Document and Entity Information
Document and Entity Information - shares | 6 Months Ended | |
Jun. 30, 2019 | Jul. 31, 2019 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Jun. 30, 2019 | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q2 | |
Trading Symbol | VERI | |
Entity Registrant Name | Veritone, Inc. | |
Entity Central Index Key | 0001615165 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | true | |
Entity Ex Transition Period | false | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 001-38093 | |
Entity Tax Identification Number | 471161641 | |
Entity Address, Address Line One | 575 Anton Blvd. | |
Entity Address, Address Line Two | Suite 100 | |
Entity Address, City or Town | Costa Mesa | |
Entity Address, State or Province | CA | |
Entity Address, Postal Zip Code | 92626 | |
City Area Code | 888 | |
Local Phone Number | 507-1737 | |
Entity Common Stock, Shares Outstanding | 22,223,453 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
ASSETS | ||
Cash and cash equivalents | $ 40,275 | $ 37,539 |
Marketable securities | 4,998 | 13,565 |
Accounts receivable, net of allowance for doubtful accounts of $71 and $40, respectively | 26,820 | 29,142 |
Expenditures billable to clients | 4,806 | 2,695 |
Prepaid expenses and other current assets | 3,625 | 3,579 |
Total current assets | 80,524 | 86,520 |
Long-term restricted cash | 1,135 | 1,237 |
Property, equipment and improvements, net | 3,660 | 4,008 |
Intangible assets, net | 18,823 | 20,480 |
Goodwill | 5,420 | 5,509 |
Total assets | 109,562 | 117,754 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Accounts payable | 18,459 | 28,714 |
Accrued media payments | 12,414 | 7,416 |
Client advances | 14,281 | 9,639 |
Accrued compensation | 2,819 | 6,570 |
Other accrued liabilities | 5,721 | 3,746 |
Total current liabilities | 53,694 | 56,085 |
Other liabilities | 1,369 | 1,386 |
Total liabilities | 55,063 | 57,471 |
Commitments and contingencies (Note 8) | ||
Stockholders' equity | ||
Common stock, par value $0.001 per share; 75,000,000 shares authorized; 21,918,406 and 19,335,220 shares issued and outstanding at June 30, 2019 and December 31, 2018, respectively | 22 | 19 |
Additional paid-in capital | 257,813 | 230,674 |
Accumulated deficit | (203,408) | (170,411) |
Accumulated other comprehensive income | 72 | 1 |
Total stockholders' equity | 54,499 | 60,283 |
Total liabilities and stockholders' equity | $ 109,562 | $ 117,754 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 71 | $ 40 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 75,000,000 | 75,000,000 |
Common stock, shares issued | 21,918,406 | 19,335,220 |
Common stock, shares outstanding | 21,918,406 | 19,335,220 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations and Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Income Statement [Abstract] | ||||
Net revenues | $ 12,270 | $ 4,168 | $ 24,395 | $ 8,556 |
Cost of revenues | 4,562 | 820 | 8,434 | 1,384 |
Gross profit | 7,708 | 3,348 | 15,961 | 7,172 |
Operating expenses: | ||||
Sales and marketing | 6,448 | 5,142 | 12,581 | 10,890 |
Research and development | 6,351 | 5,146 | 13,289 | 9,674 |
General and administrative | 11,645 | 7,513 | 23,335 | 14,291 |
Total operating expenses | 24,444 | 17,801 | 49,205 | 34,855 |
Loss from operations | (16,736) | (14,453) | (33,244) | (27,683) |
Other income, net | 51 | 133 | 262 | 316 |
Loss before provision for income taxes | (16,685) | (14,320) | (32,982) | (27,367) |
Provision for income taxes | 6 | 10 | 15 | 12 |
Net loss | $ (16,691) | $ (14,330) | $ (32,997) | $ (27,379) |
Net loss per share: | ||||
Basic and diluted | $ (0.80) | $ (0.88) | $ (1.64) | $ (1.69) |
Weighted average shares outstanding: | ||||
Basic and diluted | 20,759,396 | 16,314,236 | 20,138,756 | 16,192,569 |
Comprehensive loss: | ||||
Net loss | $ (16,691) | $ (14,330) | $ (32,997) | $ (27,379) |
Unrealized gain (loss) on marketable securities, net of income taxes | 13 | 61 | 48 | (2) |
Foreign currency translation adjustments, net of income taxes | 45 | 30 | 24 | 20 |
Total comprehensive loss | $ (16,633) | $ (14,239) | $ (32,925) | $ (27,361) |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Deficit [Member] | Accumulated Other Comprehensive Loss [Member] |
Beginning balance at Dec. 31, 2017 | $ 61,302 | $ 16 | $ 170,728 | $ (109,307) | $ (135) |
Beginning balance, shares at Dec. 31, 2017 | 16,158,883 | ||||
Common stock offerings, net | 32,536 | $ 2 | 32,534 | ||
Common stock offerings, net, shares | 1,955,000 | ||||
Common stock issued under employee stock purchase plan | 921 | 921 | |||
Common stock issued under employee stock purchase plan, shares | 203,551 | ||||
Stock-based compensation expense | 5,125 | 5,125 | |||
Net loss | (27,379) | (27,379) | |||
Other | 18 | 18 | |||
Ending balance at Jun. 30, 2018 | 72,523 | $ 18 | 209,308 | (136,686) | (117) |
Ending balance, shares at Jun. 30, 2018 | 18,317,434 | ||||
Beginning balance at Dec. 31, 2017 | 61,302 | $ 16 | 170,728 | (109,307) | (135) |
Beginning balance, shares at Dec. 31, 2017 | 16,158,883 | ||||
Net loss | (61,104) | ||||
Ending balance at Dec. 31, 2018 | 60,283 | $ 19 | 230,674 | (170,411) | 1 |
Ending balance, shares at Dec. 31, 2018 | 19,335,220 | ||||
Beginning balance at Mar. 31, 2018 | 51,146 | $ 16 | 173,817 | (122,479) | (208) |
Beginning balance, shares at Mar. 31, 2018 | 16,254,054 | ||||
Common stock offerings, net | 32,601 | $ 2 | 32,599 | ||
Common stock offerings, net, shares | 1,955,000 | ||||
Common stock issued under employee stock purchase plan | 364 | 364 | |||
Common stock issued under employee stock purchase plan, shares | 108,380 | ||||
Stock-based compensation expense | 2,528 | 2,528 | |||
Net loss | (14,330) | (14,330) | |||
Other | 214 | 123 | 91 | ||
Ending balance at Jun. 30, 2018 | 72,523 | $ 18 | 209,308 | (136,686) | (117) |
