Legacy Education Alliance (LEAI) 10-Q 13 Nov 19 2019 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2019	Nov. 13, 2019
Document and Entity Information [Abstract]
Entity Registrant Name	Legacy Education Alliance, Inc.
Entity Central Index Key	0001561880
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Document Type	10-Q
Document Period End Date	Sep. 30, 2019
Document Fiscal Period Focus	Q3
Document Fiscal Year Focus	2019
Entity Current reporting Status	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	true
Entity shell Company	false
Entity Emerging Growth Company	false
Entity Ex Transition Period	false
Entity File Number	000-55790
Entity Interactive Data Current	Yes
Entity Incorporation State Country Code	NV
Entity Common Stock, Shares Outstanding		23,162,502

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Current assets:
Cash and cash equivalents	$ 7,718	$ 1,557
Restricted cash	5,411	5,080
Deferred course expenses	9,490	8,547
Prepaid expenses and other current assets	2,920	3,132
Inventory	70	89
Total current assets	25,609	18,405
Property and equipment, net	1,832	1,880
Right-of-use assets	1,788
Deferred tax asset, net	277	97
Other assets	304	178
Total assets	29,810	20,560
Current liabilities:
Accounts payable	4,498	4,962
Royalties payable	421	210
Accrued course expenses	2,889	1,483
Accrued salaries, wages and benefits	512	748
Operating lease liability, current portion	894
Other accrued expenses	3,305	2,614
Long-term debt, current portion	500	512
Deferred revenue, current portion	61,171	57,353
Total current liabilities	74,190	67,882
Long-term debt, net of current portion		8
Operating lease liability, net of current portion	832
Other liabilities	1,333	1,331
Total liabilities	76,355	69,221
Commitments and contingencies (Note 10)
Stockholders' deficit:
Preferred stock, $0.0001 par value, 20,000,000 shares authorized, none issued
Common stock, $0.0001 par value; 200,000,000 authorized; 23,162,352 and 23,120,852 shares issued and outstanding as of September 30, 2019 and December 31, 2018, respectively	2	2
Additional paid-in capital	11,545	11,470
Cumulative foreign currency translation adjustment	2,218	1,444
Accumulated deficit	(60,310)	(61,577)
Total stockholders' deficit	(46,545)	(48,661)
Total liabilities and stockholders' deficit	$ 29,810	$ 20,560

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Sep. 30, 2019	Dec. 31, 2018
Statement of Financial Position [Abstract]
Preferred stock, par value	$ 0.0001	$ 0.0001
Preferred stock, shares authorized	20,000,000	20,000,000
Preferred stock, shares issued
Common stock, par value	$ 0.0001	$ 0.0001
Common stock, shares authorized	200,000,000	200,000,000
Common stock, shares issued	23,162,352	23,120,852
Common stock, shares outstanding	23,162,352	23,120,852

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations and Comprehensive Income/Loss (Unaudited) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Income Statement [Abstract]
Revenue	$ 25,936	$ 22,557	$ 74,210	$ 73,534
Operating costs and expenses:
Direct course expenses	13,461	12,929	38,925	42,940
Advertising and sales expenses	5,208	5,691	16,141	17,261
Royalty expenses	1,719	1,172	4,411	3,981
General and administrative expenses	3,870	4,584	13,606	14,630
Total operating costs and expenses	24,258	24,376	73,083	78,812
Income/(loss) from operations	1,678	(1,819)	1,127	(5,278)
Other income (expense):
Interest income/(expense)	29	(5)	(86)	(13)
Other income (expense), net	(111)	(194)	115	(242)
Total other income (expense), net	(82)	(199)	29	(255)
Income/(loss) before income taxes	1,596	(2,018)	1,156	(5,533)
Income tax (expense) benefit	51	797	111	1,040
Net income/(loss)	$ 1,647	$ (1,221)	$ 1,267	$ (4,493)
Basic income/(loss) per common share	$ 0.07	$ (0.05)	$ 0.05	$ (0.20)
Diluted income/(loss) per common share	$ 0.07	$ (0.05)	$ 0.05	$ (0.20)
Basic weighted average common shares outstanding	22,799	23,005	22,641	23,007
Diluted weighted average common shares outstanding	23,163	23,005	23,134	23,007
Comprehensive income/(loss):
Net income/(loss)	$ 1,647	$ (1,221)	$ 1,267	$ (4,493)
Foreign currency translation adjustments, net of tax of $0	825	334	774	1,320
Total comprehensive income/(loss)	$ 2,472	$ (887)	$ 2,041	$ (3,173)

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Operations and Comprehensive Income/Loss (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Income Statement [Abstract]
Foreign currency translation adjustments	$ 0	$ 0	$ 0	$ 0

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) - USD ($) $ in Thousands	Common stock	Additional paid-in capital	Cumulative foreign currency translation adjustment	Accumulated deficit	Total
Balance at Dec. 31, 2017	$ 2	$ 11,299	$ (445)	$ (51,621)	$ (40,765)
Balance, shares at Dec. 31, 2017	23,008
Share-based compensation expense		57			57
Foreign currency translation adjustment, net of tax of $0			(421)		(421)
Net Loss				(857)	(857)
Balance at Mar. 31, 2018	$ 2	11,356	(866)	(52,478)	(41,986)
Balance, shares at Mar. 31, 2018	23,008
Balance at Dec. 31, 2017	$ 2	11,299	(445)	(51,621)	(40,765)
Balance, shares at Dec. 31, 2017	23,008
Foreign currency translation adjustment, net of tax of $0					1,320
Net Loss					(4,493)
Balance at Sep. 30, 2018	$ 2	11,444	875	(56,114)	(43,793)
Balance, shares at Sep. 30, 2018	23,001
Balance at Mar. 31, 2018	$ 2	11,356	(866)	(52,478)	(41,986)
Balance, shares at Mar. 31, 2018	23,008
Share-based compensation expense		57			57
Foreign currency translation adjustment, net of tax of $0			1,407		1,407
Net Loss				(2,415)	(2,415)
Balance at Jun. 30, 2018	$ 2	11,413	541	(54,893)	(42,937)
Balance, shares at Jun. 30, 2018	23,008
Share-based compensation expense		$ 31			$ 31
Cancellation of common stock, shares	(7)
Foreign currency translation adjustment, net of tax of $0			$ 334		$ 334
Net Loss				(1,221)	(1,221)
Balance at Sep. 30, 2018	$ 2	11,444	875	(56,114)	(43,793)
Balance, shares at Sep. 30, 2018	23,001
Balance at Dec. 31, 2018	$ 2	11,470	1,444	(61,577)	(48,661)
Balance, shares at Dec. 31, 2018	23,121
Share-based compensation expense		$ 28			$ 28
Cancellation of common stock, shares	(13)
Foreign currency translation adjustment, net of tax of $0			$ (392)		$ (392)
Net Loss				(105)	(105)
Balance at Mar. 31, 2019	$ 2	11,498	1,052	(61,682)	(49,130)
Balance, shares at Mar. 31, 2019	23,108
Balance at Dec. 31, 2018	$ 2	11,470	1,444	(61,577)	(48,661)
Balance, shares at Dec. 31, 2018	23,121
Foreign currency translation adjustment, net of tax of $0					774
Net Loss					1,267
Balance at Sep. 30, 2019	$ 2	11,545	2,218	(60,310)	(46,545)
Balance, shares at Sep. 30, 2019	23,163
Balance at Mar. 31, 2019	$ 2	11,498	1,052	(61,682)	(49,130)
Balance, shares at Mar. 31, 2019	23,108
Share-based compensation expense		29			29
Issuance of common stock
Issuance of common stock, shares	55
Foreign currency translation adjustment, net of tax of $0			341		341
Net Loss				(275)	(275)
Balance at Jun. 30, 2019	$ 2	11,527	1,393	(61,957)	(49,035)
Balance, shares at Jun. 30, 2019	23,163
Share-based compensation expense		18			18
Issuance of common stock
Foreign currency translation adjustment, net of tax of $0			825		825
Net Loss				1,647	1,647
Balance at Sep. 30, 2019	$ 2	$ 11,545	$ 2,218	$ (60,310)	$ (46,545)
Balance, shares at Sep. 30, 2019	23,163

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Changes in Stockholders' Deficit (Unaudited) (Parenthetical) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Statement of Stockholders' Equity [Abstract]
Foreign currency translation adjustments	$ 0	$ 0	$ 0	$ 0

