Cover
Cover - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Jun. 30, 2021 | |
Cover [Abstract] | ||
Document Type | 10-K | |
Document Annual Report | true | |
Document Period End Date | Dec. 31, 2021 | |
Current Fiscal Year End Date | --12-31 | |
Document Transition Report | false | |
Entity File Number | 001-36404 | |
Entity Registrant Name | INPIXON | |
Entity Incorporation, State or Country Code | NV | |
Entity Tax Identification Number | 88-0434915 | |
Entity Address, Address Line One | 2479 E. Bayshore Road | |
Entity Address, Address Line Two | Suite 195 | |
Entity Address, City or Town | Palo Alto | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 94303 | |
City Area Code | 408 | |
Local Phone Number | 702-2167 | |
Title of 12(b) Security | Common Stock, par value $0.001 | |
Trading Symbol | INPX | |
Security Exchange Name | NASDAQ | |
Entity Well-known Seasoned Issuer | No | |
Entity Voluntary Filers | No | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
ICFR Auditor Attestation Flag | false | |
Entity Shell Company | false | |
Entity Public Float | $ 132,741,195 | |
Entity Common Stock, Shares Outstanding | 152,476,355 | |
Documents Incorporated by Reference | None. | |
Entity Central Index Key | 0001529113 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | FY |
Audit Information
Audit Information | 12 Months Ended |
Dec. 31, 2021 | |
Auditor Information [Abstract] | |
Auditor Name | Marcum llp |
Auditor Location | New York NY |
Auditor Firm ID | 688 |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Current Assets | ||
Cash and cash equivalents | $ 52,480 | $ 17,996 |
Accounts receivable, net of allowances of $272 and $235, respectively | 3,218 | 1,739 |
Notes and other receivables | 321 | 152 |
Inventory | 1,976 | 1,243 |
Short-term investments | 43,125 | 7,998 |
Prepaid expenses and other current assets | 4,842 | 1,197 |
Total Current Assets | 105,962 | 30,325 |
Property and equipment, net | 1,442 | 1,445 |
Operating lease right-of-use asset, net | 1,736 | 2,077 |
Software development costs, net | 1,792 | 1,721 |
Investments in equity securities | 1,838 | 0 |
Long-term investments | 2,500 | 2,500 |
Intangible assets, net | 33,478 | 14,203 |
Goodwill | 7,672 | 6,588 |
Other assets | 253 | 152 |
Total Assets | 156,673 | 59,011 |
Current Liabilities | ||
Accounts payable | 2,414 | 908 |
Accrued liabilities | 10,665 | 2,739 |
Operating lease obligation, current | 643 | 647 |
Deferred revenue | 4,805 | 1,922 |
Short-term debt | 3,490 | 5,401 |
Acquisition liability | 5,114 | 500 |
Total Current Liabilities | 27,131 | 12,117 |
Long Term Liabilities | ||
Operating lease obligation, noncurrent | 1,108 | 1,457 |
Other liabilities, noncurrent | 28 | 7 |
Acquisition liability, noncurrent | 220 | 750 |
Total Liabilities | 28,487 | 14,331 |
Commitments and Contingencies | ||
Stockholders’ Equity | ||
Common Stock - $0.001 par value; 2,000,000,000 shares authorized; 124,440,924 and 53,178,462 issued and 124,440,923 and 53,178,462 outstanding as of December 31, 2021 and December 31, 2020, respectively. | 124 | 53 |
Additional paid-in capital | 332,639 | 225,613 |
Treasury stock, at cost, 1 share | (695) | (695) |
Accumulated other comprehensive income | 44 | 660 |
Accumulated deficit | (250,309) | (180,992) |
Stockholders’ Equity Attributable to Inpixon | 81,803 | 44,639 |
Non-controlling Interest | 1,688 | 41 |
Total Stockholders’ Equity | 83,491 | 44,680 |
Total Liabilities, Mezzanine Equity and Stockholders’ Equity | 156,673 | 59,011 |
Series 7 Preferred Stock | ||
Mezzanine Equity | ||
Series 7 Convertible Preferred Stock - 58,750 shares authorized; 49,250 and — issued and outstanding as of December 31, 2021 and December 31, 2020, respectively. (Liquidation preference of $49,250,000) | 44,695 | 0 |
Series 4 Convertible Preferred Stock | ||
Stockholders’ Equity | ||
Preferred stock, value, issued | 0 | 0 |
Series 5 Convertible Preferred Stock | ||
Stockholders’ Equity | ||
Preferred stock, value, issued | $ 0 | $ 0 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Accounts receivable allowance, net | $ 272,000 | $ 235,000 |
Preferred stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 |
Common stock, shares authorized (in shares) | 2,000,000,000 | 2,000,000,000 |
Common stock, shares issued (in shares) | 124,440,924 | 53,178,462 |
Common stock, shares outstanding (in shares) | 124,440,923 | 53,178,462 |
Treasury stock (in shares) | 1 | |
Series 7 Preferred Stock | ||
Mezzanine equity, convertible preferred stock, shares authorized (in shares) | 58,750 | 58,750 |
Mezzanine equity, convertible preferred stock, shares issued (in shares) | 49,250 | 0 |
Mezzanine equity, convertible preferred stock, shares outstanding (in shares) | 49,250 | 0 |
Mezzanine equity, convertible preferred stock, liquidation preference | $ 49,250,000 | $ 49,250,000 |
Preferred stock, shares issued (in shares) | 49,250 | |
Preferred stock, shares outstanding (in shares) | 49,250 | |
Series 4 Convertible Preferred Stock | ||
Preferred stock, shares authorized (in shares) | 10,415 | 10,415 |
Preferred stock, shares issued (in shares) | 1 | 1 |
Preferred stock, shares outstanding (in shares) | 1 | 1 |
Series 5 Convertible Preferred Stock | ||
Preferred stock, shares authorized (in shares) | 12,000 | 12,000 |
Preferred stock, shares issued (in shares) | 126 | 126 |
Preferred stock, shares outstanding (in shares) | 126 | 126 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Statement [Abstract] | ||
Revenues | $ 15,995,000 | $ 9,297,000 |
Cost of Revenues | 4,374,000 | 2,613,000 |
Gross Profit | 11,621,000 | 6,684,000 |
Operating Expenses | ||
Research and development | 14,121,000 | 6,523,000 |
Sales and marketing | 8,261,000 | 5,331,000 |
General and administrative | 41,352,000 | 15,261,000 |
Acquisition-related costs | 1,248,000 | 1,057,000 |
Impairment of goodwill | 14,789,000 | 0 |
Amortization of intangibles | 4,467,000 | 2,306,000 |
Total Operating Expenses | 84,238,000 | 30,478,000 |
Loss from Operations | (72,617,000) | (23,794,000) |
Other Income (Expense) | ||
Interest expense, net | 1,183,000 | (2,426,000) |
Loss on exchange of debt for equity | (30,000) | (210,000) |
Benefit (provision) for valuation allowance on related party loan - held for sale | 7,345,000 | (2,370,000) |
Other income (expense) | (173,000) | (470,000) |
Gain on related party loan - held for sale | 49,817,000 | 0 |
Unrealized loss on equity securities | (57,067,000) | 0 |
Total Other Income (Expense) | 1,075,000 | (5,476,000) |
Net Loss, before tax | (71,542,000) | (29,270,000) |
Income tax benefit | 1,412,000 | 56,000 |
Net Loss | (70,130,000) | (29,214,000) |
Net Income (Expense) Attributable to Non-controlling Interest | (975,000) | 15,000 |
Net Loss Attributable to Stockholders of Inpixon | (69,155,000) | (29,229,000) |
Accretion of Series 7 preferred stock | (8,161,000) | 0 |
Net Income (Loss) Available to Common Stockholders, Basic | (77,316,000) | (29,229,000) |
Net Loss Attributable to Common Stockholders, Diluted | $ (77,316,000) | $ (29,229,000) |
Net Loss Per Share - Basic (in usd per share) | $ (0.72) | $ (1.01) |
Net Loss Per Share - Diluted (in usd per share) | $ (0.72) | $ (1.01) |
Weighted Average Shares Outstanding | ||
Basic (in shares) | 107,981,441 | 28,800,493 |
Diluted (in shares) | 107,981,441 | 28,800,493 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net Loss | $ (70,130) | $ (29,214) |
Unrealized foreign exchange (loss) gain from cumulative translation adjustments | (617) | 566 |
Comprehensive Loss | $ (70,747) | $ (28,648) |
Consolidated Statements of Chan
Consolidated Statements of Changes in Mezzanine Equity and Stockholders' Equity - USD ($) $ in Thousands | Total | Registered Direct Offering | Public offering | Game Your Game | Visualix | CXApp | Series 4 Convertible Preferred Stock | Series 5 Convertible Preferred Stock | Common Stock | Common StockRegistered Direct Offering | Common StockPublic offering | Common StockGame Your Game | Common StockVisualix | Common StockCXApp | Additional Paid-In Capital | Additional Paid-In CapitalRegistered Direct Offering | Additional Paid-In CapitalPublic offering | Additional Paid-In CapitalGame Your Game | Additional Paid-In CapitalVisualix | Additional Paid-In CapitalCXApp | Treasury Stock | Accumulated Other Comprehensive Income (Loss) | Accumulated Deficit | Non-Controlling Interest | Non-Controlling InterestGame Your Game | Series 7 Preferred Stock |
Convertible preferred stock, ending balance at Dec. 31, 2020 | $ 0 | |||||||||||||||||||||||||
Balance, beginning (in shares) at Dec. 31, 2019 | 1 | 126 | 4,234,923 | (1) | ||||||||||||||||||||||
Balance, beginning at Dec. 31, 2019 | $ 6,050 | $ 0 | $ 0 | $ 4 | $ 158,382 | $ (695) | $ 96 | $ (151,763) | $ 26 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||
Common shares issued (in shares) | 5,000,000 | 33,416,830 | ||||||||||||||||||||||||
Common shares issued | $ 9,205 | $ 46,143 | $ 5 | $ 33 | $ 9,200 | $ 46,110 | ||||||||||||||||||||
Common shares issued for extinguishment of debt (in shares) | 6,863,223 | |||||||||||||||||||||||||
Common shares issued for extinguishment of debt | $ 9,936 | $ 7 | 9,929 | |||||||||||||||||||||||
Common shares issued for cashless stock options exercised | 0 | |||||||||||||||||||||||||
Common shares issued for net proceeds from warrants exercised (in shares) | 3,000,000 | |||||||||||||||||||||||||
Common shares issued for net proceeds from warrants exercised | $ 3 | |||||||||||||||||||||||||
Stock options and restricted stock awards granted to employees and consultants for services | 1,193 | 1,193 | ||||||||||||||||||||||||
Issuance of shares from acquisition (in shares) | 480,000 | |||||||||||||||||||||||||
Issuance of shares from acquisition | 600 | $ 1 | 599 | |||||||||||||||||||||||
Common shares issued for extinguishment of liability (in shares) | 183,486 | |||||||||||||||||||||||||
Common shares issued for extinguishment of liability | 200 | 200 | ||||||||||||||||||||||||
Cumulative translation adjustment | 564 | 564 | ||||||||||||||||||||||||
Net Loss | (29,214) | (29,229) | 15 | |||||||||||||||||||||||
Balance, ending (in shares) at Dec. 31, 2020 | 1 | 126 | 53,178,462 | (1) | ||||||||||||||||||||||
Balance, ending at Dec. 31, 2020 | 44,680 | $ 0 | $ 0 | $ 53 | 225,613 | $ (695) | 660 | (180,992) | 41 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||
Mezzanine equity, convertible preferred stock, shares outstanding (in shares) | 0 | |||||||||||||||||||||||||
Series 7 Preferred Stock issued for cash (in shares) | 58,750 | |||||||||||||||||||||||||
Series 7 Preferred Stock issued for cash | $ 46,034 | |||||||||||||||||||||||||
Series 7 Preferred Stock converted to common stock (in shares) | (9,500) | |||||||||||||||||||||||||
Series 7 Preferred Stock converted to common stock | $ (9,500) | |||||||||||||||||||||||||
Accrete Discount - Preferred Shares | 8,161 | |||||||||||||||||||||||||
Convertible preferred stock, ending balance at Dec. 31, 2021 | $ 44,695 | |||||||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||
Common shares issued (in shares) | 15,800,000 | |||||||||||||||||||||||||
Common shares issued | 4,551 | $ 74,073 | $ 15 | 4,551 | $ 74,058 | |||||||||||||||||||||
Common shares issued for extinguishment of debt (in shares) | 1,771,113 | |||||||||||||||||||||||||
Common shares issued for extinguishment of debt | $ 2,500 | $ 2 | 2,498 | |||||||||||||||||||||||
Common shares issued for cashless stock options exercised | 20,694 | 5,391 | ||||||||||||||||||||||||
Common shares issued for net proceeds from warrants exercised (in shares) | 31,505,088 | |||||||||||||||||||||||||
Common shares issued for net proceeds from warrants exercised | $ 3,779 | $ 32 | 3,747 | |||||||||||||||||||||||
Stock options and restricted stock awards granted to employees and consultants for services | 10,879 | 10,879 | ||||||||||||||||||||||||
Issuance of shares from acquisition (in shares) | 1,179,077 | 369,563 | 8,849,538 | |||||||||||||||||||||||
Issuance of shares from acquisition | $ 3,875 | $ 429 | $ 10,000 | $ 1 | $ 9 | $ 1,402 | $ 429 | $ 9,991 | $ 2,472 | |||||||||||||||||
Common shares issued for restricted stock (in shares) | 4,672,988 | |||||||||||||||||||||||||
Common shares issued for restricted stock grants | 0 | $ 5 | (5) | |||||||||||||||||||||||
Taxes paid on stock based compensation | (1,855) | (1,855) | ||||||||||||||||||||||||
Series 7 Preferred Stock converted to common stock (in shares) | 7,600,000 | |||||||||||||||||||||||||
Series 7 Preferred Stock converted to common stock | 9,500 | $ 8 | 9,492 | |||||||||||||||||||||||
Accrete Discount - Preferred Shares | (8,161) | (8,161) | ||||||||||||||||||||||||
Restricted stock grants forfeited (in shares) | (490,296) | |||||||||||||||||||||||||
Restricted stock grants forfeited | (1) | $ (1) | ||||||||||||||||||||||||
Cumulative translation adjustment | (628) | (616) | (162) | 150 | ||||||||||||||||||||||
Net Loss | (70,130) | (69,155) | (975) | |||||||||||||||||||||||
Balance, ending (in shares) at Dec. 31, 2021 | 1 | 126 | 124,440,924 | (1) | ||||||||||||||||||||||
Balance, ending at Dec. 31, 2021 | $ 83,491 | $ 0 | $ 0 | $ 124 | $ 332,639 | $ (695) | $ 44 | $ (250,309) | $ 1,688 | |||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||||
Mezzanine equity, convertible preferred stock, shares outstanding (in shares) | 49,250 |
Consolidated Statements of Ch_2
Consolidated Statements of Changes in Mezzanine Equity and Stockholders' Equity (Parenthetical) | Dec. 31, 2021 |
Game Your Game | |
Noncontrolling interest, ownership percentage by parent | 55.40% |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Cash Flows Used in Operating Activities | ||
Net loss | $ (70,130,000) | $ (29,214,000) |
Adjustment to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 1,344,000 | 826,000 |
Amortization of intangible assets | 5,107,000 | 2,545,000 |
Amortization of right of use asset | 677,000 | 490,000 |
Stock based compensation | 10,879,000 | 1,194,000 |
Earnout payment expense | 6,524,000 | 0 |
Loss on exchange of debt for equity | 30,000 | 210,000 |
Amortization of debt discount | 224,000 | 2,594,000 |
Accrued interest income, related party | (1,627,000) | (32,000) |
Provision for doubtful accounts | 121,000 | 956,000 |
Unrealized gain/loss on note | (92,000) | 0 |
Provision for inventory obsolescense | 300,000 | 138,000 |
(Recovery) provision for valuation allowance for held for sale loan | (7,345,000) | 2,370,000 |
Provision for valuation allowance for related party receivable | 0 | 648,000 |
Gain on settlement of related party promissory note | (49,817,000) | 0 |
Deferred income tax | (2,593,000) | (87,000) |
Unrealized loss on equity securities | 57,067,000 | 0 |
Impairment of goodwill | 14,789,000 | 0 |
Loss on disposal of property and equipment | 24,000 | 0 |
Other | 235,000 | (6,000) |
Changes in operating assets and liabilities: | ||
Accounts receivable and other receivables | (313,000) | (964,000) |
Inventory | (112,000) | (117,000) |
Prepaid expenses and other current assets | (4,006,000) | (563,000) |
Other assets | 199,000 | (248,000) |
Accounts payable | 391,000 | (1,815,000) |
Accrued liabilities | 490,000 | 269,000 |
Income tax liabilities | 16,000 | 0 |
Deferred revenue | 817,000 | 242,000 |
Operating lease obligation | (658,000) | (490,000) |
Other liabilities | 328,000 | 453,000 |
Net Cash Used in Operating Activities | (37,131,000) | (20,601,000) |
Cash Flows Used in Investing Activities | ||
Purchase of property and equipment | (346,000) | (972,000) |
Investment in capitalized software | (1,019,000) | (862,000) |
Purchases of short term investments | (2,000,000) | (7,998,000) |
Sale of short term investments | 2,000,000 | 0 |
Purchases of treasury bills | (63,362,000) | 0 |
Sales of treasury bills | 28,000,000 | 0 |
Investment in Systat licensing agreement | (900,000) | (2,200,000) |
Purchase of intangible assets | (4,000) | 0 |
Acquisition of the Ten Degrees | 0 | (1,500,000) |
Acquisition of Nanotron | 0 | (7,786,000) |
Acquisition of Intranav | (1,023,000) | 0 |
Acquisition of Game Your Game | 184,000 | 0 |
Acquisition of CXApp | (14,977,000) | 0 |
Acquisition of Visualix | (61,000) | 0 |
Investment in long term investment | 0 | (2,500,000) |
Cash acquired in the Nanotron acquisition | 0 | 311,000 |
Net Cash Used in Investing Activities | (53,508,000) | (23,507,000) |
Cash From Financing Activities | ||
Net repayments to bank facility | 0 | (150,000) |
Net proceeds from issuance of preferred stock and warrants | 50,585,000 | 0 |
Net proceeds from issuance of common stock and warrants | 77,852,000 | 55,352,000 |
Taxes paid related to net share settlement of restricted stock units | (1,855,000) | 0 |
Net repayments of notes payable | 0 | (74,000) |
Loans to related party | (117,000) | (2,569,000) |
Repayments from related party | 0 | 200,000 |
Net proceeds from promissory notes | 0 | 5,000,000 |
Repayment of CXApp acquisition liability | (461,000) | 0 |
Repayment of acquisition liability to Nanotron shareholders | (467,000) | 0 |
Repayment of acquisition liability to Locality shareholders | (500,000) | (500,000) |
Net Cash Provided By Financing Activities | 125,037,000 | 57,259,000 |
Effect of Foreign Exchange Rate on Changes on Cash | 86,000 | (4,000) |
Net Increase in Cash and Cash Equivalents | 34,484,000 | 13,147,000 |
Cash and Cash Equivalents - Beginning of year | 17,996,000 | 4,849,000 |
Cash and Cash Equivalents - End of year | 52,480,000 | 17,996,000 |
Cash paid for: | ||
Interest | 3,000 | 4,000 |
Income Taxes | 2,389,000 | 0 |
Non-cash investing and financing activities | ||
Common shares issued for extinguishment of liability | 0 | 200,000 |
Common shares issued for extinguishment of debt | 2,500,000 | 9,936,000 |
Right of use asset obtained in exchange for lease liability | 401,000 | 557,000 |
Settlement of Sysorex Note | 7,462,000 | 0 |
Investment in equity securities | 58,905,000 | 0 |
Common shares issued for Ten Degrees acquisition | 0 | 600,000 |
Common shares issued for CXApp acquisition | 10,000,000 | 0 |
Common shares issued for Game Your Game acquisition | 1,403,000 | 0 |
Common shares issued for Visualix asset acquisition | 429,000 | 0 |
Preferred shares converted into common shares | $ 9,500,000 | $ 0 |
Organization and Nature of Busi
Organization and Nature of Business | 12 Months Ended |
Dec. 31, 2021 | |
Organization and Nature of Business and Going Concern [Abstract] | |
Organization and Nature of Business | Organization and Nature of Business Inpixon is the Indoor Intelligence™ company. Our solutions and technologies help organizations create and redefine exceptional workplace experiences that enable smarter, safer and more secure environments. We leverage our positioning, mapping, analytics and app technologies to achieve higher levels of productivity and performance, increase safety and security, improve worker and employee satisfaction rates and drive a more connected workplace. We have focused our corporate strategy on being the primary provider of the full range of foundational technologies needed in order to offer a comprehensive suite of solutions that make indoor data available and meaningful to organizations and their employees. Our Indoor Intelligence solutions are used by our customers for a variety of use cases including, but not limited to, employee and visitor experience enhancement through a customer branded app with features such as desk booking, wayfinding and navigation, and the delivery of content to tens of thousands of attendees in hybrid events. Our real time location (RTLS) and asset tracking products offer manufacturing and warehouse logistics optimization and automation, increase workforce productivity, and enhance worker safety and security. In addition to our Indoor Intelligence technologies and solutions, we also offer: • Digital solutions (eTearsheets; eInvoice, adDelivery) or cloud-based applications and analytics for the advertising, media and publishing industries y advertising management platform referred to as Shoom by Inpixon; and • A comprehensive set of data analytics and statistical visualization solutions for engineers and scientists referred to as SAVES by Inpixon. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | Summary of Significant Accounting Policies Change in Segment Reporting ASC 280, Segment Reporting, establishes standards for reporting information about operating segments. Operating segments are defined as components of an enterprise about which separate financial information is available that is evaluated regularly by the chief operating decision maker, or decision-making group, in deciding how to allocate resources and in assessing performance. During the second quarter of 2021, the Company changed the level of detail at which the Chief Executive Office ("CEO") as the Chief Operating Decision Maker, or "CODM", regularly reviews and manages certain metrics of its businesses The Company’s chief operating decision maker is the Chief Executive Officer, who reviews the financial performance and the results of operations of the segments prepared in accordance with GAAP when making decisions about allocating resources and assessing performance of the Company. The Company has determined that it operates and reports in three segments: Indoor Intelligence, Saves and Shoom. See Note 28 for further details. Liquidity As of December 31, 2021, the Company has a working capital surplus of approximately $78.8 million, cash of approximately $52.5 million and short term investments of $43.1 million. For the year ended December 31, 2021, the Company incurred a net loss attributable to common stockholders of approximately $77.3 million The net loss includes a gain on the settlement of the Sysorex debt with the issuance of the Sysorex securities to the Company on April 14, 2021 offset by the unrealized loss on the related investment in equity securities as of December 31, 2021. See further details in Note 14 and Note 29. On each of January 24, 2021, February 12, 2021 and February 16, 2021 the Company entered into a Securities Purchase Agreement with an institutional investor, pursuant to which the Company sold an aggregate of 15,800,000 shares of its common stock, warrants to purchase up to 44,305,088 shares of common stock at exercise prices ranging from $1.55 to $2.01 and prefunded warrants to purchase up to 28,505,088 shares of common stock at an exercise price of $0.001 per share at purchase prices ranging from $1.549 to $2.01 per share. The Company raised net proceeds of $77.9 million after deduction of sales commissions and other offering expenses. On September 13, 2021, the Company entered into a Securities Purchase Agreement with certain institutional investors named therein, pursuant to which the Company sold in a registered direct offering (i) 58,750 shares of Series 7 Convertible Preferred Stock and (ii) related warrants to purchase up to an aggregate of 47,000,000 shares of common stock. Each share of Series 7 Convertible Preferred Stock and the related Warrants were sold at a subscription amount of $920, representing an original issue discount of 8% of the stated value of each share of Series 7 Convertible Preferred Stock for an aggregate subscription amount of $54.1 million. The net proceeds to the Company from this offering was $50.6 million after placement agent commissions and other offering costs. See further breakdown in Note 21 - Capital Raises. On March 3, 2020, the Company entered into an Equity Distribution Agreement (“EDA”) with Maxim Group LLC (“Maxim”) under which the Company may offer and sell shares of its common stock in connection with an at-the-market equity facility (“ATM”) in an aggregate offering amount of up to $50 million, which was increased on June 19, 2020 to $150 million pursuant to an amendment to the EDA, from time to time through Maxim, acting exclusively as the Company’s sales agent. The Company issued 33,416,830 shares of common stock during the year ended December 31, 2020 in connection with the ATM resulting in net proceeds to the Company of approximately $46.1 million after deduction of sales commissions and other offering expenses. The EDA was terminated by the parties on February 12, 2021. On November 25, 2020, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an institutional investor, pursuant to which it sold in a registered direct offering, 5,000,000 shares of its common stock, and warrants to purchase up to 8,000,000 shares of common stock at an exercise price of $1.25 per share (the “2020 Purchase Warrants”) for a combined purchase price of $1.25 per share and pre-funded warrants to purchase up to 3,000,000 shares of common stock ("2020 Pre-funded Warrants") at an exercise price of $0.001 per share at a purchase price of $1.249 per share for net proceeds of $9.2 million after deduction of sales commissions and other offering expenses. Risks and Uncertainties The Company cannot assure you that we will ever earn revenues sufficient to support our operations, or that we will ever be profitable. In order to continue our operations, we have supplemented the revenues we earned with proceeds from the sale of our equity and debt securities and proceeds from loans and bank credit lines. Our business has been impacted by the COVID-19 pandemic and may continue to be impacted. While we have been able to continue operations remotely, we have and continue to experience supply chain constraints and delays in the receipt of certain components of our products impacting delivery times for our products. We have also seen some impact in the demand of certain products and delays in certain projects and customer orders either because they require onsite services which could not be performed as a result of compliance with new rules and regulations resulting from the pandemic, customer facilities being partially or fully closed during the pandemic or because of the uncertainty of the customer’s financial position and ability to invest in our technology. Despite these challenges, including a decline in revenue for certain existing product lines, we were able to realize growth in total revenue for the year ended December 31, 2021 when compared to the year ended 2020, as a result of the addition of new product lines including a full year of sales associated with our SAVES and RTLS product lines, the addition of the CXApp and Game Your Game product lines during the second quarter of 2021 and the addition of the IIoT product line in the fourth quarter of 2021. The total impact that COVID-19 will have on general economic conditions is continuously evolving and the impact it may continue to have on our results of operations continues to remain uncertain and there are no assurances that we will be able to continue to experience the same growth or not be materially adversely effected. The Company's recurring losses and utilization of cash in its operations are indicators of going concern however with the Company's current liquidity position, the Company believes it has the ability to mitigate such concerns for a period of at least one year from the date this financial statements were made issued. Consolidations The consolidated financial statements have been prepared using the accounting records of Inpixon, Inpixon Canada, Inpixon Germany, Inpixon UK, Nanotron, Intranav, Inpixon India, Game Your Game, and CXApp. All material inter-company balances and transactions have been eliminated. Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during each of the reporting periods. Actual results could differ from those estimates. The Company’s significant estimates consist of: • the valuation of stock-based compensation; • the valuation of the assets and liabilities acquired of Sysat, Ten Degrees, Nanotron, Game your Game, Visualix, CXApp, and Intranav as described in Note 4 , Note 5, Note 6, Note 7 , Note 8, Note 9 and Note 10 respectively, as well as the valuation of the Company’s common shares issued in the transaction; • the allowance for credit losses; • the valuation of loans receivable; • the valuation of equity securities; • the valuation allowance for deferred tax assets; and • impairment of long-lived assets and goodwill. Business Combinations The Company accounts for business combinations under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805 “Business Combinations” using the acquisition method of accounting, and accordingly, the assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition. The excess of the purchase price over the estimated fair value is recorded as goodwill. All acquisition costs are expensed as incurred. Upon acquisition, the accounts and results of operations are consolidated as of and subsequent to the acquisition date. Cash and Cash Equivalents Cash and cash equivalents consist of cash, checking accounts, money market accounts and temporary investments with maturities of three months or less when purchased. As of December 31, 2021 and 2020, the Company had no cash equivalents. Accounts Receivable, net and Allowance for Credit Losses Accounts receivables are stated at the amount the Company expects to collect. The Company recognizes an allowance for credit losses to ensure accounts receivables are not overstated due to un-collectability. Bad debt reserves are maintained for various customers based on a variety of factors, including the length of time the receivables are past due, significant one-time events and historical experience. An additional reserve for individual accounts is recorded when the Company becomes aware of a customer’s inability to meet its financial obligation, such as in the case of bankruptcy filings, or deterioration in such customer’s operating results or financial position. If circumstances related to a customer change, estimates of the recoverability of receivables would be further adjusted. The Company has recorded an allowance for credit losses of approximately $0.3 million and $0.2 million as of December 31, 2021 and 2020, respectively. Inventory Finished goods are measured at the cost of manufactured products including direct materials and subcontracted services. Nanotron, states finished goods at the lower of cost and net realizable value on an average cost basis. As the inventory held by Nanotron is typically small dollar value items with small variances in price, an estimate or average is used to determine the balance of inventory. All other subsidiaries of the Company state inventory utilizing the first-in, first-out method. The Company continually analyzes its slow-moving, excess and obsolete inventories. Based on historical and projected sales volumes and anticipated selling prices, the Company establishes reserves. If the Company does not meet its sales expectations, these reserves are increased. Products that are determined to be obsolete are written down to net realizable value. As of December 31, 2021 and 2020, the Company had recorded an inventory obsolescence of approximately $0.4 million and $0.1 million, respectively. Investments Short-term investments Investments with maturities greater than 90 days but less than one year are classified as short-term investments on the consolidated balance sheets and consist of U.S. Treasury Bills. Accrued interest on U.S. Treasury bills are also classified as short term investment. Our short-term investments are considered available for use in current operations, are classified as available-for-sale securities. Available for sale securities are carried at fair value, with an unrealized gains and losses included in the other income (expense) line of the Consolidated Statements of Operations. The Company recorded unrealized losses of approximately $0.2 million for the year end December 31, 2021 which was included on the other income (expense) line in the consolidated statements of operations. No unrealized gain or loss was recorded on available for sale securities for the year ended December 31, 2020. Mezzanine equity When ordinary or preferred shares are determined to be conditionally redeemable upon the occurrence of certain events that are not solely within the control of the issuer, and upon such event, the shares would become redeemable at the option of the holders, they are classified as ‘mezzanine equity’ (temporary equity). The purpose of this classification is to convey that such a security may not be permanently part of equity and could result in a demand for cash, securities or other assets of the entity in the future. Investment in equity securities- fair value Investment securities—fair value consist primarily of investments in equity securities and are carried at fair value in accordance with ASC 321, Investments-Equity Securities (“ASC 321”). These securities are marked to market based on the respective publicly quoted market prices of the equity securities adjusted for liquidity, as necessary. These securities transactions are recorded on a trade date basis. Any unrealized appreciation or depreciation on investment securities is reported in the Condensed Consolidated Statement of Operations within Unrealized Loss on Equity Securities. The Unrealized loss on equity securities was $57.1 million, and zero, for the years ended December 31, 2021 and 2020, respectively. Property and Equipment, net Property and equipment are recorded at cost less accumulated depreciation and amortization. The Company depreciates its property and equipment for financial reporting purposes using the straight-line method over the estimated useful lives of the assets, which range from 3 to 10 years. Leasehold improvements are amortized over the lesser of the useful life of the asset or the initial lease term. Expenditures for maintenance and repairs, which do not extend the economic useful life of the related assets, are charged to operations as incurred, and expenditures, which extend the economic life, are capitalized. When assets are retired, or otherwise disposed of, the costs and related accumulated depreciation or amortization are removed from the accounts and any gain or loss on disposal is recognized. Intangible Assets Intangible assets primarily consist of developed technology, customer lists/relationships, non-compete agreements, intellectual property agreements, export licenses and trade names/trademarks. They are amortized ratably over a range of 1 to 15 years, which approximates customer attrition rate and technology obsolescence. The Company assesses the carrying value of its intangible assets for impairment each year. Based on its assessments, the Company did not incur any impairment charges for the years ended December 31, 2021 and 2020. Acquired In-Process Research and Development (“IPR&D”) In accordance with authoritative guidance, the Company recognizes IPR&D at fair value as of the acquisition date, and subsequently accounts for it as an indefinite-lived intangible asset until completion or abandonment of the associated research and development efforts. Once an IPR&D project has been completed, the useful life of the IPR&D asset is determined and amortized accordingly. If the IPR&D asset is abandoned, the remaining carrying value is written off. During fiscal year 2014, the Company acquired IPR&D through the acquisition of AirPatrol, in 2015 through the acquisition of the assets of LightMiner, in 2019 through the acquisitions of Locality, Jibestream and certain assets of GTX, in 2020 through the SYSTAT licensing agreement, the acquisition of certain assets of Ten Degrees, and the acquisition of Nanotron, and in 2021 through the acquisitions of Game Your Game, certain assets of Visualix, CXApp and IntraNav. The Company's IPR&D is comprised of AirPatrol, LightMiner, Locality, Jibestream, GTX, SYSTAT, Ten Degrees, Nanotron, Game Your Game, Visualix, CXApp and IntraNav, which was valued on the date of the acquisition. It will take additional financial resources to continue development of these technologies. The Company continues to seek additional resources, through both capital raising efforts and meeting with industry experts, for further development of these technologies. Through December 31, 2021, the Company has made some progress with raising capital since these acquisitions, building their pipeline and getting industry acknowledgment. The Company has been recognized by leading industry analysts in a report on leading indoor positioning companies and was also awarded the IoT Security Excellence award by TMC and Crossfire Media. Management remains focused on growing revenue from these products and continues to pursue efforts to recognize the value of the technologies. If the Company chooses to abandon these efforts, or if the Company determines that such funding is not available, the related IPR&D will be subject to significant impairment. Goodwill The Company tests goodwill for potential impairment at least annually, or more frequently if an event or other circumstance indicates that the Company may not be able to recover the carrying amount of the net assets of the reporting unit. The Company has determined that the reporting unit is the entire company, due to the integration of all of the Company’s activities. In evaluating goodwill for impairment, the Company may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount. If the Company bypasses the qualitative assessment, or if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then the Company performs a quantitative impairment test by comparing the fair value of a reporting unit with its carrying amount. The Company calculates the estimated fair value of a reporting unit using a weighting of the income and market approaches. For the income approach, the Company uses internally developed discounted cash flow models that include the following assumptions, among others: projections of revenues, expenses, and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. For the market approach, the Company uses internal analyses based primarily on market comparables. The Company bases these assumptions on its historical data and experience, third party appraisals, industry projections, micro and macro general economic condition projections, and its expectations. The Company performed the annual impairment test as of December 31, 2021 and has recorded impairment of goodwill of $14.8 million and zero during the years ended December 31, 2021 and 2020, respectively. Other Long Term Investments The Company invests in certain equity-method investments: When the Company does not have a controlling financial interest in an entity but can exert significant influence over the entity’s operating and financial policies, the investment is accounted for either (i) under the equity method of accounting or (ii) at fair value by electing the fair value option available under U.S. GAAP. The Company accounted for its equity investment under the equity method of accounting, as the Company is deemed to have significant influence. The Company generally recognizes its share of the equity method investee’s earnings on a three-month lag in instances where the investee’s financial information is not sufficiently timely from the Company’s reporting period. Software Development Costs The Company develops and utilizes internal software for the processing of data provided by its customers. Costs incurred in this effort are accounted for under the provisions of ASC 350-40, "Internal Use Software" and ASC 985-20, "Software – Cost of Software to be Sold, Leased or Marketed", whereby direct costs related to development and enhancement of internal use software is capitalized, and costs related to maintenance are expensed as incurred. The Company capitalizes its direct internal costs of labor and associated employee benefits that qualify as development or enhancement. These software development costs are amortized over the estimated useful life which management has determined ranges from 1 to 5 years. Research and Development Research and development costs consist primarily of professional fees and compensation expense. All research and development costs are expensed as incurred. Research and development costs as of December 31, 2021 and 2020 were $14.1 million and $6.5 million, respectively. Loans and Notes Receivable The Company evaluates loans and notes receivable that don’t qualify as securities pursuant to ASC 310 – "Receivables", wherein such loans would first be classified as either “held for investment” or ‘held for sale”. Loans would be classified as “held for investment”, if the Company has the intent and ability to hold the loan for the foreseeable future, or to maturity or pay-off. Loans would be classified as “held for sale”, if the Company intends to sell the loan. Loan receivables classified as “held for investment” are carried on the balance sheet at their amortized cost and are periodically evaluated for impairment. Loan receivables classified as “held for sale” are carried on the balance sheet at the lower of their amortized cost or fair value, with a valuation allowance being recorded (with a corresponding income statement charge) if the amortized cost exceeds the fair value. For loans carried on the balance sheet at fair value, changes to the fair value amount that relate solely to the passage of time will be recorded as interest income. Income Taxes The Company accounts for income taxes using the asset and liability method. Accordingly, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in the tax rate is recognized in income or expense in the period that the change is effective. Income tax benefits are recognized when it is probable that the deduction will be sustained. A valuation allowance is established when it is more likely than not that all or a portion of a deferred tax asset will either expire before the Company is able to realize the benefit, or that future deductibility is uncertain. Non-Controlling Interest The Company has an 82.5% equity interest in Inpixon India and a 55.4% equity interest in Game Your Game as of December 31, 2021. The portion of the Company’s equity attributable to this third party non-controlling interest was approximately $1.7 million and $41 thousand as of December 31, 2021 and 2020, respectively. Foreign Currency Translation Assets and liabilities related to the Company’s foreign operations are calculated using the Indian Rupee, Canadian Dollar, British Pound and Euro, and are translated at end-of-period exchange rates, while the related revenues and expenses are translated at average exchange rates prevailing during the period. Translation adjustments are recorded as a separate component of consolidated stockholders’ equity, totaling a gain/(loss) of approximately $(0.6) million and $0.6 million for the years ended December 31, 2021 and 2020, respectively. Gains or losses resulting from transactions denominated in foreign currencies are included in other income (expense) in the consolidated statements of operations. The Company engages in foreign currency denominated transactions with customers that operate in functional currencies other than the U.S. dollar. Aggregate foreign currency net transaction losses were not material for the years ended December 31, 2021 and 2020. Comprehensive Income (Loss) The Company reports comprehensive income (loss) and its components in its consolidated financial statements. Comprehensive loss consists of net loss, foreign currency translation adjustments and