Ending balance, shares at Jun. 30, 2018 | 18,317,434 | ||||
Beginning balance at Dec. 31, 2018 | 60,283 | $ 19 | 230,674 | (170,411) | 1 |
Beginning balance, shares at Dec. 31, 2018 | 19,335,220 | ||||
Common stock offerings, net | 12,215 | $ 2 | 12,213 | ||
Common stock offerings, net, shares | 1,668,663 | ||||
Exercise of options | 120 | 120 | |||
Exercise of options, shares | 47,099 | ||||
Common stock issued under employee stock purchase plan | 294 | 294 | |||
Common stock issued under employee stock purchase plan, shares | 64,967 | ||||
Common stock issue upon vesting of restricted stock units, shares | 35,609 | ||||
Machine Box holdback consideration | 620 | 620 | |||
Common stock issued for acquisitions | 3,835 | $ 1 | 3,834 | ||
Common stock issued for acquisitions, shares | 766,848 | ||||
Stock-based compensation expense | 10,058 | 10,058 | |||
Net loss | (32,997) | (32,997) | |||
Other | 71 | 71 | |||
Ending balance at Jun. 30, 2019 | 54,499 | $ 22 | 257,813 | (203,408) | 72 |
Ending balance, shares at Jun. 30, 2019 | 21,918,406 | ||||
Beginning balance at Mar. 31, 2019 | 57,499 | $ 20 | 244,182 | (186,717) | 14 |
Beginning balance, shares at Mar. 31, 2019 | 20,197,188 | ||||
Common stock offerings, net | 8,055 | $ 1 | 8,054 | ||
Common stock offerings, net, shares | 1,006,663 | ||||
Exercise of options | 90 | 90 | |||
Exercise of options, shares | 27,049 | ||||
Common stock issue upon vesting of restricted stock units, shares | 35,609 | ||||
Machine Box holdback consideration | 162 | 162 | |||
Common stock issued for acquisitions | 71 | $ 1 | 70 | ||
Common stock issued for acquisitions, shares | 651,897 | ||||
Stock-based compensation expense | 5,255 | 5,255 | |||
Net loss | (16,691) | (16,691) | |||
Other | 58 | 58 | |||
Ending balance at Jun. 30, 2019 | $ 54,499 | $ 22 | $ 257,813 | $ (203,408) | $ 72 |
Ending balance, shares at Jun. 30, 2019 | 21,918,406 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Jun. 30, 2018 | |
Cash flows from operating activities: | ||
Net loss | $ (32,997) | $ (27,379) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Depreciation and amortization | 2,719 | 828 |
Costs of warrants issued | 207 | |
Change in fair value of warrant liability | 50 | 15 |
Provision for doubtful accounts | 44 | 22 |
Stock-based compensation expense | 11,285 | 5,125 |
Other | (19) | |
Changes in assets and liabilities: | ||
Accounts receivable | 2,278 | (3,914) |
Expenditures billable to clients | (2,111) | (900) |
Prepaid expenses and other current assets | 413 | (367) |
Accounts payable | (10,255) | 2,421 |
Accrued media payments | 4,998 | 1,945 |
Client advances | 4,642 | 1,148 |
Other accrued liabilities | 2,364 | (966) |
Other liabilities | (17) | 474 |
Net cash used in operating activities | (16,606) | (21,341) |
Cash flows from investing activities: | ||
Proceeds from sales of marketable securities | 8,616 | 14,000 |
Capital expenditures | (208) | (2,899) |
Intangible assets acquired | (477) | (70) |
Acquisition of businesses, net of cash acquired | (883) | |
Net cash provided by investing activities | 7,048 | 11,031 |
Cash flows from financing activities: | ||
Proceeds from common stock offerings, net | 11,778 | 32,536 |
Proceeds from exercise of stock options | 120 | |
Proceeds from issuances of stock under employee stock plans | 294 | 921 |
Net cash provided by financing activities | 12,192 | 33,457 |
Net increase in cash, cash equivalents and restricted cash | 2,634 | 23,147 |
Cash, cash equivalents and restricted cash, beginning of period | 38,776 | 29,545 |
Cash, cash equivalents and restricted cash, end of period | $ 41,410 | $ 52,692 |
Description of Business
Description of Business | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Description of Business | NOTE 1. DESCRIPTION OF BUSINESS Description of Business Veritone, Inc., a Delaware corporation (“Veritone”) (together with its wholly owned subsidiaries, collectively, the “Company”), is a provider of artificial intelligence (“AI”) based computing solutions. The Company has developed aiWARE TM In August 2018, the Company acquired Wazee Digital, Inc. (“Wazee Digital”), a provider of cloud-native digital content management and content licensing services, as discussed in more detail in Note 3. The Wazee Digital offerings serve customers primarily in the media and entertainment market. The Company has integrated its aiWARE platform with these offerings, providing these customers with unique capabilities to enrich and drive expanded revenue opportunities from their content. In addition, the Company operates a full-service advertising agency. The Company’s expertise in media buying, planning and creative development, coupled with its proprietary technology platform, enables the Company to analyze the effectiveness of advertising in a way that is simple, scalable and trackable. In August 2018, the Company acquired S Media Limited, doing business as Performance Bridge Media (“Performance Bridge”), a podcast advertising agency, as discussed in more detail in Note 3. The Performance Bridge offerings have enhanced the Company’s advertising offerings to include more comprehensive podcast solutions. |
Presentation and Summary of Sig