Condensed Consolidated Statem_5

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
CASH FLOWS FROM OPERATING ACTIVITIES
Net income/(loss)	$ 1,267	$ (4,493)
Adjustments to reconcile net income/(loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	140	108
Non-cash lease expense	578
Gain on the sale of fixed assets	(41)
Gain on change in fair value of derivatives		(24)
Share-based compensation	75	145
Deferred income taxes	(189)	(1,072)
Changes in operating assets and liabilities:
Deferred course expenses	(1,080)	577
Prepaid expenses and other receivable	158	622
Inventory	18	51
Other assets	(193)	(5)
Accounts payable-trade	(348)	37
Royalties payable	211	120
Accrued course expenses	1,430	619
Accrued salaries, wages and benefits	(230)	(832)
Operating lease liability	(640)
Other accrued expenses	284	868
Deferred revenue	4,817	1,636
Net cash provided by (used in) operating activities	6,257	(1,643)
CASH FLOWS FROM INVESTING ACTIVITIES
Purchases of property and equipment	(192)	(839)
Proceeds from sales of property and equipment	165
Net cash used in investing activities	(27)	(839)
CASH FLOWS FROM FINANCING ACTIVITIES
Principal payments on debt	(402)	(9)
Proceeds from issuance of debt	395	500
Net cash (used in) provided by financing activities	(7)	491
Effect of exchange rate differences on cash	269	157
Net increase (decrease) in cash and cash equivalents and restricted cash	6,492	(1,834)
Cash and cash equivalents and restricted cash, beginning of period	6,637	8,904
Cash and cash equivalents and restricted cash, end of period	13,129	7,070
Supplemental disclosures:
Cash paid during the period for interest	25	13
Cash paid during the period for income taxes, net of refunds received	$ (66)	$ (774)

General

General	9 Months Ended
	Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
General	Note 1 - General Business Description. We are a provider of practical, high-quality, and value-based educational training on the topics of personal finance, entrepreneurship, real estate, and financial markets investing strategies and techniques. Our programs are offered through a variety of formats and channels, including free workshops, basic trainings, symposiums, telephone mentoring, one-on-one mentoring, coaching and e-learning, we market our products and services under a variety of brands including Making Money from Property with Martin Roberts TM TM TM TM TM TM Our students pay for their courses in full up-front or through payment agreements with independent third parties. Under United States of America generally accepted accounting principles ("U.S. GAAP"), we recognize revenue upon the earlier of (i) when our students take their courses or (ii) the term for taking their course expires, both of which could be several quarters after the student purchases a program and pays the fee. We recognize revenue immediately when we sell our (i) proprietary products delivered at time of sale and (ii) third party products sales. Our symposiums combine multiple advanced training courses in one location, allowing us to achieve certain economies of scale that reduce costs and improve margins while also accelerating U.S. GAAP revenue recognition, while at the same time, enhancing our students' experience, particularly, for example, through the opportunity to network with other students. We also provide a richer experience for our students through one-on-one mentoring (two to four days in length, on site or remotely) and telephone mentoring (10 to 16 weekly one-on-one or one-on-many telephone sessions). Mentoring involves a subject matter expert interacting with the student remotely or in person and guiding the student, for example, through his or her first real estate transaction, providing a real hands-on experience. Our operations are managed through three operating segments: (i) North America, (ii) United Kingdom, and (iii) Other Foreign Markets. Basis of Presentation. The terms "Legacy Education Alliance, Inc.," the "Company," "we," "our," "us" or "Legacy" as used in this report refer collectively to Legacy Education Alliance, Inc., a Nevada corporation ("Legacy"), the registrant, which was formerly known as Priced In Corp., and, unless the context otherwise requires, together with its wholly-owned subsidiary, Legacy Education Alliance Holdings, Inc., a Colorado corporation, other operating subsidiaries and any predecessor of Legacy Education Alliance Holdings, including TIGE. The accompanying unaudited Condensed Consolidated Financial Statements presented in this report are for us and our consolidated subsidiaries, each of which is a wholly-owned subsidiary. All significant intercompany transactions have been eliminated. These interim financial statements should be read in conjunction with the consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018 and reflect all normal recurring adjustments that are, in the opinion of management, necessary to present fairly our results of operations and financial position. Amounts reported in our Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss) are not necessarily indicative of amounts expected for the respective annual periods or any other interim period. Reclassification. We have reclassified certain amounts in our prior-period financial statements to conform to the current period's presentation. Significant Accounting Policies. Our significant accounting policies have been disclosed in Note 2 - Significant Accounting Policies Note 2 - New Accounting Pronouncements, - "Accounting Standards Adopted in the Current Period." Going Concern The accompanying unaudited condensed consolidated financial statements and notes have been prepared assuming we will continue as a going concern. For the quarter ended September 30, 2019, we had an accumulated deficit and a working capital deficit. These circumstances raise substantial doubt as to our ability to continue as a going concern. Our ability to continue as a going concern is dependent upon our ability to generate profits by expanding current operations globally as well as reducing our costs and increasing our operating margins, and to sustain adequate working capital to finance our operations. The failure to achieve the necessary levels of profitability and cash flows would be detrimental to us. The consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern. Use of Estimates. The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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 condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts in the consolidated cash flow statements: September 30, December 31, (in thousands) 2019 2018 Cash and cash equivalents $ 7,718 $ 1,557 Restricted cash 5,411 5,080 Total cash, cash equivalents, and restricted cash shown in the cash flow statements $ 13,129 $ 6,637 Restricted cash balances consist primarily of reserves held by our credit card processors as collateral. Restricted cash balances held by credit card processors are unavailable to us unless we terminate our contractual relationship with them and seek the return of these reserves per the terms of the agreements. The timing of which varies, but usually not before 180 days after the termination of the merchant agreement. Income Tax in Interim Periods. We conduct operations in separate legal entities in different jurisdictions. As a result, income tax amounts are reflected in these condensed consolidated financial statements for each of those jurisdictions. Tax laws and tax rates vary substantially in these jurisdictions and are subject to change based on the political and economic climate in those countries. We file our tax returns in accordance with our interpretations of each jurisdiction's tax laws. We record our tax provision or benefit on an interim basis using the estimated annual effective tax rate. This rate is applied to the current period ordinary income or loss to determine the income tax provision or benefit allocated to the interim period. Losses from jurisdictions for which no benefit can be realized and the income tax effects of unusual and infrequent items are excluded from the estimated annual effective tax rate. Valuation allowances are provided against the future tax benefits that arise from the losses in jurisdictions for which no benefit can be realized. The effects of unusual and infrequent items are recognized in the impacted interim period as discrete items. The estimated annual effective tax rate may be affected by nondeductible expenses and by our projected earnings mix by tax jurisdiction. Adjustments to the estimated annual effective income tax rate are recognized in the period during which such estimates are revised. We have established valuation allowances against our deferred tax assets, including net operating loss carryforwards and income tax credits. Valuation allowances take into consideration our expected ability to realize these deferred tax assets and reduce the value of such assets to the amount that is deemed more likely than not to be realizable. Our ability to realize these deferred tax assets is dependent on achieving our forecast of future taxable operating income over an extended period of time. We review our forecast in relation to actual results and expected trends on a quarterly basis. A change in our valuation allowance would impact our income tax expense/benefit and our stockholders' deficit and could have a significant impact on our results of operations or financial condition in future periods. Tax Cuts and Jobs Act The Tax Cuts and Jobs Act (the "Act") was enacted on December 22, 2017 making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a reduction in the US federal corporate tax rate from 35% to 21%, requiring companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and creating new taxes on certain foreign sourced earnings. As of December 31, 2018, we recognized income tax expense of $0.2 million related to the remeasurement of our deferred tax balance.