unrealized gains and losses from marketable securities, affecting stockholders’ (deficit) equity that, under GAAP, are excluded from net loss. Revenue Recognition The Company recognizes revenue when control is transferred of the promised products or services to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services. The Company derives revenue from software as a service, design and implementation services for its Indoor Intelligence systems, and professional services for work performed in conjunction with its systems. Hardware and Software Revenue Recognition For sales of hardware and software products, the Company’s performance obligation is satisfied at a point in time when they are shipped to the customer. This is when the customer has title to the product and the risks and rewards of ownership. The delivery of products to Inpixon's customers occurs in a variety of ways, including (i) as a physical product shipped from the Company’s warehouse, (ii) via drop-shipment by a third-party vendor, or (iii) via electronic delivery with respect to software licenses. The Company leverages drop-ship arrangements with many of its vendors and suppliers to deliver products to customers without having to physically hold the inventory at its warehouse. In such arrangements, the Company negotiates the sale price with the customer, pays the supplier directly for the product shipped, bears credit risk of collecting payment from its customers and is ultimately responsible for the acceptability of the product and ensuring that such product meets the standards and requirements of the customer. Accordingly, the Company is the principal in the transaction with the customer and records revenue on a gross basis. The Company receives fixed consideration for sales of hardware and software products. The Company’s customers generally pay within 30 to 60 days from the receipt of a customer approved invoice. The Company has elected the practical expedient to expense the costs of obtaining a contract when they are incurred because the amortization period of the asset that otherwise would have been recognized is less than a year. Software As A Service Revenue Recognition With respect to sales of the Company’s maintenance, consulting and other service agreements including the Company’s digital advertising and electronic services, customers pay fixed monthly fees in exchange for the Company’s service. The Company’s performance obligation is satisfied over time as the digital advertising and electronic services are provided continuously throughout the service period. The Company recognizes revenue evenly over the service period using a time-based measure because the Company is providing continuous access to its service. Professional Services Revenue Recognition The Company’s professional services include milestone, fixed fee and time and materials contracts. Professional services under milestone contracts are accounted for using the percentage of completion method. As soon as the outcome of a contract can be estimated reliably, contract revenue is recognized in the consolidated statement of operations in proportion to the stage of completion of the contract. Contract costs are expensed as incurred. Contract costs include all amounts that relate directly to the specific contract, are attributable to contract activity, and are specifically chargeable to the customer under the terms of the contract. Professional services are also contracted on the fixed fee and time and materials basis. Fixed fees are paid monthly, in phases, or upon acceptance of deliverables. The Company’s time and materials contracts are paid weekly or monthly based on hours worked. Revenue on time and material contracts is recognized based on a fixed hourly rate as direct labor hours are expended. Materials, or other specified direct costs, are reimbursed as actual costs and may include markup. The Company has elected the practical expedient to recognize revenue for the right to invoice because the Company’s right to consideration corresponds directly with the value to the customer of the performance completed to date. For fixed fee contracts including maintenance service provided by in house personnel, the Company recognizes revenue evenly over the service period using a time-based measure because the Company is providing continuous service. Because the Company’s contracts have an expected duration of one year or less, the Company has elected the practical expedient in ASC 606-10-50-14(a) to not disclose information about its remaining performance obligations. Anticipated losses are recognized as soon as they become known. For the years ended December 31, 2021 and 2020, the Company did not incur any such losses. These amounts are based on known and estimated factors. License Revenue Recognition The Company enters into contracts with its customers whereby it grants a non-exclusive on-premise license for the use of its proprietary software. The contracts provide for either (i) a one year stated term with a one year renewal option, (ii) a perpetual term or (iii) a two year term for students with the option to upgrade to a perpetual license at the end of the term. The contracts may also provide for yearly on-going maintenance services for a specified price, which includes maintenance services, designated support, and enhancements, upgrades and improvements to the software (the “Maintenance Services”), depending on the contract. Licenses for on-premises software provide the customer with a right to use the software as it exists when made available to the customer. All software provides customers with the same functionality and differ mainly in the duration over which the customer benefits from the software. The timing of the Company's revenue recognition related to the licensing revenue stream is dependent on whether the software licensing agreement entered into represents a good or service. Software that relies on an entity’s IP and is delivered only through a hosting arrangement, where the customer cannot take possession of the software, is a service. A software arrangement that is provided through an access code or key represents the transfer of a good. Licenses for on-premises software represents a good and provide the customer with a right to use the software as it exists when made available to the customer. Customers may purchase perpetual licenses or subscribe to licenses, which provide customers with the same functionality and differ mainly in the duration over which the customer benefits from the software. Revenue from distinct on-premises licenses is recognized upfront at the point in time when the software is made available to the customer. Renewals or extensions of licenses are evaluated as distinct licenses (i.e., a distinct good or service), and revenue attributed to the distinct good or service cannot be recognized until (1) the entity provides the distinct license (or makes the license available) to the customer and (2) the customer is able to use and benefit from the distinct license. Renewal contracts are not combined with original contracts, and, as a result, the renewal right is evaluated in the same manner as all other additional rights granted after the initial contract. The revenue is not recognized until the customer can begin to use and benefit from the license, which is typically at the beginning of the license renewal period. Therefore, the Company recognizes revenue resulting from renewal of licensed software at a point in time, specifically, at the beginning of the license renewal period. The Company recognizes revenue related to Maintenance Services evenly over the service period using a time-based measure because the Company is providing continuous service and the customer simultaneously receives and consumes the benefits provided by the Company’s performance as the services are performed. Contract Balances The timing of the Company’s revenue recognition may differ from the timing of payment by its customers. The Company records a receivable when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related serv |
Disaggregation of Revenue
Disaggregation of Revenue | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Disaggregation of Revenue Disaggregation of Revenue The Company recognizes revenue when control is transferred of the promised products or services to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services. The Company derives revenue from software as a service, design and implementation services for its Indoor Intelligence systems, and professional services for work performed in conjunction with its systems recognition policy. Revenues consisted of the following (in thousands): For the Years Ended December 31, 2021 2020 Recurring revenue Hardware $ 3 $ — Software 7,152 4,107 Professional services 35 134 Total recurring revenue $ 7,190 $ 4,241 Non-recurring revenue Hardware $ 3,830 $ 3,144 Software 1,974 523 Professional services 3,001 1,389 Total non-recurring revenue $ 8,805 $ 5,056 Total Revenue $ 15,995 $ 9,297 For the Years Ended December 31, 2021 2020 Revenue recognized at a point in time Indoor Intelligence (1) $ 4,371 $ 3,345 Saves (1) 1,436 506 Shoom (1) — — Total $ 5,807 $ 3,851 Revenue recognized over time Indoor Intelligence (2) (3) $ 6,676 $ 2,715 Saves (3) 1,501 712 Shoom (3) 2,011 2,019 Total $ 10,188 $ 5,446 Total Revenue $ 15,995 $ 9,297 (1) Hardware and Software's performance obligation is satisfied at a point in time where when they are shipped to the customer. (2) Professional services are also contracted on the fixed fee and time and materials basis. Fixed fees are paid monthly, in phases, or upon acceptance of deliverables. The Company has elected the practical expedient to recognize revenue for the right to invoice because the Company’s right to consideration corresponds directly with the value to the customer of the performance completed to date, in which revenue is recognized over time. (3) Software As A Service Revenue's performance obligation is satisfied evenly over the service period using a time-based measure because the Company is providing continuous access to its service and service is recognized overtime. |
Systat Licensing Agreement
Systat Licensing Agreement | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Systat Licensing Agreement | Systat Licensing Agreement On June 19, 2020, the Company entered into an exclusive license with Cranes Software International Ltd. and Systat Software, Inc. (together the “Systat Parties”) to use, market, distribute, and develop the SYSTAT and SigmaPlot software suite of products (the “License Grant”) pursuant to the terms and conditions of that certain Exclusive Software License and Distribution Agreement, deemed effective as of June 1, 2020 (the “Effective Date”), and amended on June 30, 2020 (as amended, the “License Agreement”). The Company pursued this transaction in order to diversify its product offerings by increasing its software solution offerings, in addition to expanding its cross-selling opportunities across a global customer base in an effort to maintain continued revenue growth and mitigate or offset the risks and uncertainties anticipated with its existing hardware products as a result of the Covid-19 pandemic. In accordance with ASC 805, the transaction was deemed to be the acquisition of a business and accounted for as a business combination with an acquisition date of June 30, 2020 (the “Closing Date”). In accordance with the terms of the License Agreement, on the Closing Date, we partitioned a portion of that certain promissory note (the “Sysorex Note”) issued to us by Sysorex, Inc. (“Sysorex”), into a new note in an amount equal to $3.0 million in principal plus accrued interest (the “Closing Note”) and assigned the Closing Note and all rights and obligations thereunder to Systat Software, Inc. in accordance with the terms and conditions of that certain Promissory Note Assignment and Assumption Agreement. An additional $3.3 million of the principal balance underlying the Sysorex Note was partitioned and assigned to Systat Software, Inc. as consideration payable for the rights granted under the license as follows: (i) $1.3 million on the three month anniversary of the Closing Date; (ii) $1.0 million on the six month anniversary of the Closing Date; and (iii) $1.0 million on March 19, 2021. In addition, the cash consideration of $2.2 million was delivered on July 8, 2020. In connection with the License Grant, the Systat Parties provided Inpixon with equipment to use at no additional cost for a minimum period of six months following the Closing Date. The Company is also entitled to any customer maintenance revenue, new license fees, or license renewal fees, received by any of the Systat Parties after June 1, 2020 in connection with the Systat Customer Contracts and/or Systat Distribution Agreements (as such terms are defined in the License Agreement) assigned to and assumed by us in connection with the License Agreement. The net amount owed to the Company for this period is included in the Other Receivable line item listed in the assets acquired below. The License Grant will remain in effect for a period of 15 years years following the Closing Date, unless terminated sooner upon mutual written consent of Systat Software, Inc. and us or upon termination by either for the other party’s specified breach. In connection with the License Grant, the Company expanded its operations into the United Kingdom and Germany. As a result of such expansion, the Company formed Inpixon Limited, a new wholly owned subsidiary in the United Kingdom, and established Inpixon GmbH, a wholly owned subsidiary incorporated under the laws of Germany. The total recorded purchase price for the transaction was $2.2 million, which consisted of the $2.2 million cash consideration as a full valuation allowance was retained against the Sysorex Note. The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Other receivable $ 44 Developed technology 1,190 Customer relationships 430 Tradename & Trademarks 279 Non-compete agreements 495 Goodwill 495 $ 2,933 Liabilities Assumed: Deferred Revenue $ 733 733 Total Purchase Price $ 2,200 The value of the intangibles and goodwill were calculated by a third party valuation firm based on projections and financial data provided by management of the Company. The deferred revenue included in the consolidated financial statements is the expected liability to service the projects. The goodwill represents the excess fair value after the allocation to the intangibles. The calculated goodwill is deductible for tax purposes. The financial data of the License Grant is included in the Company’s financial statements as of deemed acquisition date of June 30, 2020. On February 22, 2021, the Company entered into a Second Amendment to the License Agreement to allow for the exercise of the purchase option in whole or in part anytime during the Purchase Option Period and to provide for cash consideration in lieu of an assignment of the Note at its option. In addition, the Company exercised its option to purchase a portion of the underlying assets, including certain software, trademarks, solutions, domain names and websites from Systat in exchange for consideration in an amount equal to $0.9 million. The Second Amendment was accounted for as a business combination in accordance with ASC 805 Business Combinations. The value of the intangibles and goodwill were calculated by a third party valuation firm based on projections and financial data provided by management of the Company. The purchase price is allocated as follows (in thousands): Fair Value Allocation Intangible assets: Trademarks $ 296 Webstores & Websites 404 Goodwill 200 Total net assets acquired $ 900 Proforma information has not been presented as it has been deemed immaterial. |
Ten Degrees Acquisition
Ten Degrees Acquisition | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Ten Degrees Acquisition | Ten Degrees AcquisitionOn August 19, 2020, in accordance with the terms and conditions of that certain Asset Purchase Agreement ("APA"), by and among the Company, Ten Degrees Inc. (“TDI”), Ten Degrees International Limited (“TDIL”), mCube International Limited (“MCI”), and the holder of a majority of the outstanding capital of TDIL and mCube, Inc., and the sole shareholder of 100% of the outstanding capital stock of MCI (“mCube,” together with TDI, TDIL, and MCI collectively, the “Transferors”), the Company acquired a suite of on-device “blue-dot” indoor location and motion technologies, including patents, trademarks, software and related intellectual property from the Transferors (collectively, the “TDI Assets”). The acquisition of the blue-dot technology further strengthened and enhanced the Company’s indoor intelligence capabilities allowing it to offer on-device wayfinding capabilities through integration with its mapping technology. In accordance with ASC 805, the transaction was deemed to be the acquisition of a group of assets, and not to be accounted for as a business combination, with an asset acquisition date of August 19, 2020. The TDI Assets were acquired for consideration consisting of (i) $1.5 million in cash and (ii) 480,000 shares of the Company's common stock. In accordance with the terms of the APA, commencing as of the date of the APA, the Transferors, and their affiliates, have agreed to not compete with our business associated with the TDI Assets for a period of five years from the closing date. In addition, each party agreed to not solicit any employees from the other party for a period of one year from the closing date, subject to certain exceptions. The total recorded purchase price for the transaction was $2.1 million, which consisted of the cash paid of $1.5 million and $0.6 million representing the value of the stock issued upon closing. The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Developed technology $ 1,701 Non-compete agreements 399 Total Purchase Price $ 2,100 |
Nanotron Acquisition
Nanotron Acquisition | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Nanotron Acquisition | Nanotron Acquisition On October 6, 2020, the Company, through its wholly-owned subsidiary, Inpixon GmbH, a limited liability company incorporated under the laws of Germany, completed the acquisition of all the outstanding capital stock of Nanotron, a limited liability company incorporated under the laws of Germany, pursuant to the terms and conditions of that certain Share Sale and Purchase Agreement, dated as of October 5, 2020, among the Company, Nanotron and Sensera Limited (the "Seller", and the owner of all outstanding shares of Nanotron), a stock corporation incorporated under the laws of Australia and the sole shareholder of Nanotron. As a result of the acquisition, the Company now owns 100% of Nanotron. Nanotron’s business consists of developing and manufacturing location-aware IoT systems and solutions. The Company pursued the transaction in order to further strengthen and expand its indoor intelligence platform and capabilities to include real time location services and asset tracking capabilities broadening its industry cover to include the industrial sector, expand its customer, partner and user base and deepen its geographic presence in regions outside of North America. The total paid to Nanotron was an aggregate purchase price of $8.7 million in cash (less the Holdback Funds (as defined below) and certain other closing adjustments) for the outstanding shares of Nanotron. The price was subject to certain post-Closing adjustments based on actual working capital as of the closing as described in the Purchase Agreement. Inpixon retained $0.8 million (the “Holdback Funds”) from the purchase price to secure Nanotron’s obligations under the purchase agreement, with any unused portion of the Holdback Funds to be released to the Seller on the date that is 18 months after the Closing Date. As discussed above, the certain adjustments to the Purchase Price are adjustments for severance payments and calculations of Net Working Capital versus the Working Capital Target (calculation defined as “Net Working Capital Adjustment”). The adjustment for severance payments includes a $0.2 million reduction in purchase price for severance payments due after the closing date offset by a return credit of $0.1 million for severance payments owed by Sensera Limited. As for Net Working Capital Adjustment, Net Working Capital was determined to be less than the Working Capital Target by an amount of $0.03 million, resulting in a reduction in the purchase price of $0.03 million. Inpixon Germany paid the purchase price from funds received in connection with a capital contribution from Inpixon, and a portion of the purchase price was used by the Seller to satisfy outstanding loans payable by Sensera Limited to obtain the release of certain existing security interests on Nanotron’s assets. On February 24, 2021, the Company entered into an amendment to the Purchase Agreement pursuant to which we agreed to the early release of the Holdback Funds, in exchange for a reduction in the total amount payable to the Seller by $0.2 million. In addition, the amount payable was further reduced by $0.1 million in connection with a post closing working capital adjustment and the satisfaction of a claim related to a customer dispute. A balance of $0.5 million was paid to the Seller in full satisfaction of the Holdback Funds payable by the Purchaser to the Seller pursuant to the Purchase Agreement. The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 301 Trade and other receivables 576 Inventory 827 Prepaid expenses and other current assets 103 Operating lease right-of-use asset 557 Property, plant, and equipment 433 Tradename 51 Proprietary Technology 1,213 Customer Relationships 1,055 Non-compete Agreements 610 In-Process R&D 505 IP Agreement 178 Goodwill 3,501 Total assets acquired $ 9,910 Liabilities assumed: Accounts payable 526 Lease liabilities 557 Restructuring Costs 214 Accrued Liabilities 361 Total liabilities assumed 1,658 Estimated fair value of net assets acquired: $ 8,252 The value of the intangibles and goodwill were calculated by a third party valuation firm based on projections and financial data provided by management of the Company. The goodwill represents the excess fair value after the allocation to the intangibles. The calculated goodwill is not tax deductible for local tax purposes, but will be amortizable in the computation of the shareholder’s U.S. tax liability. |
Game Your Game Acquisition
Game Your Game Acquisition | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Game Your Game Acquisition | Game Your Game AcquisitionOn April 9, 2021, the Company acquired Game Your Game, and its wholly owned subsidiary Active Mind to further the Company's strategy to reach the end customer with apps in the growing sports analytics space. In exchange for a purchase price of $3.1 million the Company acquired 522,000 shares of the Company's common stock from Game Your Game, which represent 55.4% of the outstanding shares of Common Stock of Game Your Game. The goodwill of $0.5 million arising from the acquisition consists of an acquired workforce, as well as synergies and economies of scale expected from combined operations of Inpixon and Game Your Game. The following table represents the purchase price (in thousands). Cash $ 1,667 Stock (1,179,077 number of common stock shares) 1,403 Total Purchase Price $ 3,070 The acquisition is being accounted for as a business combination in accordance with ASC 805 Business Combinations. The Company has determined preliminary fair values of the assets acquired and liabilities assumed in the acquisition. These values are subject to change as we perform additional reviews of our assumptions utilized. In connection with the acquisition, the Company recorded a non-controlling interest for the 44.6% ownership from unrelated third parties. The non-controlling interest was recorded at fair value on the closing date of the Acquisition. Future net income (loss) attributable to the non-controlling interest will be allocated based on its respective ownership. The Company has made an allocation of the purchase price of the acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,851 Accounts receivable 36 Inventory 144 Other current assets 37 Property and equipment 105 Other assets 4 Tradename 628 Proprietary technology 2,824 Customer relationship 847 Goodwill 459 Total assets acquired $ 6,935 Liabilities assumed: Accounts payable $ 957 Accrued expenses and other liabilities 436 Total liabilities assumed 1,393 Estimated fair value of net assets acquired: $ 5,542 Less: Non Controlling Interest (2,472) Estimated fair value of net assets acquired attributable to the Company $ 3,070 The value of the intangibles and goodwill were calculated by a third party valuation firm based on projections and financial data provided by management of the Company. The goodwill represents the excess fair value after the allocation to the intangibles. The calculated goodwill is not tax deductible for tax purposes. Total acquisition-related costs for the Acquisition incurred during the period ended December 31, 2021 ended was $0.3 million and is included in acquisition-related costs in the Purchaser’s Statements of Operations. The below table details the acquisition-related costs for the Acquisition (in thousands): Professional fees $ 158 Consulting fees 150 Total acquisition costs $ 308 |
Visualix Acquisition
Visualix Acquisition | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Visualix Acquisition | Visualix Acquisition On April 23, 2021 (the “Closing Date”), the Company entered a certain asset purchase agreement by and among the Company, Visualix GmbH i.L. (the “Visualix”), Darius Vahdat-Pajouh and Michal Bucko (each, a “Founder,” and collectively, the “Founders”), and Future Energy Ventures Management GmbH (“FEVM”). Prior to the Closing Date, Visualix owned and operated certain computer vision, robust localization, large-scale navigation, mapping, and 3D reconstruction technologies (collectively, the “Underlying Technology”). In accordance with the terms of the asset purchase agreement, the Company purchased from Visualix the entirety of its assets consisting primarily of intellectual property including the underlying technology. Additionally, the Company purchased certain patent applications related to the underlying technology from FEVM. In consideration of the transactions (the “Consideration”) contemplated by the Asset Purchase Agreement, the Company: 1. remitted a cash payment in the amount of Fifty Thousand Euros (EUR €50,000) to Visualix 2. issued 316,768 shares of Common Stock to Visualix; and 3. issued 52,795 to shares of Common Stock to FEVM. The asset purchase agreement includes customary representations and warranties, as well as certain covenants, including, inter alia, that the Founders are hired as employees of Inpixon GmbH and Visualix and the Founders shall not, for a period of two (2) years following the Closing Date, directly or indirectly, compete with the Company in the sectors of Mapping and Localization Technology (as defined in the asset purchase agreement). The following table represents the purchase price (in thousands). Cash $ 61 Stock (369,563 common stock shares at $1.16 per share) 429 Total Purchase Price $ 490 Assets Acquired (in thousands): Developed Technology $ 429 Non-compete Agreements 61 Total Purchase Price $ 490 |
CXApp Acquisition
CXApp Acquisition | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
CXApp Acquisition | CXApp AcquisitionOn April 30, 2021, the Company acquired Design Reactor, Inc. (“CXApp”) which enables corporate enterprise organizations to provide a custom-branded, location-aware employee app focused on enhancing the workplace experience and hosting virtual and hybrid events. An important aspect of the Company’s strategy towards delivering a comprehensive indoor intelligence offering required direct engagement with the end-user through an app. With the CXApp acquisition, the Company was able to establish that direct engagement, eliminating the need for a third part app developer partner. The transaction was attractive to the Company because it would complete its strategic vision to have the most comprehensive suite of indoor intelligence solutions, was anticipated to be accretive to earnings and revenue, increase the Company’s average selling price and result in the acquisition of several marquee customers. In exchange for the aggregate purchase price of $32.1 million, the Company acquired all of the outstanding capital of the CXApp, incorporated in the State of California. The price was subject to certain post-closing adjustments based on actual working capital as of the closing as described in the stock purchase agreement. The goodwill of $15.3 million arising from the acquisition consists of an acquired workforce, as well as synergies and economies of scale expected from combined operations of Inpixon and the CXApp. The following table represents the purchase price (in thousands). Cash $ 22,132 Stock (8,849,538 common stock shares at $1.13 per share) 10,000 Total Purchase Price $ 32,132 In relation to the cash payment, Inpixon retained $4.9 million of Holdback Funds from the Purchase Price to secure the Seller's obligations under the stock purchase agreement, with any unused portion of the Holdback Funds to be released to the Seller on the date that is 18 months after the Closing Date. In addition, to the Holdback Funds, the Company is to pay various costs to third parties on the Seller's behalf. These costs consisted of Seller transaction expenses, option payouts, bonus payouts, and miscellaneous accrued expenses. The Company retained cash for these future payments and recorded these future payments in Acquisition Liability on the closing date of the Acquisition. During the measurement period the holdback funds was adjusted by $0.2 million to account for work capital adjustments. The following represents the amounts that were recorded to Acquisition Liability (in thousands): Acquisition Liability Current Option payout $ 296 Bonus payout 34 Seller transaction expenses 72 Miscellaneous accrued expenses 174 Total current $ 576 Noncurrent Option payout $ 493 Bonus payout 57 Holdback funds 4,875 Total noncurrent 5,425 6,001 Less adjustment to holdback funds due to measurement period adjustment (209) Less payments made during the three months ended June 30, 2021 (136) Less payments made during the three months ended September 30, 2021 (104) Less payments made during the three months ended December 31, 2021 $ (220) Total acquisition liability $ 5,332 In connection with the Acquisition, the Company is to pay an additional amount up to $12.5 million to certain select sellers of CXApp shares (payable in shares of the Company’s common stock based on a per share price of $1.13, subject to stockholder approval) in contingent earnout payments subject to CXApp meeting certain revenue targets on the one year anniversary of the Acquisition date. (the "Earnout Payment"). The Earnout Payment is subject to and conditioned upon each individual select seller's continued active employment or service with the Company at the time of the earnout payment date. The Earnout Payment is treated as post-combination compensation expense. On December 30, 2021, the Company entered into an Amendment to Stock Purchase Agreement (the "Amendment"), with the sellers' representative, pursuant to which the parties to the Purchase Agreement agreed to (i) amend the amount of the earnout target from $8.3 million to $4.2 million; (ii) amend the duration of the earnout period from the period of the closing date through twelve month anniversary to the cclosing date to the period from the closing date through December 31, 2021; and (iii) eliminate the sellers' representative's right to accelerate the Earnout Payment upon a sale or change of control of the Company. The Company evaluated the Amendment noting the Amendment accelerated expense related to the Earnout Payment. The Company recorded $6.5 million of this expense for the year ended December 31, 2021 which is included in the General and Administrative costs of the consolidated statements of operations. The Acquisition is being accounted for as a business combination in accordance with ASC 805 Business Combinations. The Company has determined preliminary fair values of the assets acquired and liabilities assumed in the Acquisition. These values are subject to change as we perform additional reviews of our assumptions utilized. The Company has made a provisional allocation of the purchase price of the Acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the preliminary purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,153 Trade and other receivables 1,626 Prepaid expenses and other current assets 68 Property, plant, and equipment 6 Tradename 2,170 Proprietary technology 8,350 Customer relationships 5,020 Non-compete agreements 2,690 Goodwill 15,306 Total assets acquired $ 36,389 Liabilities assumed: Accounts payable $ 203 Deferred revenue 1,319 Accrued expenses and other liabilities 116 Deferred tax liability 2,591 Other tax liability, noncurrent 28 Total liabilities assumed 4,257 Estimated fair value of net assets acquired: $ 32,132 The value of the intangibles and goodwill were calculated by a third party valuation firm based on projections and financial data provided by management of the Company. The goodwill represents the excess fair value after the allocation to the intangibles. The calculated goodwill is not tax deductible for tax purposes. Total acquisition-related costs for the Acquisition incurred during the year ended December 31, 2021 was $0.5 million and is included in acquisition-related costs in the Company’s Statements of Operations. The below table details the acquisition-related costs for the Acquisition (in thousands): Accounting fees $ 115 Legal fees 389 Total acquisition costs $ 504 |
IntraNav Acquisition
IntraNav Acquisition | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
IntraNav Acquisition | IntraNav Acquisition On December 9, 2021, the Company, through its wholly owned subsidiary, Inpixon Germany, through its wholly owned subsidiary, Nanotron Technologies acquired IntraNav GmbH. IntraNav will bring new, comprehensive products and technologies, and a broad IP portfolio to strengthen the Company's established RTLS product line. In exchange for a Purchase Price of $1.1 million, the Purchaser acquired all the outstanding shares of IntraNav. The goodwill of $0.5 million arising from the Acquisition consists of an acquired workforce, as well as synergies and economies of scale expected from combined operations of Nanotron and IntraNav. The Acquisition is being accounted for as a business combination in accordance with ASC 805. The Company has determined preliminary fair values of the assets acquired and liabilities assumed in the Acquisition. These values are subject to change as we perform additional reviews of our assumptions utilized. The Company has made a provisional allocation of the purchase price of the Acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the provisional purchase price allocations relating to the Acquisition: Cash Considerations (EUR) € 1,000,000 Less: IntraNav's indebtedness in excess of EUR 150,000 — Total Purchase Price (EUR) € 1,000,000 Total Purchase Price (USD) - at 1.13249 USD per EUR $ 1,132,490 Fair Value Allocation Assets acquired: Cash and cash equivalents $ 109 Accounts receivable 110 Prepaid expenses and other current assets 135 Inventory 844 Right of use asset 312 Property, plant, and equipment 30 Other assets 113 Tradename & trademarks 168 Proprietary technology 507 Customer relationships 197 Goodwill 482 Total assets acquired $ 3,007 Liabilities assumed: Accounts payable 2 Accrued liabilities 413 Lease liabilities – current 54 Lease liabilities - noncurrent 231 Payable to new parent 391 Deferred revenue 784 Total liabilities assumed 1,875 Estimated fair value of net assets acquired: $ 1,132 Total acquisition-related costs for the Acquisition incurred during the year ended December 31, 2021, was $209,036, and is included in selling, general and administrative expense in the Company's consolidated statements of operations. The following table details the acquisition related costs for the Acquisition: Accounting fees $ 10 Legal fees 199 Total acquisition costs $ 209 |
Proforma Financial Information
Proforma Financial Information | 12 Months Ended |
Dec. 31, 2021 | |
Business Acquisition, Pro Forma Information [Abstract] | |
Proforma Financial Information | Proforma Financial Information Nanotron Proforma and CXApp Proforma Financial Information The following unaudited proforma financial information presents the consolidated results of operations of the Company, Nanotron and CXApp for the years ended December 31, 2021 and 2020, as if the acquisitions had occurred as of the beginning of the first period presented instead of on October 5, 2020 for Nanotron and on April 30, 2021 for CXApp. The proforma information does not necessarily reflect the results of operations that would have occurred had the entities been a single company during those periods. The proforma financial information for Systat, Ten Degrees, Game Your Game, Visualix and IntraNav have not been presented as it is deemed immaterial. The proforma financial information for the Company, Nanotron and CXApp is as follows (in thousands): For the Years Ended December 31, 2021 2020 Revenues $ 17,845 $ 16,641 Net loss attributable to common stockholders $ (78,430) $ (31,568) Net loss per basic and diluted common share $ (0.71) $ (0.84) Weighted average common shares outstanding: Basic and Diluted 110,867,515 37,650,031 |
Inventory
Inventory | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Inventory | Inventory Inventory as of December 31, 2021 and 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Raw materials $ 463 $ 211 Work-in-process 539 137 Finished goods 1,412 1,033 Subtotal 2,414 1,381 Inventory obsolescence reserve (438) (138) Total Inventory $ 1,976 $ 1,243 |
Property and Equipment, net
Property and Equipment, net | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment, net | Property and Equipment, net Property and equipment as of December 31, 2021 and 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Computer and office equipment $ 1,961 $ 1,421 Furniture and fixtures 447 287 Leasehold improvements 50 45 Software 868 829 Total 3,326 2,582 Less: accumulated depreciation and amortization (1,884) (1,137) Total Property and Equipment, Net $ 1,442 $ 1,445 Depreciation and amortization expense were approximately $0.4 million and $0.1 million for the years ended December 31, 2021 and 2020, respectively. |
Investments in Equity Securitie
Investments in Equity Securities | 12 Months Ended |
Dec. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Investments in Equity Securities | Investment in Equity Securities Investment securities—fair value consist of investments in the Company’s investment in shares and rights of equity securities. The composition of the Company’s investment securities—fair value was as follows (in thousands): December 31, 2021 Cost Fair Value Investments in equity securities -fair value Equity shares $ 47,841 $ 1,493 Equity rights 11,064 345 Total investments in equity securities - fair value $ 58,905 $ 1,838 For the year ended December 31, 2021, the Company recognized a net unrealized loss of $57.1 million on the statement of operations. There were no realized gains and losses on equity securities for the year ended December 31, 2021. |
Software Development Costs, net
Software Development Costs, net | 12 Months Ended |
Dec. 31, 2021 | |
Research and Development [Abstract] | |
Software Development Costs, net | Software Development Costs, net Capitalized software development costs as of December 31, 2021 and 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Capitalized software development costs $ 4,463 $ 5,275 Accumulated amortization (2,671) (3,554) Software development costs, net $ 1,792 $ 1,721 The weighted average remaining amortization period for the Company’s software development costs is 3.0 years. Amortization expense for capitalized software development costs was approximately $0.9 million and $0.7 million for each of the years ended December 31, 2021 and 2020. Future amortization expense on the computer software is anticipated to be as follows (in thousands): For the Years Ending December 31, Amount 2022 $ 802 2023 443 2024 357 2025 99 2026 and thereafter 91 Total $ 1,792 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets The Company has recorded goodwill and other indefinite-lived assets in connection with its acquisition of Systat, GTX Nanotron, Locality, Jibestream, CXApp, Game Your Game, and IntraNav. Goodwill, which represents the excess of acquisition cost over the fair value of the net tangible and intangible assets of the acquired company, is not amortized. Indefinite-lived intangible assets are stated at fair value as of the date acquired in a business combination. The Company’s goodwill balance and other assets with indefinite lives were evaluated for potential impairment on a reporting unit level during the years ended December 31, 2021 and 2020, as certain indications on a qualitative and quantitative basis were identified that an impairment exists as of the reporting date as of December 31, 2021. During the year ended December 31, 2021, the Company recognized approximately $14.8 million of goodwill impairment on GTX, Nanontron, Locality, Jibestream, CXApp, Game Your Game and IntraNav. During the year ended December 31, 2020, the Company did not recognize any goodwill impairment. The Company utilized qualitative factors in determining if the carrying amounts of the Company’s reporting units exceeded the fair value of the Company, and noted that no such factors indicated impairment on any of its goodwill. The following table summarizes the changes in the carrying amount of Goodwill for the year ended December 31, 2021 (in thousands): Segments Saves Indoor Intelligence Acquisition Systat GTX Nanotron Locality Jibestream CXApp Game Your Game IntraNav Total Balance as of January 1, 2020 $ — $ — $ — $ 672 $ 1,398 $ — $ — $ — $ 2,070 Goodwill additions through acquisitions 520 2 3,755 — 15 — — — 4,292 Exchange rate fluctuation at December 31, 2020 — — 176 — 50 — — — 226 Balance as of January 1, 2021 $ 520 $ 2 $ 3,931 $ 672 $ 1,463 $ — $ — $ — $ 6,588 Goodwill additions through acquisitions 200 — — — — 17,432 286 482 18,400 Goodwill impairment — (1) (2,263) (689) (967) (10,239) (307) (323) (14,789) Valuation Measurement Period Adjustments (25) — (255) — — (2,127) 173 — (2,234) Exchange rate fluctuation at December 31, 2021 — — (294) 17 (16) — — — (293) Balance as of December 31, 2021 $ 695 $ 1 $ 1,119 $ — $ 480 $ 5,066 $ 152 $ 159 $ 7,672 As of December 31, 2021 and 2020 there was no goodwill allocated for the Shoom segment. Intangible assets at December 31, 2021 and 2020 consisted of the following (in thousands): Gross Carrying Amount December 31, Accumulated Amortization December 31, Remaining Weighted Average Useful Life 2021 2020 2021 2020 IP Agreement $ 172 $ 186 $ (54) $ (12) 2.75 Trade Name/Trademarks $ 3,602 $ 1,112 $ (662) $ (854) 4.25 Webstores & Websites 404 — (123) — 2.08 Customer Relationships 9,294 5,590 (1,440) (2,972) 5.74 Developed Technology 22,175 26,216 (3,010) (16,646) 8.45 Non-compete Agreements 4,786 2,485 (1,666) (902) 2.44 Totals $ 40,433 $ 35,589 $ (6,955) $ (21,386) Aggregate Amortization Expense: Aggregate amortization expense for the years ended December 31, 2021 and 2020 were $5.1 million and $2.5 million, respectively. Future amortization expense on intangibles assets is anticipated to be as follows (in thousands): For the Years Ending December 31, Amount 2022 6,144 2023 5,994 2024 5,038 2025 4,405 2026 and thereafter 11,897 Total $ 33,478 |
