline our operations (collectively the “Fiscal 2018 Restructuring Program”). The Fiscal 2018 Restructuring Program charges relate to workforce reductions including retiring allowances related to certain individuals and facility consolidations. As of December 31, 2018, we accrued costs to be of approximately $6,233, of which $3,020 has been paid. The restructuring accruals require management to make certain judgments and estimates regarding the amount and timing of restructuring charges or recoveries. Our estimated liability could change subsequent to its recognition, requiring adjustments to the expense and the liability recorded. On a quarterly basis, we conduct an evaluation of the related liabilities and expenses and revise our assumptions and estimates as appropriate. A reconciliation of the beginning and ending restructuring program liability for the year ended December 31, 2018 is shown in the table below. Acquisition related costs including retention payments In connection with the acquisition of VIZIYA, the Company has provided the employees of VIZIYA with a retention plan covering the period from the date of acquisition through to June 30, 2021. Under this retention plan, assuming all present employees of VIZIYA remain employed through the retention period, the Company will pay approximately $1,753 in total retention payments. The first payment, amounting to $303, was made in December 2018. Contingent Consideration Obligation The contingent consideration obligation relates to share and cash earn-out payments which will be made if certain earning targets are met by VIZIYA by July 31, 2019. The fair value estimate for contingent consideration obligation is discussed in Note 15. Adjustments to the fair value measurement of the contingent consideration obligation are recorded as Special charges. Licensing Intelligent Systems Corporate Total Year ended December 31, 2018 Fiscal 2018 Restructuring Program $ 2,498 $ 2,435 $ 1,300 $ 6,233 Acquisition related costs including retention payments - - 303 303 Contingent consideration fair value adjustment - - (3,545 ) (3,545 ) Special charges, net $ 2,498 $ 2,435 $ (1,942 ) $ 2,991 Year ended December 31, 2017 Acquisition related costs including retention payments - - 1,682 1,682 Contingent consideration fair value adjustment (1,976 ) (1,976 ) Special charges, net $ - $ - $ (294 ) $ (294 ) Fiscal 2018 Restructuring Program Restructuring accrual as at January 1, 2018 $ - $ - $ - $ - Workforce reduction 2,392 1,812 - 4,204 Retiring allowances 88 - 1,300 1,388 Facilities costs - 90 - 90 Asset write-downs - 342 - 342 Other costs 18 191 - 209 Total accruals and costs 2,498 2,435 1,300 6,233 Less amounts paid during the year 736 2,284 - 3,020 Restructuring accrual as at December 31, 2018 $ 1,762 $ 151 $ 1,300 $ 3,213 |
Significant Accounting Polici_2
Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2018 | |
Basis of Presentation | Basis of Presentation These consolidated financial statements are presented in accordance with generally accepted accounting principles in the United States (“U.S. GAAP”). The consolidated financial statements were prepared on a going concern basis, under the historical cost convention except for certain financial instruments that are measured at fair value on a recurring basis, as explained in the accounting policies below. Historical cost is measured as the fair value of the consideration provided in exchange for goods and services on the date of the transaction. All financial information is presented in thousands of U.S. dollars, except as otherwise indicated. |
Basis of Consolidation | Basis of Consolidation These consolidated financial statements include the accounts of Quarterhill and its wholly-owned subsidiaries. Quarterhill also holds, through one of its subsidiaries, a 50% joint venture ownership interest in Xuzhou-PAT Control Technologies Limited (“XPCT”) which is accounted for using the equity method. These consolidated financial statements include only the Company’s net investment and equity in earnings of the joint venture. All inter-company transactions and balances have been eliminated in these consolidated financial statements. |
Estimates and Assumptions | Estimates and Assumptions The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent assets and liabilities at the dates of the financial statements and the reported amounts of revenues and expenses during the years. Actual results could differ from those estimates. The significant accounting policies contained herein include estimates and assumptions with respect to the determination of fair values of tangible and intangible assets acquired in business combinations, best estimate of stage of completion of contracted projects, identification of distinct performance obligations, in contracts with customers and the related stand alone selling prices, recoverability of financial assets and equity investments, income tax and the recoverability of deferred tax assets, determination of indicators of impairment and related impairment assessments. |
Business Combinations | Business Combinations The Company applies the provisions of the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Topic 805, “Business Combinations”, in the accounting for its acquisitions. This requires the Company to recognize separately from goodwill the assets acquired and the liabilities assumed at their acquisition date fair values. Goodwill as of the acquisition date is measured as the excess of consideration transferred over the net of the acquisition date fair values of the assets acquired and the liabilities assumed. While the Company uses its best estimates and assumptions to accurately value assets acquired and liabilities assumed at their fair values, including contingent consideration where applicable, these estimates are inherently uncertain and subject to refinement, particularly since these assumptions and estimates are based in part, on historical experience and information obtained from the management of the acquired companies. As a result, during the measurement period, which may be up to one year from the acquisition date, the Company may record adjustments to the assets acquired and liabilities assumed with the corresponding offset to goodwill in the period identified. Furthermore, when valuing certain intangible assets that the Company has acquired, critical estimates may be made relating to, but not limited to: (i) future expected cash flows from customer relationships, software license sales, support agreements, consulting agreements and other customer contracts; (ii) the acquired entity’s brand and competitive position, as well as assumptions about the period of time that the acquired brand will continue to be used in the combined Company’s product portfolio; and (iii) discount rates. Upon the conclusion of the measurement period or final determination of the values of assets acquired or liabilities assumed, whichever comes first, any subsequent adjustments would be recorded to the Company’s consolidated statements of operations, on a cumulative basis, in the period in which the adjustment is determined. For a given acquisition, the Company identifies certain pre-acquisition contingencies as of the acquisition date and may extend its review and evaluation of these pre-acquisition contingencies throughout the measurement period to obtain sufficient information to assess whether the Company includes these contingencies as a part of the purchase price allocation and, if so, to determine the estimated amounts. If the Company determines that a pre-acquisition contingency (non-income tax related) is probable in nature and estimable as of the acquisition date, then it will record its best estimate for such a contingency as a part of the preliminary purchase price allocation. The Company continues to gather information and evaluates any pre-acquisition contingencies throughout the measurement period and makes adjustments as necessary either directly through the purchase price allocation or in its results of operations. Uncertain tax positions and tax related valuation allowances assumed in connection with a business combination are initially estimated as of the acquisition date. The Company reviews these items during the measurement period as the Company continues to actively seek and collect information relating to facts and circumstances that existed at the acquisition date. Changes to these uncertain tax positions and tax related valuation allowances made subsequent to the measurement period, or if they relate to facts and circumstances that did not exist at the acquisition date, are recorded in the Company’s provision for income taxes in the consolidated statements of operations. |
Fair Value Measurement of Financial Instruments | Fair Value Measurement of Financial Instruments The Company uses various valuation techniques and assumptions when measuring fair value of its financial assets and financial liabilities. The Company utilizes market data or assumptions that market participants would use in pricing the asset or liability, including assumptions about risk and the risks inherent in the inputs to the valuation technique. The accounting standard establishes a hierarchy that prioritizes fair value measurements based on the types of input used for the various valuation techniques (market approach, income approach and cost approach). The levels of the hierarchy are described below: Level 1 Inputs — Level 1 includes financial instruments for which quoted market prices for identical instruments are available in active markets. Level 2 Inputs — Level 2 includes financial instruments for which there are inputs other than quoted prices included within Level 1 that are observable for the instrument such as quoted prices for similar instruments in active markets, quoted prices for identical or similar instruments in markets with insufficient volume or infrequent transactions (less active markets) or model-driven valuations in which significant inputs are observable or can be derived principally from, or corroborated by, observable market data, including market interest rate curves, referenced credit spreads and pre-payment rates. Level 3 Inputs — Level 3 includes financial instruments for which fair value is derived from valuation techniques including pricing models and discounted cash flow models in which one or more significant inputs are unobservable, including the Company’s own assumptions. The pricing models incorporate transaction details such as contractual terms, maturity and, in certain instances, timing and amount of future cash flows, as well as assumptions related to liquidity and credit valuation adjustments of marketplace participants. The following methods and assumptions were used to estimate the fair value of each class of financial instruments for which it is practicable to estimate that value. Patent finance obligations: The fair values are estimated based on the quoted market prices for those or similar instruments or on the current rates offered to the Company for debt of similar terms. Derivative financial instruments: The fair value of embedded derivatives is measured using a market approach, based on the difference between the quoted forward exchange rate as of the contract date and quoted forward exchange rate as of the reporting date. The fair value of forward exchange contracts is determined using the quoted forward exchange rates at the reporting date. Contingent considerations: Contingent consideration is carried at fair value which is calculated using management estimates or, where appropriate, a Monte Carlo simulation model. Long-term debt: The fair value is estimated based on the quoted market prices for those or similar instruments or on the current rates offered to the Company for debt of similar terms. The carrying amount of the Company’s other financial assets and liabilities, including cash, accounts receivable, and accounts payable and accrued liabilities approximate their fair value due to the short-term maturity of these items. The fair value of the bank indebtedness and long-term debt approximate the carrying amount since these debt instruments all have floating interest rates. |
Derivatives | Derivatives The Company uses derivative financial instruments to reduce exposure to fluctuation in foreign currency exchange rates. The Company may enter into foreign exchange contracts to hedge anticipated cash flows denominated in a foreign currency. The Company has elected not to apply hedge accounting to derivative contracts; as such, these derivative financial instruments are recorded at fair market value on a recurring basis, with subsequent changes in fair value recorded in other income (expense) during the period of change. Derivatives are carried at fair value and are reported as assets when they have a positive fair value and as liabilities when they have a negative fair value. Derivatives may also be embedded in other financial instruments. Derivatives embedded in other financial instruments are valued as separate derivatives if they meet the bifurcation criteria of an embedded derivative. Such criteria include that the entire instrument is not marked to market through earnings, the economic characteristics and risks of the embedded contract terms are not clearly and closely related to those of the host contract and the embedded contract terms would meet the definition of a derivative on a stand-alone basis. |
Foreign Currency Transactions and Translation | Foreign Currency Transactions Monetary assets and liabilities denominated in foreign currencies are translated into the applicable functional currency of the entity at exchange rates prevailing at the balance sheet date. Revenue and expenses are translated at the average rate for the period. The gains and losses from foreign currency denominated transactions are included in foreign exchange gain/loss in the consolidated statement of operations. Foreign Currency Translation The consolidated financial statements are presented in U.S. dollars. The functional currency of each subsidiary is the currency of the primary economic environment in which the subsidiary operates. For each subsidiary, assets and liabilities denominated in this functional currency are translated into U.S. dollars at the exchange rates in effect at the balance sheet dates and revenues and expenses are translated at the average exchange rates prevailing during the month of the respective transactions. The effect of foreign currency translation adjustments not affecting net income are included in Shareholders’ equity under the “Cumulative translation adjustment” account as a component of “Accumulated other comprehensive income”. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash in banks and highly liquid investments with original terms to maturity at the date of acquisition of less than three months. |
Short Term Investments | Short-Term Investments Short-term investments are designated as “held to maturity” and accounted for at amortized cost using the effective interest rate method. Short-term investments comprise guaranteed investment certificates with original maturities of one-year or less at the date of investment and their carrying value approximates their fair value. |
Restricted Short-Term Investments | Restricted Short-Term Investments Restricted short-term investments are amounts held specifically as collateral for bank guarantees that the Company has entered into for security against potential procedural costs pursuant to a court order regarding patent infringement whereby the Company is the plaintiff. The bank guarantees total 1,850,000 Euros and are valid until March 28, 2019. They are automatically extended by periods of one year unless either party informs the other party at least sixty days before the current expiry date that they elect not to extend the bank guarantee. The restricted short-term investment acts as collateral should this renewal not take place and/or the requirement for the security and hence, the restricted short-term investments is no longer required by the court. |
Accounts Receivable, Net | Accounts Receivable, Net The accounts receivable balance reflects invoices and is presented net of an allowance for doubtful accounts. The allowance for doubtful accounts represents the Company’s best estimate of probable losses that may result from the inability of its customers to make required payments. Reserves are established and maintained against estimated losses based upon historical loss experience, past due accounts and specific account analysis. The Company regularly reviews the level of allowances for doubtful accounts and adjusts the level of allowances as needed. Consideration is given to accounts past due as well as other risks in the current portion of the accounts. |
Unbilled Revenue | Unbilled Revenue Unbilled Revenue includes unbilled amounts typically resulting from sales under long-term contracts when the cost-to-cost method of revenue recognition is utilized and revenue recognized exceeds the amount billed to the customer accounted for under Accounting Standards Update No. 2014-09 “Revenue from Contracts with Customers” (“ASC 606”). |
Inventories | Inventories Inventories are measured at the lower of cost or net realizable value. The cost of inventories is determined on the weighted average basis. Cost includes the cost of acquired material plus, in the case of manufactured inventories, direct labor applied to the product and the applicable share of manufacturing overhead, including rent expense and depreciation based on normal operating capacity. |
Property Plant and Equipment | Property Plant and Equipment Property plant and equipment is carried at cost less accumulated depreciation and impairment. Depreciation is calculated on the straight-line basis over the estimated useful lives of the assets as follows: Leasehold improvements term of the lease Computer equipment and software 3 years Furniture and fixtures 5 years Machinery and equipment 4-7 years Building 20 years |
Intangible Assets | Intangible Assets Intangibles consist of patents, developed software, customer relationships and brand associated with various acquisitions. Patents include patents and patent rights (hereinafter, collectively “patents”) and are carried at cost less accumulated amortization and impairments. Developed software is initially recorded at fair value based on the present value of the estimated net future income-producing capabilities of software products acquired in acquisitions. Brand is initially recorded at fair value based on the present value of the estimated net future income-producing capabilities of the asset. Customer relationships represent acquired customer relationships with customers of acquired companies and are either based upon contractual or legal rights or are considered separable; that is, capable of being separated from the acquired entity and being sold, transferred, licensed, rented or exchanged. These customer relationships are initially recorded at their fair value based on the present value of expected future cash flows. Amortization is calculated on a straight-line basis over the estimated useful lives of the intangible assets as follows: Patents up to 20 years Developed Software 5 years Customer relationship and backlog 7 years Brand 7 years The Company continually evaluates the remaining estimated useful life of its intangible assets being amortized to determine whether events and circumstances warrant a revision to the remaining period of amortization. |