New Accounting Pronouncements

New Accounting Pronouncements	9 Months Ended
	Sep. 30, 2019
New Accounting Pronouncements and Changes in Accounting Principles [Abstract]
New Accounting Pronouncements	Note 2 - New Accounting Pronouncements Accounting Standards Adopted in the Current Period We have implemented all new accounting pronouncements that are in effect and that may impact our condensed consolidated financial statements. We do not believe that there are any other new accounting pronouncements that have been issued that would have a material impact on our condensed consolidated financial statements. In June 2018, an accounting update was issued to simplify the accounting for nonemployee share-based payment transactions resulting from expanding the scope of ASC Topic 718, Compensation-Stock Compensation ASC Topic 718 ASC Topic 718 ASC Topic 718 ASC Topic 606, Revenue from Contracts with Customers ASC Topic 606 In February 2016, the FASB issued ASU No 2016-02 "Leases" to increase the transparency and comparability about leases among entities. Additional ASUs have been issued subsequent to ASU 2016-02 to provide supplementary clarification and implementation guidance for leases related to, among other things, the application of certain practical expedients, the rate implicit in the lease, lessee reassessment of lease classification, lessor reassessment of lease term and purchase options, variable payments that depend on an index or rate and certain transition adjustments. ASU 2016-02 and these additional ASUs are now codified as Accounting Standards Codification Standard 842 - "Leases" ("ASC 842"). ASC 842 supersedes the lease accounting guidance in Accounting Standards Codification 840 "Leases" ("ASC 840") and requires lessees to recognize a lease liability and a corresponding lease asset for virtually all lease contracts. It also requires additional disclosures about leasing arrangements. We elected to utilize the "package" of three expedients, as defined in ASC 842, which retain the lease classification and initial direct costs for any leases that existed prior to adoption of the standard. Our Condensed Consolidated Financial Statements for the periods prior to the adoption of ASC 842 are not adjusted and are reported in accordance with our historical accounting policy. As of the date of implementation on January 1, 2019, the impact of the adoption of ASC 842 resulted in the recognition of a right of use asset and lease payable obligation on our Condensed Consolidated Balance Sheets of approximately $1.7 million. As the right of use asset and the lease payable obligation were the same upon adoption of ASC 842, there was no cumulative effect impact on our retained earnings. See Note 12 – Leases, In July 2017, the Financial Accounting Standards Board (the "FASB") issued Accounting Standards Update ("ASU") 2017-11, I " Accounting for Certain Financial Instruments With Down Round Features Replacement of the Indefinite Deferral for Mandatorily Redeemable Financial Instruments of Certain Nonpublic Entities and Certain Mandatorily Redeemable Noncontrolling Interests With a Scope Exception

Share-Based Compensation

Share-Based Compensation	9 Months Ended
	Sep. 30, 2019
Share-based Payment Arrangement [Abstract]
Share-Based Compensation	Note 3 - Share-Based Compensation We account for share-based awards under the provisions of ASC 718, " Compensation—Stock Compensation Share-based compensation expenses related to our restricted stock grants were $18.0 thousand and $31.0 thousand for the three months ended September 30, 2019 and 2018, and $75.0 thousand and $145.0 thousand for the nine months ended September 30, 2019 and 2018, respectively, which are reported as a separate line item in the condensed consolidated statements of changes in stockholders' deficit.

Earnings Per Share (''EPS'')

Earnings Per Share (''EPS'')	9 Months Ended
	Sep. 30, 2019
Earnings Per Share [Abstract]
Earnings Per Share (''EPS'')	Note 4 - Earnings Per Share ("EPS") Basic EPS is computed by dividing net income (loss) by the basic weighted-average number of shares outstanding during the period. Diluted EPS is computed by dividing net income by the diluted weighted-average number of shares outstanding during the period and, accordingly, reflects the potential dilution that could occur if securities or other agreements to issue common stock, such as stock options, were exercised, settled or converted into common stock and were dilutive. The diluted weighted-average number of shares used in our diluted EPS calculation is determined using the treasury stock method. For periods in which we recognize losses, the calculation of diluted loss per share is the same as the calculation of basic loss per share. We excluded unvested restricted stock awards from the diluted weighted-average number of shares used in our diluted EPS calculation of 667,915 for the three months ended September 30, 2018 and 968,264 for the nine months ended September 30, 2018, because we had a net loss in those periods. Unvested awards of share-based payments with rights to receive dividends or dividend equivalents, such as our restricted stock awards, are considered to be participating securities, and therefore, the two-class method is used for purposes of calculating EPS. Under the two-class method, a portion of net income is allocated to these participating securities and is excluded from the calculation of EPS allocated to common stock. Our restricted stock awards are subject to forfeiture and restrictions on transfer until vested and have identical voting, income and distribution rights to the unrestricted common shares outstanding. Our weighted average unvested restricted stock awards outstanding were 364,056 and 667,915 for the three months ended September 30, 2019 and 2018, and 493,495 and 968,264 for the nine months ended September 30, 2019 and 2018, respectively. The calculations of basic and diluted EPS are as follows: Three Months Ended Three Months Ended Weighted Weighted Average Earnings Average Loss Net Shares Per Net Shares Per Income Outstanding Share Loss Outstanding Share (in thousands, except per share data) (in thousands, except per share data) Basic: As reported $ 1,647 23,163 $ (1,221 ) 23,005 Amounts allocated to unvested restricted shares (26 ) (364 ) — — Amounts available to common stockholders $ 1,621 22,799 $ 0.07 $ (1,221 ) 23,005 $ (0.05 ) Diluted: Amounts allocated to unvested restricted shares 26 364 — — Non participating share units — — Amounts reallocated to unvested restricted shares (26 ) — — — Amounts available to stockholders and assumed conversions $ 1,621 23,163 $ 0.07 $ (1,221 ) 23,005 $ (0.05 ) Nine Months Ended Nine Months Ended Weighted Weighted Average Earnings Average Loss Net Shares Per Net Shares Per Income Outstanding Share Loss Outstanding Share (in thousands, except per share data) (in thousands, except per share data) Basic: As reported $ 1,267 23,134 $ (4,493 ) 23,007 Amounts allocated to unvested restricted shares (27 ) (493 ) — — Amounts available to common stockholders $ 1,240 22,641 $ 0.05 $ (4,493 ) 23,007 $ (0.20 ) Diluted: Amounts allocated to unvested restricted shares 27 493 — — Non participating share units — — Amounts reallocated to unvested restricted shares (28 ) — — — Amounts available to stockholders and assumed conversions $ 1,239 23,134 $ 0.05 $ (4,493 ) 23,007 $ (0.20 )

Fair Value Measurements

Fair Value Measurements	9 Months Ended
	Sep. 30, 2019
Fair Value Disclosures [Abstract]
Fair Value Measurements	Note 5 - Fair Value Measurements ASC 820, "Fair Value Measurements and Disclosures" ASC 820 defines fair value as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for the asset or liability in an orderly transaction between market participants on the measurement date. ASC 820 specifies a hierarchy of valuation techniques based on whether the inputs to those valuation techniques are observable or unobservable. Observable inputs reflect market data obtained from independent sources, while unobservable inputs reflect our market assumptions. In accordance with ASC 820, these two types of inputs have created the following fair value hierarchy: ● Level 1-Inputs that are quoted prices (unadjusted) for identical assets or liabilities in active markets; ● Level 2-Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability, including: ● Quoted prices for similar assets or liabilities in active markets ● Quoted prices for identical or similar assets or liabilities in markets that are not active ● Inputs other than quoted prices that are observable for the asset or liability ● Inputs that are derived principally from or corroborated by observable market data by correlation or other means; and ● Level 3-Inputs that are unobservable and reflect our assumptions used in pricing the asset or liability based on the best information available under the circumstances (e.g., internally derived assumptions surrounding the timing and amount of expected cash flows). We did not have any financial liabilities measured and recorded at fair value on our condensed consolidated balance sheets on a recurring basis as of September 30, 2019 and December 31, 2018. Financial Instruments.

Short-Term and Long-Term Debt

Short-Term and Long-Term Debt	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Short-Term and Long-Term Debt	Note 6 - Short-Term and Long-Term Debt (in thousands) As of As of Promissory notes $ 500 $ 500 Current portion of long-term debt — 12 Total short-term borrowings and current portion of long-term debt $ 500 $ 512 Long-term debt consists of the following: (in thousands) As of As of Installment notes payable for equipment financing $ — $ 20 Less: current portion — (12 ) Total long-term debt, net of current portion — $ 8 The following is a summary of scheduled debt maturities by year (in thousands): 2020 $ 500 Total debt $ 500 On September 13, 2018, we entered into a Promissory Note and Mortgage and Security Agreement pursuant to which we borrowed the principal amount of $500 thousand from USA ReGrowth Fund LLC. At closing, we received $459,269 in net proceeds after closing costs and other fees and costs. The Promissory Note, repayment of which was initially due on March 13, 2019, was issued in an aggregate principal amount of $500 thousand and bore interest at a fixed rate of 12% per annum during the initial 120 days of the term of the Promissory Note, and a fixed rate of 30% per annum until all amounts due under the Promissory Note are paid in full. Pursuant to the Mortgage and Security Agreement, repayment of the Promissory Note is secured by a first mortgage on the property located at 1612 East Cape Coral Parkway, Cape Coral, FL. 33904. On March 8, 2019, we executed an extension of the maturity date to September 13, 2019. During the initial 120 days of the extension period, the Promissory Note bore interest at a fixed rate of 12% per annum and a fixed rate of 30% per annum thereafter until all amounts due thereunder are paid. On September 13, 2019, we executed a second extension of the maturity date to March 13, 2020. During the initial 120 days of the second extension period, the Promissory Note bears a fixed rate of 12% per annum and a fixed rate of 30% per annum thereafter until all amounts due thereunder are paid. On January 21, 2019, we entered into a six-month Bridging Loan Agreement pursuant to which we borrowed the principal amount of £300 thousand from D.J. Fatica Asset Management Ltd. The loan bears interest at a fixed rate of 12% per annum. The loan is secured by property owned by LEAI Properties UK Ltd. On July 15, 2019, we paid the loan off in full.