Other Long Term Investments
Other Long Term Investments | 12 Months Ended |
Dec. 31, 2021 | |
Investments, All Other Investments [Abstract] | |
Other Long Term Investments | Other Long Term Investments In 2020, the Company paid $1.8 million for 600,000 Class A Units and 2,500,000 Class B Units of Cardinal Ventures Holdings LLC, (“CVH”). CVH is a Delaware limited liability company formed to conduct any business, enterprise or activity permitted to owning certain interests in a sponsor of a special purpose acquisition company (“SPAC”). The $1.8 million purchase price was paid on October 12, 2020 and therefore is the date the purchase of the Units was closed. On December 16, 2020, the Company increased its capital contribution by $0.7 million in exchange for an additional 700,000 Class B Units. It is anticipated that the Contribution will be used by CVH to fund the Sponsor's purchase of securities in the SPAC. The agreement provides that each Class A Unit and each Class B Unit represents the right of the Company to receive any distributions made by the Sponsor on account of the Class A Interests and Class B Interests, respectively, of the Sponsor. As described in Note 1, the Company generally records its share of earnings in its equity method investments using a three-month lag methodology and within net investment income. During the period January 1, 2021 to December 31, 2021, CVH had no operating results as CVH is a holding company. CVH only contains units and has not been allocated shares of the SPAC, therefore CVH is not allocating any portion of income or expense incurred by the SPAC. As such, there was no share of earnings recognized by the Company in its statement of operations on its proportional equity investment. The following component represents components of Other long-term investments as of December 31, 2021: Ownership interest as of December 31, 2021 Instrument Held Investee CVH LLC Class A 14.1 % Units CVH LLC Class B 38.4 % Units Inpixon’s investment in equity method eligible entities are represented on balance sheet as an asset of $2.5 million as of December 31, 2021 and December 31, 2020. Ownership interest in equity method eligible entities did not change from the year ended December 31, 2020 to December 31, 2021. |
Deferred Revenue
Deferred Revenue | 12 Months Ended |
Dec. 31, 2021 | |
Contract with Customer, Liability [Abstract] | |
Deferred Revenue | Deferred RevenueDeferred revenue as of December 31, 2021 and 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Deferred Revenue Maintenance agreements $ 4,183 $ 1,775 Service agreements 622 147 Total Deferred Revenue $ 4,805 $ 1,922 The fair value of the deferred revenue approximates the services to be rendered. |
Accrued Liabilities
Accrued Liabilities | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Accrued Liabilities | Accrued Liabilities Accrued liabilities as of December 31, 2021 and December 31, 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Accrued compensation and benefits $ 8,027 $ 1,266 Accrued interest expense 1,012 536 Accrued bonus and commissions 597 426 Accrued other 707 497 Accrued sales and other indirect taxes payable 322 14 $ 10,665 $ 2,739 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | Debt Debt as of December 31, 2021 and 2020 consisted of the following (in thousands): Short-Term Debt Interest Rate Maturity 2021 2020 March 2020 10% Note 10 % 3/18/2022 $ 3,251 5,655 Third party note payable 8 % 12/31/2022 239 — Unamortized Debt Discount — (254) Total Short-Term Debt $ 3,490 $ 5,401 Interest expense on the short-term debt totaled approximately $0.5 million and $0.7 million and approximately $0.2 million and $1.6 million was amortized to interest expense from the combined amortization of deferred financing costs and note discounts recorded at issuance for the Short Term Debt for the periods ending December 31, 2021 and 2020, respectively. Notes Payable March 2020 10% Note Purchase Agreement and Promissory Note On March 18, 2020, the Company entered into a note purchase agreement with Iliad, pursuant to which the Company agreed to issue and sell to the holder an unsecured promissory note (the “March 2020 10% Note”) in an aggregate initial principal amount of $6.5 million, which is payable on or before the date that is 12 months from the issuance date. The initial principal amount includes an original issue discount of $1.5 million and $0.02 million that the Company agreed to pay to the holder to cover the holder’s legal fees, accounting costs, due diligence, monitoring and other transaction costs. In exchange for the March 2020 Note, the holder paid an aggregate purchase price of $5.0 million. Interest on the March 2020 Note accrues at a rate of 10% per annum and is payable on the maturity date or otherwise in accordance with the March 2020 Note. The Company may pay all or any portion of the amount owed earlier than it is due; provided, that in the event the Company elects to prepay all or any portion of the outstanding balance, it shall pay to the holder 115% of the portion of the outstanding balance the Company elects to prepay. Beginning on the date that is 6 months from the issuance date and at the intervals indicated below until the March 2020 Note is paid in full, the holder shall have the right to redeem up to an aggregate of 1/3 of the initial principal balance of the March 2020 Note each month by providing written notice delivered to the Company; provided, however, that if the holder does not exercise any monthly redemption amount in its corresponding month then such monthly redemption amount shall be available for the holder to redeem in any future month in addition to such future month’s monthly redemption amount. Upon receipt of any monthly redemption notice, the Company shall pay the applicable monthly redemption amount in cash to the holder within five business days of the Company’s receipt of such Monthly Redemption Notice. The March 2020 Note includes customary event of default provisions, subject to certain cure periods, and provides for a default interest rate of 22%. Upon the occurrence of an event of default (except a default due to the occurrence of bankruptcy or insolvency proceedings, the holder may, by written notice, declare all unpaid principal, plus all accrued interest and other amounts due under the March 2020 10% Note to be immediately due and payable. Upon the occurrence of a bankruptcy-related event of default, without notice, all unpaid principal, plus all accrued interest and other amounts due under the March 2020 10% Note will become immediately due and payable at the mandatory default amount. On September 17, 2020, we amended the one time monitoring fee applicable in the event the note was outstanding on the date that was 6 months from the issuance date, from (10%) to 5% which was added to the March 2020 10% Note balance. On March 17, 2021, the Company extended the maturity date of the March 2020 10% Note from March 18, 2021 to March 18, 2022. On February 11, 2021, the Company entered into an exchange agreement with Iliad, pursuant to which the Company and Iliad agreed to: (i) partition a new promissory note in the form of the March 2020 10% Note equal to $1.5 million and then cause the outstanding balance of the March 2020 10% Note to be reduced by $1.5 million; and (ii) exchange the partitioned note for the delivery of 893,921 shares of the Company’s Common Stock, at an effective price per share equal to $1.678. The Company analyzed the exchange of the principal under the March 2020 10% Note as an extinguishment and compared the net carrying value of the debt being extinguished to the reacquisition price (shares of common stock being issued) and recorded approximately a $0.03 million loss on the exchange of debt for equity as a separate item in the other income/expense section of the condensed consolidated statements of operations for the year ended December 31, 2021. The Company entered into an exchange agreement with Iliad which afforded a free trading date of July 1, 2021, pursuant to which the Company and Iliad agreed to: (i) partition a new promissory note in the form of the March 2020 10% Note equal to $1.0 million and then cause the outstanding balance of the March 2020 10% Note to be reduced by $1.0 million; and (ii) exchange the partitioned note for the delivery of 877,192 shares of the Company’s Common Stock, at an effective price per share equal to $1.14. The Company analyzed the exchange of the principal under the March 2020 10% Note as an extinguishment and compared the net carrying value of the debt being extinguished to the reacquisition price (shares of common stock being issued) and there was no loss on the exchange for debt for equity. Third Party Note Payable On October 29, 2021, Game Your Game entered into a promissory note with an individual whereby it received $0.3 million for funding of outside liabilities and working capital needs. The promissory note has a interest rate of 8% and is due on or before December 31, 2022. As of December 31, 2021 the balance owed under the note was $0.3 million. |
Capital Raises
Capital Raises | 12 Months Ended |
Dec. 31, 2021 | |
Capital Raises [Abstract] | |
Capital Raises | Capital Raises March 2020 Distribution Agreement On March 3, 2020, the Company entered into an Equity Distribution Agreement (“EDA”) with Maxim Group LLC (“Maxim”) under which the Company may offer and sell shares of our common stock in connection with an at-the-market equity facility (“ATM”) in an aggregate offering amount of up to $50 million, which was increased on June 19, 2020 to $150 million pursuant to an amendment to the EDA, from time to time through Maxim, acting exclusively as our sales agent. The Company intends to use the net proceeds of the ATM primarily for working capital and general corporate purposes. The Company may also use a portion of the net proceeds to invest in or acquire businesses or technologies that it believes are complementary to its own, although the Company has no current plans, commitments or agreements with respect to any acquisitions as of the date of this filing. Maxim will be entitled to compensation at a fixed commission rate of 4.0% of the gross sales price per share sold for the initial $50 million of shares and 3.25% for any sales in excess of such amount. In addition, the Company has agreed to reimburse Maxim for its costs and out-of-pocket expenses incurred in connection with its services, including the fees and out-of-pocket expenses of its legal counsel. The Company is not obligated to make any sales of the shares under the EDA and no assurance can be given that the Company will sell any shares under the EDA, or if it does, as to the price or amount of shares that the Company will sell, or the dates on which any such sales will take place. The EDA will continue until the earliest of (i) December 3, 2021, (ii) the sale of shares having an aggregate offering price of $150 million, and (iii) the termination by either Maxim or the Company upon the provision of 15 days written notice or otherwise pursuant to the terms of the EDA. The EDA was mutually terminated by the parties on February 12, 2021. During the year ended December 31, 2020 under an at-the-market (“ATM”) program, the Company sold an aggregate of 33,416,830 shares of common stock, at a weighted average price of approximately $1.45 per share resulting in net proceeds of approximately $46.1 million to us after deduction of sales commissions equal to 4.0% of the gross sales and other offering expenses. Registered Direct Offerings On November 25, 2020, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with an institutional investor, pursuant to which it sold in a registered direct offering, 5,000,000 shares of its common stock, and warrants to purchase up to 8,000,000 shares of common stock at an exercise price of $1.25 per share (the “2020 Purchase Warrants”) for a combined purchase price of $1.25 per share and pre-funded warrants to purchase up to 3,000,000 shares of common stock ("2020 Pre-funded Warrants") at an exercise price of $0.001 per share at a purchase price of $1.249 per share for net proceeds net proceeds of $9.2 million. Each 2020 Purchase Warrant and 2020 Pre-funded warrant is exercisable for one share of common stock, is immediately exercisable and will expire five years from the issuance date. On December 23, 2020, the 2020 Pre-funded Warrants were exercised in full. On January 24, 2021, the Company entered into a Securities Purchase Agreement with an institutional investor, pursuant to which it sold and issued in a registered direct offering, 5,800,000 shares of its common stock, and warrants to purchase up to 19,354,838 shares of common stock at an exercise price of $1.55 per share (the “January 2021 Purchase Warrants”) for a combined purchase price of $1.55 per share and pre-funded warrants to purchase up to 13,554,838 shares of common stock ("January 2021 Pre-funded Warrants") at an exercise price of $0.001 per share, at a purchase price of $1.549 per share. At closing, the Company received approximately $27.8 million in net proceeds after deducting placement agent commissions and offering expenses. The January 2021 Purchase Warrant and January 2021 Pre-funded Warrant is or was immediately exercisable for one share of common stock for a period until the five year anniversary of the issuance date. The January 2021 Pre-funded Warrants were exercised in full as of February 8, 2021. In addition, the investor exercised its purchase rights for 3,000,000 shares of common stock pursuant to the the January 2021 Purchase Warrant on February 11, 2021. On February 12, 2021, the Company entered into a Securities Purchase Agreement with an institutional investor, pursuant to which it sold and issued in a registered direct offering, 7,000,000 shares of its common stock, and warrants to purchase up to 15,000,000 shares of common stock at an exercise price of $2.00 per share (the “First February 2021 Purchase Warrants”) for a combined purchase price of $2.00 per share and pre-funded warrants to purchase up to 8,000,000 shares of common stock ("First February 2021 Pre-funded Warrants") at an exercise price of $0.001 per share, at a purchase price of $1.999 per share. At closing, the Company received approximately $27.8 million in net proceeds after deducting placement agent commissions and offering expenses. The First February 2021 Purchase Warrant and First February 2021 Pre-funded Warrant is or was immediately exercisable for one share of common stock for a period until the five On February 16, 2021, the Company entered into a Securities Purchase Agreement with an institutional investor, pursuant to which the Company sold and issued in a registered direct offering, 3,000,000 shares of its common stock, and warrants to purchase up to 9,950,250 shares of common stock at an exercise price of $2.01 per share (the “Second February 2021 Purchase Warrants”) for a combined purchase price of $2.01 per share and pre-funded warrants to purchase up to 6,950,250 shares of common stock ("Second February 2021 Pre-funded Warrants") at an exercise price of $0.001 per share, at a purchase price of $2.009 per share. At closing the Company received approximately $18.5 million in net proceeds after deducting placement agent commissions and offering expenses. Each Second February 2021 Purchase Warrant and Second February 2021 Pre-funded Warrant is or was immediately exercisable for one share of common stock for a period until the, five year anniversary of the issuance date. The Second February 2021 Pre-funded warrants were exercised in full as of March 1, 2021. On September 13, 2021, the Company entered into a Securities Purchase Agreement with certain institutional investors named therein, pursuant to which the Company sold in a registered direct offering (i) 58,750 shares of Series 7 Convertible Preferred Stock and (ii) related warrants to purchase up to an aggregate of 47,000,000 shares of common stock. Each share of Series 7 Convertible Preferred Stock and the related Warrants were sold at a subscription amount of $920, representing an original issue discount of 8% of the stated value of each share of Series 7 Convertible Preferred Stock for an aggregate subscription amount |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2021 | |
Equity [Abstract] | |
Common Stock | Common Stock During the three months ended March 31, 2020, the Company issued 1,896,557 shares of common stock under exchange agreements to settle outstanding balances totaling approximately $4.2 million under partitioned notes. During the three months ended March 31, 2020, the Company issued 937,010 shares of common stock in connection with the ATM at per share prices between $1.23 and $2.11, resulting in net proceeds to the Company of approximately after subtracting sales commissions and other offering expenses (See Note 21). During the three months ended June 30, 2020, the Company issued 3,889,990 shares of common stock under exchange agreements to settle outstanding balances totaling approximately $4.6 million under partitioned notes. During the three months ended June 30, 2020, the Company issued 29,033,036 shares of common stock in connection with the ATM at per share prices between $1.13 and $2.02, resulting in net proceeds to the Company of approximately $40.52 million after subtracting sales commissions and other offering expenses (See Note 21). During the three months ended June 30, 2020, the Company issued 183,486 shares of common stock for the extinguishment of liability totaling approximately $0.2 million. On August 19, 2020, the Company issued 480,000 shares of common stock to the security holders of Ten Degrees as part of an acquisition (See Note 5). During the three months ended September 30, 2020, the Company issued 1,604,312 shares of common stock in connection with the ATM at per share prices between $1.5064 and $1.5134, resulting in net proceeds to the Company of approximately $2.3 million after subtracting sales commissions and other offering expenses (See Note 21). During the three months ended December 31, 2020, the Company issued 1,842,472 shares of common stock in connection with the ATM at per share prices between $1.0706 and $1.1793, resulting in net proceeds to the Company of approximately $2.1 million after subtracting sales commissions and other offering expenses (See Note 21). During the three months ended December 31, 2020, the Company issued 1,076,676 shares of common stock under exchange agreements to settle outstanding balances totaling approximately $1.2 million under partitioned notes. During the three months ended December 31, 2020, the Company issued 5,000,000 shares of common stock in connection with the an offering of common stock and warrants pursuant to a Securities Purchase Agreement which resulted in net proceeds of $9.2 million. (See Note 21) During the three months ended December 31, 2020, the Company issued 3,000,000 shares of common stock in connection with the exchange of Pre-Funded Warrants (as defined in Note 26) offered under the Securities Purchase Agreement, resulting in net proceeds of $3,000. See Note 21 and Note 26 for further details. During the three months ended March 31, 2021, the Company issued 893,921 shares of common stock under exchange agreements to settle outstanding balances totaling approximately $1.5 million under partitioned notes. (See Note 20 ). During the three months ended March 31, 2021, the Company issued 15,800,000 shares of common stock in connection with registered direct offerings at per share prices between $1.55 and $2.01, resulting in net proceeds to the Company of approximately $74.1 million after subtracting sales commissions and other offering expenses (See Note 21). During the three months ended March 31, 2021, the Company issued 4,977 shares of common stock issued for cashless stock options exercised. During the three months ended March 31, 2021, the Company issued 31,505,088 shares of common stock in connection with the exchange of Pre-Funded Warrants (as defined in Note 26) offered under the Securities Purchase Agreement, resulting in net proceeds of $3.7 million. See Note 21 for further details. During the three months ended June 30, 2021, the Company issued 1,179,077 shares of common stock in connection with the Game Your Game acquisition with a fair value of approximately $1.4 million. (See Note 7). During the three months ended June 30, 2021, the Company issued 369,563 shares of common stock in connection with the Visualix asset purchase with a fair value of approximately $0.4 million . ( See Note 8) During the three months ended June 30, 2021, the Company issued 8,849,538 shares of common stock in connection with the CXApp acquisition with a fair value of approximately $10 million. (See Note 9 ). During the three months ended June 30, 2021, the Company issued 4,672,988 shares of common stock net of 921,838 shares withheld for employee taxes for restricted stock granted in February 2021 at a par value of $0.001 per share. During the three months ended June 30, 2021, the Company issued 414 shares of common stock for cashless stock options exercised. During the three months ended September 30, 2021, the Company issued 877,192 shares of common stock under an exchange agreement to settle outstanding balances totaling approximately $1.0 million under a partitioned note. (See Note 20) . During the three months ended September 30, 2021, 9,500 shares of Series 7 Convertible Preferred Stock were converted into 7,600,000 shares of the Company's common stock (See Note 23). During the three months ended September 30, 2021, 337,500 shares of common stock issued in connection with unvested restricted stock grants were forfeited in connection with the departure of an employee. During the three months ended December 31, 2021, 152,796 shares of common stock issued in connection with restricted stock grants were forfeited for employee taxes. |
Preferred Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2021 | |
Temporary Equity [Abstract] | |
Preferred Stock | Preferred Stock The Company is authorized to issue up to 5,000,000 shares of preferred stock with a par value of $0.001 per share with rights, preferences, privileges and restrictions as to be determined by the Company’s Board of Directors. Series 4 Convertible Preferred Stock On April 20, 2018, the Company filed with the Secretary of State of the State of Nevada the Certificate of Designation that created the Series 4 Convertible Preferred Stock (“Series 4 Preferred”), authorized 10,415 shares of Series 4 Preferred and designated the preferences, rights and limitations of the Series 4 Preferred. The Series 4 Preferred is non-voting (except to the extent required by law) and was convertible into the number of shares of common stock, determined by dividing the aggregate stated value of the Series 4 Preferred of $1,000 per share to be converted by $828.00. As of December 31, 2021, there was 1 share of Series 4 Preferred outstanding. Series 5 Convertible Preferred Stock On January 14, 2019, the Company filed with the Secretary of State of the State of Nevada the Certificate of Designation that created the Series 5 Convertible Preferred Stock, authorized 12,000 shares of Series 5 Convertible Preferred Stock and designated the preferences, rights and limitations of the Series 5 Convertible Preferred Stock. The Series 5 Convertible Preferred Stock is non-voting (except to the extent required by law). The Series 5 Convertible Preferred Stock is convertible into the number of shares of Common Stock, determined by dividing the aggregate stated value of the Series 5 Convertible Preferred Stock of $1,000 per share to be converted by $149.85. As of December 31, 2021, there were 126 shares of Series 5 Convertible Preferred Stock outstanding. Series 7 Convertible Preferred Stock On September 13, 2021, the Company filed the Certificate of Designation with the Secretary of State of the State of Nevada, amending the Company’s Articles of Incorporation, as amended, by establishing the Series 7 Convertible Preferred Stock, consisting of 58,750 authorized shares, $0.001 par value per share and $1,000 stated value per share. The holders of the Series 7 Convertible Preferred Stock have full voting rights and powers, except as otherwise required by the Articles of Incorporation, as amended, or applicable law. The holders of Series 7 Convertible Preferred Stock shall vote together with all other classes and series of stock of the Company as a single class on all actions to be taken by the stockholders of the Company. Each holder of the Series 7 Convertible Preferred Stock shall be entitled to the number of votes equal to the number of shares of common stock into which the Series 7 Convertible Preferred Stock then held by such holder could be converted on the record date for the vote which is being taken, provided, however, that the voting power of a holder together with its Attribution Parties (as defined in the Certificate of Designation), may not exceed 19.99% (or such greater percentage allowed by the Nasdaq Listing Rules without any shareholder approval requirements). The Series 7 Convertible Preferred Stock is convertible into the number of shares of common stock, determined by dividing the aggregate stated value of the Series 7 Convertible Preferred Stock of $1,000 per share to be converted by $1.25. On September 13, 2021, the Company entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional investors named therein, pursuant to which the Company agreed to issue and sell in a registered direct offering (i) up to 58,750 shares of Series 7 Convertible Preferred Stock and (ii) related warrants to purchase up to an aggregate of 47,000,000 shares of common stock (the “Warrants”). Each share of Series 7 Convertible Preferred Stock and the related Warrants (see Note 26) were sold at a subscription amount of $920, representing an original issue discount of 8% of the stated value for an aggregate subscription amount of $54.1 million. The shares of Series 7 Convertible Preferred Stocks are recorded as Mezzanine Equity in the accompanying balance sheets as the holder has the option to redeem these shares for cash. The aggregate net proceeds from the offering, after deducting the placement agent fees and other estimated offering expenses, was approximately $50.6 million. The Company has elected to accrete the issuance costs, discount, and freestanding warrants through the date shares can be first be redeemed at the option of the holders, which is the sixth month anniversary of the Original Issuance Date using the effective interest method. During the year ended December 31, 2021, 9,500 shares of Series 7 Convertible Preferred Stock were converted into 7,600,000 shares of the Company's common stock. |
Authorized Share Increase and R
Authorized Share Increase and Reverse Stock Split | 12 Months Ended |
Dec. 31, 2021 | |
Authorized Share Increase and Reverse Stock Split [Abstract] | |
Authorized Share Increase and Reverse Stock Split | Authorized Share Increase and Reverse Stock Split On January 3, 2020, the Company filed a Certificate of Amendment to its Articles of Incorporation with the Secretary of State of the State of Nevada to effect a 1-for-45 reverse stock split of the Company’s issued and outstanding shares of common stock, effective as of January 7, 2020. The consolidated financial statements and accompanying notes give effect to the 1-for-45 reverse stock split and increase in authorized shares as if they occurred at the first period presented. On November 18, 2021, the Company filed a certificate of amendment to the Company’s articles of incorporation, as amended, with the Secretary of State of the State of Nevada to increase the number of authorized shares of Common Stock from 250,000,000 to 2,000,000,000 shares effective as of November 18, 2021. |
Stock Award Plans and Stock-Bas
Stock Award Plans and Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Stock Award Plans and Stock-Based Compensation | Stock Award Plans and Stock-Based Compensation In September 2011, the Company adopted the 2011 Employee Stock Incentive Plan (the “2011 Plan”) which provides for the granting of incentive and non-statutory common stock options and stock based incentive awards to employees, non-employee directors, consultants and independent contractors. The plan was terminated by its terms on August 31, 2021 and no new awards will be issued under the 2011 Plan. In February 2018, the Company adopted the 2018 Employee Stock Incentive Plan (the “2018 Plan” and together with the 2011 Plan, the “Option Plans”), which will be utilized with the 2011 Plan for employees, corporate officers, directors, consultants and other key persons employed. The 2018 Plan will provide for the granting of incentive stock options, NQSOs, stock grants and other stock-based awards, including Restricted Stock and Restricted Stock Units (as defined in the 2018 Plan). Incentive stock options granted under the Option Plans are granted at exercise prices not less than 100% of the estimated fair market value of the underlying common stock at date of grant. The exercise price per share for incentive stock options may not be less than 110% of the estimated fair value of the underlying common stock on the grant date for any individual possessing more that 10% of the total outstanding common stock of the Company. Options granted under the Option Plans vest over periods ranging from immediately to four years and are exercisable over periods not exceeding ten years. The aggregate number of shares that may be awarded under the 2018 Plan as of December 31, 2021 is 40,000,000. As of December 31, 2021, 18,882,303 of options were granted to employees, directors and consultants of the Company (including 1 share outside of our plan and 73 shares under our 2011 Plan), 4,182,692 of restricted stock grants were granted to employees of the Company under the 2018 Plan, and 16,935,079 options were available for future grant under the Option Plans. Employee Stock Options During the year ended December 31, 2020, the Company granted options under the 2018 Plan for the purchase of 5,567,500 shares of common stock to employees and consultants of the Company. These options are 100% vested or vest pro-rata over 24, 36 or 48 months, have a life of 10 years and an exercise price between $1.10 and $1.29 per share. The Company valued the stock options using the Black-Scholes option valuation model and the fair value of the awards was determined to be approximately $1.9 million. The fair value of the common stock as of the grant date was determined to be between $1.10 and $1.29 per share. During the year ended December 31, 2021, the Company granted options under the 2018 Plan for the purchase of 14,285,629 shares of common stock to employees and consultants of the Company. These options are 100% vested or vest pro-rata over 12, 24 or 36 months, have a life of 10 years and an exercise price between $0.69 and $1.83 per share. The Company valued the stock options using the Black-Scholes option valuation model and the fair value of the awards was determined to be approximately $4.6 million. The fair value of the common stock as of the grant date was determined to be between $0.69 and $1.83 per share. On February 5, 2021, the Company issued 4,977 shares of common stock in connection with the cashless exercise of 14,583 employee stock options. On June 10, 2021, the Company issued 414 shares of common stock in connection with the cashless exercise of 6,111 employee stock options. During the year ended December 31, 2021 and 2020, the Company recorded a charge of approximately $2.3 million and $1.2 million, respectively, for the amortization of employee stock options (not including restricted stock awards), which is included in the general and administrative section of the condensed consolidated statement of operations. As of December 31, 2021, the fair value of non-vested options totaled approximately $4.5 million, which will be amortized to expense over the weighted average remaining term of 1.33 years. The fair value of each employee option grant is estimated on the date of the grant using the Black-Scholes option-pricing model. Key weighted-average assumptions used to apply this pricing model during the years ended December 31, 2021 and 2020 were as follows: For the Years Ended December 31, 2021 2020 Risk-free interest rate 0.59% - 1.26% 0.33% - 0.35% Expected life of option grants 5 years 5 years Expected volatility of underlying stock 37.21% - 38.15% 34.43% Dividends assumption $ — $ — The expected stock price volatility for the Company’s stock options was determined by the historical volatilities for industry peers and used an average of those volatilities. The Company attributes the value of stock-based compensation to operations on the straight-line single option method. Risk free interest rates were obtained from U.S. Treasury rates for the applicable periods. The dividends assumptions was $0 as the Company historically has not declared any dividends and does not expect to. See below for a summary of the stock options granted under the 2011 and 2018 plans: 2011 Plan 2018 Plan Non Plan Total Weighted Aggregate Outstanding at January 1, 2020 96 121,699 1 121,796 $ 123.66 $ — Granted — 5,567,500 — 5,567,500 1.10 — Exercised — — — — — — Expired (7) (37,397) — (37,404) 279.92 — Forfeitures — (201,835) — (201,835) 1.26 — Outstanding at December 31, 2020 89 5,449,967 1 5,450,057 $ 23.76 $ — Granted — 14,285,629 — 14,285,629 0.95 — Exercised — (20,694) — (20,694) 1.10 — Expired (16) (228,856) — (228,872) 93.07 — Forfeitures — (603,817) — (603,817) 1.35 — Outstanding at December 31, 2021 73 18,882,229 1 18,882,303 $ 6.41 $ — Exercisable at December 31, 2020 85 1,752,882 1 1,752,968 $ 70.84 $ — Exercisable at December 31, 2021 73 7,235,382 1 7,235,456 $ 15.19 $ — Restricted Stock Awards On February 19, 2021, the Company granted 5,250,000 restricted stock awards to employees of the Company. These stock awards vest either 25% on the Grant Date and 25% on each one year anniversary of Grant Date or 50% on Grant Date and 50% on the one year anniversary. In accordance with the terms of the restricted stock award agreements 921,838 shares of common stock underlying the awards were withheld by the Company in satisfaction of the employee portion of the payroll taxes required to paid in connection with the grant of such awards. On April 23, 2021, the Company granted 344,826 restricted stock awards to employees of the Company. These stock awards either vest 50% at the 6 months anniversary and 50% on the one year anniversary or over 2 years pro rata every 6 months. On August 21, 2021, 337,500 of unvested restricted stock award grants were forfeited in connection with the departure of an employee. On December 23, 2021, 152,796 of restricted stock award grants were forfeited to satisfy the employee portion of the payroll taxes required to be paid in connection with the grant of such awards. During the years ended December 31, 2021 and 2020 the Company recorded a charge of approximately $8.6 million and —, respectively,for the amortization of vested restricted stock awards. The following table summarizes restricted stock-based award activity granted: Number of Shares Weighted Average Grant Date Fair Value Balance, January 1, 2021 — $ — Granted 5,594,826 $ 1.79 Forfeited (1,412,134) $ 1.76 Balance, December 31, 2021 4,182,692 $ 1.80 |
Warrants
Warrants | 12 Months Ended |
Dec. 31, 2021 | |
Warrants [Abstract] | |
Warrants | Warrants On November 25, 2020, Inpixon entered into a Securities Purchase Agreement with an institutional investor named therein (the “Investor”), pursuant to which the Company agreed to issue and sell, in a registered direct offering, 5,000,000 shares of the Company’s common stock, par value $0.001 per share, and warrants to purchase up to 8,000,000 shares of common stock (the “Purchase Warrants”) at a combined offering price of $1.25 per share. The Purchase Warrants have an exercise price of $1.25 per share. Each Purchase Warrant is exercisable for one share of common stock and will be immediately exercisable and will expire five years from the issuance date. The Company also offered and sold to the Purchaser pre-funded warrants to purchase up to 3,000,000 shares of common stock (the “Pre-Funded Warrants” and, together with the 5,000,000 shares and the Purchase Warrants, the “Securities”), in lieu of shares of common stock at the Investor’s election. Each Pre-Funded Warrant is exercisable for one share of common stock. The purchase price of each Pre-Funded Warrant is $1.249, and the exercise price of each Pre-Funded Warrant is $0.001 per share. The Pre-Funded Warrants are immediately exercisable and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full. During the three months ended December 31, 2020, the Company issued 3,000,000 shares of common stock in connection with the exercise of 3,000,000 warrants at 0.001 per share. On January 24, 2021, Inpixon entered into a Securities Purchase Agreement with an institutional investor named therein (the “Investor”), pursuant to which the Company agreed to issue and sell, in a registered direct offering, 5,800,000 shares of the Company’s common stock, par value $0.001 per share, and warrants to purchase up to 19,354,838 shares of common stock (the “Purchase Warrants”) at a combined offering price of $1.55 per share. The Purchase Warrants have an exercise price of $1.55 per share. Each Purchase Warrant is exercisable for one share of common stock and will be immediately exercisable and will expire five years from the issuance date. The Company also offered and sold to the Purchaser pre-funded warrants to purchase up to 3,000,000 shares of common stock (the “Pre-Funded Warrants” and, together with the 5,800,000 shares and the Purchase Warrants, the “Securities”), in lieu of shares of common stock at the Investor’s election. Each Pre-Funded Warrant is exercisable for one share of common stock. The purchase price of each Pre-Funded Warrant is $1.549, and the exercise price of each Pre-Funded Warrant is $0.001 per share. The Pre-Funded Warrants are immediately exercisable and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full. During the year ended December 31, 2021, the Company issued 13,554,838 shares of common stock in connection with the exercise of 13,554,838 Pre-Funded Warrants at $0.001 per share in connection with the January 24, 2021 Securities Purchase Agreement. On February 12, 2021, Inpixon entered into a Securities Purchase Agreement with an institutional investor named therein (the “Investor”), pursuant to which the Company agreed to issue and sell, in a registered direct offering, 7,000,000 shares of the Company’s common stock, par value $0.001 per share, and warrants to purchase up to 15,000,000 shares of common stock (the “Purchase Warrants”) at a combined offering price of $2.00 per share. The Purchase Warrants have an exercise price of $2.00 per share. Each Purchase Warrant is exercisable for one share of common stock and will be immediately exercisable and will expire five years from the issuance date. The Company also offered and sold to the Purchaser pre-funded warrants to purchase up to 8,000,000 shares of common stock (the “Pre-Funded Warrants” and, together with the 7,000,000 shares and the Purchase Warrants, the “Securities”), in lieu of shares of common stock at the Investor’s election. Each Pre-Funded Warrant is exercisable for one share of common stock. The purchase price of each Pre-Funded Warrant is $1.999, and the exercise price of each Pre-Funded Warrant is $0.001 per share. The Pre-Funded Warrants are immediately exercisable and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full. During the year ended December 31, 2021, the Company issued 8,000,000 shares of common stock in connection with the exercise of 8,000,000 Pre-Funded Warrants at an exercise price of $0.001 per share in connection with the February 12, 2021 Securities Purchase Agreement. On February 16, 2021, Inpixon entered into a Securities Purchase Agreement with an institutional investor named therein (the “Investor”), pursuant to which the Company agreed to issue and sell, in a registered direct offering, 3,000,000 shares of the Company’s common stock, par value 0.001 per share, and warrants to purchase up to 9,950,250 shares of common stock (the “Purchase Warrants”) at a combined offering price of $2.01 per share. The Purchase Warrants have an exercise price of $2.01 per share. Each Purchase Warrant is exercisable for one share of common stock and will be immediately exercisable and will expire 5 years from the issuance date. The Company also offered and sold to the Purchaser pre-funded warrants to purchase up to 6,950,250 shares of common stock in lieu of shares of common stock at the Investor’s election. Each Pre-Funded Warrant is exercisable for one share of common stock. The purchase price of each Pre-Funded Warrant is $2.009, and the exercise price of each Pre-Funded Warrant is $0.001 per share. The Pre-Funded Warrants are immediately exercisable and may be exercised at any time until all of the Pre-Funded Warrants are exercised in full. During the year ended December 31, 2021, the Company issued 6,950,250 shares of common stock in connection with the exercise of 6,950,250 pre-funded warrants at $0.001 per share in connection with the February 16, 2021 Securities Purchase Agreement. On September 13, 2021, the Company entered into a Securities Purchase Agreement (the "Offering") with certain investors pursuant to which the Company agreed to issue and sell, in a registered direct offering sold an aggregate of 58,750 shares of the Company’s Series 7 Convertible Preferred Shares, par value $0.001 per share, which are convertible into 47,000,000 shares of the Company’s common stock and warrants to purchase up to 47,000,000 shares of common stock. Each share and related warrants were sold together at a subscription amount of $920, representing an original issue discount of 8% of the Stated Value for an aggregate subscription amount of $54.1 million. The following table summarizes the changes in warrants outstanding during the years ended December 31, 2021 and 2020: Number Weighted Aggregate Exercisable at January 1, 2020 93,252 $ 503.09 $ — Granted 11,000,000 0.91 — Exercised (3,000,000) — — Expired (2) 1,336,500.00 — Cancelled — — — Outstanding at December 31, 2020 8,093,250 $ 6.70 $ — Granted 119,810,176 $ 1.16 — Exercised (31,505,088) 0.12 — Expired — — — Cancelled — — — Outstanding at December 31, 2021 96,398,338 $ 1.97 $ — Exercisable