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets The Company reviews long-lived assets (“LLA”) such as property and equipment and intangible asset groups for impairment whenever events or changes in circumstances indicate that the carrying amount of the asset or asset group may not be recoverable. These events and circumstances may include significant decreases in the market price of an asset or asset group, significant changes in the extent or manner in which an asset or asset group is being used by the Company or in its physical condition, a significant change in legal factors or in the business climate, a history or forecast of future operating or cash flow losses, significant disposal activity, a significant decline in the Company’s share price, a significant decline in revenues or adverse changes in the economic environment. When indicators of impairment exist, LLA impairment is tested using a two-step process. The Company performs a cash flow recoverability test as the first step, which involves comparing the estimated undiscounted future cash flows for the asset group to the carrying amount of the asset group. If the net cash flows of the asset group exceed its carrying amount, the asset group is not considered to be impaired. If the carrying amount of the asset group exceeds the net cash flows, there is an indication of potential impairment and the second step of the LLA impairment test is performed to measure the impairment amount. The second step involves determining the fair value of the asset group. Fair value is determined using valuation techniques that are in accordance with U.S. GAAP, including the market approach, income approach and cost approach. If the carrying amount of the asset group exceeds its fair value, then the excess represents the maximum amount of potential impairment that will be allocated to the asset group, with the limitation that the carrying value of each asset cannot be reduced to a value lower than that of its fair value. The total impairment amount allocated is recognized as a non-cash impairment loss. |
Investment in Joint Venture | Investment in Joint Venture The equity method is used to account for investments in joint ventures and certain other non-controlled entities when the Company has the ability to exercise significant influence over operating and financial policies of the investee, even though the investor holds 50% (joint control) or less of the voting common shares. Under this method, the investment, originally recorded at cost, is adjusted to recognize the Company’s share of net earnings or losses and other changes in equity of the affiliate as they occur, with losses limited to the extent of the Company’s investment in, advances to and commitments to the investee. |
Goodwill | Goodwill Goodwill is recorded as at the date of the business combination and represents the excess of the purchase price of acquired businesses over the fair value assigned to identifiable assets acquired and liabilities assumed. Goodwill is tested for impairment at the reporting unit level by first performing a qualitative assessment to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying value. The qualitative assessment considers the following factors: macroeconomic conditions, industry and market considerations, cost factors, overall company financial performance, events affecting the reporting unit and changes in the Company’s fair value. If the reporting unit does not pass the qualitative assessment, the Company carries out a quantitative test for impairment of goodwill. This is done by comparing the fair value of the reporting unit with the carrying value of its net assets. If the fair value of the reporting unit is greater than its carrying value, no impairment results. If the fair value of the reporting unit is less than its carrying value, an impairment loss would be recognized in the Consolidated Statements of Operations in an amount equal to that difference, limited to the total amount of goodwill allocated to that reporting unit. The Company has three reporting units. |
Deferred Revenue | Deferred Revenue Deferred revenue is comprised of cash collected from customers and billings to customers on contracts in advance of work performed, advance payments negotiated as a contract condition, including billings in excess of costs and estimated earning on uncompleted contracts. The Company records provisions for estimated losses on uncompleted contracts in the period in which such losses become known. The cumulative effects of revisions to contract revenues and estimated completion costs are recorded in the accounting period in which the amounts become evident and can be reasonably estimated. These revisions can include such items as the effects of change orders and claims, warranty claims, liquidated damages or other contractual penalties and adjustments for contract closeout settlements. |
Revenue Recognition | Revenue Recognition The Company recognizes revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration to which the entity expects to be entitled to in exchange for those goods or services. The following paragraphs describe the specific revenue recognition policies for each of the Company’s significant types of revenue by segment. Licensing segment Under ASC 606, licenses are considered licenses to functional intellectual property. The standard specifically outlines that patents, underlying highly functional items, are considered functional intellectual property (“IP”). Licenses to functional IP are considered satisfied at a point in time (i.e. when the license becomes effective) and all the revenue is recognized at that point in time. Payment is either due immediately or within 30 days. The one exception to this guidance is related to revenue generated from sales or usage-based royalties promised in exchange for a license of IP. Customers generally report their royalty obligations one quarter in arrears and accordingly, the Company estimates the expected royalties to be reported for an accounting period, with a true up to the actual royalties reported in the following financial reporting period. Payment is due upon submission of the royalty report. Intelligent systems segment Contracted Projects The majority of sales of integrated systems are delivered as contracted projects that span a time period of less than 1 year to more than 5 years. Governments and private enterprises control all of the work in progress as intelligent transportation systems are being developed and installed. The Company’s contract types include fixed price and time and materials contracts. Contract revenue includes amounts expected to be received in exchange for the good or services plus any contract amendments that are expected to be received. Payment terms are based on completion of milestones throughout the project life for fixed price contracts and monthly for time and materials projects. Many of these projects have distinct performance obligations typically encompassing one or more of installation, maintenance and warranty. A contract’s transaction price is allocated to each distinct performance obligation using the best estimate of the standalone selling price of each distinct good or service in the contract. The primary method used to estimate standalone selling price is the expected cost plus margin approach. Revenue is recognized when or as the performance obligation is satisfied. Revenue for fixed price contracts is recognized over time using the cost-to-cost input method. Because control is transferred over time, revenue is recognized based on the extent of progress towards completion of the performance obligation. The company reviews and updates the contract related estimates regularly. Determining the contract costs and estimates to complete requires significant judgment. Adjustments are recognized in profit on contracts under the cumulative catch-up method in the period the adjustment is identified. If the Company anticipates the estimated remaining costs to completion will exceed the value allocated to the performance obligation, the resulting loss will be recognized immediately. For time and materials contracts, labor and material rates are established within the contract. Revenues from time and materials contracts are recognized progressively on the basis of costs incurred during the period plus the estimated margin earned. Maintenance Revenue Maintenance revenue from the Intelligent systems segment are considered recurring revenues. These service contracts are typically time and materials, but some are fixed price. Revenues are earned similar to contracted projects discussed above. Services are billed on a monthly basis and collected shortly thereafter. Product Sales Product sales revenue is recognized when control transfers to the customer which depends on the individual terms which can vary between when the product leaves the Company’s warehouse and when it is received at the customer’s warehouse. For some international shipments, when the buyer has no right of return, transfer occurs upon loading the goods onto the relevant carrier at the port of the seller. Customers are billed when transfer of control occurs and payments are typically due within 30 days. Enterprise Software Segment Software Licenses The Enterprise software segment provides bolt-on software products to enhance enterprise resource planning (“ERP”) -based asset maintenance systems. These software licenses contain up to five separate performance obligations: the license, implementation services, training services, post-contract customer support (“PCS”) and enhancement of software. Customers obtain access to licenses through online software and each additional component is added incrementally at the stand-alone market price which represents the price allocated to each performance obligation. Payment for licenses and services is received prior to delivery of product code for software or software keys for PCS. When selling the licensed software, the Company is providing the customer with the right to use its intellectual property and does not provide significant modifications or updates therefore revenue is recognized at the point in time when the customer gains control of the license, typically at contract inception. Implementation and training services, PCS and enhancement of software are recognized over time based on time lapsed as this best represents the value transferred to the customer based on the specifications for each within the contract. |
Research and Development | Research and Development Research costs are charged to expense in the periods in which they are incurred. Software development costs are deferred and amortized when technological feasibility has been established, or otherwise are expensed as incurred. |
Warranties | Warranties The Company records the estimated costs of product warranties at the time revenue is recognized. Warranty obligation arises from the Company having to replace goods and/or services that have failed to meet required customer specifications due to breakdown or error related to product or workmanship. The Company’s warranty obligations are affected by product failure rates, differences in warranty periods, regulatory developments with respect to warranty obligations in the countries in which the Company carries on business, freight expense and material usage and other related repair costs. The Company’s estimates of costs are based upon historical experience and expectations of future return rates and unit warranty repair costs. If the Company experiences increased or decreased warranty activity or increased or decreased costs associated with servicing those obligations, revisions to the estimated warranty liability would be recognized in the reporting period when such revisions are made. |
Capitalized Contract Costs | Capitalized Contract Costs As part of obtaining contacts with certain customers, the Company incurs upfront costs such as sales commissions. The Company expenses these sales commissions when incurred because the amortization period generally would have been one year or less. Sales commissions are recorded in selling, general and administrative expenses in the Consolidated Statements of Operations. |
Advertising Costs | Advertising Costs The Company expenses all advertising costs as incurred. These costs are included in selling, general and administrative costs. |
Financing Costs | Financing Costs Financing costs are comprised of borrowing cost to the extent applicable, foreign currency gains and losses on the translation of foreign-denominated borrowings, unwinding of the discount on provisions, changes in the fair value of financial assets and financial liabilities at fair value through profit or loss and gains and losses on hedging instruments recognized through profit and loss, if any. |
Leases | Leases Operating lease payments are recognized as selling, general and administrative expenses on a straight‑line basis over the lease term. If lease incentives are received to enter into operating leases, such incentives are recognized as a liability. The aggregate benefit of incentives is recognized as a reduction of rental expense on a straight‑line basis, except where another systematic basis is more representative of the time pattern in which economic benefits from the leased asset are consumed. |
Computation of Earnings (Loss) Per Share | Computation of Earnings (Loss) Per Share Basic earnings/loss per share is computed using the weighted average number of common shares outstanding during the year. Diluted earnings/loss per share are computed using the treasury stock method. |
Business Segment Information | Business Segment Information ASC Topic 280, “Segment Reporting” (“Topic 280”), establishes standards for reporting, by public business enterprises, information about operating segments, products and services, geographic areas and major customers. The method of determining what information to report under Topic 280, is based on the way that an entity organizes operating segments for making operational decisions and how the entity’s management and chief operating decision maker assess an entity’s financial performance. |
Income Taxes, Deferred Taxes and Investment Tax Credits | Income Taxes, Deferred Taxes and Investment Tax Credits The Company uses the liability method of accounting for income taxes. Deferred income tax assets and liabilities are determined based on the difference between the accounting and tax bases of the assets and liabilities and measured using the enacted tax rates that are expected to be in effect when the differences are estimated to be reversed. In assessing the realizability of deferred income tax assets, management considers whether it is more likely than not that some portion or all of the deferred income tax assets will not be realized. The realization of deferred income tax assets is dependent upon the generation of sufficient future taxable income during the periods prior to the expiration of the associated tax attributes. The Company is also engaged in scientific research and experimental development giving rise to investment tax credits that may be available to reduce future taxes payable in certain jurisdictions. In calculating income taxes and investment tax credits, consideration is given to factors such as current and future tax rates in the different jurisdictions, non-deductible expenses, qualifying expenditures and changes in tax law. In addition, management makes judgments on the ability of the Company to realize deferred taxes and investment tax credits reported as assets based on their estimations of amounts and timing of future taxable income and future cash flows in the related jurisdiction. |
Future Accounting Pronouncements and Adoption of Accounting Standards | Future Accounting Pronouncements Leases In February 2016, the FASB issued ASU 2016-2, “Leases” and issued subsequent amendments to the initial guidance during 2018, collectively referred to as “Topic 842.” The guidance requires companies to include lease obligations in their balance sheets, including a dual approach for lessee accounting under which a lessee would account for leases as finance leases or operating leases. Both finance leases and operating leases will result in the lessee recognizing a right-of-use (“ROU”) asset and a corresponding lease liability. For finance leases the lessee would recognize interest expense and amortization of the ROU asset and for operating leases, the lessee would recognize a straight-line total lease expense. Topic 842 can be applied either (i) retrospectively to each prior reporting period presented with the option to elect certain practical expedients or (ii) retrospectively with the cumulative effect recognized at the date of initial application and requiring certain additional disclosures. The guidance is effective for interim and annual periods beginning after December 15, 2018, with earlier adoption permitted. The Company expects to recognize operating lease liabilities of $4,306 with corresponding ROU assets of the same amount based on the present value of the remaining least payments of the respective lease terms. The new standard is not expected to have a material impact on the Company’s results of operations or cash flows. The Company intends to adopt the standard on a modified retrospective basis in the first quarter of 2019. Credit Losses on Financial Instruments In June 2016, FASB issued Accounting Standards Update (ASU) 2016-13 “Financial Instruments – Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments” (“ASU 2016-13”), which requires measurement and recognition of expected credit losses for financial assets held. ASU 2016-13 is effective for the Company in the first quarter of its fiscal year ending December 31, 2021, with earlier adoption permitted beginning in the first quarter of its fiscal year ending December 31, 2020. The Company is currently assessing the impact of this new standard. Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income In February 2018 ASB issued ASU 2018-02 “Income Statement – Reporting Comprehensive Income (Topic 220)” (“ASU 2018-02”) that gives companies the option to reclassify stranded tax effects resulting from the newly enacted U.S. Tax Cuts and Jobs Act from accumulated other comprehensive income to retained earnings. A company will need to disclose if it elects not to adopt ASU 2018-02. The guidance will be effective for fiscal years beginning after December 15, 2018 and interim periods within the fiscal year. Early adoption will be permitted, including adoption in any interim period, for financial statements that have not yet been issued or made available for issuance. Entities will have the option to apply the amendments retrospectively or to record the reclassification as of the beginning of the period of adoption. The Company is currently assessing the impact of this new standard. Share-based payment awards In June 2018, the FASB issued ASU 2018-07 – “Compensation – Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting”. This guidance largely aligns the accounting for share-based payment awards issued to employees and non-employees. Under previous GAAP, the accounting for non-employee share-based payments differed from that applied to employee awards, particularly with regard to the measurement date and the impact of performance conditions. Under the new guidance, the existing employee guidance will apply to nonemployee share-based transactions (as long as the transaction is not effectively a form of financing), with the exception of specific guidance related to the attribution of compensation cost. The cost of nonemployee awards will continue to be recorded as if the grantor had paid cash for the goods or services. In addition, the contractual term will be able to be used in lieu of an expected term in the option-pricing model for nonemployee awards. This guidance is effective for fiscal years beginning after December 15, 2018, including interim periods within that fiscal year. The Company is currently assessing the impact of this new standard. Fair Value Measurement In August 2018, the FASB issued Accounting Standards Update 2018-13 “Fair Value Measurement (Topic 820): Disclosure Framework – Changes to the Disclosure Requirements for Fair Value Measurement” that has been issued as part of the FASB’s disclosure framework project. The amendments in this update modify the disclosure requirements on fair value measurement based on concepts in the FASB Concept Statement, Conceptual Framework for Financial Reporting – Chapter 8: Notes to Financial Statements Intangibles – Goodwill and Other- Internal-Use Software In August 2018, the FASB issued Accounting Standards Update 2018-15 – Intangibles – Goodwill and Other – Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That is a Service Contract that provides guidance on a customer’s accounting for implementation, set-up and other upfront costs incurred in a cloud computing arrangement that is hosted by the vendor, i.e. a service contract. Under this new guidance, customers will apply the same criteria for capitalizing implementation costs as they would for an arrangement that has a software license. This new guidance also prescribes the balance sheet, income statement and cash flow classification of the capitalized implementation costs and related amortization expense and requires additional quantitative and qualitative disclosures. This guidance is effective for fiscal years beginning after December 15, 2019 and interim periods within those fiscal years. The Company is currently assessing the impact of this new standard. |