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2019
Income Tax Disclosure [Abstract]
Income Taxes	Note 7 - Income Taxes We recorded an income tax benefit of $51 thousand and $797 thousand for the three months ended September 30, 2019 and 2018, respectively. We recorded an income tax benefit of $111 thousand and $1,040 thousand for the nine months ended September 30, 2019 and 2018, respectively. Our effective tax rate was (3.2%) and 39.5% for the three months ended September 30, 2019 and 2018, and (9.6%) and 18.8% for the nine months ended September 30, 2019 and 2018, respectively. Our effective tax rates differed from the U.S. statutory corporate tax rate of 21% primarily because of the mix of pre-tax income or loss earned in certain jurisdictions and the change in our valuation allowance. We record a valuation allowance when it is more likely than not that some portion, or all, of the deferred tax assets will not be realized. As of September 30, 2019, and December 31, 2018, valuation allowances of $7 million and $6.9 million, respectively have been provided against net operating loss carryforwards and other deferred tax assets. Our valuation allowance increased by $0.1 million for each of the nine months ended September 30, 2019 and 2018, respectively. As of September 30, 2019, and December 31, 2018, we had total unrecognized tax benefits of $1.6 million, related to foreign and domestic tax positions. Of this amount, the Company estimates that $0.1 million, of the unrecognized tax benefits, if recognized, would impact the effective tax rate. A substantial portion of our liability for uncertain tax benefits is recorded as a reduction of net operating losses and tax credit carryforwards. During the nine months ended September 30, 2019 and 2018, we had no material changes in uncertain tax positions. We record interest and penalties related to unrecognized tax benefits within the provision for income taxes. We believe that no current tax positions that have resulted in unrecognized tax benefits will significantly increase or decrease within one year. We file income tax returns in the U.S. federal jurisdiction and in various state and foreign jurisdictions. The Internal Revenue Service completed its examination of the corporation's federal income tax returns for the years 2013-2015 resulting in no changes. The Canadian Revenue Agency completed its examination of the corporation's 2017-2018 goods and services tax (GST) and harmonized sales tax (HST) returns, resulting in an accrued assessment of $40 thousand, which is included within other accrued expenses. The Tax Cuts and Jobs Act (The Act,) was enacted on December 22, 2017 making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a reduction in the US federal corporate tax rate from 35% to 21%, requiring companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and creating new taxes on certain foreign sourced earnings. As of December 31, 2018, we recognized income tax expense of $0.2 million related to the remeasurement of our deferred tax balance.

Concentration of Risk

Concentration of Risk	9 Months Ended
	Sep. 30, 2019
Risks and Uncertainties [Abstract]
Concentration of Risk	Note 8 - Concentration of Risk Cash and cash equivalents We maintain deposits in banks in amounts that might exceed the federal deposit insurance available. Management believes the potential risk of loss on these cash and cash equivalents to be minimal. All cash balances as of September 30, 2019 and December 31, 2018, including foreign subsidiaries, without FDIC coverage were $6.5 million and $1.1 million, respectively. On July 18, 2019, one of our former merchant processors released a reserve of $2.0 million and has agreed to refund an additional $1.5 million in November 2019, subject to certain conditions. Revenue A significant portion of our revenue is derived from the Rich Dad brands. For the three months ended September 30, 2019 and 2018, Rich Dad brands provided 71.0% and 72.3% of our revenue, and 72.4% and 71.4% for the nine months ended September 30, 2019 and 2018, respectively. In addition, we have operations in North America, United Kingdom and Other foreign markets (see Note 9 — Segment Information On September 16, 2019, we received notice from Rich Dad Operating Company, LLC ("RDOC"), indicating that RDOC does not intend to extend the term of the September 1, 2013, Rich Dad Operating License Agreement (as amended, the "License Agreement") by and between the Company and RDOC. The term of the License Agreement expired on September 30, 2019. Notwithstanding the expiration of the License Agreement, the Company may continue to use Licensed Intellectual Property, as defined in the License Agreement, including, but not limited to, the Rich Dad trademark and stylized logo, for the purpose of honoring and fulfilling orders by its customers in existence as of the date of the expiration of the Agreement.

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2019
Segment Reporting [Abstract]
Segment Information	Note 9 - Segment Information We manage our business in three segments based on geographic location for which operating managers are responsible to the Chief Executive Officer. These segments include: (i) North America, (ii) United Kingdom, and (iii) Other Foreign Markets. Operating results, as reported below, are reviewed regularly by our Chief Executive Officer, or Chief Operating Decision Maker ("CODM") and other members of the executive team. The proportion of our total revenue attributable to each segment is as follows: Three Months Ended Nine Months Ended As a percentage of total revenue 2019 2018 2019 2018 North America 55.7 % 56.1 % 58.5 % 56.9 % U.K. 18.6 % 23.0 % 20.9 % 22.3 % Other foreign markets 25.7 % 20.9 % 20.6 % 20.8 % Total consolidated revenue 100.0 % 100.0 % 100.0 % 100.0 % Operating results for the segments are as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Segment revenue (In thousands) (In thousands) North America $ 14,452 $ 12,662 $ 43,419 $ 41,848 U.K. 4,816 5,191 15,518 16,400 Other foreign markets 6,668 4,704 15,273 15,286 Total consolidated revenue $ 25,936 $ 22,557 $ 74,210 $ 73,534 Three Months Ended Nine Months Ended 2019 2018 2019 2018 Segment gross profit contribution * (In thousands) (In thousands) North America $ 2,559 $ 1,621 $ 10,326 $ 5,018 U.K. 378 845 1,833 3,691 Other foreign markets 2,611 299 2,574 643 Total consolidated gross profit $ 5,548 $ 2,765 $ 14,733 $ 9,352 * Segment gross profit is calculated as revenue less direct course expenses, advertising and sales expenses and royalty expenses. Three Months Ended Nine Months Ended 2019 2018 2019 2018 Depreciation and amortization expenses (In thousands) (In thousands) North America $ 24 $ 26 $ 96 $ 79 U.K. 13 11 41 25 Other foreign markets 1 1 3 4 Total consolidated depreciation and amortization expenses $ 38 $ 38 $ 140 $ 108 September 30, December 31, 2019 2018 Segment identifiable assets (In thousands) North America $ 16,433 $ 11,566 U.K. 9,106 4,956 Other foreign markets 4,271 4,038 Total consolidated identifiable assets $ 29,810 $ 20,560

Revenue Recognition

Revenue Recognition	9 Months Ended
	Sep. 30, 2019
Revenue Recognition and Deferred Revenue [Abstract]
Revenue Recognition	Note 10 - Revenue Recognition We recognize revenue when our customers obtain control of promised goods or services, in an amount that reflects the consideration which we expect to receive in exchange for those goods or services, in accordance with implemented Topic 606 - an update to Topic 605. We adopted Topic 606 using the modified retrospective method applied to those contracts which were not completed as of January 1, 2018. Results for reporting periods beginning after January 1, 2018 are presented under Topic 606. Revenue amounts presented in our condensed consolidated financial statements are recognized net of sales tax, value-added taxes, and other taxes. In the normal course of business, we recognize revenue based on the customers' attendance of the course, mentoring training, coaching session or delivery of the software, data or course materials on-line. After a customer contract expires, we record breakage revenue less a reserve for cases where we allow a customer to attend after expiration. We have deferred revenue of $61.2 million related to contractual commitments with customers where the performance obligation will be satisfied over time, which ranges from one to two years as of September 30, 2019. The revenue associated with these performance obligations is recognized as the obligation is satisfied. We did not have a material change in financial position, results of operations, or cash flows and therefore there is no cumulative impact recorded to opening equity. The following tables disaggregate our segment revenue by revenue source: Three Months Ended Three Months Ended North America U.K. Other foreign Total North America U.K. Other foreign Total Revenue Type: (In thousands) Seminars $ 9,174 $ 3,457 $ 3,485 $ 16,116 $ 7,369 $ 3,611 $ 3,143 $ 14,123 Products 2,753 852 1,457 5,062 2,916 984 643 4,543 Coaching and Mentoring 1,394 259 1,626 3,279 1,408 579 911 2,898 Online and Subscription 352 2 99 453 86 9 7 102 Other 779 246 1 1,026 883 8 — 891 Total revenue $ 14,452 $ 4,816 $ 6,668 $ 25,936 $ 12,662 $ 5,191 $ 4,704 $ 22,557 Nine Months Ended Nine Months Ended North America U.K. Other foreign Total North America U.K. Other foreign Total Revenue Type: (In thousands) Seminars $ 26,059 $ 10,900 $ 7,645 $ 44,604 $ 25,685 $ 11,731 $ 9,740 $ 47,156 Products 8,237 3,301 3,258 14,796 8,768 3,366 2,647 14,781 Coaching and Mentoring 4,193 904 4,121 9,218 4,156 1,223 2,882 8,261 Online and Subscription 1,280 6 248 1,534 1,038 33 17 1,088 Other 3,650 407 1 4,058 2,201 47 — 2,248 Total revenue $ 43,419 $ 15,518 $ 15,273 $ 74,210 $ 41,848 $ 16,400 $ 15,286 $ 73,534