at December 31, 2020 8,093,250 $ 6.70 — Exercisable at December 31, 2021 96,398,338 $ 1.97 — |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The domestic and foreign components of loss before income taxes for the years ended December 31, 2021 and 2020 are as follows (in thousands): For the Years Ended December 31, 2021 2020 Domestic $ (58,960) $ (24,387) Foreign (12,582) (4,883) Loss from Continuing Operations before Provision for Income Taxes $ (71,542) $ (29,270) The income tax provision (benefit) for the years ended December 31, 2021 and 2020 consists of the following (in thousands): For the Years Ended December 31, 2021 2020 Foreign Current $ 33 $ 31 Deferred 2,376 (1,815) U.S. federal Current 929 — Deferred (9,345) (5,367) State and local Current 217 3 Deferred (66) (1,181) (5,856) (8,329) Change in valuation allowance 4,444 8,273 Income Tax Benefit $ (1,412) $ (56) The reconciliation between the U.S. statutory federal income tax rate and the Company’s effective rate for the years ended December 31, 2021 and 2020 is as follows: For the Years Ended December 31, 2021 2020 U.S. federal statutory rate 21.0 % 21.0 % State income taxes, net of federal benefit (0.17) % 3.2 % Incentive stock options (0.18) % (0.4) % 162(m) Compensation Limit (0.47) % — % Goodwill impairment loss (4.76) % — % US-Foreign income tax rate difference 1.20 % 1.0 % Other permanent items (0.32) % — % Provision to return adjustments (1.66) % (0.8) % Deferred only adjustment (6.46) % 4.5 % Change in valuation allowance (6.21) % (28.3) % Effective Rate 1.97 % 0.2 % As of December 31, 2021 and 2020, the Company’s deferred tax assets consisted of the effects of temporary differences attributable to the following: As of December 31, (in 000s) 2021 2020 Deferred Tax Asset Net operating loss carryovers $ 35,033 $ 30,731 Stock based compensation 2,540 1,253 Research credits 131 138 Accrued compensation 96 86 Reserves 345 151 Intangibles — 7,411 Fixed assets 393 471 Unrealized gain 12,876 — Other 260 3,349 Total Deferred Tax Asset 51,674 43,590 Less: valuation allowance (46,071) (38,287) Deferred Tax Asset, Net of Valuation Allowance $ 5,603 $ 5,303 As of December 31, Deferred Tax Liabilities 2021 2020 Intangible assets $ (4,613) $ (4,362) Fixed assets (239) (135) Other (381) (440) Capitalized research (370) (366) Total deferred tax liabilities (5,603) (5,303) Net Deferred Tax Asset (Liability) $ — $ — At December 31, 2021, the Company did not have any undistributed earnings of our foreign subsidiaries. As a result, no additional income or withholding taxes have been provided for. The Company does not anticipate any impacts of the global intangible low taxed income (“GILTI”) and base erosion anti-abuse tax (“BEAT) and as such, the Company has not recorded any impact associated with either GILTI or BEAT. In accordance with Section 382 of the Internal Revenue Code, deductibility of the Company’s NOL carryover is subject to an annual limitation in the event of a change of control, as defined by the regulations. The Company performed an analysis to determine the annual limitation as a result of the changes in ownership that occurred during 2020 and 2021. Based on the Company’s analysis, no ownership changes occurred during 2021. The NOL available to offset future taxable income after 2020 ownership change is approximately $31.6 million. The NOLs generated in 2017, $1.5 million, will expire beginning in December 31, 2037 if not utilized. The remaining NOLs were generated after 2017 have an indefinite life and do not expire. As of December 31, 2021 and 2020, Inpixon Canada, which was acquired on April 18, 2014 as part of the AirPatrol Merger Agreement, had approximately $20.9 million and $16.8 million, respectively, of Canadian NOL carryovers available to offset future taxable income. These NOLs, if not utilized, begin expiring in the year 2023. The NOLs as of December 31, 2021 include Jibestream, which was acquired on August 15, 2019 and amalgamated with Inpixon Canada effective January 1, 2020. As of December 31, 2021 and 2020, Nanotron GmbH, which was acquired on October 5, 2020, had approximately $44.3 million and $53.1 million, respectively, of German NOL carryovers available to offset future taxable income. Although these NOLs do not expire, minimum taxation restrictions apply such that only a percentage of taxable income may be offset by NOL carryovers. As of December 31, 2021, Intranav GmbH, which was acquired on December 8, 2021, had approximately $7.1 million German NOL carryovers available to offset future taxable income. Although these NOLs do not expire, minimum taxation restrictions apply such that only a percentage of taxable income may be offset by NOL carryovers. As of December 31, 2021, Active Mind Technology LTD, which was acquired on April 9, 2021 as part of the acquisition of Game Your Game Inc., had approximately $11.6 million Irish NOL carryovers available to offset future taxable income. These NOLs have an indefinite life and do not expire. Deferred income taxes reflect the net tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. In assessing the realization of deferred tax assets, management considers, whether it is “more likely than not”, that some portion or all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. ASC 740, “Income Taxes” requires that a valuation allowance be established when it is “more likely than not” that all, or a portion of, deferred tax assets will not be realized. A review of all available positive and negative evidence needs to be considered, including the scheduled reversal of deferred tax liabilities, projected future taxable income, and tax planning strategies. After consideration of all the information available, management believes that uncertainty exists with respect to future realization of its deferred tax assets with respect to Inpixon, Inpixon Canada, Nanotron GmbH, Intranav GmbH and Active Mind Technology LTD and has, therefore, established a full valuation allowance as of December 31, 2021 and 2020. As of December 31, 2021 and 2020, the change in valuation allowance was $4.4 million and $9.1 million, respectively. ASC 740 also clarifies the accounting for uncertainty in income taxes recognized in an enterprise’s financial statements and prescribes a recognition threshold and measurement process for financial statement recognition and measurement of a tax position taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. ASC 740 also provides guidance on de-recognition, classification, interest and penalties, accounting in interim periods, disclosure and transition. The Company is required to file income tax returns in the United States (federal), Canada, India, Germany, United Kingdom, Ireland, and in various state jurisdictions in the United States. Based on the Company’s evaluation, it has been concluded that there are no material uncertain tax positions requiring recognition in the Company’s consolidated financial statements for the years ended December 31, 2021 and 2020. The Company’s policy for recording interest and penalties associated with unrecognized tax benefits is to record such interest and penalties as interest expense and as a component of income tax expense. There were no amounts accrued for interest or penalties for the years ended December 31, 2021 and 2020. Management does not expect any material changes in its unrecognized tax benefits in the next year. The Company operates in multiple tax jurisdictions and, in the normal course of business, its tax returns are subject to examination by various taxing authorities. Such examinations may result in future assessments by these taxing authorities. The Company is subject to examination by U.S. tax authorities beginning with the year ended December 31, 2017. In general, the Canadian Revenue Authority may reassess taxes four years from the date the original notice of assessment was issued. The tax years that remain open and subject to Canadian reassessment are 2017 – 2021. The tax years that remain open and subject to India reassessment are tax years beginning March 31, 2016. The German tax authorities may reassess taxes generally four years from the end of the calendar year in which the return is filed. The tax years that remain open and subject to German reassessment are 2015 – 2021. In Ireland, assessments must generally be made within four years when returns are filed. The tax years that remain open and subject to Irish reassessment are 2017 – 2021. On March 27, 2020, the CARES Act was enacted in response to COVID-19 pandemic. Under ASC 740, the effects of changes in tax rates and laws are recognized in the period which the new legislation is enacted. The CARES Act made various tax law changes including among other things (i) increasing the limitation under Section 163(j) of the Internal Revenue Code of 1986, as amended (the “IRC”) for 2020 to permit additional expensing of interest (ii) enacting a technical correction so that |
Credit Risk, Concentrations, an
Credit Risk, Concentrations, and Segment Reporting | 12 Months Ended |
Dec. 31, 2021 | |
Risks and Uncertainties [Abstract] | |
Credit Risk, Concentrations, and Segment Reporting | Credit Risk, Concentrations, and Segment Reporting Financial instruments that subject the Company to credit risk consist principally of trade accounts receivable and cash and cash equivalents. The Company performs certain credit evaluation procedures and does not require collateral for financial instruments subject to credit risk. The Company believes that credit risk is limited because the Company routinely assesses the financial strength of its customers and, based upon factors surrounding the credit risk of its customers, establishes an allowance for uncollectible accounts and, consequently, believes that its accounts receivable credit risk exposure beyond such allowances is limited. The Company maintains cash deposits with financial institutions, which, from time to time, may exceed federally insured limits. Cash is also maintained at foreign financial institutions for its Canadian subsidiary, UK subsidiary, German subsidiaries and its majority-owned India subsidiary. Cash in foreign financial institutions as of December 31, 2021 and 2020 was immaterial. The Company has not experienced any losses and believes it is not exposed to any significant credit risk from cash. The following table sets forth the percentages of revenue derived by the Company from those customers, which accounted for at least 10% of revenues during the years ended December 31, 2021 and 2020 (in thousands): For the Year Ended December 31, 2021 For the Year Ended December 31, 2020 $ % $ % Customer A — —% 2,460 26% Customer B — —% 1,221 13% As of December 31, 2021, no customer accounted for at least 10% of total accounts receivable. As of December 31, 2020, Customer C represented approximately 18% and Customer D represented approximately 11% of total accounts receivable. As of December 31, 2021, one vendor represented approximately 33% of total gross accounts payable. Purchases from this vendor during the year ended December 31, 2021 was $0.4 million. As of December 31, 2020, one vendor represented approximately 20% of total gross accounts payable. Purchases from this vendor during the year ended December 31, 2020 was $0.2 million. For the year ended December 31, 2021, three vendors represented approximately 21%, 18%, and 17% of total purchases. For the year ended December 31, 2020, three vendors represented approximately 30%, 14%, and 13% of total purchases. Segments The Company’s operations consist of three reportable segments based on similar economic characteristics, the nature of products and production processes, end-use markets, channels of distribution, and regulatory environments: Indoor Intelligence, Saves, and Shoom. During the second quarter of 2021, the Company changed the level of detail at which its Chief Executive Officer (“CEO”) acting as the Chief Operating Decision Maker, or “CODM”) regularly reviews and manages certain of its businesses, resulting in the bifurcation of its former one segment into three standalone reportable segments: Indoor Intelligence, Saves, and Shoom. The Company now manages and reports its operating results through these three reportable segments. This change allows the Company to enhance its customer focus and better align its business models, resources, and cost structure to the specific current and future growth drivers of each business, while providing increased transparency to the Company’s shareholders. The historical segment information has been recast to conform to the current segment structure. Gross profit and income (loss) from operations are the primary measures of segment profitability used by the Company’s CODM. Revenue, gross profit, and income (loss) from operations by segment consisted of the following (in thousands): For the Years Ended December 31, 2021 2020 Revenue by Segment Indoor Intelligence $ 11,046 $ 6,060 Saves 2,938 1,218 Shoom 2,011 2,019 Total segment revenue $ 15,995 $ 9,297 Gross profit by Segment Indoor Intelligence $ 7,833 $ 4,108 Saves 2,072 884 Shoom 1,716 1,692 Gross profit by Segment $ 11,621 $ 6,684 Income (loss) from operations by Segment Indoor Intelligence $ (72,054) $ (23,976) Saves (1,509) (807) Shoom 946 989 Income (loss) from operations by Segment $ (72,617) $ (23,794) The reporting package provided to the Company's CODM does not include the measure of assets by segment as that information isn't reviewed by the CODM when assessing segment performance or allocating resources. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The Company's estimates of fair value for financial assets and financial liabilities are based on the framework established in ASC 820. The framework is based on the inputs used in valuation and gives the highest priority to quoted prices in active markets and requires that observable inputs be used in the valuations when available. The disclosure of fair value estimates in the ASC 820 hierarchy is based on whether the significant inputs into the valuation are observable. In determining the level of the hierarchy in which the estimate is disclosed, the highest priority is given to unadjusted quoted prices in active markets and the lowest priority to unobservable inputs that reflect the Company’s significant market assumptions. We classified our financial instruments measured at fair value on a recurring basis in the following valuation hierarchy. Fair Value at December 31, 2021 Total Fair Value Level 1 - Quoted Prices in Active Markets for Identical Assets Level 2 - Significant Other Observable Inputs Level 3 - Significant Unobservable Inputs Assets: Short-term investments 43,125 43,125 — — Investments in equity securities 1,838 — — 1,838 Total assets $ 44,963 $ 43,125 $ — $ 1,838 The following is a discussion of the valuation methodologies used for the Company’s assets measured at fair value. Short-term investments represent U.S. treasury bills with maturities greater than three months. The fair values of the U.S. treasury bills are based on quoted market prices in active markets and are included in the Level 1 fair value hierarchy. The market for U.S. treasury bills is an actively traded market given the high level of daily trading volume. Investments in equity securities are marked to market based on the respective publicly quoted market prices of the equity securities adjusted for liquidity. The fair value was determined using a pricing model with certain significant unobservable market data inputs. The Company had no Level 3 investments for the year ended December 31, 2020. The following table is a reconciliation of assets for Level 3 investments for which significant unobservable inputs were used to determine fair value for the year ended December 31, 2021 (in thousands): Level 3 Level 3 Investments Balance at beginning of year $ — Transfers in- Sysorex Securities Settlement Agreement Benefit (provision) for valuation allowance on related party loan - held for sale 7,461 Interest income (expense), net 1,627 Gain on related party loan held for sale 49,817 Unrealized loss on equity securities (57,067) Balance at end of year $ 1,838 |
Foreign Operations
Foreign Operations | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Foreign Operations | Foreign Operations The Company’s operations are located primarily in the United States, Canada, India, Germany, and the United Kingdom. Revenues by geographic area are attributed by country of domicile of our subsidiaries. The financial data by geographic area are as follows (in thousands): United Canada India Germany United Kingdom Ireland Eliminations Total For the Year Ended December 31, 2021: Revenues by geographic area $ 10,990 $ 2,638 $ 1,626 $ 3,593 $ 392 $ 7 $ (3,251) $ 15,995 Operating income (loss) by geographic area $ (60,451) $ (6,537) $ 159 $ (5,533) $ 11 $ (255) $ (11) $ (72,617) Net income (loss) by geographic area $ (57,516) $ (6,882) $ 124 $ (5,505) $ (5) $ (346) $ — $ (70,130) For the Year Ended December 31, 2020: Revenues by geographic area $ 5,935 $ 5,270 $ 1,089 $ 1,029 $ 87 $ — $ (4,113) $ 9,297 Operating income (loss) by geographic area $ (22,727) $ (434) $ 188 $ (686) $ (136) $ — $ 1 $ (23,794) Net income (loss) by geographic area $ (28,276) $ (283) $ 161 $ (680) $ (137) $ — $ 1 $ (29,214) As of December 31, 2021: Identifiable assets by geographic area $ 216,338 $ 7,191 $ 675 $ 20,238 $ 283 $ 69 $ (88,121) $ 156,673 Long lived assets by geographic area $ 27,773 $ 5,864 $ 181 $ 4,624 $ 2 $ 4 $ — $ 38,448 Goodwill by geographic area $ 5,914 $ 480 $ — $ 1,278 $ — $ — $ — $ 7,672 As of December 31, 2020: Identifiable assets by geographic area $ 61,469 $ 9,652 $ 661 $ 19,379 $ 212 $ — $ (32,362) $ 59,011 Long lived assets by geographic area $ 7,756 $ 6,775 $ 280 $ 4,610 $ 25 $ — $ — $ 19,446 Goodwill by geographic area $ 522 $ 2,135 $ — $ 3,931 $ — $ — $ — $ 6,588 |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2021 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions Sysorex Note Purchase Agreement Nadir Ali, the Company’s Chief Executive Officer and a member of its Board of Directors, was previously a member of the Board of Directors of Sysorex (resigned on May 14, 2021). In addition, Nadir Ali entered into a consulting agreement with Sysorex, pursuant to which he agreed to provide certain business services specified in the agreement for the benefit of Sysorex in exchange for shares of Sysorex's common stock. On December 31, 2018, the Company and Sysorex entered into a note purchase agreement (the “Note Purchase Agreement”) pursuant to which the Company agreed to purchase from Sysorex at a purchase price equal to the Loan Amount (as defined below), a secured promissory note (the “Secured Note”) for up to an aggregate principal amount of $3 million (the “Principal Amount”), including any amounts advanced through the date of the Secured Note (the “Prior Advances”), to be borrowed and disbursed in increments (such borrowed amount, together with the Prior Advances, collectively referred to as the “Loan Amount”), with interest to accrue at a rate of 10% percent per annum on all such Loan Amounts, beginning as of the date of disbursement with respect to any portion of such Loan Amount. In addition, Sysorex agreed to pay $20,000 to the Company to cover the Company’s legal fees, accounting costs, due diligence, monitoring and other transaction costs incurred in connection with the purchase and sale of the Secured Note (the “Transaction Expense Amount”), all of which amount is included in the Principal Amount. Sysorex may borrow repay and borrow under the Secured Note, as needed, for a total outstanding balance, exclusive of any unpaid accrued interest, not to exceed the Principal Amount at any one time. All sums advanced by the Company to the Maturity Date (as defined below) pursuant to the terms of the Note Purchase Agreement will become part of the aggregate Loan Amount underlying the Secured Note. All outstanding principal amounts and accrued unpaid interest owing under the Secured Note shall become immediately due and payable on the earlier to occur of (i) 24 month anniversary of the date the Secured Note is issued (the “Maturity Date”), (ii) at such date when declared due and payable by the Company upon the occurrence of an Event of Default (as defined in the Secured Note), or (iii) at any such earlier date as set forth in the Secured Note. All accrued unpaid interest shall be payable in cash. On February 4, 2019, April 2, 2019, and May 22, 2019, the Secured Note was amended to increase the Principal Amount from $3 million to $5 million, $5 million to $8 million and $8 million to $10 million, respectively. On March 1, 2020, the Company extended the maturity date of the Secured Note to December 31, 2022. In addition, the Secured Note was amended to increase the default interest rate from 18% to 21% or the maximum rate allowable by law and to require a cash payment to the Company by Sysorex against the Loan Amount in an amount equal to no less than 6% of the aggregate gross proceeds raised following the completion of any financing, or series of related financings, in which Sysorex raises aggregate gross proceeds of at least $5.0 million. In accordance with the terms of the Systat License Agreement (see Note 4), on June 30, 2020, the Company partitioned a portion of the outstanding balance of the Secured Note into a new note in an amount equal to $3 million in principal plus accrued interest (the “Closing Note”) and assigned the Closing Note and all rights and obligations thereunder to Systat in accordance with the terms and conditions of that certain Promissory Note Assignment and Assumption Agreement ("Assignment Agreement"). An additional $2.3 million of the principal balance underlying the Sysorex Note was partitioned into a new note and assigned to Systat as consideration payable for the rights granted under the license as of December 31, 2020. During the year ended December 31, 2020, an additional amount of approximately $2.6 million was advanced under the Secured Note and approximately $200,000 was repaid. The amount owed for principal as of December 31, 2020 and accrued interest through September 30, 2019 by Sysorex to the Company as of December 31, 2020 was approximately $7.7 million. These amounts exclude $275,000 of additional interest that the Company is contractually entitled to accrue from October 1, 2019 through December 31, 2019 and approximately $1.1 million of additional interest from January 1, 2020 through December 31, 2020 in accordance with the terms of the Sysorex Note, but did not accrue due to the uncertainty of repayment. An additional $1 million of the principal balance under the Secured Note was assigned to Systat on March 19, 2021, as the final portion of the total consideration due in connection with the license. During the three months ended March 31, 2020 an additional 117,000 was advanced under the Secured Note and the Company was entitled to an additional 251,806 of interest in accordance with the terms of the Note, but did not accrue due to the uncertainty of repayment. An additional $1 million of the principal balance under the Secured Note was assigned to Systat on March 19, 2021, as the final portion of the total consideration due in connection with the license. As of April 14, 2021 , the Sysorex Note Purchase Agreement was settled, see Sysorex Securities Settlement Agreement below. Sysorex Receivable On February 20, 2019, the Company, Sysorex and Atlas Technology Group, LLC (“Atlas”) entered into a settlement agreement resulting in a net award of $941,796 whereby Atlas agreed to accept an aggregate of 16,655 shares of freely-tradable common stock of the Company in full satisfaction of the award. The Company and Sysorex each agreed pursuant to the terms and conditions of that certain Separation and Distribution Agreement, dated August 7, 2018, as amended, that 50% of the costs and liabilities related to the arbitration action would be shared by each party following the Spin-off. As a result, Sysorex owes the Company $0.6 million for the settlement plus the interest accrued during the fiscal year ended December 31, 2020 of $0.1 million.. The total owed to the Company for this settlement as of December 31, 2021 and 2020 was $0 and $0.6 million, respectively. The Company established a full valuation allowance against this balance as of December 31, 2020. As of April 14, 2021, the Sysorex Receivable was settled, see Sysorex Securities Settlement Agreement below. Sysorex Securities Settlement Agreement On April 14, 2021, the Company entered into a Securities Settlement Agreement (the “SSA”) and a Rights Letter Agreement (the “RLA”), each with Sysorex, whereby Sysorex agreed to satisfy in full its outstanding debt, in the aggregate amount of $9,088,176 as of March 31, 2021, owed to the Company under that certain secured promissory note, originally dated December 31, 2018, as amended from time to time, and in connection with that certain settlement agreement, dated February 20, 2019, by and among the Company, Sysorex and Atlas Technology Group, LLC (the “Debt Settlement”). To effect the Debt Settlement, Sysorex agreed to issue to the Company (i) pursuant to the terms of the SSA, 12,972,189 shares of its common stock, $0.00001 par value per share, and (ii) rights to acquire 3,000,000 additional shares of its common stock pursuant to the terms of the RLA. The Debt Settlement was entered into in connection with Sysorex’s closing of a reverse triangular merger with TTM Digital Assets & Technologies, Inc. The Company recorded $7.5 million for the release of the previously recorded valuation allowance, $1.6 million of interest income, and a gain on settlement of $49.8 million equal to the difference in the carry value of the promissory note, including interest and value of the common stock and rights to acquire additional shares received in the settlement. In connection with the Debt Settlement, the Company also entered into a Registration Rights Agreement, dated as of April 14, 2021 (the “RRA”), with Sysorex and certain other shareholders of Sysorex (the “Holders”). Pursuant to the terms of the RRA, Sysorex must, subject to certain limitations, register the resale of the shares of common stock held by the Company and the Holders, with the U.S. Securities and Exchange Commission (the “SEC”), during the period that begins on the 90th day following April 14, 2021. In the event Sysorex fails to register such shares within that timeframe, or otherwise fails to meet its obligations under the RRA, then, subject to certain limitations, the Company and the Holders may be entitled to receive from Sysorex an amount in cash equal to the product of 1.5% multiplied by the value of their shares (as set forth in the RRA), which amount is payable each month following the date of such failure for so long as the failure continues; provided that the shares are considered "Registrable Securities" as defined by the RRA. The shares of Sysorex common stock were not deemed Registrable Securities as defined by the RRA as of the date of the registration obligation. Also, under the RRA, if Sysorex determines to prepare and file with the SEC a registration statement relating to an offering of any of its equity securities, for its own account or the account of others, then the Company and the Holders will have the right, subject to certain limitations, to require Sysorex to include in such registration statement all or any part of the shares of common stock held by them. Systat License Agreement Nadir Ali, our Chief Executive Officer and a member of our Board, is a related party in connection with the acquisition of the Licenses as a result of his service as a director of Sysorex, the issuer of the Sysorex Note that was assigned in accordance with the terms and conditions of the License Agreement. In addition, Tanveer Khader and Kareem Irfan, members of our Board, are also related parties in connection with the acquisition of the Licenses as a result of their respective employment relationships with the Systat Parties. (See Note 4). Inpixon Canada Promissory Note As of December 31, 2021, Inpixon Canada owed the Company $16.8 million. This note is recorded as a current note receivable on the Company books, however, it is eliminated in the consolidated financial statements. Cardinal Health Ventures Investment Nadir Ali, our Chief Executive Officer and director, is also a member in CVH through 3AM, which may, in certain circumstances, be entitled to manage the affairs of CVH. Mr. Ali’s relationship may create conflicts of interest between Mr. Ali’s obligations to our company and its shareholders and his economic interests and possible fiduciary obligations in CVH through 3AM. For example, Mr. Ali may be in a position to influence or manage the affairs of CVH in a manner that may be viewed as contrary to the best interests of either the Company or CVH and their respective stakeholders. (See Note 17). Consulting Services Kareem Irfan, a director of the Company, is providing consulting services to the Company in support of strategic initiatives for which he receives compensation of $10,000 a month under a consulting agreement effective through April 30, 2022 unless terminated earlier under the provisions of the agreement. |
Leases
Leases | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Leases | Leases The Company has operating leases for administrative offices in the United States (California), Canada, India, United Kingdom and Germany. The Company terminated the lease in Ratingen, Germany in January 2021. The Company entered into two new operating leases for its administrative offices in Ratingen, Germany, both from February 1, 2021 through January 1, 2023. The monthly lease rate is approximately $2,843 and $1,144 per month. As part of the acquisition of IntraNav on December 9, 2021. the Company acquired right-of-use assets and lease liabilities related to an operating lease for an office space (the IntraNav office) located in Frankfurt, Germany. This lease expires on January 6, 2025 and the current lease rate is approximately $9,753 per month. The Company has no other operating or financing leases with terms greater than 12 months. Right-of-use assets is summarized below (in thousands): As of December 31, As of December 31, 2020 Palo Alto, CA Office $ 631 $ 630 Encino, CA Office — 194 Hyderabad, India Office 359 365 Coquitlam, Canada Office 97 96 Westminster, Canada Office 10 10 Toronto, Canada Office 949 949 Ratingen, Germany Office 90 18 Berlin, Germany Office 536 583 Slough, United Kingdom Office 34 34 Frankfurt, Germany Office 312 — Less accumulated amortization (1,282) (802) Right-of-use asset, net $ 1,736 $ 2,077 Lease expense for operating leases recorded in the balance sheet is included in operating costs and expenses and is based on the future minimum lease payments recognized on a straight-line basis over the term of the lease plus any variable lease costs. Operating lease expenses, inclusive of short-term and variable lease expenses, recognized in our consolidated statement of income for the period ended December 31, 2021 and 2020 was $1.2 million and $5.4 million, respectively. During the years ended December 31, 2021 and 2020 , the Company recorded $0.7 million each year as rent expense to the right-of-use assets. Lease liability is summarized below (in thousands): As of December 31, 2021 As of December 31, 2020 Total lease liability $ 1,751 $ 2,104 Less: short term portion (643) (647) Long term portion $ 1,108 $ 1,457 Maturity analysis under the lease agreement is as follows (in thousands): Year ending December 31, 2022 $ 733 Year ending December 31, 2023 471 Year ending December 31, 2024 378 Year ending December 31, 2025 258 Year ending December 31, 2026 103 Total $ 1,943 Less: Present value discount (192) Lease liability $ 1,751 Operating lease liabilities are based on the net present value of the remaining lease payments over the remaining lease term. In determining the present value of lease payments, the Company used its incremental borrowing rate based on the information available at the date of adoption of Topic 842. As of December 31, 2021, the weighted average remaining lease term is 3.35 and the weighted average discount rate used to determine the operating lease liabilities was 8.0%. |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Litigation Certain conditions may exist as of the date the consolidated financial statements are issued which may result in a loss to the Company, but which will only be resolved when one or more future events occur or fail to occur. The Company assesses such contingent liabilities, and such assessment inherently involves an exercise of judgment. In assessing loss contingencies related to legal proceedings that are pending against the Company, or unasserted claims that may result in such proceedings, the Company evaluates the perceived merits of any legal proceedings or unasserted claims, as well as the perceived merits of the amount of relief sought or expected to be sought therein. If the assessment of a contingency indicates that it is probable that a material loss has been incurred and the amount of the liability can be estimated, then the estimated liability would be accrued in the Company’s consolidated financial statements. If the assessment indicates that a potentially material loss contingency is not probable, but is reasonably possible, or is probable but cannot be estimated, then the nature of the contingent liability and an estimate of the range of possible losses, if determinable and material, would be disclosed. Loss contingencies considered remote are generally not disclosed, unless they involve guarantees, in which case the guarantees would be disclosed. There can be no assurance that such matters will not materially and adversely affect the Company’s business, financial position, and results of operations or cash flows. Compliance with Nasdaq Continued Listing Requirement On October 25, 2021, we received a letter from the Listing Qualifications Staff of The Nasdaq Stock Market LLC (“Nasdaq”) indicating that, based upon the closing bid price of our common stock (“Common Stock”) for the prior 30 consecutive business days beginning on September 13, 2021, and ending on October 22, 2021, the Company no longer met the requirement to maintain a minimum bid price of $1.00 per share, as set forth in Nasdaq Listing Rule 5550(a)(2). In accordance with Nasdaq Listing Rule 5810(c)(3)(A), we have been provided a period of 180 calendar days, or until April 25, 2022, in which to regain compliance. In order to regain compliance with the minimum bid price requirement, the closing bid price of our Common Stock must be at least $1.00 per share for a minimum of ten consecutive business days during this 180-day period. In the event that we do not regain compliance within this 180-day period, we may be eligible to seek an additional compliance period of 180 calendar days if we meet the continued listing requirement for market value of publicly held shares and all other initial listing standards for the Nasdaq Capital Market, with the exception of the bid price requirement, and provide written notice to Nasdaq of our intent to cure the deficiency during this second compliance period, by effecting a reverse stock split, if necessary. However, if it appears to the Nasdaq staff that we will not be able to cure the deficiency, or if we are otherwise not eligible, Nasdaq will provide us with notice that our Common Stock will be subject to delisting. |
Correction of Previously Issued
Correction of Previously Issued Financial Statements | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Changes and Error Corrections [Abstract] | |
Correction of Previously Issued Financial Statements | Correction of Previously Issued Financial Statements The Company follows ASC Topic 250, Accounting Changes and Error Corrections, when accounting for accounting changes and errors in previously issued financial statements. The former is a change in accounting principle, a change in accounting estimates or a change in reporting entity. The latter is an error in recognition, measurement, presentation, or disclosure in financial statements resulting from mathematical mistakes, mistakes in the application of generally accepted accounting principles, or oversight or misuse of facts that existed at the time the financial statements were prepared. Subsequent to the issuance of the Company’s consolidated and combined financial statements as of September 30, 2021 and 2020 (the “previously issued financial statements”), new information became available to management which required a re-evaluation of the Company’s historical application of ASC Topic 480, Distinguishing Liabilities from Equity (“ASC 480”), and ASC Topic 260, Earnings per Share (“ASC 260”) and concluded a accretion discount of the Series 7 preferred shares should have recorded been as a reduction to the Company’s Net Loss Attributable to Common Stockholders. The error also impacted the company’s Net Loss Per Share- Basic and Diluted calculation. Management evaluated the quantitative and qualitative impact of this accounting error and concluded it was not material to the Company’s previously issued financial statements. Notwithstanding this conclusion, management has revised the accompanying consolidated financial statements and related disclosures included herein to correct this accounting error for all periods presented, as well as the accompanying footnotes affected by the accounting error, which include additional disclosure or corresponding revisions to the Consolidated Statements. The correction of this accounting error had no effect on the Company’s previously reported revenues and operating loss. The following tables summarize the effect of correcting this accounting error on the Company’s previously issued financial statements: Consolidated Statement of Operations Information For the Three Months Ended September 30, 2021 For the Nine Months Ended September 30, 2021 As Previously Issued Adjustment Corrected As Previously Issued Adjustment Corrected Net loss attributable to Stockholders of Inpixon $ (33,640) $ — $ (33,640) $ (31,438) $ — $ (31,438) Accretion of Series 7 preferred stock $ — $ (2,962) $ (2,962) $ — $ (2,962) $ (2,962) Net Loss Attributable to Common Stockholders $ (33,640) $ (2,962) $ (36,602) $ (31,438) $ (2,962) $ (34,400) Net Loss Per Share - Basic and Diluted $ (0.29) $ (0.02) $ (0.31) $ (0.31) $ (0.03) $ (0.34) |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events On January 8, 2022 the Company granted 9,945,000 stock options to employees, consultants and directors of the Company. These options are 100% vested at grant or vest over 12 or 48 months, have a life of 10 years and an exercise price of $0.53 per share. On January 28, 2022, the Company entered into an Exchange Agreement with the holder of certain existing warrants of the Company which were exercisable for an aggregate of 49,305,088 shares of the Company’s common stock. Pursuant to the Exchange Agreement, the Company has agreed to issue to the Warrant Holder an aggregate of 13,811,407 shares of common stock and rights to receive an aggregate of 3,938,424 shares of common stock in exchange for the existing warrants. On February 1, 2022, the Company entered into an exchange agreement (the “Exchange Agreement”) with the holder of that certain outstanding unsecured promissory note, issued on March 18, 2020 in an aggregate initial principal amount of $6,465,000 (the “Original Note”), pursuant to which the Company and the holder agreed to: (i) partition a new promissory note in the form of the Original Note equal to $500,000 and then cause the outstanding balance of the Original Note to be reduced by $500,000; and (ii) exchange the partitioned note for the delivery of 1,191,611 shares of the Company’s Common Stock, at an effective price per share equal to $0.4196. On February 18, 2022, the Company entered into an exchange agreement (the “Exchange Agreement”) with the holder of that certain outstanding unsecured promissory note, issued on March 18, 2020 in an aggregate initial principal amount of $6,465,000 (the “Original Note”), pursuant to which the Company and the holder agreed to: (i) partition a new promissory note in the form of the Original Note equal to $350,000 and then cause the outstanding balance of the Original Note to be reduced by $350,000; and (ii) exchange the partitioned note for the delivery of 966,317 shares of the Company’s Common Stock, at an effective price per share equal to $0.3622. On February 19, 2022, 960,106 shares of common stock issued in connection with restricted stock grants were forfeited for employee taxes. On March 3, 2022, we entered into a Second Amendment to the CXApp Stock Purchase Agreement with the Sellers' Representative, pursuant to which the parties agreed that withholding taxes payable by the Sellers, as applicable, in connection with the issuance of the Earnout Shares would be offset up to the aggregate amount payable to such Seller by the Company from the Holdback Amount and the Holdback Amount would be reduced by an equal amount. On March 3, 2022, the Company issued 10,873,886 shares of Common Stock to the Sellers in connection with the satisfaction of the Earnout Payment. Through March 15, 2022, the Company received notice of cash redemption from several holders of Series 7 Convertible Preferred Stock issued September 13, 2021 (as disclosed in Note 23). The redemption period per the purchase agreement begins on March 15, 2022 and ends on June 14, 2022. As of March 15, 2022, redemption notices totaling 33,000 preferred shares have been received for aggregate cash required to be paid of approximately $33.0 million. In addition, in accordance with the purchase agreement, upon redemption of the preferred stock, each holder will forfeit 75% of the common stock warrants that were issued. Therefore, as of the date of this filing, 33,000 shares of Series 7 Convertible Preferred Stock have been redeemed and 19,800,000 warrants have been forfeited. On March 15, 2022, the Company entered into an exchange agreement (the “Exchange Agreement”) with the holder of that certain outstanding unsecured promissory note, issued on March 18, 2020 in an aggregate initial principal amount of $6,465,000 (the “Original Note”), pursuant to which the Company and the holder agreed to: (i) partition a new promissory note in the form of the Original Note equal to $650,000 and then cause the outstanding balance of the Original Note to be reduced by $650,000; and (ii) exchange the partitioned note for the delivery of 2,152,317 shares of the Company’s Common Stock, at an effective price per share equal to $0.3020. Effective as of March 16, 2022, we entered into a third amendment (the “Third Amendment”) to the Original Note. Pursuant to the terms of the Third Amendment, the maturity date of the Original Note was extended from March 18, 2022 to March 18, 2023 (the “Maturity Date Extension”). In exchange for the Maturity Date Extension, we agreed to pay a 2% extension fee in the amount of $56,860.09 (the “Extension Fee”), which was added to the outstanding balance of the Original Note. Following the application of the Extension Fee, as of March 16, 2022, the outstanding balance of the Original Note was $2,900,654.45. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Consolidations | Consolidations The consolidated financial statements have been prepared using the accounting records of Inpixon, Inpixon Canada, Inpixon Germany, Inpixon UK, Nanotron, Intranav, Inpixon India, Game Your Game, and CXApp. All material inter-company balances and transactions have been eliminated. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with generally accepted accounting principles in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during each of the reporting periods. Actual results could differ from those estimates. The Company’s significant estimates consist of: • the valuation of stock-based compensation; • the valuation of the assets and liabilities acquired of Sysat, Ten Degrees, Nanotron, Game your Game, Visualix, CXApp, and Intranav as described in Note 4 , Note 5, Note 6, Note 7 , Note 8, Note 9 and Note 10 respectively, as well as the valuation of the Company’s common shares issued in the transaction; • the allowance for credit losses; • the valuation of loans receivable; • the valuation of equity securities; • the valuation allowance for deferred tax assets; and • impairment of long-lived assets and goodwill. |