Presentation and Summary of Significant Accounting Policies | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Presentation and Summary of Significant Accounting Policies | NOTE 2. PRESENTATION AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation and Preparation The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial statements and the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not contain all information and footnotes required by GAAP for annual financial statements. Such unaudited condensed consolidated financial statements and accompanying notes are the representations of the Company’s management, who is responsible for their integrity and objectivity. The information included in this Form 10-Q should be read in conjunction with the information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the SEC on March 18, 2019. Interim results for the three and six months ended June 30, 2019 are not necessarily indicative of the results the Company will have for the full year ending December 31, 2019. The accompanying condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which are normal and recurring, necessary to fairly state its financial position, results of operations and cash flows. All significant intercompany transactions have been eliminated in consolidation. The financial data and the other information disclosed in these notes to the condensed consolidated financial statements reflected in the three month period presented are unaudited. The December 31, 2018 balance sheet included herein was derived from the audited financial statements but does not include all disclosures or notes required by GAAP for complete financial statements. Liquidity and Capital Resources During 2018 and 2017, the Company generated negative cash flows from operations of $42,227 and $31,911, respectively, and incurred net losses of $61,104 and $59,601, respectively. In the six months ended June 30, 2019, the Company generated negative cash flow from operations of $16,606 and incurred a net loss of $32,997. Also, the Company had an accumulated deficit of $203,408 as of June 30, 2019. Historically, the Company has satisfied its capital needs with the net proceeds from its sales of equity securities, its issuance of convertible debt, and the exercise of common stock warrants. In June 2018, the Company raised net proceeds of $32,780 through an underwritten offering of its common stock, and in the first six months of 2019, the Company raised net proceeds of $12,215 through sales of its common stock under an Equity Distribution Agreement dated June 1, 2018 (the “Equity Distribution Agreement”). The Company expects to continue to generate net losses for the foreseeable future as it makes significant investments in developing and selling its products and services. Also, the Company will continue to evaluate potential acquisitions of, or investments in, companies or technologies that complement its business, which acquisitions may require the use of cash. Management believes that the Company’s existing balances of cash, cash equivalents and marketable securities, which totaled $45,273 as of June 30, 2019, will be sufficient to meet its anticipated cash requirements for at least twelve months from the date that these financial statements are issued. However, the Company’s does not expect that its current cash, cash equivalents and marketable securities will be sufficient to support the development of its business to the point at which the Company has positive cash flows from operations, particularly if it uses cash to finance any acquisitions or investments in the future. The Company plans to meet its future needs for additional capital through equity and/or debt Use of Accounting Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the accompanying condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. The principal estimates relate to revenue recognition, allowance for doubtful accounts, the valuation of stock awards and stock warrants, income taxes, and the allocation of net assets acquired from business acquisitions as well as contingent consideration, where applicable. Actual results could differ from those estimates. Significant Customers The Company’s top ten customers accounted for approximately 25.9% and 24.9% of the Company’s net revenues for the three and six months ended June 30, 2019, respectively. The Company’s top ten customers accounted for approximately 49.7% and 52.1% of the Company’s net revenues for the three and six months ended June 30, 2018, respectively. No individual customer accounted for 10% or more of the Company’s net revenues for the three and six months ended June 30, 2019. Significant Accounting Policies During the six months ended June 30, 2019, there have been no material changes in the Company’s significant accounting policies from those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2018. Recently Adopted Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force) In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients The Company will apply the new revenue standard on a modified retrospective basis with an adjustment to retained earnings to recognize the cumulative effect of adoption. The Company is currently evaluating the impact this standard will have on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement |
Business Combinations
Business Combinations | 6 Months Ended |
Jun. 30, 2019 | |
Business Combinations [Abstract] | |
Business Combinations | NOTE 3. BUSINESS COMBINATIONS Acquisition of Performance Bridge On August 21, 2018, the Company acquired all of the outstanding capital stock of Performance Bridge by means of a merger of an indirect, wholly owned subsidiary of the Company with and into Performance Bridge, with Performance Bridge surviving the merger as an indirect, wholly owned subsidiary of the Company. The Company paid initial consideration of $5,158 and paid a total of $3,909 in additional contingent earnout amounts based on the achievement of certain revenue milestones by Performance Bridge in its 2018 fiscal year. The initial consideration was comprised of $1,220 paid in cash and the issuance of 349,072 shares of the Company’s common stock, valued at $3,938 based on the Company’s closing stock price on August 21, 2018. The initial consideration was subject to adjustment based on a final calculation of Performance