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2019
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Note 11 - Commitments and Contingencies Licensing agreements We are committed to pay royalties for the usage of certain brands, as governed by various licensing agreements, including Rich Dad, Robbie Fowler and Martin Roberts. Total royalty expenses included in our Condensed Consolidated Statements of Operations and Comprehensive Income/(Loss) were $1.7 million and $1.2 million for the three months ended September 30, 2019 and 2018, and $4.4 million and $4.0 million for the nine months ended September 30, 2019 and 2018, respectively. On September 30, 2019, the term of the License Agreement with RDOC expired. See Note 8 - Concentration of Risk Custodial and Counterparty Risk We are subject to custodial and other potential forms of counterparty risk in respect to a variety of contractual and operational matters. In the course of ongoing Company-wide risk assessment, management monitors our arrangements that involve potential counterparty risk, including the custodial risk associated with amounts prepaid to certain vendors and deposits with credit card and other payment processors. Deposits held by our credit card processors at September 30, 2019 and December 31, 2018, were $5.4 million and $5.0 million, respectively. These balances are included on the Condensed Consolidated Balance Sheets in restricted cash. While these balances reside in major financial institutions, they are only partially covered by federal deposit insurance and are subject to the financial risk of the parties holding these funds. When appropriate, we utilize Certificate of Deposit Account Registry Service (CDARS) to reduce banking risk for a portion of our cash in the United States. A CDAR consists of numerous individual investments, all below the FDIC limits, thus fully insuring that portion of our cash. At September 30, 2019 and December 31, 2018, we did not have a CDAR balance. Litigation. We and certain of our subsidiaries, from time to time, are parties to various legal proceedings, claims and disputes that have arisen in the ordinary course of business. These claims may involve significant amounts, some of which would not be covered by insurance. Elite Legacy Education, Inc. v. Netsuite, Inc., Oracle Corporation and Oracle America, Inc. Tigrent Group Inc. v. Process America, Inc. ("PA"), Case No 1:12-cv-01314-RLM Tranquility Bay of Pine Island, LLC v. Tigrent, Inc., et al

Leases

Leases	9 Months Ended
	Sep. 30, 2019
Leases [Abstract]
Leases	Note 12 - Leases Right-of-Use Assets and Leases Obligations The Company leases office space and office equipment under non-cancelable operating leases, with terms typically ranging from one to three years, subject to certain renewal options as applicable. The Company considers those renewal or termination options that are reasonably certain to be exercised in the determination of the lease term and initial measurement of lease liabilities and right-of-use assets. Lease expense for lease payments is recognized on a straight-line basis over the lease term. Leases with an initial term of 12 months or less are not recorded on the balance sheet. The Company determines whether a contract is or contains a lease at inception of the contract and whether that lease meets the classification criteria of a finance or operating lease. When available, the Company uses the rate implicit in the lease to discount lease payments to present value; however, most of the Company's leases do not provide a readily determinable implicit rate. Therefore, the Company must discount lease payments based on an estimate of its incremental borrowing rate. The Company does not separate lease and nonlease components of contracts. There are no material residual value guarantees associated with any of the Company's leases. There are no significant restrictions or covenants included in the Company's lease agreements other than those that are customary in such arrangements. On August 1, 2019, we entered into a new non-cancelable 36-month operating lease agreement for an office space in our UK segment. As a result of this agreement, we recognized a right of use asset and lease payable obligation in our Condensed Consolidated Balance Sheets of approximately $0.6 million, respectively. Lease Position as of September 30, 2019 The table below presents the lease related assets and liabilities recorded on the Company's Condensed Consolidated Balance Sheets as of September 30, 2019: (in thousands) Classification on the Balance Sheet September 30, Assets Operating lease assets Operating lease right of use assets $ 1,788 Total lease assets $ 1,788 Liabilities Current liabilities: Operating lease liabilities Current operating lease liabilities $ 894 Noncurrent liabilities: Operating lease liabilities Long-term operating lease liabilities $ 832 Total lease liabilities $ 1,726 Lease cost for the three and nine months ended September 30, 2019 The table below presents the lease related costs recorded on the Company's Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2019: (in thousands) Three Months Nine Months Lease cost Classification Operating lease cost General and administrative expenses $ 242 $ 578 Total lease cost $ 242 $ 578 Other Information The table below presents supplemental cash flow information related to leases for the nine months ended September 30, 2019: (in thousands) Nine Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 640 Supplemental non-cash amounts of lease liabilities arising from obtaining right-of-use assets $ 2,335 Lease Terms and Discount Rates The table below presents certain information related to the weighted average remaining lease terms and weighted average discount rates for the Company's operating leases as of September 30, 2019: Nine Months Ended Weighted average remaining lease term - operating leases 2.29 years Weighted average discount rate - operating leases 12.00 % Undiscounted Cash Flows The table below reconciles the fixed component of the undiscounted cash flows for each of the first five years and the total remaining years to the operating lease liabilities recorded on the Condensed Consolidated Balance Sheet as of September 30, 2019: Amounts due within twelve months of September 30, Operating Leases (in thousands) 2019 $ 929 2020 735 2021 112 Total minimum lease payments 1,776 Less: effect of discounting (50 ) Present value of future minimum lease payments 1,726 Less: current obligations under leases (894 ) Long-term lease obligations $ 832 There are no lease arrangements where the Company is the lessor.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2019
Subsequent Events [Abstract]
Subsequent Events	Note 13 – Subsequent Events Litigation In the Matter of Legacy Education Alliance International Ltd., CR-2019-007199

General (Policies)