Business Combinations | Business Combinations The Company accounts for business combinations under Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 805 “Business Combinations” using the acquisition method of accounting, and accordingly, the assets and liabilities of the acquired business are recorded at their fair values at the date of acquisition. The excess of the purchase price over the estimated fair value is recorded as goodwill. All acquisition costs are expensed as incurred. Upon acquisition, the accounts and results of operations are consolidated as of and subsequent to the acquisition date. |
Cash and Cash Equivalents | Cash and Cash Equivalents Cash and cash equivalents consist of cash, checking accounts, money market accounts and temporary investments with maturities of three months or less when purchased. As of December 31, 2021 and 2020, the Company had no cash equivalents. |
Accounts Receivable, net of Allowance for Doubtful Accounts | Accounts Receivable, net and Allowance for Credit LossesAccounts receivables are stated at the amount the Company expects to collect. The Company recognizes an allowance for credit losses to ensure accounts receivables are not overstated due to un-collectability. Bad debt reserves are maintained for various customers based on a variety of factors, including the length of time the receivables are past due, significant one-time events and historical experience. An additional reserve for individual accounts is recorded when the Company becomes aware of a customer’s inability to meet its financial obligation, such as in the case of bankruptcy filings, or deterioration in such customer’s operating results or financial position. If circumstances related to a customer change, estimates of the recoverability of receivables would be further adjusted. |
Inventory | Inventory Finished goods are measured at the cost of manufactured products including direct materials and subcontracted services. Nanotron, states finished goods at the lower of cost and net realizable value on an average cost basis. As the inventory held by Nanotron is typically small dollar value items with small variances in price, an estimate or average is used to determine the balance of inventory. All other subsidiaries of the Company state inventory utilizing the first-in, first-out method. The Company |
Short-term investments and Investment in equity securities- fair value | Short-term investments Investments with maturities greater than 90 days but less than one year are classified as short-term investments on the consolidated balance sheets and consist of U.S. Treasury Bills. Accrued interest on U.S. Treasury bills are also classified as short term investment. Investment securities—fair value consist primarily of investments in equity securities and are carried at fair value in accordance with ASC 321, Investments-Equity Securities |
Property and Equipment, net | Property and Equipment, net Property and equipment are recorded at cost less accumulated depreciation and amortization. The Company depreciates its property and equipment for financial reporting purposes using the straight-line method over the estimated useful lives of the assets, which range from 3 to 10 years. Leasehold improvements are amortized over the lesser of the useful life of the asset or the initial lease term. Expenditures for maintenance and repairs, which do not extend the economic useful life of the related assets, are charged to operations as incurred, and expenditures, which extend the economic life, are capitalized. When assets are retired, or otherwise disposed of, the costs and related accumulated depreciation or amortization are removed from the accounts and any gain or loss on disposal is recognized. |
Intangible Assets | Intangible AssetsIntangible assets primarily consist of developed technology, customer lists/relationships, non-compete agreements, intellectual property agreements, export licenses and trade names/trademarks. They are amortized ratably over a range of 1 to 15 years, which approximates customer attrition rate and technology obsolescence. The Company assesses the carrying value of its intangible assets for impairment each year. |
Acquired In-Process Research and Development ("IPR&D") | Acquired In-Process Research and Development (“IPR&D”) In accordance with authoritative guidance, the Company recognizes IPR&D at fair value as of the acquisition date, and subsequently accounts for it as an indefinite-lived intangible asset until completion or abandonment of the associated research and development efforts. Once an IPR&D project has been completed, the useful life of the IPR&D asset is determined and amortized accordingly. If the IPR&D asset is abandoned, the remaining carrying value is written off. During fiscal year 2014, the Company acquired IPR&D through the acquisition of AirPatrol, in 2015 through the acquisition of the assets of LightMiner, in 2019 through the acquisitions of Locality, Jibestream and certain assets of GTX, in 2020 through the SYSTAT licensing agreement, the acquisition of certain assets of Ten Degrees, and the acquisition of Nanotron, and in 2021 through the acquisitions of Game Your Game, certain assets of Visualix, CXApp and IntraNav. The Company's IPR&D is comprised of AirPatrol, LightMiner, Locality, Jibestream, GTX, SYSTAT, Ten Degrees, Nanotron, Game Your Game, Visualix, CXApp and IntraNav, which was valued on the date of the acquisition. It will take additional financial resources to continue development of these technologies. The Company continues to seek additional resources, through both capital raising efforts and meeting with industry experts, for further development of these technologies. Through December 31, 2021, the Company has made some progress with raising capital since these acquisitions, building their pipeline and getting industry acknowledgment. The Company has been recognized by leading industry analysts in a report on leading indoor positioning companies and was also awarded the IoT Security Excellence award by TMC and Crossfire Media. Management remains focused on growing revenue from these products and continues to pursue efforts to recognize the value of the technologies. If the Company chooses to abandon these efforts, or if the Company determines that such funding is not available, the related IPR&D will be subject to significant impairment. |
Goodwill | Goodwill The Company tests goodwill for potential impairment at least annually, or more frequently if an event or other circumstance indicates that the Company may not be able to recover the carrying amount of the net assets of the reporting unit. The Company has determined that the reporting unit is the entire company, due to the integration of all of the Company’s activities. In evaluating goodwill for impairment, the Company may assess qualitative factors to determine whether it is more likely than not (that is, a likelihood of more than 50%) that the fair value of a reporting unit is less than its carrying amount. If the Company bypasses the qualitative assessment, or if the Company concludes that it is more likely than not that the fair value of a reporting unit is less than its carrying value, then the Company performs a quantitative impairment test by comparing the fair value of a reporting unit with its carrying amount. The Company calculates the estimated fair value of a reporting unit using a weighting of the income and market approaches. For the income approach, the Company uses internally developed discounted cash flow models that include the following assumptions, among others: projections of revenues, expenses, and related cash flows based on assumed long-term growth rates and demand trends; expected future investments to grow new units; and estimated discount rates. For the market approach, the Company uses internal analyses based primarily on market comparables. The Company bases these assumptions on its historical data and experience, third party appraisals, industry projections, micro and macro general economic condition projections, and its expectations. |
Software Development Costs | Software Development CostsThe Company develops and utilizes internal software for the processing of data provided by its customers. Costs incurred in this effort are accounted for under the provisions of ASC 350-40, "Internal Use Software" and ASC 985-20, "Software – Cost of Software to be Sold, Leased or Marketed", whereby direct costs related to development and enhancement of internal use software is capitalized, and costs related to maintenance are expensed as incurred. The Company capitalizes its direct internal costs of labor and associated employee benefits that qualify as development or enhancement. These software development costs are amortized over the estimated useful life which management has determined ranges from 1 to 5 years. |
Research and Development | Research and DevelopmentResearch and development costs consist primarily of professional fees and compensation expense. All research and development costs are expensed as incurred. |
Loans and Notes Receivable | Loans and Notes Receivable The Company evaluates loans and notes receivable that don’t qualify as securities pursuant to ASC 310 – "Receivables", wherein such loans would first be classified as either “held for investment” or ‘held for sale”. Loans would be classified as “held for investment”, if the Company has the intent and ability to hold the loan for the foreseeable future, or to maturity or pay-off. Loans would be classified as “held for sale”, if the Company intends to sell the loan. Loan receivables classified as “held for investment” are carried on the balance sheet at their amortized cost and are periodically evaluated for impairment. Loan receivables classified as “held for sale” are carried on the balance sheet at the lower of their amortized cost or fair value, with a valuation allowance being recorded (with a corresponding income statement charge) if the amortized cost exceeds the fair value. For loans carried on the balance sheet at fair value, changes to the fair value amount that relate solely to the passage of time will be recorded as interest income. |
Income Taxes | Income Taxes The Company accounts for income taxes using the asset and liability method. Accordingly, deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in the tax rate is recognized in income or expense in the period that the change is effective. Income tax benefits are recognized when it is probable that the deduction will be sustained. A valuation allowance is established when it is more likely than not that all or a portion of a deferred tax asset will either expire before the Company is able to realize the benefit, or that future deductibility is uncertain. |
Foreign Currency Translations | Foreign Currency Translation Assets and liabilities related to the Company’s foreign operations are calculated using the Indian Rupee, Canadian Dollar, British Pound and Euro, and are translated at end-of-period exchange rates, while the related revenues and expenses are translated at average exchange rates prevailing during the period. Translation adjustments are recorded as a separate component of consolidated stockholders’ equity, totaling a gain/(loss) of approximately $(0.6) million and $0.6 million for the years ended December 31, 2021 and 2020, respectively. Gains or losses resulting from transactions denominated in foreign currencies are included in other income (expense) in the consolidated statements of operations. The Company engages in foreign currency denominated transactions with customers that operate in functional currencies other than the U.S. dollar. Aggregate foreign currency net transaction losses were not material for the years ended December 31, 2021 and 2020. |
Comprehensive Income (Loss) | Comprehensive Income (Loss)The Company reports comprehensive income (loss) and its components in its consolidated financial statements. Comprehensive loss consists of net loss, foreign currency translation adjustments and unrealized gains and losses from marketable securities, affecting stockholders’ (deficit) equity that, under GAAP, are excluded from net loss. |
Revenue Recognition and Shipping and Handling Costs | Revenue Recognition The Company recognizes revenue when control is transferred of the promised products or services to its customers, in an amount that reflects the consideration the Company expects to be entitled to in exchange for those products or services. The Company derives revenue from software as a service, design and implementation services for its Indoor Intelligence systems, and professional services for work performed in conjunction with its systems. Hardware and Software Revenue Recognition For sales of hardware and software products, the Company’s performance obligation is satisfied at a point in time when they are shipped to the customer. This is when the customer has title to the product and the risks and rewards of ownership. The delivery of products to Inpixon's customers occurs in a variety of ways, including (i) as a physical product shipped from the Company’s warehouse, (ii) via drop-shipment by a third-party vendor, or (iii) via electronic delivery with respect to software licenses. The Company leverages drop-ship arrangements with many of its vendors and suppliers to deliver products to customers without having to physically hold the inventory at its warehouse. In such arrangements, the Company negotiates the sale price with the customer, pays the supplier directly for the product shipped, bears credit risk of collecting payment from its customers and is ultimately responsible for the acceptability of the product and ensuring that such product meets the standards and requirements of the customer. Accordingly, the Company is the principal in the transaction with the customer and records revenue on a gross basis. The Company receives fixed consideration for sales of hardware and software products. The Company’s customers generally pay within 30 to 60 days from the receipt of a customer approved invoice. The Company has elected the practical expedient to expense the costs of obtaining a contract when they are incurred because the amortization period of the asset that otherwise would have been recognized is less than a year. Software As A Service Revenue Recognition With respect to sales of the Company’s maintenance, consulting and other service agreements including the Company’s digital advertising and electronic services, customers pay fixed monthly fees in exchange for the Company’s service. The Company’s performance obligation is satisfied over time as the digital advertising and electronic services are provided continuously throughout the service period. The Company recognizes revenue evenly over the service period using a time-based measure because the Company is providing continuous access to its service. Professional Services Revenue Recognition The Company’s professional services include milestone, fixed fee and time and materials contracts. Professional services under milestone contracts are accounted for using the percentage of completion method. As soon as the outcome of a contract can be estimated reliably, contract revenue is recognized in the consolidated statement of operations in proportion to the stage of completion of the contract. Contract costs are expensed as incurred. Contract costs include all amounts that relate directly to the specific contract, are attributable to contract activity, and are specifically chargeable to the customer under the terms of the contract. Professional services are also contracted on the fixed fee and time and materials basis. Fixed fees are paid monthly, in phases, or upon acceptance of deliverables. The Company’s time and materials contracts are paid weekly or monthly based on hours worked. Revenue on time and material contracts is recognized based on a fixed hourly rate as direct labor hours are expended. Materials, or other specified direct costs, are reimbursed as actual costs and may include markup. The Company has elected the practical expedient to recognize revenue for the right to invoice because the Company’s right to consideration corresponds directly with the value to the customer of the performance completed to date. For fixed fee contracts including maintenance service provided by in house personnel, the Company recognizes revenue evenly over the service period using a time-based measure because the Company is providing continuous service. Because the Company’s contracts have an expected duration of one year or less, the Company has elected the practical expedient in ASC 606-10-50-14(a) to not disclose information about its remaining performance obligations. Anticipated losses are recognized as soon as they become known. For the years ended December 31, 2021 and 2020, the Company did not incur any such losses. These amounts are based on known and estimated factors. License Revenue Recognition The Company enters into contracts with its customers whereby it grants a non-exclusive on-premise license for the use of its proprietary software. The contracts provide for either (i) a one year stated term with a one year renewal option, (ii) a perpetual term or (iii) a two year term for students with the option to upgrade to a perpetual license at the end of the term. The contracts may also provide for yearly on-going maintenance services for a specified price, which includes maintenance services, designated support, and enhancements, upgrades and improvements to the software (the “Maintenance Services”), depending on the contract. Licenses for on-premises software provide the customer with a right to use the software as it exists when made available to the customer. All software provides customers with the same functionality and differ mainly in the duration over which the customer benefits from the software. The timing of the Company's revenue recognition related to the licensing revenue stream is dependent on whether the software licensing agreement entered into represents a good or service. Software that relies on an entity’s IP and is delivered only through a hosting arrangement, where the customer cannot take possession of the software, is a service. A software arrangement that is provided through an access code or key represents the transfer of a good. Licenses for on-premises software represents a good and provide the customer with a right to use the software as it exists when made available to the customer. Customers may purchase perpetual licenses or subscribe to licenses, which provide customers with the same functionality and differ mainly in the duration over which the customer benefits from the software. Revenue from distinct on-premises licenses is recognized upfront at the point in time when the software is made available to the customer. Renewals or extensions of licenses are evaluated as distinct licenses (i.e., a distinct good or service), and revenue attributed to the distinct good or service cannot be recognized until (1) the entity provides the distinct license (or makes the license available) to the customer and (2) the customer is able to use and benefit from the distinct license. Renewal contracts are not combined with original contracts, and, as a result, the renewal right is evaluated in the same manner as all other additional rights granted after the initial contract. The revenue is not recognized until the customer can begin to use and benefit from the license, which is typically at the beginning of the license renewal period. Therefore, the Company recognizes revenue resulting from renewal of licensed software at a point in time, specifically, at the beginning of the license renewal period. The Company recognizes revenue related to Maintenance Services evenly over the service period using a time-based measure because the Company is providing continuous service and the customer simultaneously receives and consumes the benefits provided by the Company’s performance as the services are performed. Contract Balances The timing of the Company’s revenue recognition may differ from the timing of payment by its customers. The Company records a receivable when revenue is recognized prior to payment and the Company has an unconditional right to payment. Alternatively, when payment precedes the provision of the related services, the Company records deferred revenue until the performance obligations are satisfied. The Company had deferred revenue of approximately $4.8 million and $1.9 million as of December 31, 2021 and 2020, respectively, related to cash received in advance for product maintenance services and professional services provided by the Company’s technical staff. The Company expects to satisfy its remaining performance obligations for these maintenance services and professional services, and recognize the deferred revenue and related contract costs over the next twelve months. Costs to Obtain a Contract The Company recognizes eligible sales commissions as an asset as the commissions are an incremental cost of obtaining a contract with the customer and the Company expects to recover these costs. The capitalized costs are amortized over the expected contract term including any expected renewals. Cost to Fulfill a Contract The Company incurs costs to fulfill their obligations under a contract once it has obtained, but before transferring goods or services to the customer. These costs are recorded as an asset as these costs are an incremental cost of fulfilling the contract with the customer and the Company expects to recover these costs. The capitalized costs are amortized over the expected remaining contract term. Shipping and Handling Costs Shipping and handling costs are expensed as incurred as part of cost of revenues. These costs were deemed to be nominal during each of the reporting periods. |
Advertising Costs | Advertising CostsAdvertising costs are expensed as incurred. |
Share-Based Compensation | Stock-Based Compensation The Company accounts for options granted to employees by measuring the cost of services received in exchange for the award of equity instruments based upon the fair value of the award on the date of grant. The fair value of that award is then ratably recognized as an expense over the period during which the recipient is required to provide services in exchange for that award. Options and warrants granted to consultants and other non-employees are recorded at fair value as of the grant date and subsequently adjusted to fair value at the end of each reporting period until such options and warrants vest, and the fair value of such instruments, as adjusted, is expensed over the related vesting period. The Company measures the cost of services received in exchange for an award of equity instruments based on the fair value of the award. The fair value of the award is measured on the grant date and recognized over the period services are required to be provided in exchange for the award, usually the vesting period. Forfeitures of unvested stock options are recorded when they occur. |
Net Income (Loss) Per Share | Net Income (Loss) Per Share The Company computes basic and diluted earnings per share by dividing net loss by the weighted average number of common shares outstanding during the period. Basic and diluted net loss per common share were the same since the inclusion of common shares issuable pursuant to the exercise of options and warrants in the calculation of diluted net loss per common shares would have been anti-dilutive. |
Preferred Stock | Preferred Stock The Company relies on the guidance provided by ASC 480, "Distinguishing Liabilities from Equity", to classify certain redeemable and/or convertible instruments. Preferred shares subject to mandatory redemption are classified as liability instruments and are measured at fair value. Conditionally redeemable preferred shares (including preferred shares that feature redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) are classified as temporary equity. At all other times, preferred shares are classified as permanent equity. |
Fair Value Measurements | Fair Value Measurements ASC 820, Fair Value Measurements, provides guidance on the development and disclosure of fair value measurements. The Company follows this authoritative guidance for fair value measurements, which defines fair value, establishes a framework for measuring fair value under generally accepted accounting principles in the United States, and expands disclosures about fair value measurements. The guidance requires fair value measurements be classified and disclosed in one of the following three categories: • Level 1: Quoted prices (unadjusted) in active markets that are accessible at the measurement date for identical assets or liabilities. • Level 2: Observable prices that are based on inputs not quoted on active markets but corroborated by market data. • Level 3: Unobservable inputs which are supported by little or no market activity and values determined using pricing models, discounted cash flow methodologies, or similar techniques, as well as instruments for which the determination of fair value requires significant judgment or estimation. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments Financial instruments consist of cash and cash equivalents, accounts receivable, notes receivable, accounts payable, and short-term debt. The Company determines the estimated fair value of such financial instruments presented in these financial statements using available market information and appropriate methodologies. These financial instruments, except for short-term debt, are stated at their respective historical carrying amounts, which approximate fair value due to their short-term nature. Short-term debt approximates market value based on similar terms available to the Company in the market place. |
Carrying Value, Recoverability and Impairment of Long-Lived Assets | Carrying Value, Recoverability and Impairment of Long-Lived Assets The Company has adopted Section 360-10-35 of the FASB ASC for its long-lived assets. Pursuant to ASC Paragraph 360-10-35-17, an impairment loss shall be recognized only if the carrying amount of a long-lived asset (asset group) is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset (asset group) is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset (asset group). That assessment shall be based on the carrying amount of the asset (asset group) at the date it is tested for recoverability. An impairment loss shall be measured as the amount by which the carrying amount of a long-lived asset (asset group) exceeds its fair value. Pursuant to ASC Paragraph 360-10-35-20 if an impairment loss is recognized, the adjusted carrying amount of a long-lived asset shall be its new cost basis. For a depreciable long-lived asset, the new cost basis shall be depreciated (amortized) over the remaining useful life of that asset. Restoration of a previously recognized impairment loss is prohibited. Pursuant to ASC Paragraph 360-10-35-21, the Company’s long-lived asset (asset group) is tested for recoverability whenever events or changes in circumstances indicate that its carrying amount may not be recoverable. The Company considers the following to be some examples of such events or changes in circumstances that may trigger an impairment review: (a) significant decrease in the market price of a long-lived asset (asset group); (b) a significant adverse change in the extent or manner in which a long-lived asset (asset group) is being used or in its physical condition; (c) a significant adverse change in legal factors or in the business climate that could affect the value of a long-lived asset (asset group), including an adverse action or assessment by a regulator; (d) an accumulation of costs significantly in excess of the amount originally expected for the acquisition or construction of a long-lived asset (asset group); (e) a current-period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continuing losses associated with the use of a long-lived asset (asset group); and (f) a current expectation that, more likely than not, a long-lived asset (asset group) will be sold or otherwise disposed of significantly before the end of its previously estimated useful life. The Company tests its long-lived assets for potential impairment indicators at least annually and more frequently upon the occurrence of such events. |
Recently Issued and Adopted Accounting Standards and Recently Issued Accounting Standards Not Yet Adopted | Recently Issued and Adopted Accounting Standards In December 2019, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2019-12, "Income Taxes (Topic 740) Simplifying the Accounting for Income Taxes" ("ASU 2019-12"), which is intended to simplify various aspects related to accounting for income taxes. ASU 209-12 removes certain exceptions to the general principles in Topic 740 and also clarifies and amends existing guidance to improve consistent application. ASU 2019-12 became effective for the Company beginning January 1, 2021. The new guidance was effective upon issuance of this final accounting standards update. The Company has adopted this standard and the adoption did not have a material impact on its condensed consolidated financial statements or disclosures. In October 2020, the FASB issued ASU 2020-10, "Codification Improvements" (ASU 2020-10"), which updates various codification topics by clarifying or improving disclosure requirements to align with the SEC's regulations. The effective date of the standard is for interim and annual reporting periods beginning after December 15, 2020 for public entities. The Company adopted ASU 2020-10 as of the reporting period beginning January 1, 2021. The new guidance was effective upon issuance of this final accounting standards update. The Company has adopted this standard and the adoption did not have a material impact on its condensed consolidated financial statements or disclosures.' Recently Issued Accounting Standards Not Yet Adopted In August 2020, the FASB issued ASU 2020-06, "Debt—Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging— Contracts in Entity’s Own Equity (Subtopic 815-40)" ("ASU 2020-06"), which simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. ASU 2020-06 removes from U.S. GAAP the separation models for (1) convertible debt with a cash conversion feature ("CCF") and (2) convertible instruments with a beneficial conversion feature ("BCF"). As a result, after adopting the ASU’s guidance, entities will not separately present in equity an embedded conversion feature in such debt. Instead, they will account for a convertible debt instrument wholly as debt, and for convertible preferred stock wholly as preferred stock (i.e., as a single unit of account), unless (1) a convertible instrument contains features that require bifurcation as a derivative under ASC 815 or (2) a convertible debt instrument was issued at a substantial premium. ASU 2020-06 is effective for public business entities that meet the definition of an SEC filer, excluding entities eligible to be smaller reporting companies as defined by the SEC, for fiscal years beginning after December 15, 2021, including interim periods within those fiscal years. The Company will adopt the provisions of ASU 2020-06 effective January 1, 2022 and is currently assessing potential impacts. In May 2021, the FASB issued ASU 2021-04, "Issuer's Accounting for Certain Modifications or Exchanges of Freestanding Equity Classified Written Call Options'" ("ASU 2021-04"), which introduces a new way for companies to account for warrants either as stock compensation or derivatives. Under the new guidance, if the modification does not change the instrument's classification as equity, the company accounts for the modification as an exchange of the original instrument for a new instrument. In general, if the fair value of the "new" instrument is greater than the fair value of the "original" instrument, the excess is recognized based on the substance of the transaction, as if the issuer has paid cash. The effective date of the standard is for interim and annual reporting periods beginning after December 15, 2021 for all entities, and early adoption is permitted. The Company is currently evaluating the impact of the new guidance and does not expect the adoption of this guidance will have a material impact on its condensed consolidated financial statements and disclosures. In October 2021, the FASB issued ASU 2021-08, "Accounting for Contract Assets and Contract Liabilities from Contracts with Customers" ("ASU 2021-08"), which addresses diversity in practice related to the accounting for revenue contracts with customers acquired in a business combination. Under the new guidance, the acquirer is required to apply Topic 606 to recognize and measure contract assets and contract liabilities in a business combination. The effective date of the standard is for fiscal years beginning after December 15, 2022, including interim periods within those fiscal years. The effects of this change on the Company's financial statements have not yet been determined. In November 2021, the FASB issued ASU 2021-10, "Government Assistance (Topic 832)" ("ASU 2021-10"), which provides guidance on disclosing government assistance. Under the new guidance, the Company is required to including the disclosure of (1) the types of assistance, (2) an entity's accounting for the assistance, and (3) the effect of the assistance on the entity's financial statements. The effective date of the standard is for annual periods beginning after December 15, 2021. The Company is currently evaluating the impact of the new guidance and does not expect the adoption of this guidance will have a material impact on its condensed consolidated financial statements and disclosures. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table sets forth the computation of basic and diluted net loss per share (in thousands, except per share amounts): For the Years Ended December 31, 2021 2020 Numerator: Net loss attributable to stockholders of Inpixon $ (69,155) $ (29,229) Accretion of Series 7 preferred stock (8,161) — Net loss attributable to common stockholders $ (77,316) $ (29,229) Denominator: Weighted-average shares used to compute net loss per share attributable to common stockholders, basic and diluted 107,981,441 28,800,493 Net loss per share attributable to common stockholders, basic and diluted $ (0.72) $ (1.01) |
Schedule of Antidilutive Securities Excluded from Computation of Earnings Per Share | The following table summarizes the number of common shares and common share equivalents excluded from the calculation of diluted net loss per common share for the years ended December 31, 2021 and 2020: For the Years Ended December 31, 2021 2020 Options 18,882,303 5,450,057 Warrants 96,398,338 8,093,250 Convertible preferred stock 39,400,846 846 Earnout reserve 11,061,939 — Totals 165,743,426 13,544,153 |
Disaggregation of Revenue (Tabl
Disaggregation of Revenue (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Disaggregation of Revenue | Revenues consisted of the following (in thousands): For the Years Ended December 31, 2021 2020 Recurring revenue Hardware $ 3 $ — Software 7,152 4,107 Professional services 35 134 Total recurring revenue $ 7,190 $ 4,241 Non-recurring revenue Hardware $ 3,830 $ 3,144 Software 1,974 523 Professional services 3,001 1,389 Total non-recurring revenue $ 8,805 $ 5,056 Total Revenue $ 15,995 $ 9,297 For the Years Ended December 31, 2021 2020 Revenue recognized at a point in time Indoor Intelligence (1) $ 4,371 $ 3,345 Saves (1) 1,436 506 Shoom (1) — — Total $ 5,807 $ 3,851 Revenue recognized over time Indoor Intelligence (2) (3) $ 6,676 $ 2,715 Saves (3) 1,501 712 Shoom (3) 2,011 2,019 Total $ 10,188 $ 5,446 Total Revenue $ 15,995 $ 9,297 (1) Hardware and Software's performance obligation is satisfied at a point in time where when they are shipped to the customer. (2) Professional services are also contracted on the fixed fee and time and materials basis. Fixed fees are paid monthly, in phases, or upon acceptance of deliverables. The Company has elected the practical expedient to recognize revenue for the right to invoice because the Company’s right to consideration corresponds directly with the value to the customer of the performance completed to date, in which revenue is recognized over time. (3) Software As A Service Revenue's performance obligation is satisfied evenly over the service period using a time-based measure because the Company is providing continuous access to its service and service is recognized overtime. |
Systat Licensing Agreement (Tab
Systat Licensing Agreement (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Other receivable $ 44 Developed technology 1,190 Customer relationships 430 Tradename & Trademarks 279 Non-compete agreements 495 Goodwill 495 $ 2,933 Liabilities Assumed: Deferred Revenue $ 733 733 Total Purchase Price $ 2,200 The purchase price is allocated as follows (in thousands): Fair Value Allocation Intangible assets: Trademarks $ 296 Webstores & Websites 404 Goodwill 200 Total net assets acquired $ 900 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Developed technology $ 1,701 Non-compete agreements 399 Total Purchase Price $ 2,100 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 301 Trade and other receivables 576 Inventory 827 Prepaid expenses and other current assets 103 Operating lease right-of-use asset 557 Property, plant, and equipment 433 Tradename 51 Proprietary Technology 1,213 Customer Relationships 1,055 Non-compete Agreements 610 In-Process R&D 505 IP Agreement 178 Goodwill 3,501 Total assets acquired $ 9,910 Liabilities assumed: Accounts payable 526 Lease liabilities 557 Restructuring Costs 214 Accrued Liabilities 361 Total liabilities assumed 1,658 Estimated fair value of net assets acquired: $ 8,252 The following table summarizes the purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,851 Accounts receivable 36 Inventory 144 Other current assets 37 Property and equipment 105 Other assets 4 Tradename 628 Proprietary technology 2,824 Customer relationship 847 Goodwill 459 Total assets acquired $ 6,935 Liabilities assumed: Accounts payable $ 957 Accrued expenses and other liabilities 436 Total liabilities assumed 1,393 Estimated fair value of net assets acquired: $ 5,542 Less: Non Controlling Interest (2,472) Estimated fair value of net assets acquired attributable to the Company $ 3,070 Assets Acquired (in thousands): Developed Technology $ 429 Non-compete Agreements 61 Total Purchase Price $ 490 The Company has made a provisional allocation of the purchase price of the Acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the preliminary purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,153 Trade and other receivables 1,626 Prepaid expenses and other current assets 68 Property, plant, and equipment 6 Tradename 2,170 Proprietary technology 8,350 Customer relationships 5,020 Non-compete agreements 2,690 Goodwill 15,306 Total assets acquired $ 36,389 Liabilities assumed: Accounts payable $ 203 Deferred revenue 1,319 Accrued expenses and other liabilities 116 Deferred tax liability 2,591 Other tax liability, noncurrent 28 Total liabilities assumed 4,257 Estimated fair value of net assets acquired: $ 32,132 Fair Value Allocation Assets acquired: Cash and cash equivalents $ 109 Accounts receivable 110 Prepaid expenses and other current assets 135 Inventory 844 Right of use asset 312 Property, plant, and equipment 30 Other assets 113 Tradename & trademarks 168 Proprietary technology 507 Customer relationships 197 Goodwill 482 Total assets acquired $ 3,007 Liabilities assumed: Accounts payable 2 Accrued liabilities 413 Lease liabilities – current 54 Lease liabilities - noncurrent 231 Payable to new parent 391 Deferred revenue 784 Total liabilities assumed 1,875 Estimated fair value of net assets acquired: $ 1,132 |
Ten Degrees Acquisition (Tables
Ten Degrees Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Other receivable $ 44 Developed technology 1,190 Customer relationships 430 Tradename & Trademarks 279 Non-compete agreements 495 Goodwill 495 $ 2,933 Liabilities Assumed: Deferred Revenue $ 733 733 Total Purchase Price $ 2,200 The purchase price is allocated as follows (in thousands): Fair Value Allocation Intangible assets: Trademarks $ 296 Webstores & Websites 404 Goodwill 200 Total net assets acquired $ 900 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Developed technology $ 1,701 Non-compete agreements 399 Total Purchase Price $ 2,100 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 301 Trade and other receivables 576 Inventory 827 Prepaid expenses and other current assets 103 Operating lease right-of-use asset 557 Property, plant, and equipment 433 Tradename 51 Proprietary Technology 1,213 Customer Relationships 1,055 Non-compete Agreements 610 In-Process R&D 505 IP Agreement 178 Goodwill 3,501 Total assets acquired $ 9,910 Liabilities assumed: Accounts payable 526 Lease liabilities 557 Restructuring Costs 214 Accrued Liabilities 361 Total liabilities assumed 1,658 Estimated fair value of net assets acquired: $ 8,252 The following table summarizes the purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,851 Accounts receivable 36 Inventory 144 Other current assets 37 Property and equipment 105 Other assets 4 Tradename 628 Proprietary technology 2,824 Customer relationship 847 Goodwill 459 Total assets acquired $ 6,935 Liabilities assumed: Accounts payable $ 957 Accrued expenses and other liabilities 436 Total liabilities assumed 1,393 Estimated fair value of net assets acquired: $ 5,542 Less: Non Controlling Interest (2,472) Estimated fair value of net assets acquired attributable to the Company $ 3,070 Assets Acquired (in thousands): Developed Technology $ 429 Non-compete Agreements 61 Total Purchase Price $ 490 The Company has made a provisional allocation of the purchase price of the Acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the preliminary purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,153 Trade and other receivables 1,626 Prepaid expenses and other current assets 68 Property, plant, and equipment 6 Tradename 2,170 Proprietary technology 8,350 Customer relationships 5,020 Non-compete agreements 2,690 Goodwill 15,306 Total assets acquired $ 36,389 Liabilities assumed: Accounts payable $ 203 Deferred revenue 1,319 Accrued expenses and other liabilities 116 Deferred tax liability 2,591 Other tax liability, noncurrent 28 Total liabilities assumed 4,257 Estimated fair value of net assets acquired: $ 32,132 Fair Value Allocation Assets acquired: Cash and cash equivalents $ 109 Accounts receivable 110 Prepaid expenses and other current assets 135 Inventory 844 Right of use asset 312 Property, plant, and equipment 30 Other assets 113 Tradename & trademarks 168 Proprietary technology 507 Customer relationships 197 Goodwill 482 Total assets acquired $ 3,007 Liabilities assumed: Accounts payable 2 Accrued liabilities 413 Lease liabilities – current 54 Lease liabilities - noncurrent 231 Payable to new parent 391 Deferred revenue 784 Total liabilities assumed 1,875 Estimated fair value of net assets acquired: $ 1,132 |