Adoption of ASU [Member] | |
Future Accounting Pronouncements and Adoption of Accounting Standards | ASU 2017-04 , Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In January 2017, the FASB issued ASU No. 2017-04 “Intangibles - Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment” which simplifies the subsequent measurement of goodwill and eliminates Step 2 from the goodwill impairment test. The standard is effective for annual periods beginning after December 15, 2019 but the Company opted for early adoption for the goodwill impairment test that was completed as of December 31, 2018. ASU 2016-16 Intra-entity Transfers of Assets Other Than Inventory In October 2016, the FASB issued ASU 2016-16 “Income taxes on intra-entity transfers of assets other than inventory” to improve the accounting on income taxes on intra-entity transfers. The ASU requires that an entity recognize the income tax consequences of an intra-entity transfer of an asset other than inventory when the transfer occurs, rather than defer the income tax effect under previous guidance. The Company adopted this ASU on a modified retrospective basis in the first quarter of 2018. The cumulative effect of the adoption is an increase to shareholders’ equity of $2.9 million due to the adjustment to the accumulated deficit. ASU 2014-09 Revenue from Contracts with Customers In May 2014, the FASB issued Accounting Standards Update No. 2014-09 (ASU 2014-09) “Revenue from Contracts with Customers” (ASC 606). ASC 606 supersedes the revenue recognition requirements in ASC 605 “Revenue Recognition,” and requires entities to recognize revenue when control of the promised goods or services is transferred to customers at an amount that reflects the consideration which the entity expects to be entitled to in exchange for those goods or services. The Company adopted ASC 606 using the modified retrospective method applied to those contracts that were not yet complete as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic ASC 606, while prior period amounts are not adjusted and continue to be reported in accordance with our historic accounting under ASC 605. With respect to its Licensing segment, under the Topic 605, licensing companies report revenue to the Company from per-unit royalty-based arrangements one quarter in arrears, resulting in revenue being recognized on the same basis. Under the new guidance, the Company estimates the per-unit royalty-based revenue each period. The new standard also significantly impacts the timing of revenue recognition associated with its fixed fee “right to use” arrangements where under the new standard the Company recognizes license revenues at the time of signing a license agreement (upfront) rather than recognizing revenue over the term of the arrangement. With respect to its Intelligent systems segment, for the majority of its long-term contracts, the Company recognizes revenue and earnings over time as the work progresses because of the continuous transfer of control to the customer. The adoption of this standard has impacted revenue recognition in relation to the allocation of contract revenues between installations, maintenance agreements and warranty on some long-term fixed price contracts. The adoption of ASC 606 does not have a significant impact on the amount and timing of how revenue is recognized within the Enterprise software segment. The Company opted to use the following practical expedients: 1. For contracts that were modified before implementation, the Company has considered the aggregate effect of all modifications when identifying the satisfied and unsatisfied performance obligations, determining the transaction price and allocating the transaction price to satisfied and unsatisfied performance obligations; 2. The Company will not adjust the promised amount of consideration for the effects of a significant financing component if the entity expects, at contract inception, that the period between when the entity transfers a promised good or service to the customer and when the customer pays for that good or service will be one year or less. The cumulative effect of the changes made to the Company’s consolidated January 1, 2018 balance sheet for the adoption of ASU 2016-16 and ASU 2014-09 were as follows: Adjustments arising from implementation of ASU 2014-09 Balances as at December 31, 2017 ASU 2016-16 Licensing Intelligent Systems Balances as at January 1, 2018 Assets Unbilled revenue $ 3,045 $ - $ 6,376 $ (565 ) $ 8,856 Deferred income tax assets 20,195 2,949 - 150 23,294 Liabilities Deferred income tax liabilities 7,291 - 1,689 - 8,980 Equity Deficit (206,939 ) 2,949 4,687 (415 ) (199,718 ) The following tables disclose the impact of adoption, by segment, on the Company’s consolidated statement of operations for the twelve months ended December 31, 2018: For the year ended December 31, 2018 Adjustments arising from implementation of ASU 2014-09 As reported Licensing Intelligent Systems Balances without ASU 2014-09 Revenues License $ 23,544 $ 5,563 $ - $ 29,107 Systems 29,252 - (272 ) 28,980 Services 2,629 - - 2,629 Recurring 21,976 230 141 22,347 Costs and expenses Deferred income tax expense (recovery) (8,345 ) 1,535 (34 ) (6,844 ) Net loss (49,120 ) 4,258 (97 ) (44,959 ) The following table discloses the impact of adoption, by segment, on the Company’s consolidated balance sheet as at December 31, 2018: Adjustments arising from implementation of ASU 2014-09 As reported Licensing Intelligent Systems Balances without ASU 2014-09 Assets Unbilled revenue $ 3,990 $ (584 ) $ 433 $ 3,839 Deferred income tax assets 27,141 - (115 ) $ 27,026 Liabilities Deferred income tax liabilities 4,337 (155 ) - 4,182 Equity Deficit (253,443 ) (429 ) 318 (253,554 ) During the first quarter of 2018, the Company also adopted ASU 2016-01 Financial Instruments – Recognition and Measurement of Financial Assets and Financial Liabilities, ASU 2016-15 Statement of Cash Flows – Classification of Certain Cash Receipts and Cash Payments, ASU 2017-01 Business Combinations (Topic 805) – Clarifying the Definition of a Business and ASU 2017-04 – Intangibles – Goodwill and Other – Simplifying the Test for Goodwill Impairment. The adoption of these standards did not have a material impact on the consolidated financial statements or the related note disclosures. |
Significant Accounting Polici_3
Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Accounting Policies [Abstract] | |
Depreciation is Calculated on Straight-Line Basis Over Estimated Useful Lives of Assets | Property plant and equipment is carried at cost less accumulated depreciation and impairment. Depreciation is calculated on the straight-line basis over the estimated useful lives of the assets as follows: Leasehold improvements term of the lease Computer equipment and software 3 years Furniture and fixtures 5 years Machinery and equipment 4-7 years Building 20 years |
Summary of Amortization Calculated of Intangible Assets on Straight-line Basis | Amortization is calculated on a straight-line basis over the estimated useful lives of the intangible assets as follows: Patents up to 20 years Developed Software 5 years Customer relationship and backlog 7 years Brand 7 years |
Adoption of Accounting Standa_2
Adoption of Accounting Standards (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
New Accounting Pronouncements And Changes In Accounting Principles [Abstract] | |
Schedule of Effect of Adoption by Segment on Consolidated Financial Statements | The cumulative effect of the changes made to the Company’s consolidated January 1, 2018 balance sheet for the adoption of ASU 2016-16 and ASU 2014-09 were as follows: Adjustments arising from implementation of ASU 2014-09 Balances as at December 31, 2017 ASU 2016-16 Licensing Intelligent Systems Balances as at January 1, 2018 Assets Unbilled revenue $ 3,045 $ - $ 6,376 $ (565 ) $ 8,856 Deferred income tax assets 20,195 2,949 - 150 23,294 Liabilities Deferred income tax liabilities 7,291 - 1,689 - 8,980 Equity Deficit (206,939 ) 2,949 4,687 (415 ) (199,718 ) The following tables disclose the impact of adoption, by segment, on the Company’s consolidated statement of operations for the twelve months ended December 31, 2018: For the year ended December 31, 2018 Adjustments arising from implementation of ASU 2014-09 As reported Licensing Intelligent Systems Balances without ASU 2014-09 Revenues License $ 23,544 $ 5,563 $ - $ 29,107 Systems 29,252 - (272 ) 28,980 Services 2,629 - - 2,629 Recurring 21,976 230 141 22,347 Costs and expenses Deferred income tax expense (recovery) (8,345 ) 1,535 (34 ) (6,844 ) Net loss (49,120 ) 4,258 (97 ) (44,959 ) The following table discloses the impact of adoption, by segment, on the Company’s consolidated balance sheet as at December 31, 2018: Adjustments arising from implementation of ASU 2014-09 As reported Licensing Intelligent Systems Balances without ASU 2014-09 Assets Unbilled revenue $ 3,990 $ (584 ) $ 433 $ 3,839 Deferred income tax assets 27,141 - (115 ) $ 27,026 Liabilities Deferred income tax liabilities 4,337 (155 ) - 4,182 Equity Deficit (253,443 ) (429 ) 318 (253,554 ) |
Business Combinations (Tables)
Business Combinations (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Business Acquisition [Line Items] | |
Schedule of Expected Future Amortization | The estimated future amortization expense of intangibles as at December 31, 2018 is as follows: As at December 31, 2018 Patents Acquired 2019 $ 13,705 $ 6,924 2020 10,187 6,924 2021 9,594 6,924 2022 9,482 4,683 2023 6,255 3,717 $ 49,223 $ 29,172 |
VIZIYA [Member] | |
Business Acquisition [Line Items] | |
Summary of Fair Value Allocations of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value allocations of assets acquired and liabilities assumed as a part of this acquisition: Fair Value Cash $ 56 Property, plant and equipment 305 Prepaid expenses 234 Trade and other receivables 2,721 Intangible assets Developed software 10,000 Customer relationships 5,800 Brand 1,400 Goodwill 12,680 Accounts payable (286 ) Accrued liabilities and other (555 ) Income taxes payable (216 ) Deferred revenue (1,573 ) HST/ GST payable (18 ) Long-term debt (63 ) Deferred tax liabilities (4,796 ) Net assets acquired $ 25,689 Cash paid on closing $ 17,675 Shares issued 662 Fair value of contingent share considerations 2,650 Fair value of contingent cash considerations 3,800 Shareholder loan repaid 902 Total considerations transferred $ 25,689 |
Schedule of Expected Future Amortization | Expected future amortization is as follows: Customer relationships and Brand Developed software Total 2019 $ 1,029 $ 2,000 $ 3,029 2020 1,029 2,000 3,029 2021 1,029 2,000 3,029 2022 1,029 667 1,696 2023 1,029 - 1,029 2024 340 - 340 $ 5,485 $ 6,667 $ 12,152 |
IRD [Member] | |
Business Acquisition [Line Items] | |
Summary of Fair Value Allocations of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value allocations of assets acquired and liabilities assumed as a part of this acquisition: Fair Value Cash $ 2,078 Accounts receivable and other receivables 8,447 Embedded derivatives 52 Work in progress - unbilled revenue 4,711 Income taxes receivables 288 Inventory 5,883 Prepaid and other assets 1,977 Investment tax credits 670 Deferred tax asset 1,361 Property, plant and equipment 2,672 Intangible assets Customer relationships 8,100 Developed software 7,400 Brand 5,900 Backlog 1,300 Goodwill 15,820 Investment - XPCT 3,036 Bank indebtedness (2,182 ) Current portion of long term debt (95 ) Long-term debt (333 ) Accounts payable and accrued liabilities (6,277 ) Deferred revenue - short term (4,337 ) Deferred revenue - long term (465 ) Income taxes (29 ) Deferred tax liability (6,117 ) Net assets acquired $ 49,860 Cash paid on closing $ 47,209 Cash out considerations 2,651 Total considerations transferred $ 49,860 |
Schedule of Expected Future Amortization | Expected future amortization related to this business acquisition is as follows: Customer relationships, Brand and Backlog Developed software Total 2019 $ 2,310 $ 1,495 $ 3,805 2020 2,310 1,495 3,805 2021 2,310 1,495 3,805 2022 2,310 622 2,932 2023 2,310 - 2,310 2024 966 - 966 $ 12,516 $ 5,107 $ 17,623 |
iCOMS [Member] | |
Business Acquisition [Line Items] | |
Summary of Fair Value Allocations of Assets Acquired and Liabilities Assumed | The following table summarizes the fair value allocations of assets acquired and liabilities assumed as a part of this acquisition: Fair Value Cash $ 72 Accounts receivable 413 Other receivables 77 Inventory 459 Prepaid and other assets 19 Property, plant and equipment 24 Investment tax credits 563 Intangible assets Customer relationships 254 Developed software 251 Goodwill 246 Bank indebtedness (32 ) Accounts payable and accrued liabilities (532 ) Long term debt (458 ) Deferred tax liability (172 ) Net assets acquired $ 1,184 Cash paid on closing $ 865 Shareholder loan 319 Total considerations paid $ 1,184 |
Schedule of Expected Future Amortization | Expected future amortization related to this business acquisition is as follows: Customer relationships, Brand and Backlog Developed software Total 2019 $ 38 $ 52 $ 90 2020 38 52 90 2021 38 52 90 2022 38 17 55 2023 38 - 38 2024 7 - 7 $ 197 $ 173 $ 370 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Fair Value Disclosures [Abstract] | |
Summary of Estimated Fair Values of Entity's Financial Instruments | The following table presents the fair values of financial instruments recorded at fair value across the levels of the fair value hierarchy. The table does not include assets and liabilities that are not considered financial instruments. As at December 31, 2018 As at December 31, 2017 Hierarchy Level Carrying Amount Fair Value Carrying Amount Fair Value Cash and cash equivalents 1 $ 63,929 $ 63,929 $ 81,818 $ 81,818 Short-term investments 1 1,139 1,139 1,236 1,236 Restricted short-term investments 1 2,200 2,200 3,500 3,500 Derivative financial instrument 2 91 91 13 13 Long-term debt 2 472 472 516 516 Contingent considerations 3 929 929 4,474 4,474 Patent finance obligations 3 - - 4,090 4,090 |
Unbilled Revenue and Deferred_2
Unbilled Revenue and Deferred Revenue (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Contract With Customer Asset And Liability [Abstract] | |
Summary of Changes in Unbilled Revenue and Deferred Revenue Balances | Significant changes in unbilled revenue and deferred revenue balances during the twelve months ended December 31, 2018 are as follows: As at December 31, 2018 December 31, 2017 $ Change % Change Unbilled revenue $ 3,990 $ 3,045 $ 945 31 % Deferred revenue - current (4,670 ) (6,733 ) 2,063 -31 % Deferred revenue - non-current (1,435 ) (884 ) (551 ) 62 % Net contract assets (liabilities) $ (2,115 ) $ (4,572 ) $ 2,457 -54 % |
Inventories (Tables)
Inventories (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventories | Inventories consist of the following at December 31, 2018 and 2017: As at December 31, 2018 December 31, 2017 Raw materials $ 729 $ 492 Original equipment manufacturer materials 3,128 2,536 Work in process 814 900 Finished goods 1,289 1,155 $ 5,960 $ 5,083 |
Investment In Joint Venture (Ta
Investment In Joint Venture (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity Method Investments And Joint Ventures [Abstract] | |
Summary of Changes In Investment In Joint Venture | As at December 31, 2018 As at December 31, 2017 Carrying value, beginning of the year $ 3,383 $ - Acquisition through business combination (Note 4) - 3,036 Currency (loss) gain on financial statement translation (186 ) 133 Company's share of earnings 942 390 Dividend received (317 ) (176 ) Carrying value, end of year $ 3,822 $ 3,383 |
Summary Financial Information of Joint Venture | Summary financial information for XPCT is as follows: As at December 31, 2018 As at December 31, 2017 Cash $ 673 $ 485 Other current assets 7,821 6,841 Current liabilities Trade and other (2,763 ) (1,983 ) Short term loans (1,805 ) (1,916 ) Non-current liabilities (104 ) (44 ) Net assets $ 3,822 $ 3,383 Year Ended December 31, 2018 Year Ended December 31, 2017 Revenue $ 9,271 $ 4,153 Cost of sales 7,020 3,171 Depreciation and amortization 43 23 Finance costs 75 57 Administrative expenses 843 448 Earnings before income taxes 1,290 454 Income taxe expense 348 64 Company's share of earnings $ 942 $ 390 |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Leasehold improvements Computer equipment and software Furniture and Fixture Machinery & Equipment Land and building Total Cost Balance, December 31, 2016 $ 1,373 $ 2,102 $ 496 $ - $ - $ 3,971 Acquisition through business combination (note 3) 184 354 70 1,848 535 2,991 Additions 19 173 6 201 - 399 Disposals - (6 ) - (110 ) - (116 ) Foreign currency translation 13 24 5 149 45 236 Balance, December 31, 2017 1,589 2,647 577 2,088 580 7,481 Additions 27 182 25 341 - 575 Disposals (14 ) (10 ) (12 ) (132 ) - (168 ) Foreign currency translation (10 ) (34 ) (4 ) (189 ) (51 ) (288 ) Balance, December 31, 2018 $ 1,592 $ 2,785 $ 586 $ 2,108 $ 529 $ 7,600 Accumulated Depreciation Balance, December 31, 2016 $ 461 $ 1,882 $ 388 $ - $ - $ 2,731 Depreciation 166 361 85 436 9 1,057 Disposals - (5 ) - (105 ) - (110 ) Foreign currency translation - (1 ) - 3 - 2 Balance, December 31, 2017 627 2,237 473 334 9 $ 3,680 Depreciation 179 281 59 983 15 1,517 Disposals (14 ) (9 ) (10 ) (105 ) - (138 ) Foreign currency translation (2 ) (21 ) (4 ) (84 ) (3 ) (114 ) Balance, December 31, 2018 $ 790 $ 2,488 $ 518 $ 1,128 $ 21 $ 4,945 Net Book Value Balance, December 31, 2016 $ 912 $ 220 $ 108 $ - $ - $ 1,240 Balance, December 31, 2017 $ 962 $ 410 $ 104 $ 1,754 $ 571 $ 3,801 Balance, December 31, 2018 $ 802 $ 297 $ 68 $ 980 $ 508 $ 2,655 |
Intangible Assets (Tables)
Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Finite Lived Intangible Assets | Patents Developed software Customer relationships, Brand and Backlog Total Cost Balance, December 31, 2016 $ 345,603 $ - $ - $ 345,603 Acquisition through business combination (note 3) - 17,651 22,754 40,405 Additions 150 - - 150 Disposals (35,245 ) - - (35,245 ) Foreign currency translation - 576 1,178 1,754 Balance, December 31, 2017 310,508 18,227 23,932 352,667 Additions 133 - - 133 Foreign currency translation - (649 ) (1,304 ) (1,953 ) Balance, December 31, 2018 $ 310,641 $ 17,578 $ 22,628 $ 350,847 Accumulated Amortization and Impairment Balance, December 31, 2016 $ 222,252 $ - $ - $ 222,252 Amortization 20,112 2,249 2,062 24,423 Impairment 4,350 - - 4,350 Disposals (13,329 ) - - (13,329 ) Foreign currency translation - 12 15 27 Balance, December 31, 2017 233,385 2,261 2,077 237,723 Amortization 18,654 3,558 3,344 25,556 Impairment 509 - - 509 Foreign currency translation - (146 ) (220 ) (366 ) Balance, December 31, 2018 $ 252,548 $ 5,673 $ 5,201 $ 263,422 Net Book Value Balance, December 31, 2016 $ 123,351 $ - $ - $ 123,351 Balance, December 31, 2017 $ 77,123 $ 15,966 $ 21,855 $ 114,944 Balance, December 31, 2018 $ 58,093 $ 11,905 $ 17,427 $ 87,425 |