Bridge’s net assets at closing, which was completed in the first quarter of 2019 and resulted in the issuance to the former stockholder of Performance Bridge of an additional 6,482 shares of common stock valued at $34 based on the closing price of the Company’s common stock on January 25, 2019, which was the date both parties agreed upon the final calculation of the adjustment. A portion of the initial consideration, consisting of $120 in cash and 34,335 shares of common stock, was deposited into a third-party escrow account at closing and will be held in such account until August 21, 2020, to secure certain indemnification and other obligations of the former stockholder of Performance Bridge. The additional earnout consideration was comprised of $883 in cash and 574,231 shares of the Company’s common stock, valued at $3,026 based on the closing price of the Company’s common stock on March 28, 2019, which were paid and issued to the former stockholder of Performance Bridge in the second quarter of 2019. The acquisition of Performance Bridge has expanded the Company’s media agency offerings of comprehensive podcast solutions. The following table summarizes the fair value of the purchase price consideration for the acquisition of Performance Bridge: Acquisition consideration Amount Cash consideration at closing $ 1,220 Equity consideration at closing 3,938 Working capital adjustment 34 Contingent earnout consideration 3,770 Estimated purchase price $ 8,962 The following allocation of the purchase price as of the August 21, 2018 closing date under the acquisition method of accounting is preliminary as to the determination of deferred taxes as the information is not available at the time of this filing. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Preliminary purchase price allocation: Amount Cash $ 2,283 Accounts receivable 3,551 Prepaid and other current assets 23 Property and equipment 43 Intangible assets 5,800 Accounts payable (1,402 ) Accrued expenses and other current liabilities (4,337 ) Accrued compensation (42 ) Identifiable net assets acquired $ 5,919 Goodwill 3,043 Total purchase price $ 8,962 The following table presents details of the acquired intangible assets of Performance Bridge: Estimated Useful Life (in years) Fair Value Customer relationships 5.0 $ 5,100 Noncompete agreement 4.0 700 Total intangible assets $ 5,800 In the first quarter of 2019, the Company recorded expense of $139 in general and administrative expenses, representing the difference between the fair value of the contingent earnout consideration recorded by the Company and the final amount of contingent earnout consideration paid by the Company. Acquisition of Wazee Digital, Inc. On August 31, 2018, the Company acquired all of the outstanding capital stock of Wazee Digital by means of a merger of a wholly owned subsidiary of the Company with and into Wazee Digital, with Wazee Digital surviving the merger as a wholly owned subsidiary of the Company. The Company paid an aggregate purchase price of $12,552, comprised of $7,423 paid in cash and the issuance of a total of 491,157 shares of the Company’s common stock, valued at $5,129 based on the Company’s closing stock price on August 31, 2018. A portion of the consideration, consisting of $925 in cash and 60,576 shares of common stock, was deposited into a third-party escrow account at closing and will be held in such account to secure certain indemnification and other obligations of the former stockholders of Wazee Digital. A portion of such escrowed consideration was released in March 2019, and the balance will be held in such account until August 31, 2020. The acquisition of Wazee Digital has expanded the Company’s offerings to include digital content management and licensing solutions. The following table summarizes the fair value of the purchase price consideration for the acquisition of Wazee Digital: Acquisition consideration Amount Cash consideration at closing $ 7,423 Equity consideration at closing 5,129 Total $ 12,552 The following is an allocation of the purchase price as of the August 31, 2018 closing date under the acquisition method of accounting and is preliminary as to the determination of deferred taxes as the information is not available at the time of this filing. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Preliminary purchase price allocation: Amount Cash $ 975 Accounts receivable 2,396 Prepaid and other current assets 376 Property and equipment 292 Intangible assets 13,300 Accounts payable (825 ) Accrued expenses and other current liabilities (3,516 ) Accrued compensation (850 ) Other long-term liabilities (700 ) Identifiable net assets acquired $ 11,448 Goodwill 1,104 Total purchase price $ 12,552 The following table presents details of the acquired intangible assets of Wazee Digital: Estimated Useful Life (in years) Fair Value Developed technology 5.0 $ 9,100 Customer relationships 5.0 4,200 Total intangible assets $ 13,300 Acquisition of Machine Box, Inc. On September 6, 2018, the Company acquired all of the outstanding capital stock of Machine Box, Inc. (“Machine Box”) by means of a merger of a wholly owned subsidiary of the Company with and into Machine Box, with Machine Box surviving the merger as a wholly owned subsidiary of the Company. The Company paid initial consideration of $1,484, and agreed to pay up to an additional $3,000 in contingent amounts if Machine Box achieves certain technical development and integration milestones within 12 months after the closing of the acquisition, a portion of which was paid in the first six months of 2019, as discussed below. The initial consideration was comprised of $423 paid in cash and issuance of a total of 128,300 shares of the Company’s common stock, valued at $1,061 based on the Company’s