Nanotron Acquisition (Tables)
Nanotron Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Other receivable $ 44 Developed technology 1,190 Customer relationships 430 Tradename & Trademarks 279 Non-compete agreements 495 Goodwill 495 $ 2,933 Liabilities Assumed: Deferred Revenue $ 733 733 Total Purchase Price $ 2,200 The purchase price is allocated as follows (in thousands): Fair Value Allocation Intangible assets: Trademarks $ 296 Webstores & Websites 404 Goodwill 200 Total net assets acquired $ 900 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Developed technology $ 1,701 Non-compete agreements 399 Total Purchase Price $ 2,100 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 301 Trade and other receivables 576 Inventory 827 Prepaid expenses and other current assets 103 Operating lease right-of-use asset 557 Property, plant, and equipment 433 Tradename 51 Proprietary Technology 1,213 Customer Relationships 1,055 Non-compete Agreements 610 In-Process R&D 505 IP Agreement 178 Goodwill 3,501 Total assets acquired $ 9,910 Liabilities assumed: Accounts payable 526 Lease liabilities 557 Restructuring Costs 214 Accrued Liabilities 361 Total liabilities assumed 1,658 Estimated fair value of net assets acquired: $ 8,252 The following table summarizes the purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,851 Accounts receivable 36 Inventory 144 Other current assets 37 Property and equipment 105 Other assets 4 Tradename 628 Proprietary technology 2,824 Customer relationship 847 Goodwill 459 Total assets acquired $ 6,935 Liabilities assumed: Accounts payable $ 957 Accrued expenses and other liabilities 436 Total liabilities assumed 1,393 Estimated fair value of net assets acquired: $ 5,542 Less: Non Controlling Interest (2,472) Estimated fair value of net assets acquired attributable to the Company $ 3,070 Assets Acquired (in thousands): Developed Technology $ 429 Non-compete Agreements 61 Total Purchase Price $ 490 The Company has made a provisional allocation of the purchase price of the Acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the preliminary purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,153 Trade and other receivables 1,626 Prepaid expenses and other current assets 68 Property, plant, and equipment 6 Tradename 2,170 Proprietary technology 8,350 Customer relationships 5,020 Non-compete agreements 2,690 Goodwill 15,306 Total assets acquired $ 36,389 Liabilities assumed: Accounts payable $ 203 Deferred revenue 1,319 Accrued expenses and other liabilities 116 Deferred tax liability 2,591 Other tax liability, noncurrent 28 Total liabilities assumed 4,257 Estimated fair value of net assets acquired: $ 32,132 Fair Value Allocation Assets acquired: Cash and cash equivalents $ 109 Accounts receivable 110 Prepaid expenses and other current assets 135 Inventory 844 Right of use asset 312 Property, plant, and equipment 30 Other assets 113 Tradename & trademarks 168 Proprietary technology 507 Customer relationships 197 Goodwill 482 Total assets acquired $ 3,007 Liabilities assumed: Accounts payable 2 Accrued liabilities 413 Lease liabilities – current 54 Lease liabilities - noncurrent 231 Payable to new parent 391 Deferred revenue 784 Total liabilities assumed 1,875 Estimated fair value of net assets acquired: $ 1,132 |
Game Your Game Acquisition (Tab
Game Your Game Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions | The following table represents the purchase price (in thousands). Cash $ 1,667 Stock (1,179,077 number of common stock shares) 1,403 Total Purchase Price $ 3,070 The following table represents the purchase price (in thousands). Cash $ 61 Stock (369,563 common stock shares at $1.16 per share) 429 Total Purchase Price $ 490 The following table represents the purchase price (in thousands). Cash $ 22,132 Stock (8,849,538 common stock shares at $1.13 per share) 10,000 Total Purchase Price $ 32,132 Cash Considerations (EUR) € 1,000,000 Less: IntraNav's indebtedness in excess of EUR 150,000 — Total Purchase Price (EUR) € 1,000,000 Total Purchase Price (USD) - at 1.13249 USD per EUR $ 1,132,490 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Other receivable $ 44 Developed technology 1,190 Customer relationships 430 Tradename & Trademarks 279 Non-compete agreements 495 Goodwill 495 $ 2,933 Liabilities Assumed: Deferred Revenue $ 733 733 Total Purchase Price $ 2,200 The purchase price is allocated as follows (in thousands): Fair Value Allocation Intangible assets: Trademarks $ 296 Webstores & Websites 404 Goodwill 200 Total net assets acquired $ 900 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Developed technology $ 1,701 Non-compete agreements 399 Total Purchase Price $ 2,100 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 301 Trade and other receivables 576 Inventory 827 Prepaid expenses and other current assets 103 Operating lease right-of-use asset 557 Property, plant, and equipment 433 Tradename 51 Proprietary Technology 1,213 Customer Relationships 1,055 Non-compete Agreements 610 In-Process R&D 505 IP Agreement 178 Goodwill 3,501 Total assets acquired $ 9,910 Liabilities assumed: Accounts payable 526 Lease liabilities 557 Restructuring Costs 214 Accrued Liabilities 361 Total liabilities assumed 1,658 Estimated fair value of net assets acquired: $ 8,252 The following table summarizes the purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,851 Accounts receivable 36 Inventory 144 Other current assets 37 Property and equipment 105 Other assets 4 Tradename 628 Proprietary technology 2,824 Customer relationship 847 Goodwill 459 Total assets acquired $ 6,935 Liabilities assumed: Accounts payable $ 957 Accrued expenses and other liabilities 436 Total liabilities assumed 1,393 Estimated fair value of net assets acquired: $ 5,542 Less: Non Controlling Interest (2,472) Estimated fair value of net assets acquired attributable to the Company $ 3,070 Assets Acquired (in thousands): Developed Technology $ 429 Non-compete Agreements 61 Total Purchase Price $ 490 The Company has made a provisional allocation of the purchase price of the Acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the preliminary purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,153 Trade and other receivables 1,626 Prepaid expenses and other current assets 68 Property, plant, and equipment 6 Tradename 2,170 Proprietary technology 8,350 Customer relationships 5,020 Non-compete agreements 2,690 Goodwill 15,306 Total assets acquired $ 36,389 Liabilities assumed: Accounts payable $ 203 Deferred revenue 1,319 Accrued expenses and other liabilities 116 Deferred tax liability 2,591 Other tax liability, noncurrent 28 Total liabilities assumed 4,257 Estimated fair value of net assets acquired: $ 32,132 Fair Value Allocation Assets acquired: Cash and cash equivalents $ 109 Accounts receivable 110 Prepaid expenses and other current assets 135 Inventory 844 Right of use asset 312 Property, plant, and equipment 30 Other assets 113 Tradename & trademarks 168 Proprietary technology 507 Customer relationships 197 Goodwill 482 Total assets acquired $ 3,007 Liabilities assumed: Accounts payable 2 Accrued liabilities 413 Lease liabilities – current 54 Lease liabilities - noncurrent 231 Payable to new parent 391 Deferred revenue 784 Total liabilities assumed 1,875 Estimated fair value of net assets acquired: $ 1,132 |
Schedule of Business Acquisitions, Acquisition Related Costs | The below table details the acquisition-related costs for the Acquisition (in thousands): Professional fees $ 158 Consulting fees 150 Total acquisition costs $ 308 Accounting fees $ 115 Legal fees 389 Total acquisition costs $ 504 Accounting fees $ 10 Legal fees 199 Total acquisition costs $ 209 |
Visualix Acquisition (Tables)
Visualix Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions | The following table represents the purchase price (in thousands). Cash $ 1,667 Stock (1,179,077 number of common stock shares) 1,403 Total Purchase Price $ 3,070 The following table represents the purchase price (in thousands). Cash $ 61 Stock (369,563 common stock shares at $1.16 per share) 429 Total Purchase Price $ 490 The following table represents the purchase price (in thousands). Cash $ 22,132 Stock (8,849,538 common stock shares at $1.13 per share) 10,000 Total Purchase Price $ 32,132 Cash Considerations (EUR) € 1,000,000 Less: IntraNav's indebtedness in excess of EUR 150,000 — Total Purchase Price (EUR) € 1,000,000 Total Purchase Price (USD) - at 1.13249 USD per EUR $ 1,132,490 |
Schedule of Recognized Identified Assets Acquired | The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Other receivable $ 44 Developed technology 1,190 Customer relationships 430 Tradename & Trademarks 279 Non-compete agreements 495 Goodwill 495 $ 2,933 Liabilities Assumed: Deferred Revenue $ 733 733 Total Purchase Price $ 2,200 The purchase price is allocated as follows (in thousands): Fair Value Allocation Intangible assets: Trademarks $ 296 Webstores & Websites 404 Goodwill 200 Total net assets acquired $ 900 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Developed technology $ 1,701 Non-compete agreements 399 Total Purchase Price $ 2,100 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 301 Trade and other receivables 576 Inventory 827 Prepaid expenses and other current assets 103 Operating lease right-of-use asset 557 Property, plant, and equipment 433 Tradename 51 Proprietary Technology 1,213 Customer Relationships 1,055 Non-compete Agreements 610 In-Process R&D 505 IP Agreement 178 Goodwill 3,501 Total assets acquired $ 9,910 Liabilities assumed: Accounts payable 526 Lease liabilities 557 Restructuring Costs 214 Accrued Liabilities 361 Total liabilities assumed 1,658 Estimated fair value of net assets acquired: $ 8,252 The following table summarizes the purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,851 Accounts receivable 36 Inventory 144 Other current assets 37 Property and equipment 105 Other assets 4 Tradename 628 Proprietary technology 2,824 Customer relationship 847 Goodwill 459 Total assets acquired $ 6,935 Liabilities assumed: Accounts payable $ 957 Accrued expenses and other liabilities 436 Total liabilities assumed 1,393 Estimated fair value of net assets acquired: $ 5,542 Less: Non Controlling Interest (2,472) Estimated fair value of net assets acquired attributable to the Company $ 3,070 Assets Acquired (in thousands): Developed Technology $ 429 Non-compete Agreements 61 Total Purchase Price $ 490 The Company has made a provisional allocation of the purchase price of the Acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the preliminary purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,153 Trade and other receivables 1,626 Prepaid expenses and other current assets 68 Property, plant, and equipment 6 Tradename 2,170 Proprietary technology 8,350 Customer relationships 5,020 Non-compete agreements 2,690 Goodwill 15,306 Total assets acquired $ 36,389 Liabilities assumed: Accounts payable $ 203 Deferred revenue 1,319 Accrued expenses and other liabilities 116 Deferred tax liability 2,591 Other tax liability, noncurrent 28 Total liabilities assumed 4,257 Estimated fair value of net assets acquired: $ 32,132 Fair Value Allocation Assets acquired: Cash and cash equivalents $ 109 Accounts receivable 110 Prepaid expenses and other current assets 135 Inventory 844 Right of use asset 312 Property, plant, and equipment 30 Other assets 113 Tradename & trademarks 168 Proprietary technology 507 Customer relationships 197 Goodwill 482 Total assets acquired $ 3,007 Liabilities assumed: Accounts payable 2 Accrued liabilities 413 Lease liabilities – current 54 Lease liabilities - noncurrent 231 Payable to new parent 391 Deferred revenue 784 Total liabilities assumed 1,875 Estimated fair value of net assets acquired: $ 1,132 |
CXApp Acquisition (Tables)
CXApp Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions | The following table represents the purchase price (in thousands). Cash $ 1,667 Stock (1,179,077 number of common stock shares) 1,403 Total Purchase Price $ 3,070 The following table represents the purchase price (in thousands). Cash $ 61 Stock (369,563 common stock shares at $1.16 per share) 429 Total Purchase Price $ 490 The following table represents the purchase price (in thousands). Cash $ 22,132 Stock (8,849,538 common stock shares at $1.13 per share) 10,000 Total Purchase Price $ 32,132 Cash Considerations (EUR) € 1,000,000 Less: IntraNav's indebtedness in excess of EUR 150,000 — Total Purchase Price (EUR) € 1,000,000 Total Purchase Price (USD) - at 1.13249 USD per EUR $ 1,132,490 |
Schedule of Business Acquisitions by Acquisition, Contingent Consideration | The following represents the amounts that were recorded to Acquisition Liability (in thousands): Acquisition Liability Current Option payout $ 296 Bonus payout 34 Seller transaction expenses 72 Miscellaneous accrued expenses 174 Total current $ 576 Noncurrent Option payout $ 493 Bonus payout 57 Holdback funds 4,875 Total noncurrent 5,425 6,001 Less adjustment to holdback funds due to measurement period adjustment (209) Less payments made during the three months ended June 30, 2021 (136) Less payments made during the three months ended September 30, 2021 (104) Less payments made during the three months ended December 31, 2021 $ (220) Total acquisition liability $ 5,332 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Other receivable $ 44 Developed technology 1,190 Customer relationships 430 Tradename & Trademarks 279 Non-compete agreements 495 Goodwill 495 $ 2,933 Liabilities Assumed: Deferred Revenue $ 733 733 Total Purchase Price $ 2,200 The purchase price is allocated as follows (in thousands): Fair Value Allocation Intangible assets: Trademarks $ 296 Webstores & Websites 404 Goodwill 200 Total net assets acquired $ 900 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Developed technology $ 1,701 Non-compete agreements 399 Total Purchase Price $ 2,100 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 301 Trade and other receivables 576 Inventory 827 Prepaid expenses and other current assets 103 Operating lease right-of-use asset 557 Property, plant, and equipment 433 Tradename 51 Proprietary Technology 1,213 Customer Relationships 1,055 Non-compete Agreements 610 In-Process R&D 505 IP Agreement 178 Goodwill 3,501 Total assets acquired $ 9,910 Liabilities assumed: Accounts payable 526 Lease liabilities 557 Restructuring Costs 214 Accrued Liabilities 361 Total liabilities assumed 1,658 Estimated fair value of net assets acquired: $ 8,252 The following table summarizes the purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,851 Accounts receivable 36 Inventory 144 Other current assets 37 Property and equipment 105 Other assets 4 Tradename 628 Proprietary technology 2,824 Customer relationship 847 Goodwill 459 Total assets acquired $ 6,935 Liabilities assumed: Accounts payable $ 957 Accrued expenses and other liabilities 436 Total liabilities assumed 1,393 Estimated fair value of net assets acquired: $ 5,542 Less: Non Controlling Interest (2,472) Estimated fair value of net assets acquired attributable to the Company $ 3,070 Assets Acquired (in thousands): Developed Technology $ 429 Non-compete Agreements 61 Total Purchase Price $ 490 The Company has made a provisional allocation of the purchase price of the Acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the preliminary purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,153 Trade and other receivables 1,626 Prepaid expenses and other current assets 68 Property, plant, and equipment 6 Tradename 2,170 Proprietary technology 8,350 Customer relationships 5,020 Non-compete agreements 2,690 Goodwill 15,306 Total assets acquired $ 36,389 Liabilities assumed: Accounts payable $ 203 Deferred revenue 1,319 Accrued expenses and other liabilities 116 Deferred tax liability 2,591 Other tax liability, noncurrent 28 Total liabilities assumed 4,257 Estimated fair value of net assets acquired: $ 32,132 Fair Value Allocation Assets acquired: Cash and cash equivalents $ 109 Accounts receivable 110 Prepaid expenses and other current assets 135 Inventory 844 Right of use asset 312 Property, plant, and equipment 30 Other assets 113 Tradename & trademarks 168 Proprietary technology 507 Customer relationships 197 Goodwill 482 Total assets acquired $ 3,007 Liabilities assumed: Accounts payable 2 Accrued liabilities 413 Lease liabilities – current 54 Lease liabilities - noncurrent 231 Payable to new parent 391 Deferred revenue 784 Total liabilities assumed 1,875 Estimated fair value of net assets acquired: $ 1,132 |
Schedule of Business Acquisitions, Acquisition Related Costs | The below table details the acquisition-related costs for the Acquisition (in thousands): Professional fees $ 158 Consulting fees 150 Total acquisition costs $ 308 Accounting fees $ 115 Legal fees 389 Total acquisition costs $ 504 Accounting fees $ 10 Legal fees 199 Total acquisition costs $ 209 |
IntraNav Acquisition (Tables)
IntraNav Acquisition (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Combination and Asset Acquisition [Abstract] | |
Schedule of Business Acquisitions | The following table represents the purchase price (in thousands). Cash $ 1,667 Stock (1,179,077 number of common stock shares) 1,403 Total Purchase Price $ 3,070 The following table represents the purchase price (in thousands). Cash $ 61 Stock (369,563 common stock shares at $1.16 per share) 429 Total Purchase Price $ 490 The following table represents the purchase price (in thousands). Cash $ 22,132 Stock (8,849,538 common stock shares at $1.13 per share) 10,000 Total Purchase Price $ 32,132 Cash Considerations (EUR) € 1,000,000 Less: IntraNav's indebtedness in excess of EUR 150,000 — Total Purchase Price (EUR) € 1,000,000 Total Purchase Price (USD) - at 1.13249 USD per EUR $ 1,132,490 |
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed | The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Other receivable $ 44 Developed technology 1,190 Customer relationships 430 Tradename & Trademarks 279 Non-compete agreements 495 Goodwill 495 $ 2,933 Liabilities Assumed: Deferred Revenue $ 733 733 Total Purchase Price $ 2,200 The purchase price is allocated as follows (in thousands): Fair Value Allocation Intangible assets: Trademarks $ 296 Webstores & Websites 404 Goodwill 200 Total net assets acquired $ 900 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets Acquired: Developed technology $ 1,701 Non-compete agreements 399 Total Purchase Price $ 2,100 The purchase price is allocated as follows (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 301 Trade and other receivables 576 Inventory 827 Prepaid expenses and other current assets 103 Operating lease right-of-use asset 557 Property, plant, and equipment 433 Tradename 51 Proprietary Technology 1,213 Customer Relationships 1,055 Non-compete Agreements 610 In-Process R&D 505 IP Agreement 178 Goodwill 3,501 Total assets acquired $ 9,910 Liabilities assumed: Accounts payable 526 Lease liabilities 557 Restructuring Costs 214 Accrued Liabilities 361 Total liabilities assumed 1,658 Estimated fair value of net assets acquired: $ 8,252 The following table summarizes the purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,851 Accounts receivable 36 Inventory 144 Other current assets 37 Property and equipment 105 Other assets 4 Tradename 628 Proprietary technology 2,824 Customer relationship 847 Goodwill 459 Total assets acquired $ 6,935 Liabilities assumed: Accounts payable $ 957 Accrued expenses and other liabilities 436 Total liabilities assumed 1,393 Estimated fair value of net assets acquired: $ 5,542 Less: Non Controlling Interest (2,472) Estimated fair value of net assets acquired attributable to the Company $ 3,070 Assets Acquired (in thousands): Developed Technology $ 429 Non-compete Agreements 61 Total Purchase Price $ 490 The Company has made a provisional allocation of the purchase price of the Acquisition to the assets acquired and the liabilities assumed as of the purchase date. The following table summarizes the preliminary purchase price allocations relating to the Acquisition (in thousands): Fair Value Allocation Assets acquired: Cash and cash equivalents $ 1,153 Trade and other receivables 1,626 Prepaid expenses and other current assets 68 Property, plant, and equipment 6 Tradename 2,170 Proprietary technology 8,350 Customer relationships 5,020 Non-compete agreements 2,690 Goodwill 15,306 Total assets acquired $ 36,389 Liabilities assumed: Accounts payable $ 203 Deferred revenue 1,319 Accrued expenses and other liabilities 116 Deferred tax liability 2,591 Other tax liability, noncurrent 28 Total liabilities assumed 4,257 Estimated fair value of net assets acquired: $ 32,132 Fair Value Allocation Assets acquired: Cash and cash equivalents $ 109 Accounts receivable 110 Prepaid expenses and other current assets 135 Inventory 844 Right of use asset 312 Property, plant, and equipment 30 Other assets 113 Tradename & trademarks 168 Proprietary technology 507 Customer relationships 197 Goodwill 482 Total assets acquired $ 3,007 Liabilities assumed: Accounts payable 2 Accrued liabilities 413 Lease liabilities – current 54 Lease liabilities - noncurrent 231 Payable to new parent 391 Deferred revenue 784 Total liabilities assumed 1,875 Estimated fair value of net assets acquired: $ 1,132 |
Schedule of Business Acquisitions, Acquisition Related Costs | The below table details the acquisition-related costs for the Acquisition (in thousands): Professional fees $ 158 Consulting fees 150 Total acquisition costs $ 308 Accounting fees $ 115 Legal fees 389 Total acquisition costs $ 504 Accounting fees $ 10 Legal fees 199 Total acquisition costs $ 209 |
Proforma Financial Information
Proforma Financial Information (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Business Acquisition, Pro Forma Information [Abstract] | |
Schedule of Business Acquisition, Pro Forma Information | The proforma financial information for the Company, Nanotron and CXApp is as follows (in thousands): For the Years Ended December 31, 2021 2020 Revenues $ 17,845 $ 16,641 Net loss attributable to common stockholders $ (78,430) $ (31,568) Net loss per basic and diluted common share $ (0.71) $ (0.84) Weighted average common shares outstanding: Basic and Diluted 110,867,515 37,650,031 |
Inventory (Tables)
Inventory (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory | Inventory as of December 31, 2021 and 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Raw materials $ 463 $ 211 Work-in-process 539 137 Finished goods 1,412 1,033 Subtotal 2,414 1,381 Inventory obsolescence reserve (438) (138) Total Inventory $ 1,976 $ 1,243 |
Property and Equipment, net (Ta
Property and Equipment, net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property, Plant and Equipment | Property and equipment as of December 31, 2021 and 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Computer and office equipment $ 1,961 $ 1,421 Furniture and fixtures 447 287 Leasehold improvements 50 45 Software 868 829 Total 3,326 2,582 Less: accumulated depreciation and amortization (1,884) (1,137) Total Property and Equipment, Net $ 1,442 $ 1,445 |
Investments in Equity Securit_2
Investments in Equity Securities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of Equity Securities | The composition of the Company’s investment securities—fair value was as follows (in thousands): December 31, 2021 Cost Fair Value Investments in equity securities -fair value Equity shares $ 47,841 $ 1,493 Equity rights 11,064 345 Total investments in equity securities - fair value $ 58,905 $ 1,838 |
Software Development Costs, n_2
Software Development Costs, net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Research and Development [Abstract] | |
Schedule of Finite-Lived Intangible Assets | Capitalized software development costs as of December 31, 2021 and 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Capitalized software development costs $ 4,463 $ 5,275 Accumulated amortization (2,671) (3,554) Software development costs, net $ 1,792 $ 1,721 Intangible assets at December 31, 2021 and 2020 consisted of the following (in thousands): Gross Carrying Amount December 31, Accumulated Amortization December 31, Remaining Weighted Average Useful Life 2021 2020 2021 2020 IP Agreement $ 172 $ 186 $ (54) $ (12) 2.75 Trade Name/Trademarks $ 3,602 $ 1,112 $ (662) $ (854) 4.25 Webstores & Websites 404 — (123) — 2.08 Customer Relationships 9,294 5,590 (1,440) (2,972) 5.74 Developed Technology 22,175 26,216 (3,010) (16,646) 8.45 Non-compete Agreements 4,786 2,485 (1,666) (902) 2.44 Totals $ 40,433 $ 35,589 $ (6,955) $ (21,386) |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future amortization expense on the computer software is anticipated to be as follows (in thousands): For the Years Ending December 31, Amount 2022 $ 802 2023 443 2024 357 2025 99 2026 and thereafter 91 Total $ 1,792 Future amortization expense on intangibles assets is anticipated to be as follows (in thousands): For the Years Ending December 31, Amount 2022 6,144 2023 5,994 2024 5,038 2025 4,405 2026 and thereafter 11,897 Total $ 33,478 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Goodwill | The following table summarizes the changes in the carrying amount of Goodwill for the year ended December 31, 2021 (in thousands): Segments Saves Indoor Intelligence Acquisition Systat GTX Nanotron Locality Jibestream CXApp Game Your Game IntraNav Total Balance as of January 1, 2020 $ — $ — $ — $ 672 $ 1,398 $ — $ — $ — $ 2,070 Goodwill additions through acquisitions 520 2 3,755 — 15 — — — 4,292 Exchange rate fluctuation at December 31, 2020 — — 176 — 50 — — — 226 Balance as of January 1, 2021 $ 520 $ 2 $ 3,931 $ 672 $ 1,463 $ — $ — $ — $ 6,588 Goodwill additions through acquisitions 200 — — — — 17,432 286 482 18,400 Goodwill impairment — (1) (2,263) (689) (967) (10,239) (307) (323) (14,789) Valuation Measurement Period Adjustments (25) — (255) — — (2,127) 173 — (2,234) Exchange rate fluctuation at December 31, 2021 — — (294) 17 (16) — — — (293) Balance as of December 31, 2021 $ 695 $ 1 $ 1,119 $ — $ 480 $ 5,066 $ 152 $ 159 $ 7,672 |
Schedule of Finite-Lived Intangible Assets | Capitalized software development costs as of December 31, 2021 and 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Capitalized software development costs $ 4,463 $ 5,275 Accumulated amortization (2,671) (3,554) Software development costs, net $ 1,792 $ 1,721 Intangible assets at December 31, 2021 and 2020 consisted of the following (in thousands): Gross Carrying Amount December 31, Accumulated Amortization December 31, Remaining Weighted Average Useful Life 2021 2020 2021 2020 IP Agreement $ 172 $ 186 $ (54) $ (12) 2.75 Trade Name/Trademarks $ 3,602 $ 1,112 $ (662) $ (854) 4.25 Webstores & Websites 404 — (123) — 2.08 Customer Relationships 9,294 5,590 (1,440) (2,972) 5.74 Developed Technology 22,175 26,216 (3,010) (16,646) 8.45 Non-compete Agreements 4,786 2,485 (1,666) (902) 2.44 Totals $ 40,433 $ 35,589 $ (6,955) $ (21,386) |
Schedule of Finite-Lived Intangible Assets, Future Amortization Expense | Future amortization expense on the computer software is anticipated to be as follows (in thousands): For the Years Ending December 31, Amount 2022 $ 802 2023 443 2024 357 2025 99 2026 and thereafter 91 Total $ 1,792 Future amortization expense on intangibles assets is anticipated to be as follows (in thousands): For the Years Ending December 31, Amount 2022 6,144 2023 5,994 2024 5,038 2025 4,405 2026 and thereafter 11,897 Total $ 33,478 |
Other Long Term Investments (Ta
Other Long Term Investments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Investments, All Other Investments [Abstract] | |
Equity Method Investments | The following component represents components of Other long-term investments as of December 31, 2021: Ownership interest as of December 31, 2021 Instrument Held Investee CVH LLC Class A 14.1 % Units CVH LLC Class B 38.4 % Units |
Deferred Revenue (Tables)
Deferred Revenue (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Contract with Customer, Liability [Abstract] | |
Contract with Customer, Contract Liability | Deferred revenue as of December 31, 2021 and 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Deferred Revenue Maintenance agreements $ 4,183 $ 1,775 Service agreements 622 147 Total Deferred Revenue $ 4,805 $ 1,922 |
Accrued Liabilities (Tables)
Accrued Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Liabilities | Accrued liabilities as of December 31, 2021 and December 31, 2020 consisted of the following (in thousands): As of December 31, 2021 2020 Accrued compensation and benefits $ 8,027 $ 1,266 Accrued interest expense 1,012 536 Accrued bonus and commissions 597 426 Accrued other 707 497 Accrued sales and other indirect taxes payable 322 14 $ 10,665 $ 2,739 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Debt Disclosure [Abstract] | |
Schedule of Short-term Debt | Debt as of December 31, 2021 and 2020 consisted of the following (in thousands): Short-Term Debt Interest Rate Maturity 2021 2020 March 2020 10% Note 10 % 3/18/2022 $ 3,251 5,655 Third party note payable 8 % 12/31/2022 239 — Unamortized Debt Discount — (254) Total Short-Term Debt $ 3,490 $ 5,401 |
Stock Award Plans and Stock Bas
Stock Award Plans and Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Share-based Payment Award, Stock Options, Valuation Assumptions | Key weighted-average assumptions used to apply this pricing model during the years ended December 31, 2021 and 2020 were as follows: For the Years Ended December 31, 2021 2020 Risk-free interest rate 0.59% - 1.26% 0.33% - 0.35% Expected life of option grants 5 years 5 years Expected volatility of underlying stock 37.21% - 38.15% 34.43% Dividends assumption $ — $ — |
Stock Option Activity | See below for a summary of the stock options granted under the 2011 and 2018 plans: 2011 Plan 2018 Plan Non Plan Total Weighted Aggregate Outstanding at January 1, 2020 96 121,699 1 121,796 $ 123.66 $ — Granted — 5,567,500 — 5,567,500 1.10 — Exercised — — — — — — Expired (7) (37,397) — (37,404) 279.92 — Forfeitures — (201,835) — (201,835) 1.26 — Outstanding at December 31, 2020 89 5,449,967 1 5,450,057 $ 23.76 $ — Granted — 14,285,629 — 14,285,629 0.95 — Exercised — (20,694) — (20,694) 1.10 — Expired (16) (228,856) — (228,872) 93.07 — Forfeitures — (603,817) — (603,817) 1.35 — Outstanding at December 31, 2021 73 18,882,229 1 18,882,303 $ 6.41 $ — Exercisable at December 31, 2020 85 1,752,882 1 1,752,968 $ 70.84 $ — Exercisable at December 31, 2021 73 7,235,382 1 7,235,456 $ 15.19 $ — |
Restricted Stock-Based Award Activity | The following table summarizes restricted stock-based award activity granted: Number of Shares Weighted Average Grant Date Fair Value Balance, January 1, 2021 — $ — Granted 5,594,826 $ 1.79 Forfeited (1,412,134) $ 1.76 Balance, December 31, 2021 4,182,692 $ 1.80 |
Warrants (Tables)
Warrants (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Warrants [Abstract] | |
Schedule of Stockholders' Equity Note, Warrants or Rights | The following table summarizes the changes in warrants outstanding during the years ended December 31, 2021 and 2020: Number Weighted Aggregate Exercisable at January 1, 2020 93,252 $ 503.09 $ — Granted 11,000,000 0.91 — Exercised (3,000,000) — — Expired (2) 1,336,500.00 — Cancelled — — — Outstanding at December 31, 2020 8,093,250 $ 6.70 $ — Granted 119,810,176 $ 1.16 — Exercised (31,505,088) 0.12 — Expired — — — Cancelled — — — Outstanding at December 31, 2021 96,398,338 $ 1.97 $ — Exercisable at December 31, 2020 8,093,250 $ 6.70 — Exercisable at December 31, 2021 96,398,338 $ 1.97 — |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income before Income Tax, Domestic and Foreign | The domestic and foreign components of loss before income taxes for the years ended December 31, 2021 and 2020 are as follows (in thousands): For the Years Ended December 31, 2021 2020 Domestic $ (58,960) $ (24,387) Foreign (12,582) (4,883) Loss from Continuing Operations before Provision for Income Taxes $ (71,542) $ (29,270) |
Schedule of Components of Income Tax Expense (Benefit) | The income tax provision (benefit) for the years ended December 31, 2021 and 2020 consists of the following (in thousands): For the Years Ended December 31, 2021 2020 Foreign Current $ 33 $ 31 Deferred 2,376 (1,815) U.S. federal Current 929 — Deferred (9,345) (5,367) State and local Current 217 3 Deferred (66) (1,181) (5,856) (8,329) Change in valuation allowance 4,444 8,273 Income Tax Benefit $ (1,412) $ (56) |
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation between the U.S. statutory federal income tax rate and the Company’s effective rate for the years ended December 31, 2021 and 2020 is as follows: For the Years Ended December 31, 2021 2020 U.S. federal statutory rate 21.0 % 21.0 % State income taxes, net of federal benefit (0.17) % 3.2 % Incentive stock options (0.18) % (0.4) % 162(m) Compensation Limit (0.47) % — % Goodwill impairment loss (4.76) % — % US-Foreign income tax rate difference 1.20 % 1.0 % Other permanent items (0.32) % — % Provision to return adjustments (1.66) % (0.8) % Deferred only adjustment (6.46) % 4.5 % Change in valuation allowance (6.21) % (28.3) % Effective Rate 1.97 % 0.2 % |
Schedule of Deferred Tax Assets and Liabilities | As of December 31, 2021 and 2020, the Company’s deferred tax assets consisted of the effects of temporary differences attributable to the following: As of December 31, (in 000s) 2021 2020 Deferred Tax Asset Net operating loss carryovers $ 35,033 $ 30,731 Stock based compensation 2,540 1,253 Research credits 131 138 Accrued compensation 96 86 Reserves 345 151 Intangibles — 7,411 Fixed assets 393 471 Unrealized gain 12,876 — Other 260 3,349 Total Deferred Tax Asset 51,674 43,590 Less: valuation allowance (46,071) (38,287) Deferred Tax Asset, Net of Valuation Allowance $ 5,603 $ 5,303 As of December 31, Deferred Tax Liabilities 2021 2020 Intangible assets $ (4,613) $ (4,362) Fixed assets (239) (135) Other (381) (440) Capitalized research (370) (366) Total deferred tax liabilities (5,603) (5,303) Net Deferred Tax Asset (Liability) $ — $ — |
Credit Risk, Concentrations, _2
Credit Risk, Concentrations, and Segment Reporting (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Risks and Uncertainties [Abstract] | |
Schedule of Revenue by Major Customers by Reporting Segments | The following table sets forth the percentages of revenue derived by the Company from those customers, which accounted for at least 10% of revenues during the years ended December 31, 2021 and 2020 (in thousands): For the Year Ended December 31, 2021 For the Year Ended December 31, 2020 $ % $ % Customer A — —% 2,460 26% Customer B — —% 1,221 13% Revenue, gross profit, and income (loss) from operations by segment consisted of the following (in thousands): For the Years Ended December 31, 2021 2020 Revenue by Segment Indoor Intelligence $ 11,046 $ 6,060 Saves 2,938 1,218 Shoom 2,011 2,019 Total segment revenue $ 15,995 $ 9,297 Gross profit by Segment Indoor Intelligence $ 7,833 $ 4,108 Saves 2,072 884 Shoom 1,716 1,692 Gross profit by Segment $ 11,621 $ 6,684 Income (loss) from operations by Segment Indoor Intelligence $ (72,054) $ (23,976) Saves (1,509) (807) Shoom 946 989 Income (loss) from operations by Segment $ (72,617) $ (23,794) |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Assets | We classified our financial instruments measured at fair value on a recurring basis in the following valuation hierarchy. Fair Value at December 31, 2021 Total Fair Value Level 1 - Quoted Prices in Active Markets for Identical Assets Level 2 - Significant Other Observable Inputs Level 3 - Significant Unobservable Inputs Assets: Short-term investments 43,125 43,125 — — Investments in equity securities 1,838 — — 1,838 Total assets $ 44,963 $ 43,125 $ — $ 1,838 |
Schedule of Reconciliation of Assets for Level 3 Investments | The following table is a reconciliation of assets for Level 3 investments for which significant unobservable inputs were used to determine fair value for the year ended December 31, 2021 (in thousands): Level 3 Level 3 Investments Balance at beginning of year $ — Transfers in- Sysorex Securities Settlement Agreement Benefit (provision) for valuation allowance on related party loan - held for sale 7,461 Interest income (expense), net 1,627 Gain on related party loan held for sale 49,817 Unrealized loss on equity securities (57,067) Balance at end of year $ 1,838 |
Foreign Operations (Tables)
Foreign Operations (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Segment Reporting [Abstract] | |
Revenue from External Customers by Geographic Areas | The financial data by geographic area are as follows (in thousands): United Canada India Germany United Kingdom Ireland Eliminations Total For the Year Ended December 31, 2021: Revenues by geographic area $ 10,990 $ 2,638 $ 1,626 $ 3,593 $ 392 $ 7 $ (3,251) $ 15,995 Operating income (loss) by geographic area $ (60,451) $ (6,537) $ 159 $ (5,533) $ 11 $ (255) $ (11) $ (72,617) Net income (loss) by geographic area $ (57,516) $ (6,882) $ 124 $ (5,505) $ (5) $ (346) $ — $ (70,130) For the Year Ended December 31, 2020: Revenues by geographic area $ 5,935 $ 5,270 $ 1,089 $ 1,029 $ 87 $ — $ (4,113) $ 9,297 Operating income (loss) by geographic area $ (22,727) $ (434) $ 188 $ (686) $ (136) $ — $ 1 $ (23,794) Net income (loss) by geographic area $ (28,276) $ (283) $ 161 $ (680) $ (137) $ — $ 1 $ (29,214) As of December 31, 2021: Identifiable assets by geographic area $ 216,338 $ 7,191 $ 675 $ 20,238 $ 283 $ 69 $ (88,121) $ 156,673 Long lived assets by geographic area $ 27,773 $ 5,864 $ 181 $ 4,624 $ 2 $ 4 $ — $ 38,448 Goodwill by geographic area $ 5,914 $ 480 $ — $ 1,278 $ — $ — $ — $ 7,672 As of December 31, 2020: Identifiable assets by geographic area $ 61,469 $ 9,652 $ 661 $ 19,379 $ 212 $ — $ (32,362) $ 59,011 Long lived assets by geographic area $ 7,756 $ 6,775 $ 280 $ 4,610 $ 25 $ — $ — $ 19,446 Goodwill by geographic area $ 522 $ 2,135 $ — $ 3,931 $ — $ — $ — $ 6,588 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Leases [Abstract] | |
Schedule of right-of-use assets | Right-of-use assets is summarized below (in thousands): As of December 31, As of December 31, 2020 Palo Alto, CA Office $ 631 $ 630 Encino, CA Office — 194 Hyderabad, India Office 359 365 Coquitlam, Canada Office 97 96 Westminster, Canada Office 10 10 Toronto, Canada Office 949 949 Ratingen, Germany Office 90 18 Berlin, Germany Office 536 583 Slough, United Kingdom Office 34 34 Frankfurt, Germany Office 312 — Less accumulated amortization (1,282) (802) Right-of-use asset, net $ 1,736 $ 2,077 |
Schedule of lease liability | Lease liability is summarized below (in thousands): As of December 31, 2021 As of December 31, 2020 Total lease liability $ 1,751 $ 2,104 Less: short term portion (643) (647) Long term portion $ 1,108 $ 1,457 |
Schedule of maturity analysis under the lease agreement | Maturity analysis under the lease agreement is as follows (in thousands): Year ending December 31, 2022 $ 733 Year ending December 31, 2023 471 Year ending December 31, 2024 378 Year ending December 31, 2025 258 Year ending December 31, 2026 103 Total $ 1,943 Less: Present value discount (192) Lease liability $ 1,751 |
Accounting Changes and Error Co
Accounting Changes and Error Corrections (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Accounting Changes and Error Corrections [Abstract] | |
Schedule of Error Corrections and Prior Period Adjustments | The following tables summarize the effect of correcting this accounting error on the Company’s previously issued financial statements: Consolidated Statement of Operations Information For the Three Months Ended September 30, 2021 For the Nine Months Ended September 30, 2021 As Previously Issued Adjustment Corrected As Previously Issued Adjustment Corrected Net loss attributable to Stockholders of Inpixon $ (33,640) $ — $ (33,640) $ (31,438) $ — $ (31,438) Accretion of Series 7 preferred stock $ — $ (2,962) $ (2,962) $ — $ (2,962) $ (2,962) Net Loss Attributable to Common Stockholders $ (33,640) $ (2,962) $ (36,602) $ (31,438) $ (2,962) $ (34,400) Net Loss Per Share - Basic and Diluted $ (0.29) $ (0.02) $ (0.31) $ (0.31) $ (0.03) $ (0.34) |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Additional Information (Details) | Jan. 07, 2020 | Jan. 03, 2020 | Dec. 31, 2021USD ($)segment | Sep. 30, 2021segment | Jun. 30, 2021segment | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) |
Summary of Significant Accounting Policies (Textual) | |||||||
Number of reportable segments | segment | 3 | 3 | 1 | ||||
Allowance for doubtful accounts | $ 300,000 | $ 300,000 | $ 200,000 | ||||
Inventory allowance reserve | 400,000 | 400,000 | 100,000 | ||||
Unrealized loss on available for sale securities | 200,000 | 0 | |||||
Unrealized loss on equity securities | (57,067,000) | 0 | |||||
Impairment of intangible assets | 0 | 0 | |||||
Impairment of goodwill | 14,789,000 | 0 | |||||
Research and development | 14,121,000 | 6,523,000 | |||||
Non-controlling Interest | 1,688,000 | 1,688,000 | 41,000 | ||||
Translation adjustments, gain (loss) | $ (600,000) | 600,000 | |||||
Stated term | 1 year | ||||||
Renewal option term | 1 year | ||||||
Term for students | 2 years | ||||||
Deferred revenue associated with software license agreements | $ 4,800,000 | $ 4,800,000 | 1,900,000 | ||||
Advertising expense | 400,000 | 1,300,000 | |||||
Stock based compensation | $ 10,879,000 | $ 1,194,000 | |||||
Stock split conversion ratio | 0.02222 | 0.0222 | |||||
Inpixon India | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Noncontrolling interest, ownership percentage by parent | 82.50% | 82.50% | |||||
Game Your Game | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Noncontrolling interest, ownership percentage by parent | 55.40% | 55.40% | |||||
Minimum | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Property, plant and equipment, useful life | 3 years | ||||||
Intangible asset, useful life | 1 year | ||||||