Schedule of Expected Future Amortization | The estimated future amortization expense of intangibles as at December 31, 2018 is as follows: As at December 31, 2018 Patents Acquired 2019 $ 13,705 $ 6,924 2020 10,187 6,924 2021 9,594 6,924 2022 9,482 4,683 2023 6,255 3,717 $ 49,223 $ 29,172 |
Goodwill (Tables)
Goodwill (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Carrying Amount of Goodwill | The changes in the carrying amount of goodwill by reporting units are presented in the table below: Licensing Intelligent Systems Enterprise Software Total Balance at December 31, 2016 $ 12,623 $ - $ - $ 12,623 Business acquisitions (Note 4) - 16,066 12,680 28,746 Currency translations - 1,218 - 1,218 Balance at December 31, 2017 $ 12,623 $ 17,284 $ 12,680 $ 42,587 Currency translations - (1,218 ) - (1,218 ) Impairment - (16,066 ) - (16,066 ) Balance at December 31, 2018 $ 12,623 $ - $ 12,680 $ 25,303 |
Accounts Payable and Accrued _2
Accounts Payable and Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Payables And Accruals [Abstract] | |
Schedule of Accounts Payable and Accrued Liabilities | December 31, 2018 December 31, 2017 Trade payables $ 4,479 $ 3,356 Accrued compensation 3,543 5,876 Accrued contingent partner payments & legal fees 2,118 5,133 Dividends 1,091 1,182 Accrued litigation costs 938 916 Customer advances 914 619 Project losses 376 463 Success fee obligation - current portion - 47 Accrued other 4,644 2,895 $ 18,103 $ 20,487 |
Bank Indebtedness (Tables)
Bank Indebtedness (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Debt Disclosure [Abstract] | |
Schedule of Bank Indebtedness | The following bank indebtedness relates to the prior year acquisitions of IRD, iCOMS and VIZIYA, see Note 4 for details: December 31, December 31, As at 2018 2017 Revolving credit facility of $7.6 million authorized and secured by a general security agreement: HSBC Bank Canada - Borrowing in Canadian dollars with interest at bank prime plus 1.5% (effective rate at December 31, 2018 of 5.5% (2017 - 4.7%)) $ 1,450 1,723 HSBC Bank Canada demand term loan in Canadian dollars, repayable in quarterly installments of CDN$32 with interest at bank prime plus 0.5% (effective rate at December 31, 2018 of 4.5% (2017 - 3.7%)). Due September 30, 2021 260 410 HSBC Bank Canada demand term loan in Canadian dollars, repayable in quarterly installments of CDN$75 with interest at bank prime plus 0.5% (effective rate at December 31, 2018 of 4.5% (2017 - 3.7%)). Due May 31, 2022 771 1,076 TD Canada Trust - Borrowing in Canadian dollars with interest at bank prime plus 2.0% (effective rate at December 31, 2018 of 6.0% (2017- 5.2%) 2 329 ING Bank, Euro revolving credit facility, interest at 3 month Euribor rate plus 2.4% (effective rate at December 31, 2018 of 2.1% (2017- 2.3%) 115 30 $ 2,598 $ 3,568 |
Share Capital (Tables)
Share Capital (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Equity [Abstract] | |
Components of Common Shares Issued and Outstanding | The issued and outstanding common shares of Quarterhill, along with options and DSUs convertible into common shares, are as follows: December 31, December 31, As at 2018 2017 Common shares 118,817,466 118,658,249 Stock options 6,840,475 5,339,559 Deferred stock units (DSUs) - 228,433 125,657,941 124,226,241 |
Schedule of Common Stock | Number Amount December 31, 2016 118,572,181 $ 419,485 Issued as purchase consideration in VIZIYA acquisition 405,268 662 Issued on sale of shares under Employee Share Purchase Plan 60,500 68 Repurchased under normal course issuer bid (379,700 ) (1,342 ) December 31, 2017 118,658,249 $ 418,873 December 31, 2017 118,658,249 $ 418,873 Issued on sale of shares under Employee Share Purchase Plan 22,000 27 Conversion of deferred stock units to common shares 137,217 211 December 31, 2018 118,817,466 $ 419,111 |
Schedule of Quarterly Cash Dividends Paid | The Company paid quarterly cash dividends as follows: 2018 2017 Per Share Total Per Share Total 1st Quarter CDN $ 0.0125 US $ 1,171 CDN $ 0.0125 US $ 1,129 2nd Quarter 0.0125 1,155 0.0125 1,105 3rd Quarter 0.0125 1,144 0.0125 1,154 4th Quarter 0.0125 1,135 0.0125 1,175 CDN $ 0.0500 US $ 4,605 CDN $ 0.0500 US $ 4,563 |
Schedule of Declared Quarterly Dividends | The Company declared quarterly dividends as follows: 2018 2017 1st Quarter CDN $ 0.0125 CDN $ 0.0125 2nd Quarter CDN $ 0.0125 CDN $ 0.0125 3rd Quarter CDN $ 0.0125 CDN $ 0.0125 4th Quarter CDN $ 0.0125 CDN $ 0.0125 |
Schedule of Assumptions Used to Estimate Fair Value of Performance Based Options | 2018 Risk free rate 2.24 % Volatility 48 % Expected option life (in years) 6 Forfeiture rate 18.13 % May Grant June Grant Number of options granted 1,299,072 650,000 Stock price CDN $ 2.16 $ 1.89 Implied volatility 55 % 60 % Risk free rate 1.43 % 1.40 % |
Schedule of Option Activity | Options Outstanding Exercisable Options Number of Options Price Range (CDN) Weighted Average Exercise Price (CDN) Number Weighted Average Exercise Price (CDN) December 31, 2016 5,985,454 $ 2.84 $ 5.66 $ 4.78 5,617,312 $ 4.89 Granted 1,949,072 1.89 2.16 2.07 Forfeited (108,967 ) 3.39 5.34 4.26 Expired (2,486,000 ) 5.34 5.66 5.48 December 31, 2017 5,339,559 $ 1.89 $ 5.05 $ 3.48 3,219,503 $ 4.36 Granted 3,854,626 2.02 2.38 2.26 Forfeited (1,063,334 ) 1.89 2.16 2.10 Expired (1,290,376 ) 1.89 5.05 4.75 December 31, 2018 6,840,475 $ 1.89 $ 4.37 $ 2.77 2,231,285 $ 3.85 |
Details of Outstanding Options | Details of the outstanding options at December 31, 2018 are as follows: Range of Exercise Prices (CDN) Outstanding Options at December 31, 2018 Remaining Term of Options in Years Weighted Average Exercise Price (CDN) Exercisable Options at December 31, 2018 Weighted Average Exercise Price (CDN) $ 1.89 $ 1.99 300,000 4.42 $ 1.89 100,000 $ 1.89 2.00 2.99 4,570,175 5.05 2.28 164,318 2.84 3.00 3.99 707,000 0.84 3.43 703,667 3.43 4.00 4.37 1,263,300 0.21 5.05 1,263,300 4.36 $ 1.89 $ 4.37 6,840,475 2.79 $ 2.77 2,231,285 $ 3.85 |
Summary of Stock-Based Compensation Expense | The following provides a summary of the stock-based compensation expense for the years ended December 31, 2018 and 2017: 2018 2017 Cost of revenues $ - $ 37 Selling, general and administrative expenses 468 626 $ 468 $ 663 |
Summary of Deferred Stock Units | The Company had a Deferred Stock Unit (“DSU”) which has now been assumed under the Equity Incentive Plan. All previously issued DSU’s were settled during the year ended December 31, 2018. Number December 31, 2016 197,367 Issued in lieu of quarterly Directors’ fees 26,072 Issued in lieu of dividends paid 4,994 December 31, 2017 228,433 Issued in lieu of dividends paid 2,780 Settled for cash (93,996 ) Settled for common shares (137,217 ) December 31, 2018 - |
Summary of Restricted Stock Unit Activity | RSU activity for the years ended December 31, 2018 and 2017 was as follows: Number December 31, 2016 2,712,420 Granted 3,826,851 Settled (2,475,623 ) Forfeited (128,599 ) December 31, 2017 3,935,049 Granted 1,977,335 Settled (3,024,277 ) Forfeited (619,764 ) December 31, 2018 2,268,343 |
Weighted Average Number of Common Shares Outstanding Used in Basic and Diluted Earnings per Share Computation | The weighted average number of common shares outstanding used in the basic and diluted earnings per share computation was: December 31, December 31, As at 2018 2017 Basic weighted average common shares outstanding 118,768,728 118,607,569 Effect of stock options - 8,114 Diluted weighted average common shares outstanding 118,768,728 118,615,683 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | |
Schedule of Aggregate Minimum Annual Lease Payments under Operating Lease | The Company has lease agreements for office space and equipment with terms extending to 2023. The aggregate minimum annual lease payments under these agreements are as follows: Amount 2019 $ 1,260 2020 1,131 2021 1,089 2022 974 2023 606 2024 and thereafter - $ 5,059 |
Taxes (Tables)
Taxes (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |
Reconciliation of Expected Provision for Income Tax Expense | December 31, December 31, 2018 2017 (Loss) income before income taxes $ (56,387 ) $ 10,470 Expected income tax expense at Canadian statutory income tax rate of 26.5% (2016 - 26.5%) (14,943 ) 2,774 Permanent differences 3,815 (253 ) Foreign withholding taxes paid 308 1,060 Foreign rate differential 424 (1,545 ) Rate changes - 3,930 Change in valuation allowance 2,121 (6,681 ) Other 1,008 959 Income tax (recovery) expense $ (7,267 ) $ 244 |
Summary Income (loss) from continuing operations before income taxes | December 31, December 31, 2018 2017 Income (loss) from continuing operations before income taxes: Canadian (49,019 ) 27,513 Foreign (7,368 ) (17,043 ) Current income tax expense Canadian 621 6,878 Foreign 457 317 Deferred income tax expense (recovery) Canadian (8,166 ) (6,018 ) Foreign (179 ) (933 ) |
Significant Components of Future Income Tax Assets and Liabilities | The significant components of the Company’s deferred income tax assets and liabilities are as follows: December 31, December 31, 2018 2017 Deferred income tax assets Difference between tax and book value of capital and intangible assets $ 8,834 $ 12,233 Investments 126 157 Tax loss carryforwards 29,003 18,921 Difference between tax and book value of loan receivable 3 17 Unbilled revenue and prepaid accounts 359 - Accounts payable and accrued liabilities 338 724 Scientific research and experimental development ("SR&ED") carryforwards 6,376 6,342 Investment tax credits 3,028 5,206 Deferred income tax assets, gross 48,067 43,600 Valuation allowance (15,146 ) (14,705 ) Deferred income tax assets, net 32,921 28,895 Deferred income tax liabilities Difference between tax and book value of capital and intangible assets (9,851 ) (15,991 ) Unbilled revenue and prepaid accounts (266 ) - Deferred income tax liabilities (10,117 ) (15,991 ) Total Deferred income tax assets, net $ 22,804 $ 12,904 |
Summary of Tax Losses and Scientific Research and Experimental Development Expenditure | As at December 31, 2018, the Company had unused non-capital tax losses of approximately $115,836 (2017 - $67,883) that are due to expire as follows: Expiry SRED pool Canadian tax losses US tax losses Other jurisdictions Consolidated tax losses 2019 $ - $ - $ - $ - $ - 2020 - - - 2,370 2,370 2021 - - 203 240 443 2022 - - 603 287 890 2023 - - 616 18 634 2024 - - - 228 228 2025 - - - 57 57 2026 - - - 1 1 2027 - 866 1 458 1,325 2028 - - - - - 2029 - - 9 - 9 2030 - - 414 - 414 2031 - - 3,026 - 3,026 2032 - - 2,179 - 2,179 2033 - 4,934 4,807 - 9,741 2034 - 4,099 7,629 - 11,728 2035 - 2,021 4,443 247 6,711 2036 - 5,714 1,525 69 7,308 2037 - 22,216 8,452 797 31,465 2038 - 32,289 - 312 32,601 Indefinite 23,889 - 3,247 1,459 4,706 $ 23,889 $ 72,139 $ 37,154 $ 6,543 $ 115,836 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Segment Reporting [Abstract] | |
Schedule of Reconciliation of Adjusted EBITDA | The following table reconciles the Adjusted EBITDA measure which is used in the evaluation of the performance of each segment to Net income. The Company used Adjusted EBITDA as its principle performance measure during the years ended December 31, 2018 and 2017. For the year ended December 31, 2018 2017 Segment Adjusted EBITDA: Licensing $ (9,280 ) $ 64,733 Intelligent Systems 3,793 1,868 Enterprise Software 2,011 1,884 Total (3,476 ) 68,485 Fair value purchase price adjustments 314 1,601 Dividend from joint venture 317 176 Unallocated corporate expenses 7,161 3,868 Stock-based compensation expense 468 663 Special charges 2,991 (294 ) Depreciation of property, plant and equipment 1,517 1,057 Amortization of intangibles 25,633 24,922 Loss on disposal of intangibles - 21,916 Impairment loss on goodwill 16,066 - Impairment losses on intangibles 509 4,350 Results from operations (58,452 ) 10,226 Finance income (959 ) (703 ) Finance expense 220 1,053 Foreign exchange gain (192 ) (204 ) Other income (1,134 ) (390 ) (Loss) income before taxes (56,387 ) 10,470 Current income tax expense 1,078 7,195 Deferred income tax recovery (8,345 ) (6,951 ) Income tax (recovery) expense (7,267 ) 244 Net (loss) income $ (49,120 ) $ 10,226 |
Schedule of Operating Revenue by Products and Services | Revenue by category for the years ending December 31, 2018 and 2017 are as follows: Year ended, December 31, 2018 Year ended, December 31, 2017 License $ 23,544 $ 101,553 Systems 29,252 17,641 Services 2,629 2,086 Recurring 21,976 13,431 Total revenue $ 77,401 $ 134,711 |
Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas | Revenue by geography for the years ending December 31, 2018 and 2017 are as follows: Year ended, December 31, 2018 Year ended, December 31, 2017 Revenues United States $ 45,609 $ 35,701 Taiwan 9,153 8,349 Canada 4,192 4,981 Chile 3,189 2,095 Thailand 1,934 1,301 Australia 1,694 - China 1,163 1,018 Finland 960 - Japan 910 200 Korea 885 74,759 United Kingdom - 2,002 Rest of the world 7,712 4,305 Total revenues $ 77,401 $ 134,711 For the year ended December 31, 2018 Licensing Intelligent Systems Enterprise Software Total Revenues License $ 19,069 $ - $ 4,475 $ 23,544 Systems - 29,252 - 29,252 Services - - 2,629 2,629 Recurring 1,742 15,799 4,435 21,976 Total revenues $ 20,811 $ 45,051 $ 11,539 $ 77,401 For the year ended December 31, 2017 Licensing Intelligent Systems Enterprise Software Total Revenues License $ 98,440 $ - $ 3,113 $ 101,553 Systems - 17,641 - 17,641 Services - - 2,086 2,086 Recurring 2,205 9,382 1,844 13,431 Total revenues $ 100,645 $ 27,023 $ 7,043 $ 134,711 |
Schedule of Segment Reporting Information, by Segment Assets | Segment assets as at December 31, 2018 and 2017 are as follows: As at December 31, 2018 December 31, 2017 Licensing $ 93,225 $ 170,631 Intelligent Systems 45,453 69,832 Enterprise Software 30,901 33,163 Total segment assets 169,579 273,626 Total corporate assets 67,833 29,550 Total assets $ 237,412 $ 303,176 As at December 31, 2018 December 31, 2017 Non-current assets United States $ 17,615 $ 26,849 Canada 127,450 156,991 Belgium 707 759 Chile 897 310 Mexico 92 1 Total non-current assets $ 146,761 $ 184,910 |
Financial Risk Management (Tabl
Financial Risk Management (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Financial Risk Management [Abstract] | |
Information Regarding Aging and Collectability of Accounts Receivable | The following table provides an aging analysis of trade accounts receivable. The age of an invoice does not necessarily indicate an account is past due as many contracts for system revenue require the successful completion of system testing and acceptance. December 31, December 31, As at 2018 2017 Current $ 769 $ 12,000 1 - 30 days 2,885 2,909 31 - 60 days 2,146 1,098 61 - 90 days 3,193 1,114 91 days and over 2,677 2,598 Less allowance for doubtful accounts (858 ) (421 ) Accounts receivable 10,812 19,298 Long-term accounts receivable 415 - Total accounts receivable $ 11,227 $ 19,298 |
Summary of Company's Exposure to Exchange Risk and Pre-tax Effects on Earnings and Other Comprehensive Income | The following table illustrates the Company’s exposure to exchange risk and the pre-tax effects on earnings and other comprehensive income (“OCI”) of a 5% decrease in the U.S. dollar in comparison to other relevant foreign currency. This analysis assumes all other variables remain constant. Foreign Currency Exposure Foreign Currency exchange risk 5% decrease in US$ December 31, 2018 Income OCI Net asset: Canadian dollar (2,549 ) 37 (165 ) Indian rupee 101 - 5 Chilean peso 602 - 30 Euro (411 ) 2 (23 ) Australian dollar 597 - 30 Chinese Yuan 3,822 - 191 |
Supplemental Cash Flow Inform_2
Supplemental Cash Flow Information (Table) | 12 Months Ended |
Dec. 31, 2018 | |
Supplemental Cash Flow Elements [Abstract] | |
Summary of Supplemental Cash Flow Information | 2018 2017 Net interest received in cash, included in operations $ (723 ) $ (382 ) Taxes paid 2,419 6,549 Patent acquisition liability - 10 |
Special Charges (Tables)
Special Charges (Tables) | 12 Months Ended |
Dec. 31, 2018 | |
Restructuring And Related Activities [Abstract] | |
Summary of Restructuring and Related Cost | Licensing Intelligent Systems Corporate Total Year ended December 31, 2018 Fiscal 2018 Restructuring Program $ 2,498 $ 2,435 $ 1,300 $ 6,233 Acquisition related costs including retention payments - - 303 303 Contingent consideration fair value adjustment - - (3,545 ) (3,545 ) Special charges, net $ 2,498 $ 2,435 $ (1,942 ) $ 2,991 Year ended December 31, 2017 Acquisition related costs including retention payments - - 1,682 1,682 Contingent consideration fair value adjustment (1,976 ) (1,976 ) Special charges, net $ - $ - $ (294 ) $ (294 ) Fiscal 2018 Restructuring Program Restructuring accrual as at January 1, 2018 $ - $ - $ - $ - Workforce reduction 2,392 1,812 - 4,204 Retiring allowances 88 - 1,300 1,388 Facilities costs - 90 - 90 Asset write-downs - 342 - 342 Other costs 18 191 - 209 Total accruals and costs 2,498 2,435 1,300 6,233 Less amounts paid during the year 736 2,284 - 3,020 Restructuring accrual as at December 31, 2018 $ 1,762 $ 151 $ 1,300 $ 3,213 |
Significant Accounting Polici_4
Significant Accounting Policies - Additional Information (Detail) - 12 months ended Dec. 31, 2018 $ in Thousands | USD ($)SubsidiaryReporting_UnitPerformanceObligation | EUR (€) |
Summary Of Significant Accounting Policies [Line Items] | ||
Business acquisition asset and liability valuation period | 1 year | |
Business acquisition asset and liability valuation period | less than three months | |
Short-term investments comprise GICs with maturities | one-year or less at the date of investment | |
Joint venture ownership interest percentage | 50.00% | 50.00% |
Number of reporting unit | Reporting_Unit | 3 | |
Future operating lease liabilities expected | $ 5,059 | |
Maximum [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Capitalized contract costs, amortization period | 1 year | 1 year |
ASU 2014-09 [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Revenue, performance obligation satisfied over time, method used, explanation | cost-to-cost method | |
ASU 2014-09 [Member] | Licensing Segment [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Description of payment terms of revenue recognized on patent license and product sales | Licenses to functional IP are considered satisfied at a point in time (i.e. when the license becomes effective) and all the revenue is recognized at that point in time. Payment is either due immediately or within 30 days. | |
ASU 2014-09 [Member] | Intelligent systems segment [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Revenue, performance obligation satisfied over time, method used, explanation | cost-to-cost input method | |
Description of payment terms of revenue recognized on patent license and product sales | Customers are billed when transfer of control occurs and payments are typically due within 30 days. | |
ASU 2014-09 [Member] | Maximum [Member] | Intelligent systems segment [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Revenue recognition period | 30 days | |
Contracted projects period | 5 years | |
ASU 2014-09 [Member] | Maximum [Member] | Enterprise Software Segment [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Number software license performance obligations | PerformanceObligation | 5 | |
ASU 2014-09 [Member] | Minimum [Member] | Intelligent systems segment [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Contracted projects period | 1 year | |
ASU 2014-09 [Member] | Transferred at Point in Time [Member] | Maximum [Member] | Licensing Segment [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Revenue recognition period | 30 days | |