General (Policies)	9 Months Ended
	Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	Basis of Presentation. The terms "Legacy Education Alliance, Inc.," the "Company," "we," "our," "us" or "Legacy" as used in this report refer collectively to Legacy Education Alliance, Inc., a Nevada corporation ("Legacy"), the registrant, which was formerly known as Priced In Corp., and, unless the context otherwise requires, together with its wholly-owned subsidiary, Legacy Education Alliance Holdings, Inc., a Colorado corporation, other operating subsidiaries and any predecessor of Legacy Education Alliance Holdings, including TIGE. The accompanying unaudited Condensed Consolidated Financial Statements presented in this report are for us and our consolidated subsidiaries, each of which is a wholly-owned subsidiary. All significant intercompany transactions have been eliminated. These interim financial statements should be read in conjunction with the consolidated financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2018 and reflect all normal recurring adjustments that are, in the opinion of management, necessary to present fairly our results of operations and financial position. Amounts reported in our Condensed Consolidated Statements of Operations and Comprehensive Loss are not necessarily indicative of amounts expected for the respective annual periods or any other interim period.
Reclassification	Reclassification. We have reclassified certain amounts in our prior-period financial statements to conform to the current period's presentation.
Significant Accounting Policies	Significant Accounting Policies. Our significant accounting policies have been disclosed in Note 2 - Significant Accounting Policies Note 2 - New Accounting Pronouncements, - "Accounting Standards Adopted in the Current Period."
Going Concern	Going Concern The accompanying unaudited condensed consolidated financial statements and notes have been prepared assuming we will continue as a going concern. For the quarter ended September 30, 2019, we had an accumulated deficit and a working capital deficit. These circumstances raise substantial doubt as to our ability to continue as a going concern. Our ability to continue as a going concern is dependent upon our ability to generate profits by expanding current operations globally as well as reducing our costs and increasing our operating margins, and to sustain adequate working capital to finance our operations. The failure to achieve the necessary levels of profitability and cash flows would be detrimental to us. The consolidated financial statements do not include any adjustments that might be necessary if we are unable to continue as a going concern.
Use of Estimates	Use of Estimates. The preparation of condensed consolidated financial statements in conformity with accounting principles generally accepted in the United States of America 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 condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.
Restricted Cash	Restricted Cash The following table provides a reconciliation of cash, cash equivalents, and restricted cash reported within the consolidated balance sheets that sum to the total of the same such amounts in the consolidated cash flow statements: September 30, December 31, (in thousands) 2019 2018 Cash and cash equivalents $ 7,718 $ 1,557 Restricted cash 5,411 5,080 Total cash, cash equivalents, and restricted cash shown in the cash flow statement $ 13,129 $ 6,637 Restricted cash balances consist primarily of reserves held by our credit card processors as collateral. Restricted cash balances held by credit card processors are unavailable to us unless we terminate our contractual relationship with them and seek the return of these reserves per the terms of the agreements. The timing of which varies, but usually not before 180 days after the termination of the merchant agreement.
Income Tax in Interim Periods	Income Tax in Interim Periods. We conduct operations in separate legal entities in different jurisdictions. As a result, income tax amounts are reflected in these condensed consolidated financial statements for each of those jurisdictions. Tax laws and tax rates vary substantially in these jurisdictions and are subject to change based on the political and economic climate in those countries. We file our tax returns in accordance with our interpretations of each jurisdiction's tax laws. We record our tax provision or benefit on an interim basis using the estimated annual effective tax rate. This rate is applied to the current period ordinary income or loss to determine the income tax provision or benefit allocated to the interim period. Losses from jurisdictions for which no benefit can be realized and the income tax effects of unusual and infrequent items are excluded from the estimated annual effective tax rate. Valuation allowances are provided against the future tax benefits that arise from the losses in jurisdictions for which no benefit can be realized. The effects of unusual and infrequent items are recognized in the impacted interim period as discrete items. The estimated annual effective tax rate may be affected by nondeductible expenses and by our projected earnings mix by tax jurisdiction. Adjustments to the estimated annual effective income tax rate are recognized in the period during which such estimates are revised. We have established valuation allowances against our deferred tax assets, including net operating loss carryforwards and income tax credits. Valuation allowances take into consideration our expected ability to realize these deferred tax assets and reduce the value of such assets to the amount that is deemed more likely than not to be realizable. Our ability to realize these deferred tax assets is dependent on achieving our forecast of future taxable operating income over an extended period of time. We review our forecast in relation to actual results and expected trends on a quarterly basis. A change in our valuation allowance would impact our income tax expense/benefit and our stockholders' deficit and could have a significant impact on our results of operations or financial condition in future periods.
Tax Cuts and Jobs Act	Tax Cuts and Jobs Act The Tax Cuts and Jobs Act (the "Act") was enacted on December 22, 2017 making significant changes to the Internal Revenue Code. Changes include, but are not limited to, a reduction in the US federal corporate tax rate from 35% to 21%, requiring companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and creating new taxes on certain foreign sourced earnings. As of September 30, 2019, we recognized income tax expense of $0.16 million related to the remeasurement of our deferred tax balance.

General (Tables)

General (Tables)	9 Months Ended
	Sep. 30, 2019
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Schedule of reconciliation cash equivalents, and restricted cash	September 30, December 31, (in thousands) 2019 2018 Cash and cash equivalents $ 7,718 $ 1,557 Restricted cash 5,411 5,080 Total cash, cash equivalents, and restricted cash shown in the cash flow statements $ 13,129 $ 6,637

Earnings Per Share (_EPS_) (Tab

Earnings Per Share (“EPS”) (Tables)	9 Months Ended
	Sep. 30, 2019
Earnings Per Share [Abstract]
Schedule of calculations of basic and diluted EPS	Three Months Ended Three Months Ended Weighted Weighted Average Earnings Average Loss Net Shares Per Net Shares Per Income Outstanding Share Loss Outstanding Share (in thousands, except per share data) (in thousands, except per share data) Basic: As reported $ 1,647 23,163 $ (1,221 ) 23,005 Amounts allocated to unvested restricted shares (26 ) (364 ) — — Amounts available to common stockholders $ 1,621 22,799 $ 0.07 $ (1,221 ) 23,005 $ (0.05 ) Diluted: Amounts allocated to unvested restricted shares 26 364 — — Non participating share units — — Amounts reallocated to unvested restricted shares (26 ) — — — Amounts available to stockholders and assumed conversions $ 1,621 23,163 $ 0.07 $ (1,221 ) 23,005 $ (0.05 ) Nine Months Ended Nine Months Ended Weighted Weighted Average Earnings Average Loss Net Shares Per Net Shares Per Income Outstanding Share Loss Outstanding Share (in thousands, except per share data) (in thousands, except per share data) Basic: As reported $ 1,267 23,134 $ (4,493 ) 23,007 Amounts allocated to unvested restricted shares (27 ) (493 ) — — Amounts available to common stockholders $ 1,240 22,641 $ 0.05 $ (4,493 ) 23,007 $ (0.20 ) Diluted: Amounts allocated to unvested restricted shares 27 493 — — Non participating share units — — Amounts reallocated to unvested restricted shares (28 ) — — — Amounts available to stockholders and assumed conversions $ 1,239 23,134 $ 0.05 $ (4,493 ) 23,007 $ (0.20 )

Short-Term and Long-Term Debt (

Short-Term and Long-Term Debt (Tables)	9 Months Ended
	Sep. 30, 2019
Debt Disclosure [Abstract]
Schedule of short-term borrowings and current portion	(in thousands) As of As of Promissory notes $ 500 $ 500 Current portion of long-term debt — 12 Total short-term borrowings and current portion of long-term debt $ 500 $ 512
Schedule of long-term debt	(in thousands) As of As of Installment notes payable for equipment financing $ — $ 20 Less: current portion — (12 ) Total long-term debt, net of current portion — $ 8
Schedule of debt maturities	2020 $ 500 Total debt $ 500

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2019
Segment Reporting [Abstract]
Schedule of percentage of total revenue	Three Months Ended Nine Months Ended As a percentage of total revenue 2019 2018 2019 2018 North America 55.7 % 56.1 % 58.5 % 56.9 % U.K. 18.6 % 23.0 % 20.9 % 22.3 % Other foreign markets 25.7 % 20.9 % 20.6 % 20.8 % Total consolidated revenue 100.0 % 100.0 % 100.0 % 100.0 %
Schedule of operating results for the segments	Three Months Ended Nine Months Ended 2019 2018 2019 2018 Segment revenue (In thousands) (In thousands) North America $ 14,452 $ 12,662 $ 43,419 $ 41,848 U.K. 4,816 5,191 15,518 16,400 Other foreign markets 6,668 4,704 15,273 15,286 Total consolidated revenue $ 25,936 $ 22,557 $ 74,210 $ 73,534 Three Months Ended Nine Months Ended 2019 2018 2019 2018 Segment gross profit contribution * (In thousands) (In thousands) North America $ 2,559 $ 1,621 $ 10,326 $ 5,018 U.K. 378 845 1,833 3,691 Other foreign markets 2,611 299 2,574 643 Total consolidated gross profit $ 5,548 $ 2,765 $ 14,733 $ 9,352 * Segment gross profit is calculated as revenue less direct course expenses, advertising and sales expenses and royalty expenses.
Schedule of depreciation and amortization expenses	Three Months Ended Nine Months Ended 2019 2018 2019 2018 Depreciation and amortization expenses (In thousands) (In thousands) North America $ 24 $ 26 $ 96 $ 79 U.K. 13 11 41 25 Other foreign markets 1 1 3 4 Total consolidated depreciation and amortization expenses $ 38 $ 38 $ 140 $ 108
Schedule of segment identifiable assets	September 30, December 31, 2019 2018 Segment identifiable assets (In thousands) North America $ 16,433 $ 11,566 U.K. 9,106 4,956 Other foreign markets 4,271 4,038 Total consolidated identifiable assets $ 29,810 $ 20,560

Revenue Recognition (Tables)

Revenue Recognition (Tables)	9 Months Ended
	Sep. 30, 2019
Revenue Recognition and Deferred Revenue [Abstract]
Schedule of segment revenue	Three Months Ended Three Months Ended North America U.K. Other foreign Total North America U.K. Other foreign Total Revenue Type: (In thousands) Seminars $ 9,174 $ 3,457 $ 3,485 $ 16,116 $ 7,369 $ 3,611 $ 3,143 $ 14,123 Products 2,753 852 1,457 5,062 2,916 984 643 4,543 Coaching and Mentoring 1,394 259 1,626 3,279 1,408 579 911 2,898 Online and Subscription 352 2 99 453 86 9 7 102 Other 779 246 1 1,026 883 8 — 891 Total revenue $ 14,452 $ 4,816 $ 6,668 $ 25,936 $ 12,662 $ 5,191 $ 4,704 $ 22,557 Nine Months Ended Nine Months Ended North America U.K. Other foreign Total North America U.K. Other foreign Total Revenue Type: (In thousands) Seminars $ 26,059 $ 10,900 $ 7,645 $ 44,604 $ 25,685 $ 11,731 $ 9,740 $ 47,156 Products 8,237 3,301 3,258 14,796 8,768 3,366 2,647 14,781 Coaching and Mentoring 4,193 904 4,121 9,218 4,156 1,223 2,882 8,261 Online and Subscription 1,280 6 248 1,534 1,038 33 17 1,088 Other 3,650 407 1 4,058 2,201 47 — 2,248 Total revenue $ 43,419 $ 15,518 $ 15,273 $ 74,210 $ 41,848 $ 16,400 $ 15,286 $ 73,534