Minimum | Computer Software, Intangible Asset | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Intangible asset, useful life | 1 year | ||||||
Maximum | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Property, plant and equipment, useful life | 10 years | ||||||
Intangible asset, useful life | 15 years | ||||||
Maximum | Computer Software, Intangible Asset | |||||||
Summary of Significant Accounting Policies (Textual) | |||||||
Intangible asset, useful life | 5 years |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Liquidity (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 13, 2021 | Feb. 16, 2021 | Feb. 11, 2021 | Nov. 25, 2020 | Jun. 19, 2020 | Mar. 03, 2020 | Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Class of Stock [Line Items] | ||||||||||
Working capital deficiency | $ 78,800 | |||||||||
Cash and cash equivalents | 52,480 | $ 17,996 | ||||||||
Short-term investments | 43,125 | 7,998 | ||||||||
Net loss attributable to common stockholders, diluted | $ (36,602) | $ (34,400) | (77,316) | (29,229) | ||||||
Net loss attributable to common stockholders, basic | $ (36,602) | $ (34,400) | (77,316) | (29,229) | ||||||
Number of shares sold under offering (in shares) | 15,800,000 | 3,000,000 | ||||||||
Warrants granted (in shares) | 44,305,088 | |||||||||
Net proceeds from issuance of common stock and warrants | $ 77,900 | 77,852 | 55,352 | |||||||
Net proceeds from issuance of preferred stock and warrants | $ 50,600 | $ 50,585 | $ 0 | |||||||
Aggregate offering amount | $ 150,000 | |||||||||
Registered Direct Offering | ||||||||||
Class of Stock [Line Items] | ||||||||||
Subscription price (in usd per share) | $ 920 | |||||||||
Original issuance discount percentage | 8.00% | |||||||||
Aggregate subscription value | $ 54,100 | |||||||||
Series 7 Preferred Stock | Registered Direct Offering | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares sold under offering (in shares) | 58,750 | |||||||||
Purchase Agreement | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares sold under offering (in shares) | 5,000,000 | |||||||||
Warrants granted (in shares) | 28,505,088 | 8,000,000 | ||||||||
Warrant exercise price (in usd per share) | $ 0.001 | $ 1.25 | ||||||||
Purchase price per unit (in usd per share) | $ 1.25 | |||||||||
Warrant | Registered Direct Offering | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares sold under offering (in shares) | 47,000,000 | |||||||||
Maxim Warrant | ||||||||||
Class of Stock [Line Items] | ||||||||||
Aggregate offering amount | $ 150,000 | $ 50,000 | ||||||||
ATM | ||||||||||
Class of Stock [Line Items] | ||||||||||
Number of shares sold under offering (in shares) | 33,416,830 | |||||||||
NetProceedsFromPublicOffering | $ 46,100 | |||||||||
2020 Pre-Funded Warrant | ||||||||||
Class of Stock [Line Items] | ||||||||||
Warrants granted (in shares) | 3,000,000 | |||||||||
Warrant exercise price (in usd per share) | $ 0.001 | |||||||||
Purchase price per unit (in usd per share) | $ 1.249 | |||||||||
NetProceedsFromPublicOffering | $ 9,200 | |||||||||
Maximum | ||||||||||
Class of Stock [Line Items] | ||||||||||
Warrant exercise price (in usd per share) | 1.55 | |||||||||
Purchase price per unit (in usd per share) | 2.01 | |||||||||
Minimum | ||||||||||
Class of Stock [Line Items] | ||||||||||
Warrant exercise price (in usd per share) | 2.01 | |||||||||
Purchase price per unit (in usd per share) | $ 1.549 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Accounting Policies [Abstract] | ||||
Net loss attributable to stockholders of Inpixon | $ (33,640) | $ (31,438) | $ (69,155) | $ (29,229) |
Accretion of Series 7 preferred stock | (2,962) | (2,962) | (8,161) | 0 |
Net loss attributable to common stockholders, basic | (36,602) | (34,400) | (77,316) | (29,229) |
Net loss attributable to common stockholders, diluted | $ (36,602) | $ (34,400) | $ (77,316) | $ (29,229) |
Weighted-average shares used to compute net loss per share attributable to common stockholders, basic (in shares) | 107,981,441 | 28,800,493 | ||
Weighted-average shares used to compute net loss per share attributable to common stockholders, diluted (in shares) | 107,981,441 | 28,800,493 | ||
Net loss per share attributable to common stockholders, basic (in usd per share) | $ (0.31) | $ (0.34) | $ (0.72) | $ (1.01) |
Net loss per share attributable to common stockholders, diluted (in usd per share) | $ (0.31) | $ (0.34) | $ (0.72) | $ (1.01) |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Antidilutive Securities (Details) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Totals | 165,743,426 | 13,544,153 |
Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Totals | 18,882,303 | 5,450,057 |
Warrants | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Totals | 96,398,338 | 8,093,250 |
Convertible preferred stock | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Totals | 39,400,846 | 846 |
Earnout reserve | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Totals | 11,061,939 | 0 |
Disaggregation of Revenue (Deta
Disaggregation of Revenue (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | $ 15,995 | $ 9,297 |
Indoor Intelligence | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 11,046 | 6,060 |
Saves | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 2,938 | 1,218 |
Shoom | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 2,011 | 2,019 |
Transferred at point in time | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 5,807 | 3,851 |
Transferred at point in time | Indoor Intelligence | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 4,371 | 3,345 |
Transferred at point in time | Saves | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 1,436 | 506 |
Transferred at point in time | Shoom | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 0 | 0 |
Transferred over time | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 10,188 | 5,446 |
Transferred over time | Indoor Intelligence | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 6,676 | 2,715 |
Transferred over time | Saves | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 1,501 | 712 |
Transferred over time | Shoom | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 2,011 | 2,019 |
Recurring revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 7,190 | 4,241 |
Non-recurring revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 8,805 | 5,056 |
Hardware | Recurring revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 3 | 0 |
Hardware | Non-recurring revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 3,830 | 3,144 |
Software | Recurring revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 7,152 | 4,107 |
Software | Non-recurring revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 1,974 | 523 |
Professional services | Recurring revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | 35 | 134 |
Professional services | Non-recurring revenue | ||
Disaggregation of Revenue [Line Items] | ||
Total segment revenue | $ 3,001 | $ 1,389 |
Systat Licensing Agreement - Na
Systat Licensing Agreement - Narrative (Details) - USD ($) $ in Thousands | May 19, 2021 | Jun. 30, 2020 | Dec. 31, 2021 | Feb. 22, 2021 | Jul. 08, 2020 | Jun. 19, 2020 |
Business Acquisition [Line Items] | ||||||
Term of license grant | 15 years | |||||
Systat | ||||||
Business Acquisition [Line Items] | ||||||
Amount of note assigned in transaction | $ 3,000 | |||||
Additional amount of note to be assigned in periodic installments for transaction | $ 3,300 | |||||
Consideration payable, assigned on three month anniversary | $ 1,300 | |||||
Consideration payable, assigned on six month anniversary | $ 1,000 | |||||
Consideration payable, assigned on nine month anniversary | $ 1,000 | |||||
Cash consideration | $ 900 | $ 2,200 | $ 2,200 |
Systat Licensing Agreement - Sc
Systat Licensing Agreement - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Feb. 22, 2021 | Dec. 31, 2020 | Jul. 08, 2020 | Jun. 19, 2020 | Dec. 31, 2019 |
Assets acquired: | ||||||
Goodwill | $ 7,672 | $ 6,588 | $ 2,070 | |||
Systat | ||||||
Assets acquired: | ||||||
Other receivable | $ 44 | |||||
Goodwill | $ 200 | 495 | ||||
Total assets acquired | 2,933 | |||||
Liabilities Assumed: | ||||||
Deferred Revenue | 733 | |||||
Total liabilities assumed | 733 | |||||
Total Purchase Price | $ 900 | $ 2,200 | 2,200 | |||
Systat | Developed technology | ||||||
Assets acquired: | ||||||
Intangible assets | 1,190 | |||||
Systat | Customer relationships | ||||||
Assets acquired: | ||||||
Intangible assets | 430 | |||||
Systat | Tradename & Trademarks | ||||||
Assets acquired: | ||||||
Intangible assets | 279 | |||||
Systat | Non-compete agreements | ||||||
Assets acquired: | ||||||
Intangible assets | $ 495 |
Systat Licensing Agreement - Pr
Systat Licensing Agreement - Preliminary Purchase Price (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Feb. 22, 2021 | Dec. 31, 2020 | Jul. 08, 2020 | Jun. 19, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 7,672 | $ 6,588 | $ 2,070 | |||
Systat | ||||||
Business Acquisition [Line Items] | ||||||
Goodwill | $ 200 | $ 495 | ||||
Total net assets acquired | 900 | $ 2,200 | $ 2,200 | |||
Systat | Trademarks | ||||||
Business Acquisition [Line Items] | ||||||
Finite lived assets | 296 | |||||
Systat | Webstores & Websites | ||||||
Business Acquisition [Line Items] | ||||||
Finite lived assets | $ 404 |
Ten Degrees Acquisition - Narra
Ten Degrees Acquisition - Narrative (Details) | Aug. 19, 2020USD ($)shares | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | Dec. 31, 2019USD ($) |
Asset Acquisition [Line Items] | ||||
Goodwill | $ 7,672,000 | $ 6,588,000 | $ 2,070,000 | |
Ten Degrees Acquisition | ||||
Asset Acquisition [Line Items] | ||||
Goodwill | $ 0 | |||
Ten Degrees Acquisition | ||||
Asset Acquisition [Line Items] | ||||
Voting interest acquired | 1 | |||
Cash to acquire assets | $ 1,500,000 | |||
Asset acquisition, equity interest issued or issuable (in shares) | shares | 480,000 | |||
Noncompete term | 5 years | |||
Employee soliciting term | 1 year | |||
Total purchase price | $ 2,100,000 | |||
Shares issued in asset acquisition | 600,000 | |||
Ten Degrees Acquisition | Developed technology | ||||
Asset Acquisition [Line Items] | ||||
Total purchase price | 1,701,000 | |||
Ten Degrees Acquisition | Non-compete agreements | ||||
Asset Acquisition [Line Items] | ||||
Total purchase price | $ 399,000 |
Ten Degrees Acquisition - Sched
Ten Degrees Acquisition - Schedule of Recognized Identified Assets Acquired and Liabilities Assumed Assets (Details) - Ten Degrees Acquisition $ in Thousands | Aug. 19, 2020USD ($) |
Asset Acquisition [Line Items] | |
Total purchase price | $ 2,100 |
Developed technology | |
Asset Acquisition [Line Items] | |
Total purchase price | 1,701 |
Non-compete agreements | |
Asset Acquisition [Line Items] | |
Total purchase price | $ 399 |
Nanotron Acquisition - Narrativ
Nanotron Acquisition - Narrative (Details) - Nanotron $ in Thousands | Oct. 06, 2020USD ($) |
Business Acquisition [Line Items] | |
Voting interest acquired | 100.00% |
Consideration transferred excluding closing adjustments | $ 8,700 |
Closing costs related to holdback funds | $ 800 |
Holdback fund release period | 18 months |
Severance payments | $ 200 |
Return credit related to severance payments | 100 |
Working capital adjustment | 30 |
Notes reduction | 200 |
Additional notes reduction | 100 |
Aggregate principal amount of note | $ 500 |
Nanotron Acquisition - Assets A
Nanotron Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Oct. 06, 2020 | Dec. 31, 2019 |
Assets acquired: | ||||
Goodwill | $ 7,672 | $ 6,588 | $ 2,070 | |
Nanotron | ||||
Assets acquired: | ||||
Cash and cash equivalents | $ 301 | |||
Trade and other receivables | 576 | |||
Inventory | 827 | |||
Prepaid expenses and other current assets | 103 | |||
Operating lease right-of-use asset | 557 | |||
Property, plant, and equipment | 433 | |||
Goodwill | 3,501 | |||
Total assets acquired | 9,910 | |||
Liabilities Assumed: | ||||
Accounts payable | 526 | |||
Lease liabilities | 557 | |||
Restructuring Costs | 214 | |||
Accrued Liabilities | 361 | |||
Total liabilities assumed | 1,658 | |||
Total Purchase Price | 8,252 | |||
Nanotron | Tradename | ||||
Assets acquired: | ||||
Intangible assets | 51 | |||
Nanotron | Proprietary Technology | ||||
Assets acquired: | ||||
Intangible assets | 1,213 | |||
Nanotron | Customer relationships | ||||
Assets acquired: | ||||
Intangible assets | 1,055 | |||
Nanotron | Non-compete agreements | ||||
Assets acquired: | ||||
Intangible assets | 610 | |||
Nanotron | In-Process R&D | ||||
Assets acquired: | ||||
Intangible assets | 505 | |||
Nanotron | IP Agreement | ||||
Assets acquired: | ||||
Intangible assets | $ 178 |
Game Your Game Acquisition - Na
Game Your Game Acquisition - Narrative (Details) - USD ($) $ in Thousands | Apr. 09, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 7,672 | $ 6,588 | $ 2,070 | |
Game Your Game | ||||
Business Acquisition [Line Items] | ||||
Consideration transferred | $ 3,070 | |||
Number of common shares acquired (in shares) | 522,000 | |||
Voting interest acquired | 55.40% | |||
Goodwill | $ 459 | |||
Percentage of voting interests acquired, noncontrolling interest | 44.60% | |||
Total acquisition costs | $ 308 |
Game Your Game Acquisition - Sc
Game Your Game Acquisition - Schedule of Business Acquisitions (Details) - USD ($) $ in Thousands | Apr. 09, 2021 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | ||||
Cash | $ 0 | $ 1,500 | ||
Game Your Game | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 1,667 | |||
Equity interest issued | 1,403 | $ 1,400 | ||
Total Purchase Price | $ 3,070 | |||
Equity interest issued (in shares) | 1,179,077 | 1,179,077 |
Game Your Game Acquisition - As
Game Your Game Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Apr. 09, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Assets acquired: | ||||
Goodwill | $ 7,672 | $ 6,588 | $ 2,070 | |
Game Your Game | ||||
Assets acquired: | ||||
Cash and cash equivalents | $ 1,851 | |||
Accounts receivable | 36 | |||
Inventory | 144 | |||
Other current assets | 37 | |||
Property and equipment | 105 | |||
Other assets | 4 | |||
Goodwill | 459 | |||
Total assets acquired | 6,935 | |||
Liabilities Assumed: | ||||
Accounts payable | 957 | |||
Accrued expenses and other liabilities | 436 | |||
Total liabilities assumed | 1,393 | |||
Estimated fair value of net assets acquired: | 5,542 | |||
Less: Non Controlling Interest | (2,472) | |||
Estimated fair value of net assets acquired attributable to the Company | 3,070 | |||
Game Your Game | Tradename | ||||
Assets acquired: | ||||
Intangible assets | 628 | |||
Game Your Game | Proprietary Technology | ||||
Assets acquired: | ||||
Intangible assets | 2,824 | |||
Game Your Game | Customer relationships | ||||
Assets acquired: | ||||
Intangible assets | $ 847 |
Game Your Game Acquisition - _2
Game Your Game Acquisition - Schedule of Business Acquisitions, Acquisition Related Costs (Details) - Game Your Game $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Business Acquisition [Line Items] | |
Professional fees | $ 158 |
Consulting fees | 150 |
Total acquisition costs | $ 308 |
Visualix Acquisition - Narrativ
Visualix Acquisition - Narrative (Details) - Visualix Asset Purchase Agreement $ in Thousands | Apr. 23, 2021EUR (€)shares | Apr. 23, 2021USD ($)shares |
Asset Acquisition [Line Items] | ||
Asset acquisition, consideration transferred | $ | $ 490 | |
Asset acquisition, equity interest issued or issuable (in shares) | 369,563 | 369,563 |
Visualix | ||
Asset Acquisition [Line Items] | ||
Asset acquisition, consideration transferred | € | € 50,000 | |
Asset acquisition, equity interest issued or issuable (in shares) | 316,768 | 316,768 |
FEVM | ||
Asset Acquisition [Line Items] | ||
Asset acquisition, equity interest issued or issuable (in shares) | 52,795 | 52,795 |
Visualix Acquisition - Schedule
Visualix Acquisition - Schedule of Business Acquisitions (Details) - Visualix Asset Purchase Agreement - USD ($) $ / shares in Units, $ in Thousands | Apr. 23, 2021 | Jun. 30, 2021 |
Asset Acquisition [Line Items] | ||
Cash | $ 61 | |
Shares issued in asset acquisition | 429 | $ 400 |
Total Purchase Price | $ 490 | |
Asset acquisition, equity interest issued or issuable (in shares) | 369,563 | |
Price per share (in usd per share) | $ 1.16 |
Visualix Acquisition - Assets A
Visualix Acquisition - Assets Acquired (Details) - Visualix Asset Purchase Agreement $ in Thousands | Apr. 23, 2021USD ($) |
Assets acquired: | |
Total purchase price | $ 490 |
Developed technology | |
Assets acquired: | |
Total purchase price | 429 |
Non-compete agreements | |
Assets acquired: | |
Total purchase price | $ 61 |
CXApp Acquisition - Narrative (
CXApp Acquisition - Narrative (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 30, 2021 | Dec. 29, 2021 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||||||
Goodwill | $ 7,672 | $ 6,588 | $ 2,070 | |||
Earnout payment expense | 6,524 | $ 0 | ||||
CXApp | ||||||
Business Acquisition [Line Items] | ||||||
Consideration transferred | $ 32,132 | |||||
Goodwill | 15,306 | |||||
Holdback funds | $ 4,875 | |||||
Holdback funds covenant, term | 18 months | |||||
Working capital adjustments to holdback funds | $ 209 | |||||
Contingent consideration, maximum | $ 12,500 | $ 4,200 | $ 8,300 | |||
Share price (in usd per share) | $ 1.13 | |||||
Earnout payment expense | 6,500 | |||||
Total acquisition costs | $ 500 | $ 504 |
CXApp Acquisition - Schedule of
CXApp Acquisition - Schedule of Business Acquisitions (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 30, 2021 | Jun. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | ||||
Cash | $ 0 | $ 1,500 | ||
CXApp | ||||
Business Acquisition [Line Items] | ||||
Cash | $ 22,132 | |||
Equity interest issued (in shares) | 8,849,538 | 8,849,538 | ||
Price per share (in usd per share) | $ 1.13 | |||
Equity interest issued | $ 10,000 | $ 10,000 | ||
Total Purchase Price | $ 32,132 |
CXApp Acquisition - Schedule _2
CXApp Acquisition - Schedule of Acquisition by Acquisition, Contingent Consideration (Details) - CXApp - USD ($) $ in Thousands | 3 Months Ended | |||
Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Apr. 30, 2021 | |
Current | ||||
Option payout | $ 296 | |||
Bonus payout | 34 | |||
Seller transaction expenses | 72 | |||
Miscellaneous accrued expenses | 174 | |||
Total current | 576 | |||
Noncurrent | ||||
Option payout | 493 | |||
Bonus payout | 57 | |||
Holdback funds | 4,875 | |||
Total noncurrent | 5,425 | |||
Total acquisition liability | $ 5,332 | 6,001 | ||
Less adjustment to holdback funds due to measurement period adjustment | $ (209) | |||
Less: Payments made | $ (220) | $ (104) | $ (136) |
CXApp Acquisition - Assets Acqu
CXApp Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Apr. 30, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Assets acquired: | ||||
Goodwill | $ 7,672 | $ 6,588 | $ 2,070 | |
CXApp | ||||
Assets acquired: | ||||
Cash and cash equivalents | $ 1,153 | |||
Trade and other receivables | 1,626 | |||
Prepaid expenses and other current assets | 68 | |||
Property and equipment | 6 | |||
Goodwill | 15,306 | |||
Total assets acquired | 36,389 | |||
Liabilities Assumed: | ||||
Accounts payable | 203 | |||
Deferred Revenue | 1,319 | |||
Accrued expenses and other liabilities | 116 | |||
Deferred tax liability | 2,591 | |||
Other tax liability, noncurrent | 28 | |||
Total liabilities assumed | 4,257 | |||
Estimated fair value of net assets acquired: | 32,132 | |||
CXApp | Tradename | ||||
Assets acquired: | ||||
Intangible assets | 2,170 | |||
CXApp | Proprietary Technology | ||||
Assets acquired: | ||||
Intangible assets | 8,350 | |||
CXApp | Customer relationships | ||||
Assets acquired: | ||||
Intangible assets | 5,020 | |||
CXApp | Non-compete agreements | ||||
Assets acquired: | ||||
Intangible assets | $ 2,690 |
CXApp Acquisition - Schedule _3
CXApp Acquisition - Schedule of Business Acquisitions, Acquisition Related Costs (Details) - CXApp - USD ($) $ in Thousands | Apr. 30, 2021 | Dec. 31, 2021 |
Business Acquisition [Line Items] | ||
Accounting fees | $ 115 | |
Legal fees | 389 | |
Total acquisition costs | $ 500 | $ 504 |
IntraNav Acquisition - Narrativ
IntraNav Acquisition - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 09, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Business Acquisition [Line Items] | ||||
Goodwill | $ 7,672,000 | $ 6,588,000 | $ 2,070,000 | |
IntraNav | ||||
Business Acquisition [Line Items] | ||||
Cash consideration | $ 1,100,000 | |||
Goodwill | $ 482,000 | |||
Total acquisition costs | $ 209,036 |
IntraNav Acquisition - Schedule
IntraNav Acquisition - Schedule of Business Acquisitions (Details) | Dec. 09, 2021USD ($)$ / € | Dec. 09, 2021EUR (€)$ / € | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) |
Business Acquisition [Line Items] | ||||
Cash Considerations (EUR) | $ | $ 0 | $ 1,500,000 | ||
IntraNav | ||||
Business Acquisition [Line Items] | ||||
Cash Considerations (EUR) | € 1,000,000 | |||
Less: IntraNav's indebtedness in excess of EUR 150,000 | 0 | |||
Total Purchase Price | $ 1,132,490 | 1,000,000 | ||
Business combination, debt excess limit | € 150,000 | |||
Purchase price, monetary conversion (in usd per eur) | $ / € | 1.13249 | 1.13249 |
IntraNav Acquisition - Assets A
IntraNav Acquisition - Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 09, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Assets acquired: | ||||
Goodwill | $ 7,672 | $ 6,588 | $ 2,070 | |
IntraNav | ||||
Assets acquired: | ||||
Cash and cash equivalents | $ 109 | |||
Accounts receivable | 110 | |||
Prepaid expenses and other current assets | 135 | |||
Inventory | 844 | |||
Right of use asset | 312 | |||
Property and equipment | 30 | |||
Other assets | 113 | |||
Goodwill | 482 | |||
Total assets acquired | 3,007 | |||
Liabilities Assumed: | ||||
Accounts payable | 2 | |||
Accrued liabilities | 413 | |||
Lease liabilities – current | 54 | |||
Lease liabilities - noncurrent | 231 | |||
Payable to new parent | 391 | |||
Deferred Revenue | 784 | |||
Total liabilities assumed | 1,875 | |||
Estimated fair value of net assets acquired attributable to the Company | 1,132 | |||
IntraNav | Trade Name/Trademarks | ||||
Assets acquired: | ||||
Intangible assets | 168 | |||
IntraNav | Proprietary Technology | ||||
Assets acquired: | ||||
Intangible assets | 507 | |||
IntraNav | Customer relationships | ||||
Assets acquired: | ||||
Intangible assets | $ 197 |
IntraNav Acquisition - Schedu_2
IntraNav Acquisition - Schedule of Business Acquisitions, Acquisition Related Costs (Details) - IntraNav | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Business Acquisition [Line Items] | |
Accounting fees | $ 10,000 |
Legal fees | 199,000 |
Total acquisition costs | $ 209,036 |
Proforma Financial Informatio_2
Proforma Financial Information (Details) - Nanotron and CXApp - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Business Acquisition, Pro Forma Information, Nonrecurring Adjustment [Line Items] | ||
Revenues | $ 17,845 | $ 16,641 |
Net loss attributable to common stockholders | $ (78,430) | $ (31,568) |
Net income (loss) per basic share (in usd per share) | $ (0.71) | $ (0.84) |
Net income (loss) per diluted share (in usd per share) | $ (0.71) | $ (0.84) |
Weighted average common shares outstanding: | ||
Basic (in shares) | 110,867,515 | 37,650,031 |
Diluted (in shares) | 110,867,515 | 37,650,031 |
Inventory (Details)
Inventory (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 463 | $ 211 |
Work-in-process | 539 | 137 |
Finished goods | 1,412 | 1,033 |
Subtotal | 2,414 | 1,381 |
Inventory obsolescence reserve | (438) | (138) |
Total Inventory | $ 1,976 | $ 1,243 |
Property and Equipment, net - S
Property and Equipment, net - Schedule of Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Total | $ 3,326 | $ 2,582 |
Less: accumulated depreciation and amortization | (1,884) | (1,137) |
Total Property and Equipment, Net | 1,442 | 1,445 |
Computer and office equipment | ||
Property, Plant and Equipment [Line Items] | ||
Total | 1,961 | 1,421 |
Furniture and fixtures | ||
Property, Plant and Equipment [Line Items] | ||
Total | 447 | 287 |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Total | 50 | 45 |
Software | ||
Property, Plant and Equipment [Line Items] | ||
Total | $ 868 | $ 829 |
Property and Equipment, net - N
Property and Equipment, net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Property and Equipment, Net | ||
Depreciation and amortization expense | $ 0.4 | $ 0.1 |
Investments in Equity Securit_3
Investments in Equity Securities (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Debt and Equity Securities, FV-NI [Line Items] | ||
Cost | $ 58,905,000 | |
Fair Value | 1,838,000 | $ 0 |
Unrealized loss on equity securities | (57,067,000) | $ 0 |
Realized gain (loss) on equity securities | 0 | |
Equity shares | ||
Debt and Equity Securities, FV-NI [Line Items] | ||
Cost | 47,841,000 | |
Fair Value | 1,493,000 | |
Equity rights | ||
Debt and Equity Securities, FV-NI [Line Items] | ||
Cost | 11,064,000 | |
Fair Value | $ 345,000 |
Software Development Costs, n_3
Software Development Costs, net - Schedule of Finite-Lived Intangible Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Research and Development [Abstract] | ||
Capitalized software development costs | $ 4,463 | $ 5,275 |
Accumulated amortization | (2,671) | (3,554) |
Software development costs, net | $ 1,792 | $ 1,721 |
Software Development Costs, n_4
Software Development Costs, net - Schedule of Finite-Lived Intangible Assets, Future Amortization Expense (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Finite-Lived Intangible Assets [Line Items] | |
Total | $ 33,478 |
Computer Software, Intangible Asset | |
Finite-Lived Intangible Assets [Line Items] | |
2022 | 802 |
2023 | 443 |
2024 | 357 |
2025 | 99 |
2026 and thereafter | 91 |
Total | $ 1,792 |
Software Development Costs, n_5
Software Development Costs, net - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Software Development Costs | ||
Remaining amortization period | 3 years | |
Capitalized computer software amortization expense | $ 0.9 | $ 0.7 |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Narrative (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Impairment of goodwill | $ 14,789,000 | $ 0 |
Amortization expense | $ 5,100,000 | $ 2,500,000 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Schedule of Goodwill (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Goodwill [Roll Forward] | ||
Beginning Balance | $ 6,588,000 | $ 2,070,000 |
Goodwill additions through acquisitions | 18,400,000 | 4,292,000 |
Exchange rate fluctuations | (293,000) | 226,000 |
Goodwill impairment | (14,789,000) | 0 |
Valuation Measurement Period Adjustments | (2,234,000) | |
Ending Balance | 7,672,000 | 6,588,000 |
Saves | Systat | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 520,000 | 0 |
Goodwill additions through acquisitions | 200,000 | 520,000 |
Exchange rate fluctuations | 0 | 0 |
Goodwill impairment | 0 | |
Valuation Measurement Period Adjustments | (25,000) | |
Ending Balance | 695,000 | 520,000 |
Indoor Intelligence | GTX | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 2,000 | 0 |
Goodwill additions through acquisitions | 0 | 2,000 |
Exchange rate fluctuations | 0 | 0 |
Goodwill impairment | (1,000) | |
Valuation Measurement Period Adjustments | 0 | |
Ending Balance | 1,000 | 2,000 |
Indoor Intelligence | Nanotron | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 3,931,000 | 0 |
Goodwill additions through acquisitions | 0 | 3,755,000 |
Exchange rate fluctuations | (294,000) | 176,000 |
Goodwill impairment | (2,263,000) | |
Valuation Measurement Period Adjustments | (255,000) | |
Ending Balance | 1,119,000 | 3,931,000 |
Indoor Intelligence | Locality | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 672,000 | 672,000 |
Goodwill additions through acquisitions | 0 | 0 |
Exchange rate fluctuations | 17,000 | 0 |
Goodwill impairment | (689,000) | |
Valuation Measurement Period Adjustments | 0 | |
Ending Balance | 0 | 672,000 |
Indoor Intelligence | Jibestream | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 1,463,000 | 1,398,000 |
Goodwill additions through acquisitions | 0 | 15,000 |
Exchange rate fluctuations | (16,000) | 50,000 |
Goodwill impairment | (967,000) | |
Valuation Measurement Period Adjustments | 0 | |
Ending Balance | 480,000 | 1,463,000 |
Indoor Intelligence | CXApp | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 0 | 0 |
Goodwill additions through acquisitions | 17,432,000 | 0 |
Exchange rate fluctuations | 0 | 0 |
Goodwill impairment | (10,239,000) | |
Valuation Measurement Period Adjustments | (2,127,000) | |
Ending Balance | 5,066,000 | 0 |
Indoor Intelligence | Game Your Game | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 0 | 0 |
Goodwill additions through acquisitions | 286,000 | 0 |
Exchange rate fluctuations | 0 | 0 |
Goodwill impairment | (307,000) | |
Valuation Measurement Period Adjustments | 173,000 | |
Ending Balance | 152,000 | 0 |
Indoor Intelligence | IntraNav | ||
Goodwill [Roll Forward] | ||
Beginning Balance | 0 | 0 |
Goodwill additions through acquisitions | 482,000 | 0 |
Exchange rate fluctuations | 0 | 0 |
Goodwill impairment | (323,000) | |
Valuation Measurement Period Adjustments | 0 | |
Ending Balance | $ 159,000 | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Schedule of Intangible Assets (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 40,433 | $ 35,589 |
Accumulated Amortization | (6,955) | (21,386) |
IP Agreement | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 172 | 186 |
Accumulated Amortization | $ (54) | (12) |
Remaining Weighted Average Useful Life | 2 years 9 months | |
Trade Name/Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 3,602 | 1,112 |
Accumulated Amortization | $ (662) | (854) |
Remaining Weighted Average Useful Life | 4 years 3 months | |
Webstores & Websites | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 404 | 0 |
Accumulated Amortization | $ (123) | 0 |
Remaining Weighted Average Useful Life | 2 years 29 days | |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 9,294 | 5,590 |
Accumulated Amortization | $ (1,440) | (2,972) |
Remaining Weighted Average Useful Life | 5 years 8 months 26 days | |
Developed technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 22,175 | 26,216 |
Accumulated Amortization | $ (3,010) | (16,646) |
Remaining Weighted Average Useful Life | 8 years 5 months 12 days | |
Non-compete agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 4,786 | 2,485 |
Accumulated Amortization | $ (1,666) | $ (902) |
Remaining Weighted Average Useful Life | 2 years 5 months 8 days |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets - Schedule of Intangible Assets Future Amortization (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Goodwill and Intangible Assets Disclosure [Abstract] | |
2022 | $ 6,144 |
2023 | 5,994 |
2024 | 5,038 |
2025 | 4,405 |
2026 and thereafter | 11,897 |
Total | $ 33,478 |
Other Long Term Investments - N
Other Long Term Investments - Narrative (Details) - USD ($) $ in Millions | Feb. 16, 2021 | Feb. 11, 2021 | Dec. 16, 2020 | Oct. 12, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Schedule of Equity Method Investments [Line Items] | ||||||
Payments to acquire equity method investments | $ 1.8 | |||||
Number of common shares sold under offering (in shares) | 15,800,000 | 3,000,000 | ||||
Equity method investments | $ 2.5 | $ 2.5 | ||||
Cardinal Ventures Holdings | Common Class A | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of common shares sold under offering (in shares) | 600,000 | |||||
Cardinal Ventures Holdings | Common Class B | ||||||
Schedule of Equity Method Investments [Line Items] | ||||||
Number of common shares sold under offering (in shares) | 700,000 | 2,500,000 | ||||
Sale of stock, consideration received on transaction | $ 0.7 |
Other Long Term Investments - S
Other Long Term Investments - Schedule of Ownership Interests (Details) - Cardinal Ventures Holdings | Dec. 31, 2021 |
Common Class A | |
Schedule of Equity Method Investments [Line Items] | |
Ownership interest | 14.10% |
Common Class B | |
Schedule of Equity Method Investments [Line Items] | |
Ownership interest | 38.40% |
Deferred Revenue (Details)
Deferred Revenue (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Revenue, Current [Abstract] | ||
Total Deferred Revenue | $ 4,805 | $ 1,922 |
Maintenance agreements | ||
Deferred Revenue, Current [Abstract] | ||
Total Deferred Revenue | 4,183 | 1,775 |
Service agreements | ||
Deferred Revenue, Current [Abstract] | ||
Total Deferred Revenue | $ 622 | $ 147 |
Accrued Liabilities (Details)
Accrued Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Payables and Accruals [Abstract] | ||
Accrued compensation and benefits | $ 8,027 | $ 1,266 |
Accrued interest expense | 1,012 | 536 |
Accrued bonus and commissions | 597 | 426 |
Accrued other | 707 | 497 |
Accrued sales and other indirect taxes payable | 322 | 14 |
Total accrued liabilities | $ 10,665 | $ 2,739 |
Debt - Schedule of Short Term D
Debt - Schedule of Short Term Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 18, 2020 |
Debt Instrument [Line Items] | |||
Unamortized Debt Discount | $ 0 | $ (254) | |
Total Short-Term Debt | $ 3,490 | 5,401 | |
March 2020 10% Note | |||
Debt Instrument [Line Items] | |||
Interest Rate | 10.00% | 10.00% | |
Short-term debt, gross | $ 3,251 | 5,655 | |
Third party note payable | |||
Debt Instrument [Line Items] | |||
Interest Rate | 8.00% | ||
Short-term debt, gross | $ 239 | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Jul. 01, 2021USD ($)$ / sharesshares | Feb. 11, 2021USD ($)$ / sharesshares | Mar. 18, 2020USD ($) | Nov. 22, 2019 | Sep. 30, 2021shares | Mar. 31, 2021shares | Jun. 30, 2020shares | Mar. 31, 2020shares | Dec. 31, 2021USD ($)$ / shares | Dec. 31, 2020USD ($)$ / shares | Oct. 29, 2021USD ($) | Jun. 30, 2021$ / shares | Sep. 17, 2020 |
Debt Instrument [Line Items] | |||||||||||||
Amortization of debt discount | $ 224,000 | $ 2,594,000 | |||||||||||
Note principal and interest exchanged for common shares | $ 6,465,000 | ||||||||||||
Common shares issued for extinguishment of debt (in shares) | shares | 877,192 | 893,921 | 3,889,990 | 1,896,557 | |||||||||
Common stock, par value (in usd per share) | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||
Game Your Game Note Purchase Agreement | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 8.00% | ||||||||||||
Promissory note, face amount | $ 300,000 | ||||||||||||
Promissory note, outstanding | $ 300,000 | ||||||||||||
Short-term Debt | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest expense | 500,000 | $ 700,000 | |||||||||||
Amortization of debt discount | $ 200,000 | $ 1,600,000 | |||||||||||
March 2020 10% Note | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 10.00% | 10.00% | |||||||||||
Debt instrument, term | 12 months | 6 months | |||||||||||
Debt instrument, redemption term | 6 months | ||||||||||||
March 2020 10% Note | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Interest rate | 10.00% | 10.00% | 5.00% | ||||||||||
Note principal and interest exchanged for common shares | $ 6,500,000 | ||||||||||||
Original issue discount | 1,500,000 | ||||||||||||
Debt discount | 20,000 | ||||||||||||
Aggregate purchase price | $ 5,000,000 | ||||||||||||
Payment to be made in proportion to outstanding balance, percentage | 1.15 | ||||||||||||
Default interest rate | 22.00% | ||||||||||||
Debt instrument redemption price percent | 33.33% | ||||||||||||
Exchange Agreement | |||||||||||||
Debt Instrument [Line Items] | |||||||||||||
Aggregate principal amount of note | $ 1,000,000 | $ 1,500,000 | |||||||||||
Notes reduction | $ 1,500,000 | ||||||||||||
Common shares issued for extinguishment of debt (in shares) | shares | 877,192 | 893,921 | |||||||||||
Common stock, par value (in usd per share) | $ / shares | $ 1.14 | $ 1.678 | |||||||||||
Loss on extinguishment of debt | $ 30,000 |
Capital Raises (Details)
Capital Raises (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 13, 2021 | Feb. 16, 2021 | Feb. 12, 2021 | Feb. 11, 2021 | Jan. 24, 2021 | Nov. 25, 2020 | Jun. 19, 2020 | Mar. 03, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Capital Raises (Textual) | ||||||||||||
Aggregate offering amount | $ 150,000 | |||||||||||
Common stock issued in direct offering (in shares) | 5,000,000 | |||||||||||
Proceeds from warrant exercises | $ 18,500 | $ 27,800 | $ 27,800 | $ 9,200 | ||||||||
Number of common shares sold under offering (in shares) | 15,800,000 | 3,000,000 | ||||||||||
Exercisable, weighted average exercise price (in usd per share) | $ 70.84 | $ 15.19 | $ 70.84 | |||||||||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | |||||||||
Net proceeds from issuance of preferred stock and warrants | $ 50,600 | $ 50,585 | $ 0 | |||||||||
Series 7 Preferred Stock | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Preferred stock, shares issued (in shares) | 49,250 | |||||||||||
Preferred stock, shares outstanding (in shares) | 49,250 | |||||||||||
Mezzanine equity, convertible preferred shares, par value per share (in usd per share) | $ 0.001 | |||||||||||
Mezzanine equity, convertible preferred shares, stated value per share (in usd per share) | 1,000 | |||||||||||
Mezzanine equity, convertible preferred shares, conversion price (in usd per share) | 1.25 | |||||||||||
Common Stock | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Mezzanine equity, convertible preferred shares, conversion price (in usd per share) | 1.25 | |||||||||||
Purchase Warrants | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Exercisable warrants per common share (in shares) | 1 | 1 | ||||||||||
Registered Direct Offering | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Common stock issued in direct offering (in shares) | 3,000,000 | 7,000,000 | 5,800,000 | 5,000,000 | 15,800,000 | |||||||
Subscription price (in usd per share) | $ 920 | |||||||||||
Original issuance discount percentage | 8.00% | |||||||||||
Aggregate subscription value | $ 54,100 | |||||||||||
Registered Direct Offering | Series 7 Preferred Stock | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Number of common shares sold under offering (in shares) | 58,750 | |||||||||||
Registered Direct Offering | Common Stock | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Number of common shares sold under offering (in shares) | 47,000,000 | |||||||||||
Registered Direct Offering | Purchase Warrants | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Exercisable warrants per common share (in shares) | 1 | 1 | ||||||||||
Maxim Warrant | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Aggregate offering amount | $ 150,000 | $ 50,000 | ||||||||||
Commission percentage rate | 3.25% | 4.00% | ||||||||||
Warrant | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Common stock issued in direct offering (in shares) | 3,000,000 | |||||||||||
Warrants to purchase shares of common stock after adjustment | 9,950,250 | 15,000,000 | 19,354,838 | |||||||||
Exercise price of warrants (in usd per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||
Exercisable, weighted average exercise price (in usd per share) | 6.70 | $ 1.97 | $ 6.70 | |||||||||
Percent of warrants forfeited upon redemption | 75.00% | |||||||||||
Warrant | Purchase Warrants | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Exercise price of warrants (in usd per share) | $ 2.01 | $ 2 | $ 1.55 | $ 1.25 | ||||||||
Offering price (in usd per share) | $ 2.01 | $ 2 | $ 1.55 | $ 1.25 | ||||||||
Warrant | Registered Direct Offering | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Common stock issued in direct offering (in shares) | 3,000,000 | 7,000,000 | 5,800,000 | 5,000,000 | ||||||||
Warrants to purchase shares of common stock after adjustment | 19,354,838 | 8,000,000 | ||||||||||
Number of common shares sold under offering (in shares) | 47,000,000 | |||||||||||
Warrants classified as equity, discount | $ 4,700 | |||||||||||
Warrant | Registered Direct Offering | Purchase Warrants | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Exercise price of warrants (in usd per share) | $ 1.55 | $ 1.25 | ||||||||||
Offering price (in usd per share) | $ 1.55 | $ 1.25 | ||||||||||
January 2021 Pre-Funded Warrants | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Warrants to purchase shares of common stock after adjustment | 13,554,838 | |||||||||||
Exercise price of warrants (in usd per share) | $ 0.001 | |||||||||||
Offering price (in usd per share) | $ 1.549 | |||||||||||
Exercisable warrants per common share (in shares) | 1 | |||||||||||
Warrants exercisable period | 5 years | |||||||||||
February 2021 Pre-Funded Warrants | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Warrants to purchase shares of common stock after adjustment | 8,000,000 | |||||||||||
Exercise price of warrants (in usd per share) | $ 0.001 | |||||||||||
Offering price (in usd per share) | $ 1.999 | |||||||||||
Exercisable warrants per common share (in shares) | 1 | |||||||||||
Warrants exercisable period | 5 years | |||||||||||
Second February 2021 Pre-Funded Warrants | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Warrants to purchase shares of common stock after adjustment | 6,950,250 | |||||||||||
Exercise price of warrants (in usd per share) | $ 0.001 | |||||||||||
Offering price (in usd per share) | $ 2.009 | |||||||||||
Exercisable warrants per common share (in shares) | 1 | |||||||||||
Warrants exercisable period | 5 years | |||||||||||
2020 Pre-Funded Warrant | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Warrants to purchase shares of common stock after adjustment | 3,000,000 | |||||||||||
Offering price (in usd per share) | $ 1.249 | |||||||||||
Exercisable, weighted average exercise price (in usd per share) | $ 0.001 | |||||||||||
ATM | ||||||||||||
Capital Raises (Textual) | ||||||||||||
Commission percentage rate | 4.00% | |||||||||||
Number of common shares sold under offering (in shares) | 33,416,830 | |||||||||||
Share price (in usd per share) | $ 1.45 | $ 1.45 | ||||||||||
Net proceeds from ATM public offering | $ 46,100 |
Common Stock (Details)
Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Apr. 30, 2021 | Apr. 23, 2021 | Apr. 09, 2021 | Feb. 16, 2021 | Feb. 12, 2021 | Jan. 24, 2021 | Nov. 25, 2020 | Aug. 19, 2020 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common shares issued for extinguishment of debt (in shares) | 877,192 | 893,921 | 3,889,990 | 1,896,557 | ||||||||||||||
Common shares issued for extinguishment of debt | $ 2,500 | $ 9,936 | ||||||||||||||||
Common shares issued (in shares) | 5,000,000 | |||||||||||||||||
Common shares issued | $ 4,551 | |||||||||||||||||
Extinguishment of debt, amount | $ 200 | |||||||||||||||||
Proceeds from issuance or sale of equity | $ 9,200 | |||||||||||||||||
Common shares issued for cashless stock options exercised | 414 | 4,977 | 20,694 | 0 | ||||||||||||||
Stock issued during the period, restricted stock award (in shares) | 4,672,988 | |||||||||||||||||
Stock withheld for employee tax obligation (in shares) | 921,838 | |||||||||||||||||
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||||||