ASU 2016-02 [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Future operating lease liabilities expected | $ 4,306 | |
Restricted Short-term Investments [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Debt instrument collateral amount guaranteed by bank | € | € 1,850,000 | |
Debt maturity date | Mar. 28, 2019 | |
Maturity date description | The bank guarantees total 1,850,000 Euros and are valid until March 28, 2019. They are automatically extended by periods of one year unless either party informs the other party at least sixty days before the current expiry date that they elect not to extend the bank guarantee. | |
Xuzhou-PAT Control Technologies Limited [Member] | ||
Summary Of Significant Accounting Policies [Line Items] | ||
Number Of Subsidiaries | Subsidiary | 1 | |
Joint venture ownership interest percentage | 50.00% | 50.00% |
Significant Accounting Polici_5
Significant Accounting Policies - Depreciation is Calculated on Straight-Line Basis Over Estimated Useful Lives of Assets (Detail) | 12 Months Ended |
Dec. 31, 2018 | |
Leasehold Improvements [Member] | |
Property Plant And Equipment [Line Items] | |
Leasehold improvements | term of the lease |
Computer Equipment and Software [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 3 years |
Furniture and Fixture [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 5 years |
Building [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 20 years |
Minimum [Member] | Machinery and Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 4 years |
Maximum [Member] | Machinery and Equipment [Member] | |
Property Plant And Equipment [Line Items] | |
Estimated useful lives of assets | 7 years |
Significant Accounting Polici_6
Significant Accounting Policies - Summary of Amortization of Estimated Useful Lives of Assets Calculated on a Straight-line Basis (Detail) | 12 Months Ended |
Dec. 31, 2018 | |
Patents [Member] | Maximum [Member] | |
Finite Lived Intangible Assets [Line Items] | |
Amortization of estimated useful lives of the assets | 20 years |
Developed Software [Member] | |
Finite Lived Intangible Assets [Line Items] | |
Amortization of estimated useful lives of the assets | 5 years |
Customer Relationship and Backlog [Member] | |
Finite Lived Intangible Assets [Line Items] | |
Amortization of estimated useful lives of the assets | 7 years |
Brand [Member] | |
Finite Lived Intangible Assets [Line Items] | |
Amortization of estimated useful lives of the assets | 7 years |
Adoption of Accounting Standa_3
Adoption of Accounting Standards - Summary of Cumulative Effect of Changes to Consolidated Balance Sheet for Adoption of ASC 2016-16 and ASU 2014-09 (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Assets | |||
Unbilled revenue | $ 3,990 | $ 8,856 | $ 3,045 |
Deferred income tax assets (Note 16) | 27,141 | 23,294 | 20,195 |
Liabilities | |||
Deferred income tax liabilities (Note 16) | 4,337 | 8,980 | 7,291 |
Shareholders’ equity | |||
Deficit | (253,443) | (199,718) | $ (206,939) |
ASU 2016-16 Adjustment [Member] | |||
Assets | |||
Deferred income tax assets (Note 16) | 2,949 | ||
Shareholders’ equity | |||
Deficit | 2,949 | ||
ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Licensing [Member] | |||
Assets | |||
Unbilled revenue | (584) | 6,376 | |
Liabilities | |||
Deferred income tax liabilities (Note 16) | (155) | 1,689 | |
Shareholders’ equity | |||
Deficit | (429) | 4,687 | |
ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Intelligent Systems [Member] | |||
Assets | |||
Unbilled revenue | 433 | (565) | |
Deferred income tax assets (Note 16) | (115) | 150 | |
Shareholders’ equity | |||
Deficit | $ 318 | $ (415) |
Adoption of Accounting Standa_4
Adoption of Accounting Standards - Summary of Impact of Adoption, by Segment, on Statement of Operations (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues | ||
Revenues | $ 77,401 | $ 134,711 |
Operating expenses | ||
Deferred income tax expense (recovery) | (8,345) | (6,951) |
Net (loss) income | (49,120) | 10,226 |
Licensing [Member] | ||
Revenues | ||
Revenues | 20,811 | 100,645 |
Intelligent Systems [Member] | ||
Revenues | ||
Revenues | 45,051 | 27,023 |
ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Licensing [Member] | ||
Operating expenses | ||
Deferred income tax expense (recovery) | 1,535 | |
Net (loss) income | 4,258 | |
ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Intelligent Systems [Member] | ||
Operating expenses | ||
Deferred income tax expense (recovery) | (34) | |
Net (loss) income | (97) | |
ASU 2014-09 [Member] | Balances Without ASU 2014-09 [Member] | ||
Operating expenses | ||
Deferred income tax expense (recovery) | (6,844) | |
Net (loss) income | (44,959) | |
License [Member] | ||
Revenues | ||
Revenues | 23,544 | 101,553 |
License [Member] | Licensing [Member] | ||
Revenues | ||
Revenues | 19,069 | 98,440 |
License [Member] | ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Licensing [Member] | ||
Revenues | ||
Revenues | 5,563 | |
License [Member] | ASU 2014-09 [Member] | Balances Without ASU 2014-09 [Member] | ||
Revenues | ||
Revenues | 29,107 | |
Systems [Member] | ||
Revenues | ||
Revenues | 29,252 | 17,641 |
Systems [Member] | Intelligent Systems [Member] | ||
Revenues | ||
Revenues | 29,252 | 17,641 |
Systems [Member] | ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Intelligent Systems [Member] | ||
Revenues | ||
Revenues | (272) | |
Systems [Member] | ASU 2014-09 [Member] | Balances Without ASU 2014-09 [Member] | ||
Revenues | ||
Revenues | 28,980 | |
Services [Member] | ||
Revenues | ||
Revenues | 2,629 | 2,086 |
Services [Member] | ASU 2014-09 [Member] | Balances Without ASU 2014-09 [Member] | ||
Revenues | ||
Revenues | 2,629 | |
Recurring [Member] | ||
Revenues | ||
Revenues | 21,976 | 13,431 |
Recurring [Member] | Licensing [Member] | ||
Revenues | ||
Revenues | 1,742 | 2,205 |
Recurring [Member] | Intelligent Systems [Member] | ||
Revenues | ||
Revenues | 15,799 | $ 9,382 |
Recurring [Member] | ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Licensing [Member] | ||
Revenues | ||
Revenues | 230 | |
Recurring [Member] | ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Intelligent Systems [Member] | ||
Revenues | ||
Revenues | 141 | |
Recurring [Member] | ASU 2014-09 [Member] | Balances Without ASU 2014-09 [Member] | ||
Revenues | ||
Revenues | $ 22,347 |
Adoption of Accounting Standa_5
Adoption of Accounting Standards - Summary of Impact of Adoption, by Segment, on Condensed Consolidated Interim Balance Sheet (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 |
Assets | |||
Unbilled revenue | $ 3,990 | $ 8,856 | $ 3,045 |
Deferred income tax assets (Note 16) | 27,141 | 23,294 | 20,195 |
Liabilities | |||
Deferred income tax liabilities (Note 16) | 4,337 | 8,980 | 7,291 |
Shareholders’ equity | |||
Deficit | (253,443) | (199,718) | $ (206,939) |
Balances Without ASU 2014-09 [Member] | |||
Assets | |||
Unbilled revenue | 3,839 | ||
Deferred income tax assets (Note 16) | 27,026 | ||
Liabilities | |||
Deferred income tax liabilities (Note 16) | 4,182 | ||
Shareholders’ equity | |||
Deficit | (253,554) | ||
ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Licensing [Member] | |||
Assets | |||
Unbilled revenue | (584) | 6,376 | |
Liabilities | |||
Deferred income tax liabilities (Note 16) | (155) | 1,689 | |
Shareholders’ equity | |||
Deficit | (429) | 4,687 | |
ASU 2014-09 [Member] | Adjustments Arising from Implementation of ASU 2014-09 [Member] | Intelligent Systems [Member] | |||
Assets | |||
Unbilled revenue | 433 | (565) | |
Deferred income tax assets (Note 16) | (115) | 150 | |
Shareholders’ equity | |||
Deficit | $ 318 | $ (415) |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) $ in Thousands | Jul. 18, 2017USD ($) | Jun. 01, 2017USD ($) | May 04, 2017USD ($)shares | Dec. 31, 2017USD ($) | Dec. 31, 2018USD ($) | Jul. 18, 2017CAD ($) | Dec. 31, 2016USD ($) |
Business Acquisition [Line Items] | |||||||
Purchase price, net of cash acquired | $ 67,415,000 | ||||||
Contingent consideration | 4,474,000 | $ 929,000 | |||||
Shares issued upon acquisition | 662,000 | ||||||
Intangible assets | 40,405,000 | ||||||
Goodwill | 42,587,000 | 25,303,000 | $ 12,623,000 | ||||
Enterprise Software [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 12,680,000 | 12,680,000 | |||||
Intelligent Systems [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 17,284,000 | ||||||
Developed Software [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 17,651,000 | ||||||
VIZIYA [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Percentage of outstanding shares acquired | 100.00% | ||||||
Transaction costs | $ 781,000 | ||||||
Purchase price, net of cash acquired | 25,633,000 | ||||||
Contingent consideration | $ 6,450,000 | ||||||
Common shares issued | shares | 405,268 | ||||||
Shares issued upon acquisition | $ 662,000 | ||||||
Goodwill | 12,680,000 | ||||||
VIZIYA [Member] | Enterprise Software [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 12,680,000 | ||||||
VIZIYA [Member] | Developed Software [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 10,000,000 | ||||||
Amortization period | 5 years | ||||||
VIZIYA [Member] | Customer Relationships [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 5,800,000 | ||||||
Amortization period | 7 years | ||||||
VIZIYA [Member] | Brand [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 1,400,000 | ||||||
Amortization period | 7 years | ||||||
IRD [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Percentage of outstanding shares acquired | 100.00% | ||||||
Transaction costs | $ 901,000 | ||||||
Purchase price, net of cash acquired | 47,782,000 | ||||||
Goodwill | 15,820,000 | ||||||
IRD [Member] | Intelligent Systems [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 15,820,000 | ||||||
IRD [Member] | Developed Software [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 7,400,000 | ||||||
Amortization period | 5 years | ||||||
IRD [Member] | Customer Relationships [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 8,100,000 | ||||||
Amortization period | 7 years | ||||||
IRD [Member] | Brand [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 5,900,000 | ||||||
Amortization period | 7 years | ||||||
IRD [Member] | Backlog [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 1,300,000 | ||||||
Amortization period | 7 years | ||||||
iCOMS [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Percentage of outstanding shares acquired | 100.00% | 100.00% | |||||
Transaction costs | $ 41,000 | ||||||
Purchase price, net of cash acquired | 1,184,000 | ||||||
Goodwill | 246,000 | ||||||
iCOMS [Member] | Term Loan [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Loan amount funded for the acquisition | $ 1,500 | ||||||
iCOMS [Member] | Intelligent Systems [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Goodwill | 246,000 | $ 0 | |||||
iCOMS [Member] | Developed Software [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 251,000 | ||||||
Amortization period | 5 years | ||||||
iCOMS [Member] | Customer Relationships [Member] | |||||||
Business Acquisition [Line Items] | |||||||
Intangible assets | $ 254,000 | ||||||
Amortization period | 7 years |
Business Combinations - Summary
Business Combinations - Summary of Fair Value Allocations of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jul. 18, 2017 | Jun. 01, 2017 | May 04, 2017 | Dec. 31, 2017 | Dec. 31, 2018 | Dec. 31, 2016 |
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 40,405 | |||||
Goodwill | 42,587 | $ 25,303 | $ 12,623 | |||
Shares issued | 662 | |||||
Contingent consideration | 4,474 | $ 929 | ||||
Developed Software [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 17,651 | |||||
VIZIYA [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 56 | |||||
Property, plant and equipment | 305 | |||||
Prepaid expenses | 234 | |||||
Trade and other receivables | 2,721 | |||||
Goodwill | 12,680 | |||||
Accounts payable | (286) | |||||
Accrued liabilities and other | (555) | |||||
Income taxes payable | (216) | |||||
Deferred revenue | (1,573) | |||||
HST/ GST payable | (18) | |||||
Long-term debt | (63) | |||||
Deferred tax liabilities | (4,796) | |||||
Net assets acquired | 25,689 | |||||
Cash paid on closing | 17,675 | |||||
Shares issued | 662 | |||||
Contingent consideration | 6,450 | |||||
Shareholder loan repaid | 902 | |||||
Total considerations transferred | 25,689 | |||||
VIZIYA [Member] | Developed Software [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | 10,000 | |||||
VIZIYA [Member] | Customer Relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | 5,800 | |||||
VIZIYA [Member] | Brand [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | 1,400 | |||||
VIZIYA [Member] | Contingent Share Considerations [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Contingent consideration | 2,650 | |||||
VIZIYA [Member] | Contingent Cash Considerations [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Contingent consideration | $ 3,800 | |||||
IRD [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 2,078 | |||||
Embedded derivatives | 52 | |||||
Work in progress - unbilled revenue | 4,711 | |||||
Income taxes receivables | 288 | |||||
Inventory | 5,883 | |||||
Investment tax credits | 670 | |||||
Deferred tax asset | 1,361 | |||||
Property, plant and equipment | 2,672 | |||||
Prepaid expenses | 1,977 | |||||
Trade and other receivables | 8,447 | |||||
Goodwill | 15,820 | |||||
Investment - XPCT | 3,036 | |||||
Bank indebtedness | (2,182) | |||||
Current portion of long term debt | (95) | |||||
Accounts payable | (6,277) | |||||
Income taxes payable | (29) | |||||
Deferred revenue | (4,337) | |||||
Deferred revenue - long term | (465) | |||||
Long-term debt | (333) | |||||
Deferred tax liabilities | (6,117) | |||||
Net assets acquired | 49,860 | |||||
Cash paid on closing | 47,209 | |||||
Cash out considerations | 2,651 | |||||
Total considerations transferred | 49,860 | |||||
IRD [Member] | Developed Software [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | 7,400 | |||||
IRD [Member] | Customer Relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | 8,100 | |||||
IRD [Member] | Brand [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | 5,900 | |||||
IRD [Member] | Backlog [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 1,300 | |||||
iCOMS [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Cash | $ 72 | |||||
Other receivables | 77 | |||||
Inventory | 459 | |||||
Investment tax credits | 563 | |||||
Property, plant and equipment | 24 | |||||
Prepaid expenses | 19 | |||||
Trade and other receivables | 413 | |||||
Goodwill | 246 | |||||
Bank indebtedness | (32) | |||||
Accounts payable | (532) | |||||
Long-term debt | (458) | |||||
Deferred tax liabilities | (172) | |||||
Net assets acquired | 1,184 | |||||
Cash paid on closing | 865 | |||||
Shareholder loan repaid | 319 | |||||
Total considerations transferred | 1,184 | |||||
iCOMS [Member] | Developed Software [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | 251 | |||||
iCOMS [Member] | Customer Relationships [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Intangible assets | $ 254 |
Business Combinations - Schedul
Business Combinations - Schedule of Expected Future Amortization (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||
Finite Lived Intangible Assets Net | $ 87,425 | $ 114,944 | $ 123,351 |
Developed Software [Member] | |||
Business Acquisition [Line Items] | |||
Finite Lived Intangible Assets Net | 11,905 | 15,966 | |
Customer Relationships, Brand and Backlog [Member] | |||
Business Acquisition [Line Items] | |||
Finite Lived Intangible Assets Net | 17,427 | $ 21,855 | |
VIZIYA [Member] | |||
Business Acquisition [Line Items] | |||
2,019 | 3,029 | ||
2,020 | 3,029 | ||
2,021 | 3,029 | ||
2,022 | 1,696 | ||
2,023 | 1,029 | ||
2,024 | 340 | ||
Finite Lived Intangible Assets Net | 12,152 | ||
VIZIYA [Member] | Customer Relationships and Brand [Member] | |||
Business Acquisition [Line Items] | |||
2,019 | 1,029 | ||
2,020 | 1,029 | ||
2,021 | 1,029 | ||
2,022 | 1,029 | ||
2,023 | 1,029 | ||
2,024 | 340 | ||
Finite Lived Intangible Assets Net | 5,485 | ||
VIZIYA [Member] | Developed Software [Member] | |||
Business Acquisition [Line Items] | |||
2,019 | 2,000 | ||
2,020 | 2,000 | ||
2,021 | 2,000 | ||
2,022 | 667 | ||
Finite Lived Intangible Assets Net | 6,667 | ||
IRD [Member] | |||
Business Acquisition [Line Items] | |||
2,019 | 3,805 | ||
2,020 | 3,805 | ||
2,021 | 3,805 | ||
2,022 | 2,932 | ||
2,023 | 2,310 | ||
2,024 | 966 | ||
Finite Lived Intangible Assets Net | 17,623 | ||
IRD [Member] | Developed Software [Member] | |||
Business Acquisition [Line Items] | |||
2,019 | 1,495 | ||
2,020 | 1,495 | ||
2,021 | 1,495 | ||
2,022 | 622 | ||
Finite Lived Intangible Assets Net | 5,107 | ||
IRD [Member] | Customer Relationships, Brand and Backlog [Member] | |||
Business Acquisition [Line Items] | |||
2,019 | 2,310 | ||
2,020 | 2,310 | ||
2,021 | 2,310 | ||
2,022 | 2,310 | ||
2,023 | 2,310 | ||
2,024 | 966 | ||
Finite Lived Intangible Assets Net | 12,516 | ||
iCOMS [Member] | |||
Business Acquisition [Line Items] | |||
2,019 | 90 | ||
2,020 | 90 | ||
2,021 | 90 | ||
2,022 | 55 | ||
2,023 | 38 | ||
2,024 | 7 | ||
Finite Lived Intangible Assets Net | 370 | ||
iCOMS [Member] | Developed Software [Member] | |||
Business Acquisition [Line Items] | |||
2,019 | 52 | ||
2,020 | 52 | ||
2,021 | 52 | ||
2,022 | 17 | ||
Finite Lived Intangible Assets Net | 173 | ||
iCOMS [Member] | Customer Relationships, Brand and Backlog [Member] | |||
Business Acquisition [Line Items] | |||
2,019 | 38 | ||
2,020 | 38 | ||
2,021 | 38 | ||
2,022 | 38 | ||
2,023 | 38 | ||
2,024 | 7 | ||
Finite Lived Intangible Assets Net | $ 197 |
Financial Instruments - Summary
Financial Instruments - Summary of Estimated Fair Values of Entity's Financial Instruments (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Cash and cash equivalents, Carrying Amount | $ 63,929 | $ 81,818 | $ 106,553 |
Short-term investments, Carrying Amount | 1,139 | 1,236 | |
Restricted short-term investments, Carrying Amount | 2,200 | 3,500 | |
Long-term debt, Carrying Amount | 173 | 401 | |
Contingent considerations, Carrying Amount | 4,474 | ||
Patent finance obligations, Carrying Amount | 4,090 | ||
Hierarchy Level 1 [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Cash and cash equivalents, Carrying Amount | 63,929 | 81,818 | |
Short-term investments, Carrying Amount | 1,139 | 1,236 | |
Restricted short-term investments, Carrying Amount | 2,200 | 3,500 | |
Cash and cash equivalents, Fair Value | 63,929 | 81,818 | |
Short-term investments, Fair Value | 1,139 | 1,236 | |
Restricted short-term investments, Fair Value | 2,200 | 3,500 | |
Hierarchy Level 2 [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Derivative financial instrument, Carrying Amount | 91 | 13 | |
Long-term debt, Carrying Amount | 472 | 516 | |
Derivative financial instrument, Fair Value | 91 | 13 | |
Long-term debt, Fair Value | 472 | 516 | |
Hierarchy Level 3 [Member] | |||
Fair Value Balance Sheet Grouping Financial Statement Captions [Line Items] | |||
Contingent considerations, Carrying Amount | 929 | 4,474 | |
Patent finance obligations, Carrying Amount | 4,090 | ||
Contingent considerations, Fair Value | $ 929 | 4,474 | |
Patent finance obligations, Fair Value | $ 4,090 |
Unbilled Revenue and Deferred_3
Unbilled Revenue and Deferred Revenue - Summary of Changes in Unbilled Revenue and Deferred Revenue Balances (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Jan. 01, 2018 | Dec. 31, 2017 | |
Unbilled Revenue And Deferred Revenue [Abstract] | |||
Unbilled revenue | $ 3,990 | $ 8,856 | $ 3,045 |
Deferred revenue - current | (4,670) | (6,733) | |
Deferred revenue - non-current | (1,435) | (884) | |
Net contract assets (liabilities) | (2,115) | $ (4,572) | |
Change in unbilled revenue | 945 | ||
Change in deferred revenue - current | 2,063 | ||