closing stock price on September 6, 2018, of which $80 in cash and 26,981 shares of common stock were held back from payment and issuance by the Company until September 6, 2020, to secure certain indemnification and other obligations of the former stockholders of Machine Box. The additional contingent payments (if earned) will be comprised of 20% cash and 80% shares of the Company’s common stock. The fair value of the contingent amount totaled $2,880 and is treated as compensation expense for post-combination services as payment of such amount is conditioned upon the continued employment of certain key employees of Machine Box in addition to the achievement of certain performance milestones by Machine Box. The preliminary fair value of the contingent amount was determined using a probability-weighted expected payment model. This expense is being recognized as research and development expense over three separate intervals tied to the specific performance milestones during the twelve months following the acquisition. The Company recorded compensation expense of $453 and $1,333 in research and development expense in connection with the additional contingent amounts in the three and six months ended June 30, 2019, respectively. In March 2019, the Company determined that Machine Box had achieved the technical development and integration milestones required to be completed as of March 6, 2019 and, as a result, the former Machine Box stockholders became entitled to receive an aggregate of $200 in cash and an aggregate of 135,583 shares of the Company’s common stock, valued at $880 based on the closing price of the Company’s common stock on March 6, 2019. In March 2019, the Company paid to the former Machine Box stockholders an aggregate of $160 in cash and issued to them an aggregate of 108,469 shares of the Company’s common stock. The remaining $40 in cash and 27,114 shares of common stock were held back from payment and issuance by the Company until September 6, 2020, to secure certain indemnification and other obligations of the former stockholders of Machine Box. The value of the common stock that was held back was recorded to additional paid-in capital. In June 2019, the Company determined that Machine Box had achieved the technical development and integration milestones required to be completed as of June 6, 2019 and, as a result, the former Machine Box stockholders became entitled to receive an aggregate of $200 in cash and an aggregate of 97,082 shares of the Company’s common stock, valued at $808 based on the closing price of the Company’s common stock on June 6, 2019. The Company issued to the former Machine Box stockholders an aggregate of 77,666 shares of the Company’s common stock in June 2019, and paid to them an aggregate of $160 in cash in July 2019. The remaining $40 in cash and 19,416 shares of common stock were held back from payment and issuance by the Company until September 6, 2020, to secure certain indemnification and other obligations of the former stockholders of Machine Box. The value of the common stock that was held back was recorded to additional paid-in capital. Machine Box is a developer of state-of-the-art machine learning technologies, which have enhanced the Company’s aiWARE platform capabilities. The following table summarizes the fair value of the initial purchase price consideration for the acquisition of Machine Box: Acquisition consideration Amount Cash consideration at closing $ 423 Equity consideration at closing 1,061 Total $ 1,484 The following is an allocation of the purchase price as of the September 6, 2018 closing date under the acquisition method of accounting and is preliminary as to the determination of deferred taxes as the information is not available at the time of this filing. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Preliminary purchase price allocation: Amount Cash $ 25 Intangible assets 700 Accrued expenses (375 ) Identifiable net assets acquired $ 350 Goodwill 1,134 Total purchase price $ 1,484 The following table presents details of the acquired intangible assets of Machine Box: Estimated Useful Life (in years) Fair Value Developed technology 5.0 $ 500 Trademarks and tradenames 2.3 100 Noncompete agreement 3.0 100 Total intangible assets $ 700 Assumptions in the Allocations of Purchase Price Management prepared the purchase price allocations for the acquired businesses, and in doing so considered or relied in part upon a report of a third party valuation expert to calculate the fair value of certain acquired assets and liabilities of each acquired business, which would primarily include identifiable intangible assets and the contingent earn-out amounts. Determining the fair value of assets and liabilities requires management to make significant estimates and assumptions which are preliminary and subject to change upon finalization of the valuation analysis. The goodwill recognized is the excess of the purchase price over the fair value of net assets acquired. Certain liabilities and deferred taxes included in the purchase price allocations are based on management's best estimates of the amounts to be paid or settled and based on information available at the time the purchase price allocations were prepared. Updates to and/or completion of the Company’s evaluation of certain income tax positions may result in changes to the recorded amounts of assets and liabilities, with corresponding adjustments to goodwill amounts in subsequent periods. The Company does not expect to deduct any of the acquired goodwill for tax purposes. |
Net Loss Per Share