Shares cancelled for forfeited unvested shares of restricted stock (in shares) | 152,796 | 337,500 | ||||||||||||||||
Additional Paid-in Capital | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common shares issued for extinguishment of debt | $ 1,000 | $ 1,500 | $ 4,600 | $ 4,200 | $ 2,498 | $ 9,929 | ||||||||||||
Common shares issued | $ 4,551 | |||||||||||||||||
Common Stock | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common shares issued for extinguishment of debt (in shares) | 1,771,113 | 6,863,223 | ||||||||||||||||
Common shares issued for extinguishment of debt | $ 2 | $ 7 | ||||||||||||||||
Extinguishment of liability (in shares) | 183,486 | |||||||||||||||||
Common shares issued for cashless stock options exercised | 5,391 | |||||||||||||||||
Issuance of shares from acquisition (in shares) | 480,000 | |||||||||||||||||
Stock issued during the period, restricted stock award (in shares) | 4,672,988 | |||||||||||||||||
Shares converted to common stock (in shares) | 7,600,000 | 7,600,000 | 7,600,000 | |||||||||||||||
Shares cancelled for forfeited unvested shares of restricted stock (in shares) | 490,296 | |||||||||||||||||
Series 7 Preferred Stock | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Shares converted to common stock (in shares) | 9,500 | 9,500 | ||||||||||||||||
Visualix Asset Purchase Agreement | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Issuance of shares from acquisition (in shares) | 369,563 | |||||||||||||||||
Shares issued in asset acquisition | $ 429 | $ 400 | ||||||||||||||||
Ten Degrees Acquisition | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Issuance of shares from acquisition (in shares) | 480,000,000 | |||||||||||||||||
Shares issued in asset acquisition | $ 600 | |||||||||||||||||
Game Your Game | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Equity interest issued (in shares) | 1,179,077 | 1,179,077 | ||||||||||||||||
Equity interest issued | $ 1,403 | $ 1,400 | ||||||||||||||||
Game Your Game | Common Stock | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Issuance of shares from acquisition (in shares) | 1,179,077 | |||||||||||||||||
CXApp | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Equity interest issued (in shares) | 8,849,538 | 8,849,538 | ||||||||||||||||
Equity interest issued | $ 10,000 | $ 10,000 | ||||||||||||||||
CXApp | Common Stock | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Issuance of shares from acquisition (in shares) | 8,849,538 | |||||||||||||||||
2020 Pre-Funded Warrant | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common shares issued (in shares) | 31,505,088 | 3,000,000 | ||||||||||||||||
Proceeds from issuance or sale of equity | $ 3,700 | $ 3 | ||||||||||||||||
Stock Exchange Agreement | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common shares issued for extinguishment of debt (in shares) | 1,076,676 | |||||||||||||||||
Dollar value of note exchanged for common shares | $ 1,200 | |||||||||||||||||
Registered Direct Offering | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common shares issued (in shares) | 3,000,000 | 7,000,000 | 5,800,000 | 5,000,000 | 15,800,000 | |||||||||||||
Common shares issued | $ 74,100 | $ 74,073 | 9,205 | |||||||||||||||
Registered Direct Offering | Additional Paid-in Capital | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common shares issued | $ 74,058 | $ 9,200 | ||||||||||||||||
Registered Direct Offering | Common Stock | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common shares issued (in shares) | 15,800,000 | 5,000,000 | ||||||||||||||||
Common shares issued | $ 15 | $ 5 | ||||||||||||||||
Registered Direct Offering | Minimum | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share price (in usd per share) | $ 1.55 | |||||||||||||||||
Registered Direct Offering | Maximum | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share price (in usd per share) | $ 2.01 | |||||||||||||||||
ATM | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Common shares issued (in shares) | 1,842,472 | 1,604,312 | 29,033,036 | 937,010 | ||||||||||||||
Common shares issued | $ 2,100 | $ 2,300 | $ 40,520 | |||||||||||||||
ATM | Minimum | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share price (in usd per share) | $ 1.0706 | $ 1.5064 | $ 1.13 | $ 1.23 | $ 1.0706 | |||||||||||||
ATM | Maximum | ||||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||||
Share price (in usd per share) | $ 1.1793 | $ 1.5134 | $ 2.02 | $ 2.11 | $ 1.1793 |
Preferred Stock (Details)
Preferred Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | Sep. 13, 2021 | Dec. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Jan. 14, 2019 | Apr. 20, 2018 |
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | 5,000,000 | ||||
Preferred stock, par value (in usd per share) | $ 0.001 | $ 0.001 | $ 0.001 | ||||
Net proceeds from issuance of preferred stock and warrants | $ 50,600 | $ 50,585 | $ 0 | ||||
Common Stock | |||||||
Class of Stock [Line Items] | |||||||
Series 7 Preferred Stock converted to common stock (in shares) | 7,600,000 | 7,600,000 | 7,600,000 | ||||
Registered Direct Offering | |||||||
Class of Stock [Line Items] | |||||||
Subscription price (in usd per share) | $ 920 | ||||||
Original issuance discount percentage | 8.00% | ||||||
Aggregate subscription value | $ 54,100 | ||||||
Series 4 Convertible Preferred Stock | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized (in shares) | 10,415 | 10,415 | 10,415 | 10,415 | |||
Preferred stock, par value (in usd per share) | $ 1,000 | ||||||
Series preferred stock conversion value (in shares) | $ 828 | ||||||
Preferred stock, shares outstanding (in shares) | 1 | 1 | 1 | ||||
Series 5 Convertible Preferred Stock | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, shares authorized (in shares) | 12,000 | 12,000 | 12,000 | 12,000 | |||
Preferred stock, par value (in usd per share) | $ 1,000 | ||||||
Series preferred stock conversion value (in shares) | $ 149.85 | ||||||
Preferred stock, shares outstanding (in shares) | 126 | 126 | 126 | ||||
Series 7 Preferred Stock | |||||||
Class of Stock [Line Items] | |||||||
Preferred stock, shares outstanding (in shares) | 49,250 | 49,250 | |||||
Mezzanine equity, convertible preferred stock, shares authorized (in shares) | 58,750 | 58,750 | 58,750 | 58,750 | |||
Mezzanine equity, convertible preferred shares, par value per share (in usd per share) | $ 0.001 | ||||||
Mezzanine equity, convertible preferred shares, stated value per share (in usd per share) | $ 1,000 | ||||||
Mezzanine equity, convertible preferred shares, maximum voting power percentage | 19.99% | ||||||
Mezzanine equity, convertible preferred shares, conversion price (in usd per share) | $ 1.25 | ||||||
Series 7 Preferred Stock converted to common stock (in shares) | 9,500 | 9,500 | |||||
Mezzanine equity, convertible preferred stock, shares outstanding (in shares) | 49,250 | 49,250 | 0 |
Authorized Share Increase and_2
Authorized Share Increase and Reverse Stock Split (Details) | Jan. 07, 2020 | Jan. 03, 2020 | Dec. 31, 2021shares | Nov. 18, 2021shares | Nov. 17, 2021shares | Dec. 31, 2020shares |
Authorized Share Increase and Reverse Stock Split [Abstract] | ||||||
Stock split conversion ratio | 0.02222 | 0.0222 | ||||
Common stock, shares authorized (in shares) | 2,000,000,000 | 2,000,000,000 | 250,000,000 | 2,000,000,000 |
Stock Award Plans and Stock-B_2
Stock Award Plans and Stock-Based Compensation - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Exercise price limit (percent) | 100.00% | ||
Exercise price limit for individuals owning over ten percent (percent) | 110.00% | ||
Options outstanding (in shares) | 18,882,303 | 5,450,057 | 121,796 |
Granted (in shares) | 14,285,629 | 5,567,500 | |
2011 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options outstanding (in shares) | 73 | 89 | 96 |
Granted (in shares) | 0 | 0 | |
2018 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Number of shares authorized (in shares) | 40,000,000 | ||
Options outstanding (in shares) | 18,882,229 | 5,449,967 | 121,699 |
Awards other than options outstanding (in shares) | 4,182,692 | ||
Granted (in shares) | 14,285,629 | 5,567,500 | |
Non Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Options outstanding (in shares) | 1 | 1 | 1 |
Granted (in shares) | 0 | 0 | |
Options | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award, vesting period | 4 years | ||
Expiration period | 10 years | ||
Share-based payment charges | $ 2.3 | $ 1.2 | |
Options | 2018 Plan | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares available for grant under award (in shares) | 16,935,079 |
Stock Award Plans and Stock-B_3
Stock Award Plans and Stock-Based Compensation - Employee Stock Options (Details) - USD ($) | Jun. 10, 2021 | Feb. 05, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 14,285,629 | 5,567,500 | ||
Fair value of non-vested options | $ 4,500,000 | |||
Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Common shares issued for warrants (in shares) | 414 | 4,977 | ||
Warrants exercised for common shares (in shares) | 6,111 | 14,583 | ||
Weighted average remaining term | 1 year 3 months 29 days | |||
Dividends assumption | $ 0 | $ 0 | ||
2018 Plan | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Granted (in shares) | 14,285,629 | 5,567,500 | ||
Option grant life | 10 years | 10 years | ||
Stock options fair value | $ 4,600,000 | $ 1,900,000 | ||
Dividends assumption | $ 0 | |||
2018 Plan | Minimum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock option exercise price (in usd per share) | $ 690 | $ 1.10 | ||
2018 Plan | Maximum | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Stock option exercise price (in usd per share) | $ 1,830 | $ 1.29 | ||
2018 Plan | Share-based Payment Arrangement, Tranche One | Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award, vesting period | 12 months | 24 months | ||
2018 Plan | Share-based Payment Arrangement, Tranche Two | Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award, vesting period | 24 months | 36 months | ||
2018 Plan | Share-based Payment Arrangement, Tranche Three | Options | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Award, vesting period | 36 months | 48 months |
Stock Award Plans and Stock B_2
Stock Award Plans and Stock Based Compensation - Valuation Assumptions (Details) - Options - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Expected life of option grants | 5 years | 5 years |
Expected volatility of underlying stock | 34.43% | |
Dividends assumption | $ 0 | $ 0 |
Minimum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 0.59% | 0.33% |
Expected volatility of underlying stock | 37.21% | |
Maximum | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk-free interest rate | 1.26% | 0.35% |
Expected volatility of underlying stock | 38.15% |
Stock Award Plans and Stock B_3
Stock Award Plans and Stock Based Compensation - Schedule of Stock Options Roll Forward (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Number of awards | |||||
Beginning balance (in shares) | 5,450,057 | 5,450,057 | 121,796 | ||
Granted (in shares) | 14,285,629 | 5,567,500 | |||
Exercised (in shares) | (414) | (4,977) | (20,694) | 0 | |
Expired (in shares) | (228,872) | (37,404) | |||
Forfeitures (in shares) | (603,817) | (201,835) | |||
Ending balance (in shares) | 18,882,303 | 5,450,057 | |||
Weighted Average Exercise Price | |||||
Beginning balance (in usd per share) | $ 23.76 | $ 23.76 | $ 123.66 | ||
Granted (in usd per share) | 0.95 | 1.10 | |||
Exercised (in usd per share) | 1.10 | 0 | |||
Expired (in usd per share) | 93.07 | 279.92 | |||
Forfeited (in usd per share) | 1.35 | 1.26 | |||
Ending balance (in usd per share) | $ 6.41 | $ 23.76 | |||
Additional Disclosures | |||||
Outstanding, aggregate intrinsic value | $ 0 | $ 0 | $ 0 | ||
Exercisable, aggregate intrinsic value | $ 0 | $ 0 | |||
Exercisable (in shares) | 7,235,456 | 1,752,968 | |||
Exercisable, weighted average exercise price (in usd per share) | $ 15.19 | $ 70.84 | |||
2011 Plan | |||||
Number of awards | |||||
Beginning balance (in shares) | 89 | 89 | 96 | ||
Granted (in shares) | 0 | 0 | |||
Exercised (in shares) | 0 | 0 | |||
Expired (in shares) | (16) | (7) | |||
Forfeitures (in shares) | 0 | 0 | |||
Ending balance (in shares) | 73 | 89 | |||
Additional Disclosures | |||||
Exercisable (in shares) | 73 | 85 | |||
2018 Plan | |||||
Number of awards | |||||
Beginning balance (in shares) | 5,449,967 | 5,449,967 | 121,699 | ||
Granted (in shares) | 14,285,629 | 5,567,500 | |||
Exercised (in shares) | (20,694) | 0 | |||
Expired (in shares) | (228,856) | (37,397) | |||
Forfeitures (in shares) | (603,817) | (201,835) | |||
Ending balance (in shares) | 18,882,229 | 5,449,967 | |||
Additional Disclosures | |||||
Exercisable (in shares) | 7,235,382 | 1,752,882 | |||
Non Plan | |||||
Number of awards | |||||
Beginning balance (in shares) | 1 | 1 | 1 | ||
Granted (in shares) | 0 | 0 | |||
Exercised (in shares) | 0 | 0 | |||
Expired (in shares) | 0 | 0 | |||
Forfeitures (in shares) | 0 | 0 | |||
Ending balance (in shares) | 1 | 1 | |||
Additional Disclosures | |||||
Exercisable (in shares) | 1 | 1 |
Stock Award Plans and Stock-B_4
Stock Award Plans and Stock-Based Compensation - Restricted Stock Awards (Details) - Restricted Stock Award - USD ($) $ in Thousands | Dec. 23, 2021 | Aug. 21, 2021 | Apr. 23, 2021 | Feb. 19, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Options granted (in shares) | 344,826 | 5,250,000 | 5,594,826 | |||
Awards forfeited in period (in shares) | 152,796 | 337,500 | 921,838 | 1,412,134 | ||
Share-based payment charges | $ 8,600 | $ 0 | ||||
Share-based Payment Arrangement, Tranche One | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting rights, percentage | 50.00% | 25.00% | ||||
Share-based Payment Arrangement, Tranche Two | ||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||
Award vesting rights, percentage | 50.00% | 50.00% |
Stock Award Plans and Stock-B_5
Stock Award Plans and Stock-Based Compensation - Restricted Stock Awards Roll Forward (Details) - Restricted Stock Award - $ / shares | Dec. 23, 2021 | Aug. 21, 2021 | Apr. 23, 2021 | Feb. 19, 2021 | Dec. 31, 2021 | Dec. 31, 2020 |
Number of Shares | ||||||
Beginning balance (in shares) | 0 | |||||
Granted (in shares) | 344,826 | 5,250,000 | 5,594,826 | |||
Forfeited (in shares) | (152,796) | (337,500) | (921,838) | (1,412,134) | ||
Ending balance (in shares) | 4,182,692 | |||||
Weighted Average Grant Date Fair Value | ||||||
Beginning balance (in usd per share) | $ 1.80 | $ 0 | ||||
Granted (in usd per share) | 1.79 | |||||
Forfeited (in usd per share) | 1.76 | |||||
Ending balance (in usd per share) | $ 1.80 |
Warrants - Additional Informati
Warrants - Additional Information (Details) - USD ($) $ / shares in Units, $ in Millions | Sep. 13, 2021 | Feb. 16, 2021 | Feb. 12, 2021 | Feb. 11, 2021 | Jan. 24, 2021 | Nov. 25, 2020 | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2021 | Jun. 30, 2021 |
Warrants (Textual) | ||||||||||
Common stock issued in direct offering (in shares) | 5,000,000 | |||||||||
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Number of shares sold under offering (in shares) | 15,800,000 | 3,000,000 | ||||||||
Series 7 Preferred Stock | ||||||||||
Warrants (Textual) | ||||||||||
Mezzanine equity, convertible preferred shares, par value per share (in usd per share) | $ 0.001 | |||||||||
Purchase Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Exercisable warrants per common share (in shares) | 1 | 1 | ||||||||
January 2021 Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Common stock issued in direct offering (in shares) | 13,554,838 | |||||||||
February 2021 Pre-Funded Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Common stock issued in direct offering (in shares) | 8,000,000 | |||||||||
Warrants to purchase shares of common stock (in shares) | 8,000,000 | |||||||||
Offering price (in usd per share) | $ 1.999 | |||||||||
Second February 2021 Pre-Funded Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Common stock issued in direct offering (in shares) | 6,950,250 | |||||||||
Warrants to purchase shares of common stock (in shares) | 6,950,250 | |||||||||
Offering price (in usd per share) | $ 2.009 | |||||||||
Registered Direct Offering | ||||||||||
Warrants (Textual) | ||||||||||
Common stock issued in direct offering (in shares) | 3,000,000 | 7,000,000 | 5,800,000 | 5,000,000 | 15,800,000 | |||||
Subscription price (in usd per share) | $ 920 | |||||||||
Original issuance discount percentage | 8.00% | |||||||||
Aggregate subscription value | $ 54.1 | |||||||||
Registered Direct Offering | Series 7 Preferred Stock | ||||||||||
Warrants (Textual) | ||||||||||
Number of shares sold under offering (in shares) | 58,750 | |||||||||
Registered Direct Offering | Common Stock | ||||||||||
Warrants (Textual) | ||||||||||
Number of shares sold under offering (in shares) | 47,000,000 | |||||||||
Registered Direct Offering | 2020 Pre-Funded Warrant | ||||||||||
Warrants (Textual) | ||||||||||
Warrants to purchase shares of common stock (in shares) | 3,000,000 | |||||||||
Offering price (in usd per share) | $ 1.249 | |||||||||
Exercise price of warrants (in usd per share) | $ 0.001 | |||||||||
Exercisable warrants per common share (in shares) | 1 | |||||||||
Registered Direct Offering | Purchase Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Exercisable warrants per common share (in shares) | 1 | 1 | ||||||||
Registered Direct Offering | January 2021 Pre-Funded Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Warrants to purchase shares of common stock (in shares) | 3,000,000 | |||||||||
Offering price (in usd per share) | $ 1.549 | |||||||||
Exercisable warrants per common share (in shares) | 1 | |||||||||
Warrant | ||||||||||
Warrants (Textual) | ||||||||||
Common stock issued in direct offering (in shares) | 3,000,000 | |||||||||
Warrants to purchase shares of common stock (in shares) | 9,950,250 | 15,000,000 | 19,354,838 | |||||||
Exercise price of warrants (in usd per share) | $ 0.001 | $ 0.001 | ||||||||
Warrants exercised for common shares (in shares) | 3,000,000 | |||||||||
Warrant | Purchase Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Offering price (in usd per share) | $ 2.01 | $ 2 | $ 1.55 | $ 1.25 | ||||||
Exercise price of warrants (in usd per share) | $ 2.01 | $ 2 | $ 1.55 | $ 1.25 | ||||||
Warrant | January 2021 Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Warrants exercised for common shares (in shares) | 13,554,838 | |||||||||
Warrant | February 2021 Pre-Funded Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Warrants exercised for common shares (in shares) | 8,000,000 | |||||||||
Warrant | Second February 2021 Pre-Funded Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Warrants exercised for common shares (in shares) | 6,950,250 | |||||||||
Warrant | Registered Direct Offering | ||||||||||
Warrants (Textual) | ||||||||||
Common stock issued in direct offering (in shares) | 3,000,000 | 7,000,000 | 5,800,000 | 5,000,000 | ||||||
Common stock, par value (in usd per share) | $ 0.001 | $ 0.001 | $ 0.001 | |||||||
Warrants to purchase shares of common stock (in shares) | 19,354,838 | 8,000,000 | ||||||||
Number of shares sold under offering (in shares) | 47,000,000 | |||||||||
Warrant | Registered Direct Offering | Purchase Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Offering price (in usd per share) | $ 1.55 | $ 1.25 | ||||||||
Exercise price of warrants (in usd per share) | $ 1.55 | $ 1.25 | ||||||||
Warrant and rights outstanding, term | 5 years | 5 years | 5 years | 5 years | ||||||
Warrant | Registered Direct Offering | January 2021 Pre-Funded Warrants | ||||||||||
Warrants (Textual) | ||||||||||
Exercise price of warrants (in usd per share) | $ 0.001 | $ 0.001 | $ 0.001 |
Warrants - Schedule of Stockhol
Warrants - Schedule of Stockholders' Equity Note, Warrants or Rights (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |||
Jun. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Number of awards | |||||
Beginning balance (in shares) | 5,450,057 | 5,450,057 | 121,796 | ||
Granted (in shares) | 14,285,629 | 5,567,500 | |||
Exercised (in shares) | (414) | (4,977) | (20,694) | 0 | |
Expired (in shares) | (228,872) | (37,404) | |||
Cancelled (in shares) | (603,817) | (201,835) | |||
Ending balance (in shares) | 18,882,303 | 5,450,057 | |||
Exercisable (in shares) | 7,235,456 | 1,752,968 | |||
Weighted Average Exercise Price | |||||
Beginning balance (in usd per share) | $ 23.76 | $ 23.76 | $ 123.66 | ||
Granted (in usd per share) | 0.95 | 1.10 | |||
Exercised (in usd per share) | 1.10 | 0 | |||
Expired (in usd per share) | 93.07 | 279.92 | |||
Cancelled (in usd per share) | 1.35 | 1.26 | |||
Ending balance (in usd per share) | 6.41 | 23.76 | |||
Exercisable, weighted average exercise price (in usd per share) | $ 15.19 | $ 70.84 | |||
Additional Disclosures | |||||
Outstanding, aggregate intrinsic value | $ 0 | $ 0 | $ 0 | ||
Exercisable, aggregate intrinsic value | $ 0 | $ 0 | |||
Warrant | |||||
Number of awards | |||||
Beginning balance (in shares) | 8,093,250 | 8,093,250 | 93,252 | ||
Granted (in shares) | 119,810,176 | 11,000,000 | |||
Exercised (in shares) | (31,505,088) | (3,000,000) | |||
Expired (in shares) | 0 | (2) | |||
Cancelled (in shares) | 0 | 0 | |||
Ending balance (in shares) | 96,398,338 | 8,093,250 | |||
Exercisable (in shares) | 96,398,338 | 8,093,250 | |||
Weighted Average Exercise Price | |||||
Beginning balance (in usd per share) | $ 6.70 | $ 6.70 | $ 503.09 | ||
Granted (in usd per share) | 1.16 | 0.91 | |||
Exercised (in usd per share) | 0.12 | 0 | |||
Expired (in usd per share) | 0 | 1,336,500 | |||
Cancelled (in usd per share) | 0 | 0 | |||
Ending balance (in usd per share) | 1.97 | 6.70 | |||
Exercisable, weighted average exercise price (in usd per share) | $ 1.97 | $ 6.70 | |||
Additional Disclosures | |||||
Outstanding, aggregate intrinsic value | $ 0 | $ 0 | $ 0 | ||
Exercisable, aggregate intrinsic value | $ 0 | $ 0 |
Income Taxes - Income before In
Income Taxes - Income before Income Tax, Domestic and Foreign (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Domestic | $ (58,960) | $ (24,387) |
Foreign | (12,582) | (4,883) |
Net Loss, before tax | $ (71,542) | $ (29,270) |
Income Taxes - Components of In
Income Taxes - Components of Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Foreign | ||
Current | $ 33 | $ 31 |
Deferred | 2,376 | (1,815) |
U.S. federal | ||
Current | 929 | 0 |
Deferred | (9,345) | (5,367) |
State and local | ||
Current | 217 | 3 |
Current | (66) | (1,181) |
Total amount | (5,856) | (8,329) |
Change in valuation allowance | 4,444 | 8,273 |
Income Tax Benefit | $ (1,412) | $ (56) |
Income Taxes - Effective Income
Income Taxes - Effective Income Tax Rate Reconciliation (Details) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Effective Income Tax Rate Reconciliation, Amount [Abstract] | ||
U.S. federal statutory rate | 21.00% | 21.00% |
State income taxes, net of federal benefit | (0.17%) | 3.20% |
Incentive stock options | (0.18%) | (0.40%) |
162(m) Compensation Limit | (0.47%) | 0.00% |
Goodwill impairment loss | (4.76%) | 0.00% |
US-Foreign income tax rate difference | 1.20% | 1.00% |
Other permanent items | (0.32%) | 0.00% |
Provision to return adjustments | (1.66%) | (0.80%) |
Deferred only adjustment | (6.46%) | 4.50% |
Change in valuation allowance | (6.21%) | (28.30%) |
Effective Rate | 1.97% | 0.20% |
Income Taxes - Deferred Tax Ass
Income Taxes - Deferred Tax Assets and Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Deferred Tax Asset | ||
Net operating loss carryovers | $ 35,033 | $ 30,731 |
Stock based compensation | 2,540 | 1,253 |
Research credits | 131 | 138 |
Accrued compensation | 96 | 86 |
Reserves | 345 | 151 |
Intangibles | 0 | 7,411 |
Fixed assets | 393 | 471 |
Unrealized gain | 12,876 | 0 |
Other | 260 | 3,349 |
Total Deferred Tax Asset | 51,674 | 43,590 |
Less: valuation allowance | (46,071) | (38,287) |
Deferred Tax Asset, Net of Valuation Allowance | 5,603 | 5,303 |
Deferred Tax Liabilities | ||
Intangible assets | (4,613) | (4,362) |
Fixed assets | (239) | (135) |
Other | (381) | (440) |
Capitalized research | (370) | (366) |
Total deferred tax liabilities | (5,603) | (5,303) |
Net Deferred Tax Asset (Liability) | $ 0 | $ 0 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Income Tax Examination [Line Items] | ||
Change in valuation allowance | $ 4.4 | $ 9.1 |
Domestic Tax Authority | ||
Income Tax Examination [Line Items] | ||
Net operating loss carryforwards | 31.6 | |
Airpatrol Merger Agreement | Foreign Tax Authority | Canada Revenue Agency | ||
Income Tax Examination [Line Items] | ||
Net operating loss carryforwards | 20.9 | 16.8 |
Nanotron | Foreign Tax Authority | Federal Ministry of Finance, Germany | ||
Income Tax Examination [Line Items] | ||
Net operating loss carryforwards | 44.3 | $ 53.1 |
IntraNav | Foreign Tax Authority | Federal Ministry of Finance, Germany | ||
Income Tax Examination [Line Items] | ||
Net operating loss carryforwards | 7.1 | |
Game Your Game | Foreign Tax Authority | Revenue Commissioners, Ireland | ||
Income Tax Examination [Line Items] | ||
Net operating loss carryforwards | 11.6 | |
Tax Year 2017 | Domestic Tax Authority | ||
Income Tax Examination [Line Items] | ||
Net operating loss carryforwards | $ 1.5 |
Credit Risk, Concentrations, _3
Credit Risk, Concentrations, and Segment Reporting - Revenue by Major Customers (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Concentration Risk [Line Items] | ||
Revenues | $ 15,995 | $ 9,297 |
Cost of Revenues | 4,374 | 2,613 |
Revenue from Contract with Customer Benchmark | Customer A | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Revenues | $ 0 | $ 2,460 |
Concentration risk percentage | 0.00% | 26.00% |
Revenue from Contract with Customer Benchmark | Customer B | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Revenues | $ 0 | $ 1,221 |
Concentration risk percentage | 0.00% | 13.00% |
Accounts Receivable | Customer C | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 18.00% | |
Accounts Receivable | Customer D | Customer Concentration Risk | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 11.00% | |
Accounts Payable | Supplier Concentration Risk | Vendor One | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 33.00% | 20.00% |
Cost of Revenues | $ 400 | $ 200 |
Cost of Goods and Service Benchmark | Supplier Concentration Risk | Vendor One | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 21.00% | 30.00% |
Cost of Goods and Service Benchmark | Supplier Concentration Risk | Vendor Two | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 18.00% | 14.00% |
Cost of Goods and Service Benchmark | Supplier Concentration Risk | Vendor Three | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 17.00% | 13.00% |
Credit Risk, Concentrations, _4
Credit Risk, Concentrations, and Segment Reporting - Revenue by Reporting Segments (Details) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Dec. 31, 2021segment | Sep. 30, 2021segment | Jun. 30, 2021segment | Dec. 31, 2021USD ($) | Dec. 31, 2020USD ($) | |
Concentration Risk [Line Items] | |||||
Number of reportable segments | segment | 3 | 3 | 1 | ||
Total segment revenue | $ 15,995 | $ 9,297 | |||
Gross profit by Segment | 11,621 | 6,684 | |||
Income (loss) from operations by Segment | (72,617) | (23,794) | |||
Indoor Intelligence | |||||
Concentration Risk [Line Items] | |||||
Total segment revenue | 11,046 | 6,060 | |||
Gross profit by Segment | 7,833 | 4,108 | |||
Income (loss) from operations by Segment | (72,054) | (23,976) | |||
Saves | |||||
Concentration Risk [Line Items] | |||||
Total segment revenue | 2,938 | 1,218 | |||
Gross profit by Segment | 2,072 | 884 | |||
Income (loss) from operations by Segment | (1,509) | (807) | |||
Shoom | |||||
Concentration Risk [Line Items] | |||||
Total segment revenue | 2,011 | 2,019 | |||
Gross profit by Segment | 1,716 | 1,692 | |||
Income (loss) from operations by Segment | $ 946 | $ 989 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Fair Value of Assets (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Assets: | |
Short-term investments | $ 43,125 |
Investments in equity securities | 1,838 |
Total assets | 44,963 |
Level 1 - Quoted Prices in Active Markets for Identical Assets | |
Assets: | |
Short-term investments | 43,125 |
Investments in equity securities | 0 |
Total assets | 43,125 |
Level 2 - Significant Other Observable Inputs | |
Assets: | |
Short-term investments | 0 |
Investments in equity securities | 0 |
Total assets | 0 |
Level 3 - Significant Unobservable Inputs | |
Assets: | |
Short-term investments | 0 |
Investments in equity securities | 1,838 |
Total assets | $ 1,838 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Level 3 Reconciliation (Details) $ in Thousands | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Level 3 Investments | |
Balance at beginning of year | $ 0 |
Transfers in- Sysorex Securities Settlement Agreement | |
Benefit (provision) for valuation allowance on related party loan - held for sale | 7,461 |
Interest income (expense), net | 1,627 |
Gain on related party loan held for sale | 49,817 |
Unrealized loss on equity securities | (57,067) |
Balance at end of year | $ 1,838 |
Foreign Operations (Details)
Foreign Operations (Details) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues by geographic area | $ 15,995 | $ 9,297 | |
Operating income (loss) by geographic area | (72,617) | (23,794) | |
Net Loss | (70,130) | (29,214) | |
Identifiable assets by geographic area | 156,673 | 59,011 | |
Long lived assets by geographic area | 38,448 | 19,446 | |
Goodwill | 7,672 | 6,588 | $ 2,070 |
Eliminations | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues by geographic area | (3,251) | (4,113) | |
Operating income (loss) by geographic area | (11) | 1 | |
Net Loss | 0 | 1 | |
Identifiable assets by geographic area | (88,121) | (32,362) | |
Long lived assets by geographic area | 0 | 0 | |
Goodwill | 0 | 0 | |
United States | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues by geographic area | 10,990 | 5,935 | |
Operating income (loss) by geographic area | (60,451) | (22,727) | |
Net Loss | (57,516) | (28,276) | |
Identifiable assets by geographic area | 216,338 | 61,469 | |
Long lived assets by geographic area | 27,773 | 7,756 | |
Goodwill | 5,914 | 522 | |
Canada | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues by geographic area | 2,638 | 5,270 | |
Operating income (loss) by geographic area | (6,537) | (434) | |
Net Loss | (6,882) | (283) | |
Identifiable assets by geographic area | 7,191 | 9,652 | |
Long lived assets by geographic area | 5,864 | 6,775 | |
Goodwill | 480 | 2,135 | |
India | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues by geographic area | 1,626 | 1,089 | |
Operating income (loss) by geographic area | 159 | 188 | |
Net Loss | 124 | 161 | |
Identifiable assets by geographic area | 675 | 661 | |
Long lived assets by geographic area | 181 | 280 | |
Goodwill | 0 | 0 | |
Germany | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues by geographic area | 3,593 | 1,029 | |
Operating income (loss) by geographic area | (5,533) | (686) | |
Net Loss | (5,505) | (680) | |
Identifiable assets by geographic area | 20,238 | 19,379 | |
Long lived assets by geographic area | 4,624 | 4,610 | |
Goodwill | 1,278 | 3,931 | |
United Kingdom | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues by geographic area | 392 | 87 | |
Operating income (loss) by geographic area | 11 | (136) | |
Net Loss | (5) | (137) | |
Identifiable assets by geographic area | 283 | 212 | |
Long lived assets by geographic area | 2 | 25 | |
Goodwill | 0 | 0 | |
Ireland | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues by geographic area | 7 | 0 | |
Operating income (loss) by geographic area | (255) | 0 | |
Net Loss | (346) | 0 | |
Identifiable assets by geographic area | 69 | 0 | |
Long lived assets by geographic area | 4 | 0 | |
Goodwill | $ 0 | $ 0 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | Apr. 14, 2021 | Apr. 12, 2021 | Feb. 20, 2019 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2018 | May 21, 2021 | Mar. 31, 2021 | Mar. 19, 2021 | Jun. 30, 2020 | Mar. 01, 2020 | May 22, 2019 | Apr. 02, 2019 | Apr. 01, 2019 | Feb. 04, 2019 | Feb. 03, 2019 | Aug. 07, 2018 | Feb. 28, 2018 |
Related Party Transaction [Line Items] | |||||||||||||||||||||
Required cash payment as a percent of aggregate gross proceeds | 6.00% | 6.00% | |||||||||||||||||||
Gain on related party loan - held for sale | $ 49,817,000 | $ 0 | |||||||||||||||||||
Sysorex | |||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||
Interest rate | 21.00% | 18.00% | |||||||||||||||||||
Principal balance to be assigned | $ 1,000,000 | ||||||||||||||||||||
Arbitration indemnification percentage | 50.00% | ||||||||||||||||||||
Finance receivable, gross | $ 9,088,176 | ||||||||||||||||||||
Entitlement of cash, factor (percent) | 1.50% | ||||||||||||||||||||
Sysorex | Sysorex Settlement Agreement | |||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||
Stock received during period for debt settlement (in shares) | 12,972,189 | ||||||||||||||||||||
Stock received for debt settlement, common stock, par value (in usd per share) | $ 0.00001 | ||||||||||||||||||||
Release of previously recorded valuation allowance | $ 7,500,000 | ||||||||||||||||||||
Interest income | 1,600,000 | ||||||||||||||||||||
Gain on related party loan - held for sale | $ 49,800,000 | ||||||||||||||||||||
Sysorex | Rights Letter Agreement | |||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||
Stock received during period for debt settlement (in shares) | 3,000,000 | ||||||||||||||||||||
Sysorex | Purchase Agreement | |||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||
Aggregate maximum principal amount of note receivable | $ 3,000,000 | $ 5,000,000 | |||||||||||||||||||
Interest rate | 10.00% | ||||||||||||||||||||
Legal fees, accounting costs, due diligence, monitoring and other transaction costs | $ 20,000 | ||||||||||||||||||||
Aggregate principal amount of note receivable | $ 8,000,000 | $ 10,000,000 | $ 8,000,000 | $ 5,000,000 | $ 5,000,000 | $ 3,000,000 | |||||||||||||||
Amount of note assigned to Systat under license agreement | 2,300,000 | $ 3,000,000 | |||||||||||||||||||
Proceeds from long-term lines of credit | $ 117,000 | 2,600,000 | |||||||||||||||||||
Repayments of debt | 200,000 | ||||||||||||||||||||
Accrued interest | 7,700,000 | ||||||||||||||||||||
Additional interest income, unlikely to be received | $ 251,806 | $ 275,000 | 1,100,000 | ||||||||||||||||||
Settlement agreement of net award | $ 941,796 | ||||||||||||||||||||
Common shares issued for settlement of amount owed | 16,655 | ||||||||||||||||||||
Settlement amount receivable from related party | 600,000 | ||||||||||||||||||||
Interest accrued | 100,000 | ||||||||||||||||||||
Receivable from related party | 0 | $ 600,000 | |||||||||||||||||||
Jibestream | Purchase Agreement | |||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||
Note outstanding balance including principal and interest | $ 16,800,000 | 16,800,000 | |||||||||||||||||||
Consulting Services | Director | |||||||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||||||
Additional compensation, per month | $ 10,000 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2021 | Dec. 31, 2020 | Dec. 09, 2021 | Feb. 01, 2021 | |
Operating Leased Assets [Line Items] | ||||
Operating lease, expense | $ 1,200,000 | $ 5,400,000 | ||
Operating lease, rent expense | $ 700,000 | $ 700,000 | ||
Operating lease, weighted average remaining lease term | 3 years 4 months 6 days | |||
Operating lease, weighted average discount rate, percent | 8.00% | |||
Rantigen, Germany, Administrative Office One | ||||
Operating Leased Assets [Line Items] | ||||
Operating lease, monthly payments | $ 2,843 | |||
Rantigen, Germany, Administrative Office Two | ||||
Operating Leased Assets [Line Items] | ||||
Operating lease, monthly payments | $ 1,144 | |||
Frankfurt, Germany Office | ||||
Operating Leased Assets [Line Items] | ||||
Operating lease, monthly payments | $ 9,753 |
Leases - Right-of-use assets (D
Leases - Right-of-use assets (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Operating Leased Assets [Line Items] | ||
Less accumulated amortization | $ (1,282) | $ (802) |
Right-of-use asset, net | 1,736 | 2,077 |
Palo Alto, CA Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | 631 | 630 |
Encino, CA Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | 0 | 194 |
Hyderabad, India Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | 359 | 365 |
Coquitlam, Canada Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | 97 | 96 |
Westminster, Canada Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | 10 | 10 |
Toronto, Canada Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | 949 | 949 |
Ratingen, Germany Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | 90 | 18 |
Berlin, Germany Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | 536 | 583 |
Slough, United Kingdom Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | 34 | 34 |
Frankfurt, Germany Office | ||
Operating Leased Assets [Line Items] | ||
Right-of-use asset, gross | $ 312 | $ 0 |
Leases - Lease liabilities (Det
Leases - Lease liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Total lease liability | $ 1,751 | $ 2,104 |
Less: short term portion | (643) | (647) |
Long term portion | $ 1,108 | $ 1,457 |
Leases - Maturity analysis unde
Leases - Maturity analysis under the lease agreement (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Leases [Abstract] | ||
Year ending December 31, 2022 | $ 733 | |
Year ending December 31, 2023 | 471 | |
Year ending December 31, 2024 | 378 | |
Year ending December 31, 2025 | 258 | |
Year ending December 31, 2026 | 103 | |
Total | 1,943 | |
Less: Present value discount | (192) | |
Lease liability | $ 1,751 | $ 2,104 |
Commitments and Contingencies (
Commitments and Contingencies (Details) | May 30, 2019$ / shares |
Commitments and Contingencies Disclosure [Abstract] | |
Minimum bid price requirement (in usd per share) | $ 1 |
Accounting Changes and Error _2
Accounting Changes and Error Corrections (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2021 | Dec. 31, 2021 | Dec. 31, 2020 | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net loss attributable to Stockholders of Inpixon | $ (33,640) | $ (31,438) | $ (69,155) | $ (29,229) |
Accretion of Series 7 preferred stock | (2,962) | (2,962) | (8,161) | 0 |
Net loss attributable to common stockholders, diluted | (36,602) | (34,400) | (77,316) | (29,229) |
Net loss attributable to common stockholders, basic | $ (36,602) | $ (34,400) | $ (77,316) | $ (29,229) |
Net Loss Per Share - Basic (in usd per share) | $ (0.31) | $ (0.34) | $ (0.72) | $ (1.01) |
Net Loss Per Share - Diluted (in usd per share) | $ (0.31) | $ (0.34) | $ (0.72) | $ (1.01) |
As Previously Issued | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net loss attributable to Stockholders of Inpixon | $ (33,640) | $ (31,438) | ||
Accretion of Series 7 preferred stock | 0 | 0 | ||
Net loss attributable to common stockholders, diluted | (33,640) | (31,438) | ||
Net loss attributable to common stockholders, basic | $ (33,640) | $ (31,438) | ||
Net Loss Per Share - Basic (in usd per share) | $ (0.29) | $ (0.31) | ||
Net Loss Per Share - Diluted (in usd per share) | $ (0.29) | $ (0.31) | ||
Adjustment | ||||
Error Corrections and Prior Period Adjustments Restatement [Line Items] | ||||
Net loss attributable to Stockholders of Inpixon | $ 0 | $ 0 | ||
Accretion of Series 7 preferred stock | (2,962) | (2,962) | ||
Net loss attributable to common stockholders, diluted | (2,962) | (2,962) | ||
Net loss attributable to common stockholders, basic | $ (2,962) | $ (2,962) | ||
Net Loss Per Share - Basic (in usd per share) | $ (0.02) | $ (0.03) | ||
Net Loss Per Share - Diluted (in usd per share) | $ (0.02) | $ (0.03) |
Subsequent Events (Details)
Subsequent Events (Details) - USD ($) | Mar. 16, 2022 | Mar. 15, 2022 | Mar. 11, 2022 | Mar. 03, 2022 | Feb. 28, 2022 | Feb. 19, 2022 | Feb. 18, 2022 | Feb. 01, 2022 | Jan. 08, 2022 | Jul. 01, 2021 | Feb. 11, 2021 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2021 | Dec. 31, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2021 | Dec. 31, 2020 | Mar. 18, 2020 |
Subsequent Event [Line Items] | ||||||||||||||||||||
Granted (in shares) | 14,285,629 | 5,567,500 | ||||||||||||||||||
Note principal and interest exchanged for common shares | $ 6,465,000 | |||||||||||||||||||
Common shares issued for extinguishment of debt (in shares) | 877,192 | 893,921 | 3,889,990 | 1,896,557 | ||||||||||||||||
Restricted stock grants forfeited (in shares) | 152,796 | 337,500 | ||||||||||||||||||
Common shares issued (in shares) | 5,000,000 | |||||||||||||||||||
Exchange Agreement | ||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||
Common shares issued for extinguishment of debt (in shares) | 877,192 | 893,921 | ||||||||||||||||||
Aggregate principal amount of note | $ 1,000,000 | $ 1,500,000 | ||||||||||||||||||
Subsequent Event | ||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||
Granted (in shares) | 9,945,000 | |||||||||||||||||||
Stock option exercise price (in usd per share) | $ 0.53 | |||||||||||||||||||
Aggregate shares called by warrants (in shares) | 49,305,088 | |||||||||||||||||||
Shares issued due to exercise of warrants (in shares) | 13,811,407 | |||||||||||||||||||
Restricted stock grants forfeited (in shares) | 960,106 | |||||||||||||||||||
Preferred shares redeemed (in shares) | 33,000 | |||||||||||||||||||
Preferred shares redeemed, cash consideration | $ 33,000,000 | |||||||||||||||||||
Forfeiture percentage of common stock warrants | 75.00% | |||||||||||||||||||
Forfeitures of common stock warrants (in shares) | 19,800,000 | |||||||||||||||||||
Notes extension fee, percentage | 2.00% | |||||||||||||||||||
Notes extension fee | $ 56,860.09 | |||||||||||||||||||
Notes outstanding | $ 2,900,654.45 | |||||||||||||||||||
Subsequent Event | CXApp | ||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||
Common shares issued (in shares) | 10,873,886 | |||||||||||||||||||
Subsequent Event | Exchange Agreement | ||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||
Common shares issued for extinguishment of debt (in shares) | 2,152,317 | 966,317 | 1,191,611 | |||||||||||||||||
Aggregate principal amount of note | $ 650,000 | $ 350,000 | $ 500,000 | |||||||||||||||||
Additional notes reduction | $ 650,000 | $ 350,000 | $ 500,000 | |||||||||||||||||
Stock received for debt settlement, common stock, par value (in usd per share) | $ 0.3020 | $ 0.3622 | $ 0.4196 | |||||||||||||||||
Subsequent Event | Existing Warrants | ||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||
Aggregate shares called by warrants (in shares) | 3,938,424 | |||||||||||||||||||
Subsequent Event | Options | ||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||
Expiration period | 10 years | |||||||||||||||||||
Subsequent Event | Options | Maximum | ||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||
Award, vesting period | 48 months | |||||||||||||||||||
Subsequent Event | Options | Minimum | ||||||||||||||||||||
Subsequent Event [Line Items] | ||||||||||||||||||||
Award, vesting period | 12 months |