Change in deferred revenue - non-current | (551) | ||
Change in net contract assets (liabilities) | $ 2,457 | ||
Percentage of change in unbilled revenue | 31.00% | ||
Percentage of change in deferred revenue - current | (31.00%) | ||
Percentage of change in deferred revenue - non-current | 62.00% | ||
Percentage of change in net contract assets (liabilities) | (54.00%) |
Unbilled Revenue and Deferred_4
Unbilled Revenue and Deferred Revenue - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Unbilled Revenue And Deferred Revenue [Line Items] | |
Change in unbilled revenue | $ 945 |
Revenue recognized | 4,766 |
ASU 2014-09 [Member] | |
Unbilled Revenue And Deferred Revenue [Line Items] | |
Change in unbilled revenue | $ 945 |
Inventories - Schedule of Inven
Inventories - Schedule of Inventories (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 729 | $ 492 |
Original equipment manufacturer materials | 3,128 | 2,536 |
Work in process | 814 | 900 |
Finished goods | 1,289 | 1,155 |
Inventory, Net | $ 5,960 | $ 5,083 |
Inventories - Additional Inform
Inventories - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Inventory Disclosure [Abstract] | ||
Write down of inventory | $ 137 | $ 34 |
Investment In Joint Venture - A
Investment In Joint Venture - Additional Information (Detail) $ in Thousands, ÂĄ in Millions | 12 Months Ended | ||
Dec. 31, 2018USD ($)BusinessDivision | Dec. 31, 2017USD ($) | Dec. 31, 2018CNY (ÂĄ) | |
Schedule Of Equity Method Investments [Line Items] | |||
Revenues | $ 77,401 | $ 134,711 | |
Accounts receivable | $ 11,227 | ||
Xuzhou-PAT Control Technologies Limited [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
Joint venture ownership interest percentage | 50.00% | 50.00% | |
Number of business divisions | BusinessDivision | 2 | ||
IRD [Member] | Xuzhou-PAT Control Technologies Limited [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
Joint venture ownership interest percentage | 50.00% | 50.00% | |
Revenues | |||
Accounts receivable | 17 | $ 11 | |
IRD [Member] | Xuzhou-PAT Control Technologies Limited [Member] | Loan Guarantee [Member] | |||
Schedule Of Equity Method Investments [Line Items] | |||
Loan guarantee | $ 1,100 | ÂĄ 7.5 |
Investment In Joint Venture - S
Investment In Joint Venture - Summary of Changes In Investment In Joint Venture (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule Of Equity Method Investments [Line Items] | ||
Carrying value, beginning of the year | $ 3,383 | |
Company's share of earnings | 942 | $ 390 |
Dividend received | (317) | (176) |
Carrying value, end of year | 3,822 | 3,383 |
Xuzhou-PAT Control Technologies Limited [Member] | ||
Schedule Of Equity Method Investments [Line Items] | ||
Carrying value, beginning of the year | 3,383 | |
Acquisition through business combination (Note 4) | 3,036 | |
Currency (loss) gain on financial statement translation | (186) | 133 |
Company's share of earnings | 942 | 390 |
Dividend received | (317) | (176) |
Carrying value, end of year | $ 3,822 | $ 3,383 |
Investment In Joint Venture -_2
Investment In Joint Venture - Summary Financial Information of Joint Venture (Detail) - Xuzhou-PAT Control Technologies Limited [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule Of Equity Method Investments [Line Items] | ||
Cash | $ 673 | $ 485 |
Other current assets | 7,821 | 6,841 |
Current liabilities | ||
Trade and other | (2,763) | (1,983) |
Short term loans | (1,805) | (1,916) |
Non-current liabilities | 104 | 44 |
Net assets | 3,822 | 3,383 |
Revenue | 9,271 | 4,153 |
Cost of sales | 7,020 | 3,171 |
Depreciation and amortization | 43 | 23 |
Finance costs | 75 | 57 |
Administrative expenses | 843 | 448 |
Earnings before income taxes | 1,290 | 454 |
Income taxe expense | 348 | 64 |
Company's share of earnings | $ 942 | $ 390 |
Property, Plant and Equipment -
Property, Plant and Equipment - Schedule of Property, Plant and Equipment (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cost | |||
Beginning balance | $ 7,481 | $ 3,971 | |
Acquisition through business combination (note 3) | 2,991 | ||
Additions | 575 | 399 | |
Disposals | (168) | (116) | |
Foreign currency translation | (288) | 236 | |
Ending balance | 7,600 | 7,481 | |
Accumulated Depreciation | |||
Beginning balance | 3,680 | 2,731 | |
Depreciation | 1,517 | 1,057 | |
Disposals | (138) | (110) | |
Foreign currency translation | (114) | 2 | |
Ending balance | 4,945 | 3,680 | |
Net Book Value | |||
Property, plant and equipment (Note 9) | 2,655 | 3,801 | $ 1,240 |
Leasehold Improvements [Member] | |||
Cost | |||
Beginning balance | 1,589 | 1,373 | |
Acquisition through business combination (note 3) | 184 | ||
Additions | 27 | 19 | |
Disposals | (14) | ||
Foreign currency translation | (10) | 13 | |
Ending balance | 1,592 | 1,589 | |
Accumulated Depreciation | |||
Beginning balance | 627 | 461 | |
Depreciation | 179 | 166 | |
Disposals | (14) | ||
Foreign currency translation | (2) | ||
Ending balance | 790 | 627 | |
Net Book Value | |||
Property, plant and equipment (Note 9) | 802 | 962 | 912 |
Computer Equipment and Software [Member] | |||
Cost | |||
Beginning balance | 2,647 | 2,102 | |
Acquisition through business combination (note 3) | 354 | ||
Additions | 182 | 173 | |
Disposals | (10) | (6) | |
Foreign currency translation | (34) | 24 | |
Ending balance | 2,785 | 2,647 | |
Accumulated Depreciation | |||
Beginning balance | 2,237 | 1,882 | |
Depreciation | 281 | 361 | |
Disposals | (9) | (5) | |
Foreign currency translation | (21) | (1) | |
Ending balance | 2,488 | 2,237 | |
Net Book Value | |||
Property, plant and equipment (Note 9) | 297 | 410 | 220 |
Furniture and Fixture [Member] | |||
Cost | |||
Beginning balance | 577 | 496 | |
Acquisition through business combination (note 3) | 70 | ||
Additions | 25 | 6 | |
Disposals | (12) | ||
Foreign currency translation | (4) | 5 | |
Ending balance | 586 | 577 | |
Accumulated Depreciation | |||
Beginning balance | 473 | 388 | |
Depreciation | 59 | 85 | |
Disposals | (10) | ||
Foreign currency translation | (4) | ||
Ending balance | 518 | 473 | |
Net Book Value | |||
Property, plant and equipment (Note 9) | 68 | 104 | $ 108 |
Machinery & Equipment [Member] | |||
Cost | |||
Beginning balance | 2,088 | ||
Acquisition through business combination (note 3) | 1,848 | ||
Additions | 341 | 201 | |
Disposals | (132) | (110) | |
Foreign currency translation | (189) | 149 | |
Ending balance | 2,108 | 2,088 | |
Accumulated Depreciation | |||
Beginning balance | 334 | ||
Depreciation | 983 | 436 | |
Disposals | (105) | (105) | |
Foreign currency translation | (84) | 3 | |
Ending balance | 1,128 | 334 | |
Net Book Value | |||
Property, plant and equipment (Note 9) | 980 | 1,754 | |
Land and building [Member] | |||
Cost | |||
Beginning balance | 580 | ||
Acquisition through business combination (note 3) | 535 | ||
Foreign currency translation | (51) | 45 | |
Ending balance | 529 | 580 | |
Accumulated Depreciation | |||
Beginning balance | 9 | ||
Depreciation | 15 | 9 | |
Foreign currency translation | (3) | ||
Ending balance | 21 | 9 | |
Net Book Value | |||
Property, plant and equipment (Note 9) | $ 508 | $ 571 |
Property, Plant and Equipment_2
Property, Plant and Equipment - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Property Plant And Equipment [Abstract] | ||
Property, plant and equipment, Impairment charges | $ 0 | $ 0 |
Intangible Assets - Schedule of
Intangible Assets - Schedule of Finite Lived Intangible Assets (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Cost | |||
Balance, December 31, 2016 | $ 352,667 | $ 345,603 | |
Acquisition through business combination | 40,405 | ||
Additions | 133 | 150 | |
Disposals | (35,245) | ||
Impairment | 509 | 4,350 | |
Foreign currency translation | (1,953) | 1,754 | |
Balance, December 31, 2017 | 350,847 | 352,667 | |
Accumulated Amortization and Impairment | |||
Balance, December 31, 2016 | 237,723 | 222,252 | |
Amortization | 25,556 | 24,423 | |
Impairment | 509 | 4,350 | |
Disposals | (13,329) | ||
Foreign currency translation | (366) | 27 | |
Balance, December 31, 2017 | 263,422 | 237,723 | |
Net Book Value | |||
Net book value of intangible assets | 87,425 | 114,944 | $ 123,351 |
Patents [Member] | |||
Cost | |||
Balance, December 31, 2016 | 310,508 | 345,603 | |
Additions | 133 | 150 | |
Disposals | (35,245) | ||
Impairment | 509 | 4,350 | |
Balance, December 31, 2017 | 310,641 | 310,508 | |
Accumulated Amortization and Impairment | |||
Balance, December 31, 2016 | 233,385 | 222,252 | |
Amortization | 18,654 | 20,112 | |
Impairment | 509 | 4,350 | |
Disposals | (13,329) | ||
Balance, December 31, 2017 | 252,548 | 233,385 | |
Net Book Value | |||
Net book value of intangible assets | 58,093 | 77,123 | $ 123,351 |
Developed Software [Member] | |||
Cost | |||
Balance, December 31, 2016 | 18,227 | ||
Acquisition through business combination | 17,651 | ||
Foreign currency translation | (649) | 576 | |
Balance, December 31, 2017 | 17,578 | 18,227 | |
Accumulated Amortization and Impairment | |||
Balance, December 31, 2016 | 2,261 | ||
Amortization | 3,558 | 2,249 | |
Foreign currency translation | (146) | 12 | |
Balance, December 31, 2017 | 5,673 | 2,261 | |
Net Book Value | |||
Net book value of intangible assets | 11,905 | 15,966 | |
Customer Relationships, Brand and Backlog [Member] | |||
Cost | |||
Balance, December 31, 2016 | 23,932 | ||
Acquisition through business combination | 22,754 | ||
Foreign currency translation | (1,304) | 1,178 | |
Balance, December 31, 2017 | 22,628 | 23,932 | |
Accumulated Amortization and Impairment | |||
Balance, December 31, 2016 | 2,077 | ||
Amortization | 3,344 | 2,062 | |
Foreign currency translation | (220) | 15 | |
Balance, December 31, 2017 | 5,201 | 2,077 | |
Net Book Value | |||
Net book value of intangible assets | $ 17,427 | $ 21,855 |
Intangible Assets - Schedule _2
Intangible Assets - Schedule of Finite Lived Intangible Assets Future Amortization Expense (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Patents [Member] | |
Acquired Indefinite Lived Intangible Assets [Line Items] | |
2,019 | $ 13,705 |
2,020 | 10,187 |
2,021 | 9,594 |
2,022 | 9,482 |
2,023 | 6,255 |
Finite Lived Intangible Assets Net | 49,223 |
Acquired Developed Software Customer Relationships Brand And Backlog [Member] | |
Acquired Indefinite Lived Intangible Assets [Line Items] | |
2,019 | 6,924 |
2,020 | 6,924 |
2,021 | 6,924 |
2,022 | 4,683 |
2,023 | 3,717 |
Finite Lived Intangible Assets Net | $ 29,172 |
Goodwill - Schedule of Carrying
Goodwill - Schedule of Carrying Amount of Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Goodwill [Line Items] | |||
Balance Balance | $ 42,587 | $ 12,623 | |
Business acquisitions (Note 4) | 28,746 | ||
Currency translations | (1,218) | 1,218 | |
Impairment | $ (16,066) | (16,066) | |
Ending Balance | 25,303 | 25,303 | 42,587 |
Licensing [Member] | |||
Goodwill [Line Items] | |||
Balance Balance | 12,623 | 12,623 | |
Ending Balance | 12,623 | 12,623 | 12,623 |
Intelligent Systems [Member] | |||
Goodwill [Line Items] | |||
Balance Balance | 17,284 | ||
Business acquisitions (Note 4) | 16,066 | ||
Currency translations | (1,218) | 1,218 | |
Impairment | (16,066) | ||
Ending Balance | 17,284 | ||
Enterprise Software [Member] | |||
Goodwill [Line Items] | |||
Balance Balance | 12,680 | ||
Business acquisitions (Note 4) | 12,680 | ||
Ending Balance | $ 12,680 | $ 12,680 | $ 12,680 |
Goodwill - Additional Informati
Goodwill - Additional Information (Detail) | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2018USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Jul. 18, 2017USD ($) | Dec. 31, 2016USD ($) | |
Goodwill [Line Items] | |||||
Non-cash impairment loss of goodwill | $ 16,066,000 | $ 16,066,000 | |||
Goodwill (Note 11) | $ 25,303,000 | 25,303,000 | $ 42,587,000 | $ 12,623,000 | |
Intelligent Systems [Member] | |||||
Goodwill [Line Items] | |||||
Non-cash impairment loss of goodwill | $ 16,066,000 | ||||
Goodwill (Note 11) | 17,284,000 | ||||
Minimum [Member] | Goodwill [Member] | Discount Rates [Member] | |||||
Goodwill [Line Items] | |||||
Discount rates | 0.145 | 0.145 | |||
Maximum [Member] | Goodwill [Member] | Discount Rates [Member] | |||||
Goodwill [Line Items] | |||||
Discount rates | 0.25 | 0.25 | |||
IRD, iCOMS and VIZIYA Acquisition [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill recognized | $ 30,000,000,000 | ||||
iCOMS [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill (Note 11) | $ 246,000 | ||||
iCOMS [Member] | Intelligent Systems [Member] | |||||
Goodwill [Line Items] | |||||
Non-cash impairment loss of goodwill | $ 246,000 | ||||
Goodwill (Note 11) | 0 | $ 0 | $ 246,000 | ||
Licensing and Enterprise Software [Member] | |||||
Goodwill [Line Items] | |||||
Goodwill (Note 11) | $ 25,303,000 | $ 25,303,000 |
Accounts Payable and Accrued _3
Accounts Payable and Accrued Liabilities - Schedule of Accounts Payable and Accrued Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Payables And Accruals [Abstract] | ||
Trade payables | $ 4,479 | $ 3,356 |
Accrued compensation | 3,543 | 5,876 |
Accrued contingent partner payments & legal fees | 2,118 | 5,133 |
Dividends | 1,091 | 1,182 |
Accrued litigation costs | 938 | 916 |
Customer advances | 914 | 619 |
Project losses | 376 | 463 |
Success fee obligation - current portion | 47 | |
Accrued other | 4,644 | 2,895 |
Accrued liabilities current | $ 18,103 | $ 20,487 |
Bank Indebtedness - Schedule of
Bank Indebtedness - Schedule of Bank Indebtedness (Detail) - IRD, iCOMS and VIZIYA Acquisition [Member] - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Short Term Debt [Line Items] | ||
Bank indebtedness | $ 2,598 | $ 3,568 |
HSBC Bank Canada - Borrowing in Canadian dollars with interest at bank prime plus 1.5% (effective rate at December 31, 2018 of 5.5% (2017 - 4.7%)) [Member] | ||
Short Term Debt [Line Items] | ||
Bank indebtedness | 1,450 | 1,723 |
HSBC Bank Canada demand term loan in Canadian dollars, repayable in quarterly installments of CDN$32 with interest at bank prime plus 0.5% (effective rate at December 31, 2018 of 4.5% (2017 - 3.7%)). Due September 30, 2021 [Member] | ||
Short Term Debt [Line Items] | ||
Bank indebtedness | 260 | 410 |
HSBC Bank Canada demand term loan in Canadian dollars, repayable in quarterly installments of CDN$75 with interest at bank prime plus 0.5% (effective rate at December 31, 2018 of 4.5% (2017 - 3.7%)). Due May 31, 2022 [Member] | ||
Short Term Debt [Line Items] | ||
Bank indebtedness | 771 | 1,076 |
TD Canada Trust - Borrowing in Canadian dollars with interest at bank prime plus 2.0% (effective rate at December 31, 2018 of 6.0% (2017- 5.2%) [Member] | ||
Short Term Debt [Line Items] | ||
Bank indebtedness | 2 | 329 |
ING Bank, Euro revolving credit facility, interest at 3 month Euribor rate plus 2.4% (effective rate at December 31, 2018 of 2.1% (2017- 2.3%) [Member] | ||
Short Term Debt [Line Items] | ||
Bank indebtedness | $ 115 | $ 30 |
Bank Indebtedness - Schedule _2
Bank Indebtedness - Schedule of Bank Indebtedness (Parenthetical) (Detail) - IRD, iCOMS and VIZIYA Acquisition [Member] $ in Thousands, $ in Millions | 12 Months Ended | ||
Dec. 31, 2018CAD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017 | |
HSBC Bank Canada Credit Facility [Member] | |||
Short Term Debt [Line Items] | |||
Revolving credit facility authorized and secured by a general security agreement | $ 7.6 | ||
HSBC Bank Canada - Borrowing in Canadian dollars with interest at bank prime plus 1.5% (effective rate at December 31, 2018 of 5.5% (2017 - 4.7%)) [Member] | |||
Short Term Debt [Line Items] | |||
Interest rate | 1.50% | ||
Effective rate | 5.50% | 4.70% | |
Interest rate description | prime plus 1.5% | ||
HSBC Bank Canada demand term loan in Canadian dollars, repayable in quarterly installments of CDN$32 with interest at bank prime plus 0.5% (effective rate at December 31, 2018 of 4.5% (2017 - 3.7%)). Due September 30, 2021 [Member] | |||
Short Term Debt [Line Items] | |||
Interest rate | 0.50% | ||
Effective rate | 4.50% | 3.70% | |
Interest rate description | prime plus 0.5% | ||
Discount payment stream | $ 32 | ||
Debt maturity date | Sep. 30, 2021 | ||
HSBC Bank Canada demand term loan in Canadian dollars, repayable in quarterly installments of CDN$75 with interest at bank prime plus 0.5% (effective rate at December 31, 2018 of 4.5% (2017 - 3.7%)). Due May 31, 2022 [Member] | |||
Short Term Debt [Line Items] | |||
Interest rate | 0.50% | ||
Effective rate | 4.50% | 3.70% | |
Interest rate description | prime plus 0.5% | ||
Discount payment stream | $ 75 | ||
Debt maturity date | May 31, 2022 | ||
TD Canada Trust - Borrowing in Canadian dollars with interest at bank prime plus 2.0% (effective rate at December 31, 2018 of 6.0% (2017- 5.2%) [Member] | |||
Short Term Debt [Line Items] | |||
Interest rate | 2.00% | ||
Effective rate | 6.00% | 5.20% | |
ING Bank, Euro revolving credit facility, interest at 3 month Euribor rate plus 2.4% (effective rate at December 31, 2018 of 2.1% (2017- 2.3%) [Member] | |||
Short Term Debt [Line Items] | |||
Interest rate | 2.40% | ||
Effective rate | 2.10% | 2.30% |
Bank Indebtedness - Additional
Bank Indebtedness - Additional Information (Detail) ÂĄ in Millions | 12 Months Ended | ||||
Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2018EUR (€) | Dec. 31, 2018CAD ($) | Dec. 31, 2018CNY (¥) | |
Short Term Debt [Line Items] | |||||
Bank indebtedness (Note 13) | $ 2,598,000 | $ 3,568,000 | |||
Revolving credit facility, Available for general corporate purposes | $ 8,000,000 | ||||
Revolving credit facility, Available for foreign exchange facility | $ 2,000,000 | ||||
Canadian Dollar [Member] | Prime Rate [Member] | |||||
Short Term Debt [Line Items] | |||||
Interest rate | 1.00% | ||||
US Dollar [Member] | Base Rate [Member] | |||||
Short Term Debt [Line Items] | |||||
Interest rate | 1.00% | ||||
Foreign Exchange Facility [Member] | |||||
Short Term Debt [Line Items] | |||||
Revolving credit facility, Available for foreign exchange facility | $ 2,000,000 | ||||
Xuzhou-PAT Control Technologies Limited [Member] | |||||
Short Term Debt [Line Items] | |||||
Percentage of ownership in joint venture | 50.00% | 50.00% | 50.00% | 50.00% | |
IRD [Member] | Xuzhou-PAT Control Technologies Limited [Member] | |||||
Short Term Debt [Line Items] | |||||
Percentage of ownership in joint venture | 50.00% | 50.00% | 50.00% | 50.00% | |
Performance Guarantee [Member] | |||||
Short Term Debt [Line Items] | |||||
Guarantee | $ 626,000 | ||||
Loan Guarantee [Member] | IRD [Member] | Xuzhou-PAT Control Technologies Limited [Member] | |||||
Short Term Debt [Line Items] | |||||
Guarantee | 1,100,000 | ÂĄ 7.5 | |||
TD Canada Trust Revolving Credit Facility [Member] | |||||
Short Term Debt [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | $ 500,000 | ||||
Revolving Credit Facility [Member] | |||||
Short Term Debt [Line Items] | |||||
Borrowings | 0 | $ 0 | |||
iCOMS [Member] | I N G Bank Credit Facility | |||||
Short Term Debt [Line Items] | |||||
Carrying value of assets pledged for secure borrowings | 1,603,000 | € 1,402,000 | |||
iCOMS [Member] | I N G Bank Credit Facility | Maximum [Member] | |||||
Short Term Debt [Line Items] | |||||
Assets pledged for secure borrowings | 180,000 | € 157,000 | |||
HSBC Bank Canada [Member] | |||||
Short Term Debt [Line Items] | |||||
Line of credit facility, maximum borrowing capacity | 7,600,000 | $ 9,500,000 | |||
Line of credit facility, current borrowing capacity | 5,400,000 | ||||
HSBC Bank Canada [Member] | IRD [Member] | |||||
Short Term Debt [Line Items] | |||||
Bank indebtedness (Note 13) | $ 21,400,000 | ||||
Current ratio | 1.2 | 1.2 | 1.2 | 1.2 | |
Debt to tangible net worth ratio | 2.5 | 2.5 | 2.5 | 2.5 | |
Debt service coverage ratio | 1.25 | 1.25 | 1.25 | 1.25 | |
HSBC Bank Canada [Member] | U.S. and Canada [Member] | |||||
Short Term Debt [Line Items] | |||||