Net Loss Per Share | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Loss Per Share | NOTE 4. NET LOSS PER SHARE The following table presents the computation of basic and diluted net loss per share: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Numerator Net loss $ (16,691 ) $ (14,330 ) $ (32,997 ) $ (27,379 ) Denominator Weighted-average common shares outstanding 20,817,466 16,438,897 20,201,819 16,324,431 Less: Weighted-average shares subject to repurchase (58,070 ) (124,661 ) (63,063 ) (131,862 ) Denominator for basic and diluted net loss per share 20,759,396 16,314,236 20,138,756 16,192,569 Basic and diluted net loss per share $ (0.80 ) $ (0.88 ) $ (1.64 ) $ (1.69 ) Potentially dilutive securities that were not included in the calculation of diluted net loss per share because their effect would be anti-dilutive were as follows (in common equivalent shares): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Common stock options and restricted stock units 10,125,468 4,947,896 9,715,403 4,826,523 Warrants to purchase common stock 1,297,151 1,214,104 1,297,151 1,167,249 11,422,619 6,162,000 11,012,554 5,993,772 |
Financial Instruments
Financial Instruments | 6 Months Ended |
Jun. 30, 2019 | |
Investments All Other Investments [Abstract] | |
Financial Instruments | NOTE 5. FINANCIAL INSTRUMENTS Fair value is defined 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. Valuation techniques used to measure fair value must maximize the use of observable inputs and minimize the use of unobservable inputs. The fair value hierarchy is based on three levels of inputs, the first two of which are considered observable and the last unobservable, that may be used to measure fair value, as follows: • Level 1—quoted prices (unadjusted) in active markets for identical assets or liabilities; • Level 2—inputs other than Level 1 that are observable, either directly or indirectly, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; or • Level 3—unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. The Company classifies its cash, cash equivalents and marketable securities within Level 1 or Level 2 of the fair value hierarchy on the basis of valuations using quoted market prices or alternate pricing sources and models utilizing market observable inputs, respectively. The Company’s money market funds are valued based on quoted prices for the specific securities in an active market and are therefore classified as Level 1. The Company’s government securities and corporate debt securities are valued on the basis of valuations provided by third-party pricing services, as derived from such services’ pricing models, and are therefore classified as Level 2. As of June 30, 2019, the Company has not made any adjustments to the prices obtained from its third-party pricing providers. Cash and Cash Equivalents and Marketable Securities The Company’s money market funds and marketable securities are categorized as Level 1 and 2, respectively, within the fair value hierarchy. The following table shows the cost, gross unrealized losses and fair value, with a breakdown by significant investment category, of the Company’s cash and cash equivalents and marketable securities as of June 30, 2019: Gross Cash and Unrealized Fair Cash Marketable Cost Losses Value Equivalents Securities Cash $ 16,258 $ — $ 16,258 $ 16,258 $ — Level 1: Money market funds 24,017 — 24,017 24,017 — Level 2: Corporate debt securities 4,998 — 4,998 — 4,998 Total $ 45,273 $ — $ 45,273 $ 40,275 $ 4,998 As of December 31, 2018, the Company’s cash and cash equivalents and marketable securities balances were as follows: Gross Cash and Unrealized Fair Cash Marketable Cost Losses Value Equivalents Securities Cash $ 13,337 $ — $ 13,337 $ 13,337 $ — Level 1: Money market funds 24,202 — 24,202 24,202 — Level 2: U.S. government securities 2,500 (2 ) 2,498 — 2,498 Corporate debt securities 11,113 (46 ) 11,067 — 11,067 Subtotal 13,613 (48 ) 13,565 — 13,565 Total $ 51,152 $ (48 ) $ 51,104 $ 37,539 $ 13,565 The Company had no marketable securities that have been in a continuous unrealized loss position for less than 12 months and for 12 months or greater as of June 30, 2019. The following tables show information about the Company’s marketable securities that have been in a continuous unrealized loss position for less than 12 months and for 12 months or greater as of December 31, 2018: December 31, 2018 Continuous Unrealized Losses Less than 12 Months 12 Months or Greater Total Fair value of marketable securities $ 13,565 $ — $ 13,565 Unrealized losses $ (48 ) $ — $ (48 ) All marketable securities held by the Company as of June 30, 2019 will mature in one year or less. The Company may sell certain of its marketable securities prior to their stated maturities for strategic reasons including, but not limited to, anticipation of credit deterioration and duration management. The Company typically invests in highly-rated securities, and its investment policy generally limits the amounts that may be invested with any one issuer. The policy generally requires investments to be investment grade, with the primary objective of minimizing the potential risk of principal loss. Fair values were determined for each individual security in the securities portfolio. Stock Warrants All of the Company’s outstanding stock warrants are categorized as Level 3 within the fair value hierarchy. Stock warrants have been recorded at their fair value using either a probability weighted expected return model or the Black-Scholes option-pricing model. These models incorporate contractual terms, maturity, risk-free interest rates and volatility. The value of the Company’s stock warrants would increase if a higher risk-free interest rate was used, and would decrease if a lower risk-free interest rate was used. Similarly, a higher volatility assumption would increase the value of the stock warrants, and a lower volatility assumption would decrease the value of the stock warrants. The development and determination