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2019
Leases [Abstract]
Schedule of lease related assets and liabilities	(in thousands) Classification on the Balance Sheet September 30, Assets Operating lease assets Operating lease right of use assets $ 1,788 Total lease assets $ 1,788 Liabilities Current liabilities: Operating lease liabilities Current operating lease liabilities $ 894 Noncurrent liabilities: Operating lease liabilities Long-term operating lease liabilities $ 832 Total lease liabilities $ 1,726
Schedule of operating lease cost	(in thousands) Three Months Nine Months Lease cost Classification Operating lease cost General and administrative expenses $ 242 $ 578 Total lease cost $ 242 $ 578
Schedule of cash flow information related to leases	(in thousands) Nine Months Ended Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 640 Supplemental non-cash amounts of lease liabilities arising from obtaining right-of-use assets $ 2,335
Schedule of weighted average remaining lease terms	Nine Months Ended Weighted average remaining lease term - operating leases 2.29 years Weighted average discount rate - operating leases 12.00 %
Schedule of future minimum lease payments	Amounts due within twelve months of September 30, Operating Leases (in thousands) 2019 $ 929 2020 735 2021 112 Total minimum lease payments 1,776 Less: effect of discounting (50 ) Present value of future minimum lease payments 1,726 Less: current obligations under leases (894 ) Long-term lease obligations $ 832

General (Details)

General (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018	Sep. 30, 2018	Dec. 31, 2017
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Cash and cash equivalents	$ 7,718	$ 1,557
Restricted cash	5,411	5,080
Total cash, cash equivalents, and restricted cash shown in the cash flow statements	$ 13,129	$ 6,637	$ 7,070	$ 8,904

General (Details Textual)

General (Details Textual) - USD ($) $ in Thousands	9 Months Ended	12 Months Ended
	Sep. 30, 2019	Dec. 31, 2018
General (Textual)
Recognized income tax expense		$ 200
Maximum [Member]
General (Textual)
US federal corporate tax rate	35.00%
Minimum [Member]
General (Textual)
US federal corporate tax rate	21.00%

New Accounting Pronouncements (

New Accounting Pronouncements (Details) $ in Thousands	Sep. 30, 2019USD ($)
New Accounting Pronouncements (Textual)
New accounting pronouncement, Impact on Balance Sheets	$ 1,700

Share-Based Compensation (Detai

Share-Based Compensation (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Share-Based Compensation (Textual)
Share-based compensation expenses related to restricted stock grants	$ 18	$ 31	$ 75	$ 145

Earnings Per Share (_EPS_) (Det

Earnings Per Share (“EPS”) (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended						9 Months Ended
	Sep. 30, 2019	Jun. 30, 2019	Mar. 31, 2019	Sep. 30, 2018	Jun. 30, 2018	Mar. 31, 2018	Sep. 30, 2019	Sep. 30, 2018
Basic:
Net Income	$ 1,647	$ (275)	$ (105)	$ (1,221)	$ (2,415)	$ (857)	$ 1,267	$ (4,493)
Weighted Average Shares Outstanding	22,799			23,005			22,641	23,007
Amounts allocated to unvested restricted shares, Net Income	(26)						(27)
Amounts allocated to unvested restricted shares, Weighted Average Shares Outstanding	(364)						(493)
Amounts available to common stockholders, Net loss	$ 1,621			$ (1,221)			$ 1,240	$ (4,493)
Amounts available to common stockholders, Weighted Average Shares Outstanding	22,799			23,005			22,641	23,007
Amounts available to common stockholders, Loss Per Share	$ 0.07			$ (0.05)			$ 0.05	$ (0.20)
Diluted:
Amounts allocated to unvested restricted shares, Dilluted	$ 26						$ 27
Amounts allocated to unvested restricted shares, Weighted Average Shares Outstanding	364						493
Non participating share units, Diluted
Non participating share units, Weighted Average Shares Outstanding
Amounts reallocated to unvested restricted shares, Diluted	$ (26)						$ (28)
Amounts reallocated to unvested restricted shares, Weighted Average Shares Outstanding
Amounts available to stockholders and assumed conversions, Diluted	$ 1,621			$ (1,221)			$ 1,239	$ (4,493)
Amounts available to stockholders and assumed conversions, Weighted Average Shares Outstanding	23,163			23,005			23,134	23,007
Amounts available to stockholders and assumed conversions, Earnings Per Share	$ 0.07			$ (0.05)			$ 0.05	$ (0.20)

Earnings Per Share (_EPS_) (D_2

Earnings Per Share (“EPS”) (Details Textual) - shares	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Earnings Per Share (''EPS'') (Textual)
Weighted average unvested restricted stock awards outstanding	364		493
Excluded unvested restricted stock awards from the diluted weighted-average number of shares used in our diluted EPS	364,056	667,915	493,495	968,264

Short-Term and Long-Term Debt_2

Short-Term and Long-Term Debt (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Debt Disclosure [Abstract]
Promissory notes	$ 500	$ 500
Current portion of long-term debt		12
Total short-term borrowings and current portion of long-term debt	$ 500	$ 512

Short-Term and Long-Term Debt_3

Short-Term and Long-Term Debt (Details 1) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Debt Disclosure [Abstract]
Installment notes payable for equipment financing		$ 20
Less: current portion	500	512
Total long-term debt, net of current portion		$ 8

Short-Term and Long-Term Debt_4

Short-Term and Long-Term Debt (Details 2) $ in Thousands	Sep. 30, 2019USD ($)
Scheduled debt maturities
2020	$ 500
Total debt	$ 500

Short-Term and Long-Term Debt_5

Short-Term and Long-Term Debt (Details Textual) € in Thousands, $ in Thousands	Sep. 13, 2019	Jan. 21, 2019EUR (€)	Sep. 13, 2018USD ($)	Mar. 08, 2018
Short-Term and Long-Term Debt (Textual)
Principal amount			$ 500
Debt interest fixed rate	12.00%		12.00%
Promissory note fixed rate	30.00%		30.00%
Proceeds repayment of debt			$ 459,269
Promissory amount due date	Mar. 13, 2020		Mar. 13, 2019	Sep. 13, 2019
Bridging Loan Agreement [Member]
Short-Term and Long-Term Debt (Textual)
Promissory note fixed rate		12.00%
Bridging Loan Agreement [Member] | EUR [Member]
Short-Term and Long-Term Debt (Textual)
Principal amount | €		€ 300
Mortgage and Security Agreement [Member]
Short-Term and Long-Term Debt (Textual)
Principal amount			$ 500

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	1 Months Ended	3 Months Ended		9 Months Ended
	Dec. 22, 2017	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	Dec. 31, 2018
Income Taxes (Textual)
Income tax benefit		$ 51	$ 797	$ 111	$ 1,040
Effective tax rates		(3.20%)	39.50%	(9.60%)	18.80%
U.S. statutory corporate tax rate				21.00%
Valuation allowances		$ 7,000		$ 7,000		$ 6,900
Changes in valuation allowance				100	$ 100
Unrecognized tax benefits		1,600		1,600		1,600
Unrecognized tax benefits that would impact effective tax rate		100		100
Income tax expense						$ 200
Accrued assessment within other accrued expenses		$ 40		$ 40
Maximum [Member]
Income Taxes (Textual)
Effective tax rates	35.00%
Minimum [Member]
Income Taxes (Textual)
Effective tax rates	21.00%

Concentration of Risk (Details)

Concentration of Risk (Details) $ in Thousands	1 Months Ended	2 Months Ended	3 Months Ended		9 Months Ended
	Jul. 18, 2019USD ($)Merchant	Nov. 30, 2019USD ($)	Sep. 30, 2019USD ($)	Sep. 30, 2018	Sep. 30, 2019USD ($)	Sep. 30, 2018	Dec. 31, 2018USD ($)
Concentration of Risk (Textual)
Cash balances without FDIC			$ 6,500		$ 6,500		$ 1,100
Percentage of revenue			100.00%	100.00%	100.00%	100.00%
Merchant processors released reserve	$ 2,000
Number of merchant | Merchant	1
Subsequent Event [Member]
Concentration of Risk (Textual)
Additional refund		$ 1,500
Rich Dad Brands [Member]
Concentration of Risk (Textual)
Percentage of revenue			71.00%	72.30%	72.40%	71.40%