Line of credit facility, covenant terms | Borrowings on this facility are restricted to the lesser of $7.6 million and the margin total on the following assets in Canada and the U.S., 90% of secured and government accounts receivable less than 120 days and 50% of inventory to a maximum of CDN$3.0 million. | ||||
Line of credit facility, maximum borrowing capacity, secured and government, margin percentage | 90.00% | ||||
Maximum period for account receivable covered under borrowing restrictions | 120 days | ||||
Line of credit facility, maximum borrowing capacity, inventory, margin percentage | 50.00% | ||||
Maximum margin amount of inventory subject to borrowing restriction | $ 3,000,000 |
Share Capital - Additional Info
Share Capital - Additional Information (Detail) | Feb. 10, 2017shares | Dec. 31, 2018USD ($)shares | Dec. 31, 2018CAD ($)$ / sharesshares | Dec. 31, 2017USD ($)shares | Dec. 31, 2017USD ($)$ / sharesshares | Dec. 31, 2016CAD ($)shares | Dec. 31, 2018CAD ($)shares | Dec. 31, 2017CAD ($)$ / sharesshares |
Schedule Of Capitalization Equity [Line Items] | ||||||||
Special preferred, redeemable, retractable, non-voting, Shares Authorized | 6,350.9 | 6,350.9 | ||||||
Preference shares issued or outstanding | 0 | 0 | 0 | 0 | 0 | |||
Repurchased common shares under NCIB, Value | $ | $ 552,000 | |||||||
Increase in additional paid in capital | $ | $ 790,000 | |||||||
Deferred stock units outstanding | 0 | 0 | ||||||
Number of options granted | 3,854,626 | 3,854,626 | 1,949,072 | |||||
Exercise price of common stock, lower range | $ / shares | $ 2.02 | |||||||
Exercise price of common stock, upper range | $ / shares | 2.38 | |||||||
Weighted average fair value per option granted | $ / shares | $ 0.81 | $ 1.08 | ||||||
Intrinsic value of exercisable options | $ | $ 0 | $ 0 | ||||||
Fair value of options vested | $ | $ 150,000 | $ 150,000 | ||||||
Unrecognized stock-based compensation cost, net of expected forfeitures | $ | $ 1,900,000 | |||||||
Expected weighted average period for recognition of unrecognized compensation cost | 2 years 1 month 6 days | 2 years 1 month 6 days | ||||||
Stock-based compensation | $ | $ 468,000 | $ 663,000 | ||||||
Anti-dilutive effect of stock options | 6,840,475 | 6,840,475 | 5,331,445 | |||||
Performance-based Options [Member] | ||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||
Performance-based options, vesting period | 3 years | |||||||
Performance-based options, period for maintaining target share price, description | at least 30 consecutive days | |||||||
Performance-based Options [Member] | May Grant [Member] | ||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||
Performance-based options, grant date at fair value | $ / shares | $ 1.106 | |||||||
Performance-based Options [Member] | June Grant [Member] | ||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||
Performance-based options, grant date at fair value | $ / shares | $ 1.0175 | |||||||
DSU Plan [Member] | ||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||
Securities convertible into common shares | 228,433 | 228,433 | 228,433 | |||||
Deferred stock units outstanding | 228,433 | 228,433 | 197,367 | 228,433 | ||||
Liability recorded in respect of outstanding stock-based compensation | $ | $ 0 | $ 422,000 | $ 422,000 | |||||
Restricted Stock Units (RSUs) [Member] | ||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||
Liability recorded in respect of outstanding stock-based compensation | $ | $ 824,000 | $ 2,105,000 | $ 2,105,000 | |||||
Restricted stock units cancelled | 619,764 | 619,764 | 128,599 | |||||
Stock options [Member] | ||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||
Securities convertible into common shares | 6,840,475 | 5,339,559 | 5,339,559 | 6,840,475 | 5,339,559 | |||
Capital Stock [Member] | ||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||
Purchase of common shares under NCIB | 4,000,000 | |||||||
Stock Repurchase Program Expiration Date | Feb. 12, 2018 | |||||||
Repurchased common shares under NCIB | 0 | 0 | 379,700 | |||||
Repurchased common shares under NCIB, Value | $ | $ 1,342,000 | |||||||
2017 NCIB [Member] | Capital Stock [Member] | ||||||||
Schedule Of Capitalization Equity [Line Items] | ||||||||
Repurchased common shares under NCIB, Value | $ | $ 552,000 |
Share Capital - Components of C
Share Capital - Components of Common Shares Issued and Outstanding (Detail) - shares | Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 |
Class of Stock [Line Items] | |||
Common shares | 118,817,466 | 118,658,249 | 118,572,181 |
Total common shares outstanding including convertible equity instruments | 125,657,941 | 124,226,241 | |
DSU Plan [Member] | |||
Class of Stock [Line Items] | |||
Securities convertible into common shares | 228,433 | ||
Stock options [Member] | |||
Class of Stock [Line Items] | |||
Securities convertible into common shares | 6,840,475 | 5,339,559 |
Share Capital - Schedule of Com
Share Capital - Schedule of Common Stock (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Schedule Of Capitalization Equity [Line Items] | ||
Beginning balance, Shares | 118,658,249 | 118,572,181 |
Ending balance, Shares | 118,817,466 | 118,658,249 |
Beginning balance | $ 418,873 | $ 419,485 |
Issued as purchase consideration in VIZIYA acquisition | 662 | |
Issued on sale of shares under Employee Share Purchase Plan | 27 | 68 |
Repurchased under normal course issuer bid | (552) | |
Ending balance | 419,111 | $ 418,873 |
Conversion of deferred stock units (DSUs) to common shares | $ 211 | |
Capital Stock [Member] | ||
Schedule Of Capitalization Equity [Line Items] | ||
Issued as purchase consideration in VIZIYA acquisition, Shares | 405,268 | |
Issued on sale of shares under Employee Share Purchase Plan, Shares | 22,000 | 60,500 |
Repurchased under normal course issuer bid, Shares | 0 | (379,700) |
Conversion of deferred stock units (DSUs) to common shares, Shares | 137,217 | |
Issued as purchase consideration in VIZIYA acquisition | $ 662 | |
Issued on sale of shares under Employee Share Purchase Plan | $ 27 | 68 |
Repurchased under normal course issuer bid | $ (1,342) | |
Conversion of deferred stock units (DSUs) to common shares | $ 211 |
Share Capital - Schedule of Qua
Share Capital - Schedule of Quarterly Cash Dividends Paid (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | ||||||||||||||||||
Dec. 31, 2018USD ($) | Dec. 31, 2018$ / shares | Sep. 30, 2018USD ($) | Sep. 30, 2018$ / shares | Jun. 30, 2018USD ($) | Jun. 30, 2018$ / shares | Mar. 31, 2018USD ($) | Mar. 31, 2018$ / shares | Dec. 31, 2017USD ($) | Dec. 31, 2017$ / shares | Sep. 30, 2017USD ($) | Sep. 30, 2017$ / shares | Jun. 30, 2017USD ($) | Jun. 30, 2017$ / shares | Mar. 31, 2017USD ($) | Mar. 31, 2017$ / shares | Dec. 31, 2018USD ($) | Dec. 31, 2018$ / shares | Dec. 31, 2017USD ($) | Dec. 31, 2017$ / shares | |
Equity [Abstract] | ||||||||||||||||||||
Cash dividends, Per Share | $ / shares | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0500 | $ 0.0500 | ||||||||||
Cash dividends paid | $ | $ 1,135 | $ 1,144 | $ 1,155 | $ 1,171 | $ 1,175 | $ 1,154 | $ 1,105 | $ 1,129 | $ 4,605 | $ 4,563 |
Share Capital - Schedule of Dec
Share Capital - Schedule of Declared Quarterly Dividends (Detail) - $ / shares | 3 Months Ended | |||||||
Dec. 31, 2018 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Dec. 31, 2017 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | |
Equity [Abstract] | ||||||||
Dividends declared | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 | $ 0.0125 |
Share Capital - Estimated Fair
Share Capital - Estimated Fair Value of Options Granted, Weighted Average Assumptions (Detail) - Black-Scholes Model [Member] | 12 Months Ended |
Dec. 31, 2018 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Risk free rate | 2.24% |
Volatility | 48.00% |
Expected option life (in years) | 6 years |
Forfeiture rate | 18.13% |
Share Capital - Schedule of Ass
Share Capital - Schedule of Assumptions Used to Estimate Fair Value of Performance Based Options (Detail) - Monte Carlo Simulation Model [Member] - Performance-based Options [Member] | 12 Months Ended |
Dec. 31, 2017$ / sharesshares | |
May Grant [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of options granted | shares | 1,299,072 |
Stock price | $ / shares | $ 2.16 |
Implied volatility | 55.00% |
Risk free rate | 1.43% |
June Grant [Member] | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |
Number of options granted | shares | 650,000 |
Stock price | $ / shares | $ 1.89 |
Implied volatility | 60.00% |
Risk free rate | 1.40% |
Share Capital - Schedule of Opt
Share Capital - Schedule of Option Activity (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Beginning balance, Number of Options | 5,339,559 | 5,985,454 | |
Granted, Number of Options | 3,854,626 | 1,949,072 | |
Forfeited, Number of Options | (1,063,334) | (108,967) | |
Expired, Number of Options | (1,290,376) | (2,486,000) | |
Ending balance, Number of Options | 6,840,475 | 5,339,559 | |
Exercise Price Range, lower range | $ 1.89 | $ 1.89 | $ 2.84 |
Exercise Price Range, lower range | 2.02 | ||
Exercise Price Range, upper range | 4.37 | 5.05 | $ 5.66 |
Exercise Price Range, upper range | 2.38 | ||
Beginning balance, Weighted Average, Price per Share | 3.48 | 4.78 | |
Granted, Weighted Average, Price per Share | 2.26 | 2.07 | |
Forfeited, Weighted Average, Price per Share | 2.10 | 4.26 | |
Expired, Weighted Average, Price per Share | 4.75 | 5.48 | |
Ending balance, Weighted Average, Price per Share | $ 2.77 | $ 3.48 | |
Number of Exercisable Options | 2,231,285 | 3,219,503 | 5,617,312 |
Weighted Average Price of Exercisable Options | $ 3.85 | $ 4.36 | $ 4.89 |
Granted [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Exercise Price Range, lower range | 2.02 | 1.89 | |
Exercise Price Range, upper range | 2.38 | 2.16 | |
Forfeited [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Exercise Price Range, lower range | 1.89 | 3.39 | |
Exercise Price Range, upper range | 2.16 | 5.34 | |
Expired [Member] | |||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | |||
Exercise Price Range, lower range | 1.89 | 5.34 | |
Exercise Price Range, upper range | $ 5.05 | $ 5.66 |
Share Capital - Details of Outs
Share Capital - Details of Outstanding Options (Detail) - $ / shares | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | Dec. 31, 2016 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price of common stock, lower range | $ 2.02 | ||
Exercise price of common stock, upper range | $ 2.38 | ||
Outstanding Options at December 31, 2018 | 6,840,475 | 5,339,559 | 5,985,454 |
Weighted Average Price of Outstanding Options | $ 2.77 | $ 3.48 | $ 4.78 |
Exercisable Options at December 31, 2018 | 2,231,285 | 3,219,503 | 5,617,312 |
Exercise Price, Range One [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price of common stock, lower range | $ 1.89 | ||
Exercise price of common stock, upper range | $ 1.99 | ||
Outstanding Options at December 31, 2018 | 300,000 | ||
Remaining Term of Options in Years | 4 years 5 months 1 day | ||
Weighted Average Price of Outstanding Options | $ 1.89 | ||
Exercisable Options at December 31, 2018 | 100,000 | ||
Weighted Average Price of Exercisable Options | $ 1.89 | ||
Exercise Price, Range Two [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price of common stock, lower range | 2 | ||
Exercise price of common stock, upper range | $ 2.99 | ||
Outstanding Options at December 31, 2018 | 4,570,175 | ||
Remaining Term of Options in Years | 5 years 18 days | ||
Weighted Average Price of Outstanding Options | $ 2.28 | ||
Exercisable Options at December 31, 2018 | 164,318 | ||
Weighted Average Price of Exercisable Options | $ 2.84 | ||
Exercise Price, Range Three [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price of common stock, lower range | 3 | ||
Exercise price of common stock, upper range | $ 3.99 | ||
Outstanding Options at December 31, 2018 | 707,000 | ||
Remaining Term of Options in Years | 10 months 2 days | ||
Weighted Average Price of Outstanding Options | $ 3.43 | ||
Exercisable Options at December 31, 2018 | 703,667 | ||
Weighted Average Price of Exercisable Options | $ 3.43 | ||
Exercise Price, Range Four [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price of common stock, lower range | 4 | ||
Exercise price of common stock, upper range | $ 4.37 | ||
Outstanding Options at December 31, 2018 | 1,263,300 | ||
Remaining Term of Options in Years | 2 months 15 days | ||
Weighted Average Price of Outstanding Options | $ 5.05 | ||
Exercisable Options at December 31, 2018 | 1,263,300 | ||
Weighted Average Price of Exercisable Options | $ 4.36 | ||
Exercise Price, Range Five [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price of common stock, lower range | 1.89 | ||
Exercise price of common stock, upper range | $ 4.37 | ||
Outstanding Options at December 31, 2018 | 6,840,475 | ||
Remaining Term of Options in Years | 2 years 9 months 14 days | ||
Weighted Average Price of Outstanding Options | $ 2.77 | ||
Exercisable Options at December 31, 2018 | 2,231,285 | ||
Weighted Average Price of Exercisable Options | $ 3.85 |
Share Capital - Summary of Stoc
Share Capital - Summary of Stock Based Compensation Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation | $ 468 | $ 663 |
Cost of revenues [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation | 37 | |
Selling, general and administrative expenses [Member] | ||
Employee Service Share-based Compensation, Allocation of Recognized Period Costs [Line Items] | ||
Stock-based compensation | $ 468 | $ 626 |
Share Capital - Summary of Defe
Share Capital - Summary of Deferred Stock Units (Detail) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Ending Balance | 0 | |
DSU Plan [Member] | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning Balance | 228,433 | 197,367 |
Issued in lieu of quarterly Directors’ fees | 26,072 | |
Issued in lieu of dividends paid | 2,780 | 4,994 |
Settled for cash | (93,996) | |
Settled for common shares | (137,217) | |
Ending Balance | 228,433 |
Share Capital - Summary of Rest
Share Capital - Summary of Restricted Stock Unit Activity (Detail) - Restricted Stock Units (RSUs) [Member] - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning Balance | 3,935,049 | 2,712,420 |
Granted | 1,977,335 | 3,826,851 |
Settled | (3,024,277) | (2,475,623) |
Forfeited | (619,764) | (128,599) |
Ending Balance | 2,268,343 | 3,935,049 |
Share Capital - Weighted Averag
Share Capital - Weighted Average Number of Common Shares Outstanding Used in Basic and Diluted Earnings per Share Computation (Detail) - shares | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Equity [Abstract] | ||
Basic weighted average common shares outstanding | 118,768,728 | 118,607,569 |
Effect of stock options | 8,114 | |
Diluted weighted average common shares outstanding | 118,768,728 | 118,615,683 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Aggregate Minimum Annual Lease Payments under Operating Lease (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Commitments And Contingencies Disclosure [Abstract] | |
2,019 | $ 1,260 |
2,020 | 1,131 |
2,021 | 1,089 |
2,022 | 974 |
2,023 | 606 |
Total annual lease payments | $ 5,059 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018 | Dec. 31, 2017 | May 04, 2017 | |
Loss Contingencies [Line Items] | |||
Estimated fair value of contingent consideration obligation | $ 929 | $ 4,474 | |
Contingent consideration obligation adjustment | $ (3,545) | $ (1,976) | |
VIZIYA [Member] | |||
Loss Contingencies [Line Items] | |||
Estimated fair value of contingent consideration obligation | $ 6,450 |
Taxes - Reconciliation of Expec
Taxes - Reconciliation of Expected Provision for Income Tax Expense (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||
(Loss) income before income taxes | $ (56,387) | $ 10,470 |
Expected income tax expense at Canadian statutory income tax rate of 26.5% (2016 - 26.5%) | (14,943) | 2,774 |
Permanent differences | 3,815 | (253) |
Foreign withholding taxes paid | 308 | 1,060 |
Foreign rate differential | 424 | (1,545) |
Rate changes | 3,930 | |
Change in valuation allowance | 2,121 | (6,681) |
Other | 1,008 | 959 |
Income tax (recovery) expense | $ (7,267) | $ 244 |
Taxes - Reconciliation of Exp_2
Taxes - Reconciliation of Expected Provision for Income Tax Expense (Parenthetical) (Detail) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Canadian statutory income tax rate | 26.50% | 26.50% |
Taxes - Summary Income (loss) f
Taxes - Summary Income (loss) from continuing operations before income taxes (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income (loss) from continuing operations before income taxes: | ||
Canadian | $ (49,019) | $ 27,513 |
Foreign | (7,368) | (17,043) |
Current income tax expense | ||
Canadian | 621 | 6,878 |
Foreign | 457 | 317 |
Deferred income tax expense (recovery) | ||
Canadian | (8,166) | (6,018) |
Foreign | $ (179) | $ (933) |
Taxes - Significant Components
Taxes - Significant Components of Future Income Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Deferred income tax assets | ||
Difference between tax and book value of capital and intangible assets | $ 8,834 | $ 12,233 |
Investments | 126 | 157 |
Tax loss carryforwards | 29,003 | 18,921 |
Difference between tax and book value of loan receivable | 3 | 17 |
Unbilled revenue and prepaid accounts | 359 | |
Accounts payable and accrued liabilities | 338 | 724 |
Scientific research and experimental development ("SR&ED") carryforwards | 6,376 | 6,342 |
Investment tax credits | 3,028 | 5,206 |
Deferred income tax assets, gross | 48,067 | 43,600 |
Valuation allowance | (15,146) | (14,705) |
Deferred income tax assets, net | 32,921 | 28,895 |
Deferred income tax liabilities | ||
Difference between tax and book value of capital and intangible assets | (9,851) | (15,991) |
Unbilled revenue and prepaid accounts | (266) | |
Deferred income tax liabilities | (10,117) | (15,991) |
Total Deferred income tax assets, net | $ 22,804 | $ 12,904 |
Taxes - Additional Information
Taxes - Additional Information (Detail) - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Examination [Line Items] | ||
Valuation allowance | $ 15,146,000 | $ 14,705,000 |
Unused non-capital tax losses | 115,836,000 | $ 67,883,000 |
Investment tax credits | $ 3,976,000 | |
Tax credits expiration period | 2019 to 2032 | |
Uncertain income tax positions | $ 0 | |
Canada [Member] | ||
Income Tax Examination [Line Items] | ||
Valuation allowance | 2,851,000 | |
Unused non-capital tax losses | 72,139,000 | |
U.S. [Member] | ||
Income Tax Examination [Line Items] | ||
Valuation allowance | 10,807,000 | |
Unused non-capital tax losses | 37,154,000 | |
India [Member] | ||
Income Tax Examination [Line Items] | ||
Valuation allowance | 1,179,000 | |
Other Country [Member] | ||
Income Tax Examination [Line Items] | ||
Valuation allowance | $ 309,000 |
Taxes - Summary of Tax Losses a
Taxes - Summary of Tax Losses and Scientific Research and Experimental Development Expenditure (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Tax Credit Carryforward [Line Items] | ||
SRED pool | $ 23,889 | |
Tax Losses | 115,836 | $ 67,883 |
Canada [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 72,139 | |
U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 37,154 | |
Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 6,543 | |
2020 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 2,370 | |
2020 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 2,370 | |
2021 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 443 | |
2021 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 203 | |
2021 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 240 | |
2022 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 890 | |
2022 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 603 | |
2022 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 287 | |
2023 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 634 | |
2023 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 616 | |
2023 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 18 | |
2024 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 228 | |
2024 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 228 | |
2025 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 57 | |
2025 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 57 | |
2026 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 1 | |
2026 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 1 | |
2027 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 1,325 | |
2027 [Member] | Canada [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 866 | |
2027 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 1 | |
2027 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 458 | |
2029 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 9 | |
2029 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 9 | |
2030 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 414 | |
2030 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 414 | |
2031 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 3,026 | |
2031 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 3,026 | |
2032 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 2,179 | |
2032 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 2,179 | |
2033 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 9,741 | |
2033 [Member] | Canada [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 4,934 | |
2033 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 4,807 | |
2034 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 11,728 | |
2034 [Member] | Canada [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 4,099 | |
2034 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 7,629 | |
2035 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 6,711 | |
2035 [Member] | Canada [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 2,021 | |
2035 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 4,443 | |
2035 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 247 | |
2036 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 7,308 | |
2036 [Member] | Canada [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 5,714 | |
2036 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 1,525 | |
2036 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 69 | |
2037 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 31,465 | |
2037 [Member] | Canada [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 22,216 | |
2037 [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 8,452 | |
2037 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 797 | |
2038 [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 32,601 | |
2038 [Member] | Canada [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 32,289 | |
2038 [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 312 | |
Indefinite [Member] | ||
Tax Credit Carryforward [Line Items] | ||
SRED pool | 23,889 | |
Tax Losses | 4,706 | |
Indefinite [Member] | U.S. [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | 3,247 | |
Indefinite [Member] | Other Jurisdictions [Member] | ||
Tax Credit Carryforward [Line Items] | ||
Tax Losses | $ 1,459 |
Segment Reporting - Additional
Segment Reporting - Additional Information (Detail) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2018USD ($)Customer | Dec. 31, 2017SegmentsCustomer | Dec. 31, 2016Segments | |
Segment Reporting [Abstract] | |||
Number of operating segments | Segments | 3 | 1 | |
Number of major customers | Customer | 0 | 1 | |
Transaction price allocated to remaining performance obligations | $ | $ 25,833 |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Reconciliation of Adjusted EBITDA (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Segment Adjusted EBITDA: | |||
Fair value purchase price adjustments | $ 314 | $ 1,601 | |
Dividend from joint venture | 317 | 176 | |
Unallocated corporate expenses | 7,161 | 3,868 | |
Stock-based compensation | 468 | 663 | |
Special charges, net (Note 21) | 2,991 | (294) | |
Depreciation of property, plant and equipment | 1,517 | 1,057 | |
Amortization of intangibles | 25,633 | 24,922 | |
Loss on disposal of intangibles | 21,916 | ||
Impairment loss on goodwill | $ 16,066 | 16,066 | |
Impairment losses on intangibles | 509 | 4,350 | |
Results from operations | (58,452) | 10,226 | |
Finance income | (959) | (703) | |
Finance expense | 220 | 1,053 | |
Foreign exchange gain | (192) | (204) | |
Other income | (1,134) | (390) | |
(Loss) income before taxes | (56,387) | 10,470 | |
Current income tax expense | 1,078 | 7,195 | |
Deferred income tax expense (recovery) | (8,345) | (6,951) | |
Income tax (recovery) expense | (7,267) | 244 | |
Net (loss) income | (49,120) | 10,226 | |
Licensing [Member] | |||
Segment Adjusted EBITDA: | |||
Special charges, net (Note 21) | 2,498 | ||
Intelligent Systems [Member] | |||
Segment Adjusted EBITDA: | |||
Special charges, net (Note 21) | 2,435 | ||
Impairment loss on goodwill | 16,066 | ||
Operating Segments [Member] | |||
Segment Adjusted EBITDA: | |||
Segment Adjusted EBITDA | (3,476) | 68,485 | |
Operating Segments [Member] | Licensing [Member] | |||
Segment Adjusted EBITDA: | |||
Segment Adjusted EBITDA | (9,280) | 64,733 | |
Operating Segments [Member] | Intelligent Systems [Member] | |||
Segment Adjusted EBITDA: | |||
Segment Adjusted EBITDA | 3,793 | 1,868 | |
Operating Segments [Member] | Enterprise Software [Member] | |||
Segment Adjusted EBITDA: | |||
Segment Adjusted EBITDA | $ 2,011 | $ 1,884 |
Segment Reporting - Schedule _2
Segment Reporting - Schedule of Operating Revenue by Products and Services (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Entity Wide Information Revenue From External Customer [Line Items] | ||
Total revenue | $ 77,401 | $ 134,711 |
License [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Total revenue | 23,544 | 101,553 |
Systems [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Total revenue | 29,252 | 17,641 |
Services [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Total revenue | 2,629 | 2,086 |
Recurring [Member] | ||
Entity Wide Information Revenue From External Customer [Line Items] | ||
Total revenue | $ 21,976 | $ 13,431 |
Segment Reporting - Schedule _3
Segment Reporting - Schedule of Revenue from External Customers and Long-Lived Assets, by Geographical Areas (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | $ 77,401 | $ 134,711 |
Licensing [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 20,811 | 100,645 |
Intelligent Systems [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 45,051 | 27,023 |
Enterprise Software [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 11,539 | 7,043 |
License [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 23,544 | 101,553 |
License [Member] | Licensing [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 19,069 | 98,440 |
License [Member] | Enterprise Software [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 4,475 | 3,113 |
Systems [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 29,252 | 17,641 |
Systems [Member] | Intelligent Systems [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 29,252 | 17,641 |
Services [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 2,629 | 2,086 |
Services [Member] | Enterprise Software [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 2,629 | 2,086 |
Recurring [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 21,976 | 13,431 |
Recurring [Member] | Licensing [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 1,742 | 2,205 |
Recurring [Member] | Intelligent Systems [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 15,799 | 9,382 |
Recurring [Member] | Enterprise Software [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 4,435 | 1,844 |
U.S. [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 45,609 | 35,701 |
Canada [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 4,192 | 4,981 |
Korea [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 885 | 74,759 |
Taiwan [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 9,153 | 8,349 |
Chile [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 3,189 | 2,095 |
Australia [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 1,694 | |
United Kingdom [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 2,002 | |
Thailand [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 1,934 | 1,301 |
China [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 1,163 | 1,018 |
Finland [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 960 | |
Japan [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | 910 | 200 |
Rest of the World [Member] | ||
Revenues From External Customers And Long Lived Assets [Line Items] | ||
Total revenue | $ 7,712 | $ 4,305 |
Segment Reporting - Schedule _4
Segment Reporting - Schedule of Segment Reporting Information, by Segment Assets (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Segment Reporting Information [Line Items] | ||
Total assets | $ 237,412 | $ 303,176 |
Total non-current assets | 146,761 | 184,910 |
U.S. [Member] | ||
Segment Reporting Information [Line Items] | ||
Total non-current assets | 17,615 | 26,849 |
Canada [Member] | ||
Segment Reporting Information [Line Items] | ||
Total non-current assets | 127,450 | 156,991 |
Belgium [Member] | ||
Segment Reporting Information [Line Items] | ||
Total non-current assets | 707 | 759 |
Chile [Member] | ||
Segment Reporting Information [Line Items] | ||
Total non-current assets | 897 | 310 |
Mexico [Member] | ||
Segment Reporting Information [Line Items] | ||
Total non-current assets | 92 | 1 |
Operating Segments [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 169,579 | 273,626 |
Operating Segments [Member] | Licensing [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 93,225 | 170,631 |
Operating Segments [Member] | Intelligent Systems [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 45,453 | 69,832 |
Operating Segments [Member] | Enterprise Software [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | 30,901 | 33,163 |
Corporate [Member] | ||
Segment Reporting Information [Line Items] | ||
Total assets | $ 67,833 | $ 29,550 |
Segment Reporting - Additiona_2
Segment Reporting - Additional Information (Detail1) | Dec. 31, 2018 |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2019-01-01 | |
Segment Reporting Information [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, year | 2,019 |
Revenue, remaining performance obligation, percentage | 68.00% |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2020-01-01 | |
Segment Reporting Information [Line Items] | |
Revenue, remaining performance obligation, expected timing of satisfaction, year | 2,020 |
Revenue, remaining performance obligation, percentage | 17.00% |
Revenue, remaining performance obligation, expected timing of satisfaction, period | 1 year |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01 | |
Segment Reporting Information [Line Items] | |
Revenue, remaining performance obligation, percentage | 15.00% |
Revenue, remaining performance obligation, expected timing of satisfaction, period |
Financial Risk Management - Add
Financial Risk Management - Additional Information (Detail) | 12 Months Ended | ||
Dec. 31, 2018USD ($)Customer | Dec. 31, 2017USD ($) | Dec. 31, 2016Customer | |
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |||
Provision for doubtful debts | $ 858,000 | $ 421,000 | |
Cash and cash equivalent and short-term investments | 67,268,000 | ||
Amount of accounts receivables | 11,227,000 | ||
Amount of credit facilities, for the support of performance guarantee | 2,000,000 | ||
Performance guarantees outstanding under the credit facility | $ 0 | $ 31,000 | |
Revenue from Rights Concentration Risk [Member] | |||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |||
Number of customers | Customer | 0 | 1 | |
Revenue from Rights Concentration Risk [Member] | Revenue, Rights Granted [Member] | |||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |||
Concentration risk percentage | 10.00% | ||
Revenue from Rights Concentration Risk [Member] | Customer One [Member] | Revenue, Rights Granted [Member] | |||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |||
Concentration risk percentage | 55.00% | ||
Credit Concentration Risk [Member] | Accounts Receivable [Member] | |||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |||
Number of customers | Customer | 2 | 1 | |
Credit Concentration Risk [Member] | Customer One [Member] | Accounts Receivable [Member] | |||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |||
Concentration risk percentage | 23.00% | ||
Credit Concentration Risk [Member] | Customer Two [Member] | Accounts Receivable [Member] | |||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |||
Concentration risk percentage | 14.00% | ||
Credit Concentration Risk [Member] | Customer Three [Member] | Accounts Receivable [Member] | |||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |||
Concentration risk percentage | 12.00% | ||
Currency Denomination Concentration Risk [Member] | Cash and Cash Equivalents and Short Term Investments [Member] | |||
Fair Value Concentration Of Risk Financial Statement Captions [Line Items] | |||
Concentration risk percentage | 7.90% |
Financial Risk Management - Inf
Financial Risk Management - Information Regarding Aging and Collectability of Accounts Receivable (Detail) - USD ($) $ in Thousands | Dec. 31, 2018 | Dec. 31, 2017 |
Financing Receivable Recorded Investment [Line Items] | ||
Accounts receivable | $ 10,812 | $ 19,298 |
Long-term accounts receivable | 415 | |
Total accounts receivable | 11,227 | |
Trade Accounts Receivable [Member] | ||
Financing Receivable Recorded Investment [Line Items] | ||
Current | 769 | 12,000 |
Less allowance for doubtful accounts | (858) | (421) |
Accounts receivable | 10,812 | 19,298 |
Long-term accounts receivable | 415 | |
Total accounts receivable | 11,227 | 19,298 |
1 - 30 days [Member] | Trade Accounts Receivable [Member] | ||
Financing Receivable Recorded Investment [Line Items] | ||
Accounts receivable | 2,885 | 2,909 |
31 - 60 days [Member] | Trade Accounts Receivable [Member] | ||
Financing Receivable Recorded Investment [Line Items] | ||
Accounts receivable | 2,146 | 1,098 |
61 - 90 days [Member] | Trade Accounts Receivable [Member] | ||
Financing Receivable Recorded Investment [Line Items] | ||
Accounts receivable | 3,193 | 1,114 |
91 days and over [Member] | Trade Accounts Receivable [Member] | ||
Financing Receivable Recorded Investment [Line Items] | ||
Accounts receivable | $ 2,677 | $ 2,598 |
Financial Risk Management - Sum
Financial Risk Management - Summary of Company's Exposure to Exchange Risk and Pre-tax Effects on Earnings and Other Comprehensive Income (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Canadian Dollar [Member] | |
Summary of Financial Instruments by Exposure to Exchange Risk and Pre-tax Effect on earnings and Other Comprehensive Income [Line Items] | |
Foreign Currency Exposure | $ (2,549) |
Income loss from a five percent decrease in Foreign Currency exchange risk before tax | 37 |
Other comprehensive income loss from a five percent decrease in Foreign Currency exchange risk before tax | (165) |
Indian Rupee [Member] | |
Summary of Financial Instruments by Exposure to Exchange Risk and Pre-tax Effect on earnings and Other Comprehensive Income [Line Items] | |
Foreign Currency Exposure | 101 |
Other comprehensive income loss from a five percent decrease in Foreign Currency exchange risk before tax | 5 |
Chilean Peso [Member] | |
Summary of Financial Instruments by Exposure to Exchange Risk and Pre-tax Effect on earnings and Other Comprehensive Income [Line Items] | |
Foreign Currency Exposure | 602 |
Other comprehensive income loss from a five percent decrease in Foreign Currency exchange risk before tax | 30 |
Euro [Member] | |
Summary of Financial Instruments by Exposure to Exchange Risk and Pre-tax Effect on earnings and Other Comprehensive Income [Line Items] | |
Foreign Currency Exposure | (411) |
Income loss from a five percent decrease in Foreign Currency exchange risk before tax | 2 |
Other comprehensive income loss from a five percent decrease in Foreign Currency exchange risk before tax | (23) |
Australian Dollar [Member] | |
Summary of Financial Instruments by Exposure to Exchange Risk and Pre-tax Effect on earnings and Other Comprehensive Income [Line Items] | |
Foreign Currency Exposure | 597 |
Other comprehensive income loss from a five percent decrease in Foreign Currency exchange risk before tax | 30 |
Chinese Yuan [Member] | |
Summary of Financial Instruments by Exposure to Exchange Risk and Pre-tax Effect on earnings and Other Comprehensive Income [Line Items] | |
Foreign Currency Exposure | 3,822 |
Other comprehensive income loss from a five percent decrease in Foreign Currency exchange risk before tax | $ 191 |
Supplemental Cash Flow Inform_3
Supplemental Cash Flow Information - Summary of Supplemental Cash Flow Information (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Statement Of Cash Flows [Abstract] | ||
Net interest received in cash, included in operations | $ (723) | $ (382) |
Taxes paid | $ 2,419 | 6,549 |
Patent acquisition liability | $ 10 |
Related-Party Transaction - Add
Related-Party Transaction - Additional Information (Detail) - iCOMS [Member] - Private Loan [Member] - USD ($) | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Related Party Transaction [Line Items] | ||
Loan payable to the general manager on acquisition | $ 189,000 | $ 199,000 |
Repayments of loan | $ 0 | $ 0 |
Special Charges - Additional In
Special Charges - Additional Information (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Restructuring Cost And Reserve [Line Items] | |
Total accruals and costs | $ 6,233 |
Amounts paid during the year | $ 3,020 |
VIZIYA [Member] | |
Restructuring Cost And Reserve [Line Items] | |
Effective acquisition date | Jun. 30, 2021 |
Retention payments | $ 1,753 |
Retention first payment | 303 |
Fiscal 2018 Restructuring Program [Member] | |
Restructuring Cost And Reserve [Line Items] | |
Total accruals and costs | 6,233,000 |
Amounts paid during the year | $ 3,020,000 |
Special Charges - Summary of Re
Special Charges - Summary of Restructuring and Related Cost (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2018 | Dec. 31, 2017 | |
Restructuring Cost And Reserve [Line Items] | ||
Total accruals and costs | $ 6,233 | |
Acquisition related costs including retention payments | 303 | $ 1,682 |
Contingent consideration fair value adjustment | (3,545) | (1,976) |
Special charges, net | 2,991 | (294) |
Workforce reduction | 4,204 | |
Retiring allowances | 1,388 | |
Facilities costs | 90 | |
Asset write-downs | 342 | |
Other costs | 209 | |
Less amounts paid during the year | 3,020 | |
Restructuring accrual as at December 31, 2018 | 3,213 | |
Licensing [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Total accruals and costs | 2,498 | |
Special charges, net | 2,498 | |
Workforce reduction | 2,392 | |
Retiring allowances | 88 | |
Other costs | 18 | |
Less amounts paid during the year | 736 | |
Restructuring accrual as at December 31, 2018 | 1,762 | |
Intelligent Systems [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Total accruals and costs | 2,435 | |
Special charges, net | 2,435 | |
Workforce reduction | 1,812 | |
Facilities costs | 90 | |
Asset write-downs | 342 | |
Other costs | 191 | |
Less amounts paid during the year | 2,284 | |
Restructuring accrual as at December 31, 2018 | 151 | |
Corporate [Member] | ||
Restructuring Cost And Reserve [Line Items] | ||
Total accruals and costs | 1,300 | |
Acquisition related costs including retention payments | 303 | 1,682 |
Contingent consideration fair value adjustment | (3,545) | (1,976) |
Special charges, net | (1,942) | $ (294) |
Retiring allowances | 1,300 | |
Restructuring accrual as at December 31, 2018 | $ 1,300 |