Segment Information (Details)

Segment Information (Details)	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Segment Reporting Information [Line Items]
Total consolidated revenue	100.00%	100.00%	100.00%	100.00%
North America [Member]
Segment Reporting Information [Line Items]
Total consolidated revenue	55.70%	56.10%	58.50%	56.90%
U.K. [Member]
Segment Reporting Information [Line Items]
Total consolidated revenue	18.60%	23.00%	20.90%	22.30%
Other foreign markets [Member]
Segment Reporting Information [Line Items]
Total consolidated revenue	25.70%	20.90%	20.60%	20.80%

Segment Information (Details 1)

Segment Information (Details 1) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Segment Reporting Information [Line Items]
Total consolidated revenue		$ 25,936	$ 22,557	$ 74,210	$ 73,534
Total consolidated gross profit	[1]	5,548	2,765	14,733	9,352
North America [Member]
Segment Reporting Information [Line Items]
Total consolidated revenue		14,452	12,662	43,419	41,848
Total consolidated gross profit	[1]	2,559	1,621	10,326	5,018
U.K. [Member]
Segment Reporting Information [Line Items]
Total consolidated revenue		4,816	5,191	15,518	16,400
Total consolidated gross profit	[1]	378	845	1,833	3,691
Other foreign markets [Member]
Segment Reporting Information [Line Items]
Total consolidated revenue		6,668	4,704	15,273	15,286
Total consolidated gross profit	[1]	$ 2,611	$ 299	$ 2,574	$ 643
[1]	Segment gross profit is calculated as revenue less direct course expenses, advertising and sales expenses and royalty expenses.

Segment Information (Details 2)

Segment Information (Details 2) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Segment Reporting Information [Line Items]
Total consolidated depreciation and amortization expenses	$ 38	$ 38	$ 140	$ 108
North America [Member]
Segment Reporting Information [Line Items]
Total consolidated depreciation and amortization expenses	24	26	96	79
U.K. [Member]
Segment Reporting Information [Line Items]
Total consolidated depreciation and amortization expenses	13	11	41	25
Other foreign markets [Member]
Segment Reporting Information [Line Items]
Total consolidated depreciation and amortization expenses	$ 1	$ 1	$ 3	$ 4

Segment Information (Details 3)

Segment Information (Details 3) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Segment Reporting Information [Line Items]
Total consolidated identifiable assets	$ 29,810	$ 20,560
North America [Member]
Segment Reporting Information [Line Items]
Total consolidated identifiable assets	16,433	11,566
U.K. [Member]
Segment Reporting Information [Line Items]
Total consolidated identifiable assets	9,106	4,956
Other foreign markets [Member]
Segment Reporting Information [Line Items]
Total consolidated identifiable assets	$ 4,271	$ 4,038

Segment Information (Details Te

Segment Information (Details Textual)	9 Months Ended
	Sep. 30, 2019Segments
Segment Information (Textual)
Number of operating segments	3

Revenue Recognition (Details)

Revenue Recognition (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018
Total revenue	$ 25,936	$ 22,557	$ 74,210	$ 73,534
Seminars [Member]
Total revenue	16,116	14,123	44,604	47,156
Products [Member]
Total revenue	5,062	4,543	14,796	14,781
Coaching and Mentoring [Member
Total revenue	3,279	2,898	9,218	8,261
Online and Subscription [Member]
Total revenue	453	102	1,534	1,088
Other [Member]
Total revenue	1,026	891	4,058	2,248
North America [Member]
Total revenue	14,452	12,662	43,419	41,848
North America [Member] | Seminars [Member]
Total revenue	9,174	7,369	26,059	25,685
North America [Member] | Products [Member]
Total revenue	2,753	2,916	8,237	8,768
North America [Member] | Coaching and Mentoring [Member
Total revenue	1,394	1,408	4,193	4,156
North America [Member] | Online and Subscription [Member]
Total revenue	352	86	1,280	1,038
North America [Member] | Other [Member]
Total revenue	779	883	3,650	2,201
U.K. [Member]
Total revenue	4,816	5,191	15,518	16,400
U.K. [Member] | Seminars [Member]
Total revenue	3,457	3,611	10,900	11,731
U.K. [Member] | Products [Member]
Total revenue	852	984	3,301	3,366
U.K. [Member] | Coaching and Mentoring [Member
Total revenue	259	579	904	1,223
U.K. [Member] | Online and Subscription [Member]
Total revenue	2	9	6	33
U.K. [Member] | Other [Member]
Total revenue	246	8	407	47
Other foreign [Member]
Total revenue	6,668	4,704	15,273	15,286
Other foreign [Member] | Seminars [Member]
Total revenue	3,485	3,143	7,645	9,740
Other foreign [Member] | Products [Member]
Total revenue	1,457	643	3,258	2,647
Other foreign [Member] | Coaching and Mentoring [Member
Total revenue	1,626	911	4,121	2,882
Other foreign [Member] | Online and Subscription [Member]
Total revenue	99	7	248	17
Other foreign [Member] | Other [Member]
Total revenue	$ 1		$ 1

Revenue Recognition (Details Te

Revenue Recognition (Details Textual)	9 Months Ended
	Sep. 30, 2019
Revenue Recognition (Textual)
Deferred revenue, description	We have deferred revenue of $61.2 million related to contractual commitments with customers where the performance obligation will be satisfied over time, which ranges from one to two years.

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Thousands	1 Months Ended		3 Months Ended		9 Months Ended
	Jun. 23, 2013	Mar. 16, 2012	Sep. 30, 2019	Sep. 30, 2018	Sep. 30, 2019	Sep. 30, 2018	May 31, 2019	Dec. 31, 2018
Commitments and Contingencies (Textual)
Royalty expenses			$ 1,719	$ 1,172	$ 4,411	$ 3,981
Deposits held by credit card processors			5,400		$ 5,400			$ 5,000
Commitments and contingencies, Description					Total royalty expenses included in our Condensed Consolidated Statements of Operations and Comprehensive Loss were $1.7 million and $1.2 million for the three months ended September 30, 2019 and 2018, and $4.4 million and $4.0 million for the nine months ended September 30, 2019 and 2018, respectively.
Credit card merchant reserve account deposit		$ 8,300
Proof of claim amount for Bankruptcy Court	$ 8,300
Received from settlement amount			$ 400
Oracle NetSuite [Member]
Commitments and Contingencies (Textual)
Accounts Payable other current							$ 100

Leases (Details)

Leases (Details) - USD ($) $ in Thousands	Sep. 30, 2019	Dec. 31, 2018
Assets
Operating lease assets	$ 1,788
Total lease assets	1,788
Current liabilities:
Operating lease liabilities	894
Noncurrent liabilities:
Operating lease liabilities	832
Total lease liabilities	$ 1,726

Leases (Details 1)

Leases (Details 1) - USD ($) $ in Thousands	3 Months Ended	9 Months Ended
	Sep. 30, 2019	Sep. 30, 2018
Leases [Abstract]
Operating lease cost / General and administrative expenses	$ 242	$ 578
Total lease cost	$ 242	$ 578

Leases (Details 2)

Leases (Details 2) $ in Thousands	9 Months Ended
	Sep. 30, 2019USD ($)
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows for operating leases	$ 640
Supplemental non-cash amounts of lease liabilities arising from obtaining right-of-use assets	$ 2,335

Leases (Details 3)

Leases (Details 3)	Sep. 30, 2019
Leases [Abstract]
Weighted average remaining lease term - operating leases	2 years 3 months 15 days
Weighted average discount rate - operating leases	12.00%

Leases (Details 4)

Leases (Details 4) $ in Thousands	Sep. 30, 2019USD ($)
Leases [Abstract]
2019	$ 929
2020	735
2021	112
Total minimum lease payments	1,776
Less: effect of discounting	(50)
Present value of future minimum lease payments	1,726
Less: current obligations under leases	(894)
Long-term lease obligations	$ 832

Leases (Details Textual)

Leases (Details Textual) - USD ($) $ in Thousands	Sep. 30, 2019	Aug. 01, 2019	Dec. 31, 2018
Leases (Textual)
Recognized a right of use asset and lease payable obligation	$ 1,788
Net Assets, Segment [Member]
Leases (Textual)
Recognized a right of use asset and lease payable obligation		$ 600