of the unobservable inputs for Level 3 fair value measurements and fair value calculations are the responsibility of the Company’s management with the assistance of a third-party valuation specialist. In April 2018, in connection with the advisory agreement between the Company and a financial advisory firm, the Company issued such firm a five-year warrant to purchase up to 20,000 shares of the Company’s common stock (“April 2018 Warrant”). The April 2018 Warrant was fully vested and exercisable upon issuance and has an exercise price of $11.73 per share. The Company recorded this stock warrant at its fair value using the Black-Scholes option-pricing model. The holder is able to redeem the warrant for a number of shares having a value equal to the in-the-money value of the warrant. The Company recorded the fair value of the warrant as a liability upon issuance, and such fair value is remeasured as of the end of each reporting period. The April 2018 Warrant was outstanding at June 30, 2019. The following table summarizes quantitative information with respect to the significant unobservable inputs that were used to value the April 2018 Warrant: June 30, 2019 December 31, 2018 Volatility 70 % 70 % Risk-free rate 1.76 % 2.51 % Term 3.75 years 4.25 years The following table represents a roll-forward of the fair value of the April 2018 Warrant, which was recorded within other accrued liabilities in the accompanying condensed consolidated balance sheet at June 30, 2019: Balance, December 31, 2018 $ 23 Change in fair value 50 Balance, June 30, 2019 $ 73 Adjustments to the fair value of the April 2018 Warrant were recorded in other income, net in the Company’s consolidated statement of operations and comprehensive loss for the three and six months ended June 30, 2019. There were no transfers between Level 1, Level 2 or Level 3 financial instruments in the six months ended June 30, 2019. |
Goodwill and Intangible Assets,
Goodwill and Intangible Assets, Net | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets, Net | NOTE 6. GOODWILL AND INTANGIBLE ASSETS, NET Goodwill The following table presents the changes in the carrying amount of goodwill: Carrying Amount Balance as of December 31, 2018 $ 5,509 Performance Bridge working capital adjustment 34 Wazee Digital purchase accounting adjustment (123 ) Balance as of June 30, 2019 $ 5,420 Intangible Assets Intangible assets, net consisted of the following: June 30, 2019 December 31, 2018 Weighted Gross Net Gross Net Average Useful Carrying Accumulated Carrying Carrying Accumulated Carrying Life (in years) Amount Amortization Amount Amount Amortization Amount Acquired software and technology 1.3 $ 3,576 $ (2,031 ) $ 1,545 $ 3,576 $ (1,613 ) $ 1,963 Licensed technology 2.1 500 (125 ) 375 500 (42 ) 458 Developed technology 4.1 10,077 (1,613 ) 8,464 9,600 (792 ) 8,808 Customer relationships 4.1 9,300 (1,550 ) 7,750 9,300 (733 ) 8,567 Trademarks and trade names 1.4 100 (37 ) 63 100 (15 ) 85 Noncompete agreements 3.0 800 (174 ) 626 800 (201 ) 599 Total 3.6 $ 24,353 $ (5,530 ) $ 18,823 $ 23,876 $ (3,396 ) $ 20,480 The following table presents amortization expense associated with the Company’s finite-lived intangible assets, which is included in the consolidated statement of operations and comprehensive loss: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Cost of revenues $ 535 $ 48 $ 905 $ 96 Sales and marketing 319 — 391 — Research and development 256 256 512 517 General and administrative 212 3 355 5 Total $ 1,322 $ 307 $ 2,163 $ 618 The following table presents future amortization of the Company’s finite-lived intangible assets at June 30, 2019: 2019 (6 months) $ 2,697 2020 5,382 2021 4,261 2022 3,963 2023 2,520 Total $ 18,823 |
Consolidated Financial Statemen
Consolidated Financial Statements Details | 6 Months Ended |
Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Consolidated Financial Statements Details | NOTE 7. CONSOLIDATED FINANCIAL STATEMENTS DETAILS Consolidated Balance Sheets Details Cash, cash equivalents, and restricted cash Cash, cash equivalents, and restricted cash consisted of the following: As of June 30, December 31, 2019 2018 Cash and cash equivalents $ 40,275 $ 37,539 Long-term restricted cash 1,135 1,237 Total cash, cash equivalents and restricted cash $ 41,410 $ 38,776 The Company’s restricted cash is held as collateral for the Company’s stand-by letter of credit and credit cards. Accounts Receivable, Net Accounts receivable consisted of the following: As of June 30, December 31, 2019 2018 Accounts receivable — $ 23,167 $ 26,226 Accounts receivable — 2,166 2,418 Accounts receivable — 1,558 538 26,891 29,182 Less: allowance for doubtful accounts (71 ) (40 ) Accounts receivable, net $ 26,820 $ 29,142 The amount that the Company invoices and collects from advertising clients includes the cost of the advertisement placed for them with media vendors and the amount of the commission earned by the Company. The average commission earned by the Company is less than 15% of the total amount invoiced and collected from the advertising clients. Property, equipment and improvements, net Property, equipment and improvements, net consisted of the following: As of June 30, December 31, 2019 2018 Property and equipment $ 2,151 $ 2,019 Leasehold improvements 2,876 2,875 5,027 4,894 Less: accumulated depreciation (1,367 ) (886 ) Property, equipment and improvements, net $ 3,660 $ 4,008 Depreciation expense was $263 and $555 for the three and six months ended June 30, 2019, respectively. Depreciation expense was $167 and $215 for the three and six months ended June 30, 2018, respectively. Accounts Payable Accounts payable consisted of the following: As of June 30, December 31, 2019 2018 Accounts payable — $ 17,148 $ 27,655 Accounts payable — 1,311 1,059 Total $ 18,459 $ 28,714 Accounts payable – Advertising reflects the cost of advertisements placed with media vendors on behalf of the Company’s advertising clients. Consolidated Statement of Operations and Comprehensive Loss Details Net Revenues Net revenues for the periods presented were comprised of the following: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Advertising $ 5,842 $ 3,308 $ 11,556 $ 6,429 aiWARE SaaS Solutions 2,677 860 5,457 2,127 aiWARE Content Licensing and Media Services 3,751 — 7,382 — Total net revenues $ 12,270 $ 4,168 $ 24,395 $ 8,556 During the three and six months ended June 30, 2019, the Company made $52,973 and $103,755, respectively, in gross media placements, of which $48,676 and $97,744, respectively, were billed directly to clients. Of the amounts billed directly to clients, $43,125 and $86,712 represented media-related costs netted against billings during the three and six months ended June 30, 2019, respectively. During the three and six months ended June 30, 2018, the Company made $31,451 and $60,872, respectively, in gross media placements, of which $26,322 and $51,895, respectively, were billed directly to clients. Of the amounts billed directly to clients, $23,014 and $45,464 represented media-related costs netted against billings during the three and six months ended June 30, 2018, respectively. Other Income, Net Other income, net for the periods presented was comprised of the following: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Interest income, net $ 160 $ 168 $ 329 $ 349 Change in fair value of warrant liability (37 ) (15 ) (50 ) (15 ) Other (72 ) (20 ) (17 ) (18 ) Other income, net $ 51 $ 133 $ 262 $ 316 |
Commitments and Contingencies
Commitments and Contingencies | 6 Months Ended |
Jun. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 8. COMMITMENTS AND CONTINGENCIES Leases The Company leases facilities under operating lease arrangements expiring on various dates through fiscal year 2024. Certain of the Company’s leases contain standard rent escalation and renewal clauses. Under certain leases, the Company is required to pay operating expenses in addition to base rent. Rent expense for lease payments is recognized on a straight-line basis over the lease term. As of June 30, 2019, future minimum lease payments were as follows: 2019 (6 months) $ 1,256 2020 2,414 2021 2,211 2022 1,852 2023 1,680 Thereafter 1,730 Total minimum payments $ 11,143 The total rent expense for all operating leases was $735 and $1,479 for the three and six months ended June 30, 2019, respectively. The total rent expense for all operating leases was $501 and $833 for the three and six months ended June 30, 2018, respectively. Other Contingencies From time to time, the Company may be involved in litigation relating to claims arising out of its operations in the normal course of business. The Company currently is not a party to any legal proceedings, the adverse outcome of which, in management’s opinion, individually or in the aggregate, would have a material adverse effect on the Company’s results of operations, financial position or cash flows. |
Stockholders' Equity
Stockholders' Equity | 6 Months Ended |
Jun. 30, 2019 | |
Equity [Abstract] | |
Stockholders' Equity | NOTE 9. STOCKHOLDERS’ EQUITY Common Stock Issuances During the first six months of 2019, the Company issued an aggregate of 1,668,663 shares of its common stock, which were sold pursuant to the Equity Distribution Agreement. The Company received net proceeds from such sales of $12,215 after deducting expenses of $428. During the first six months of 2019, the Company issued an aggregate of 580,713 shares of common stock to the former stockholder of Performance Bridge. See Note 3 for additional information. During the first six months of 2019, the Company issued 186,135 shares of common stock to the former stockholders of Machine Box. See Note 3 for additional information. During the first six months of 2019, the Company issued an aggregate of 147,675 shares of its common stock in connection with the exercise of stock options and vesting of restricted stock units under its stock incentive plans and purchases under its Employee Stock Purchase Plan (the “ESPP”). Common Stock Warrants As of June 30, 2019 and December 31, 2018, the Company had outstanding warrants to purchase an aggregate of 1,297,151 shares of the Company’s common stock. |
Stock Plans
Stock Plans | 6 Months Ended |
Jun. 30, 2019 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock Plans | NOTE 10. STOCK PLANS Stock-Based Compensation During six months ended June 30, 2019, the Company granted options to purchase an aggregate of 555,346 shares of its common stock that are subject to time-based vesting conditions (“Time-Based Options”), and options to purchase an aggregate of 1,545,849 shares of its common stock that are subject to performance-based vesting conditions (“Performance Options”). All Time-Based Options granted during the six months ended June 30, 2019 will vest over a period of four years. All Performance Options granted during the six months ended June 30, 2019 will become exercisable in three equal tranches based on the achievement of market price goals for the Company’s common stock of $49.15 per share, $98.31 per share and $196.62 per share, respectively. For each tranche to become exercisable, the closing price per share of the Company’s common stock must meet or exceed the applicable stock price goal for a period of 30 consecutive trading days. The Company valued the Time-Based Options using the Black-Scholes Merton option pricing model. The following assumptions were used to compute the grant date fair values of the Time-Based Options granted during the six months ended June 30, 2019: Expected term (in years) 6.0 - 6.1 Expected volatility 66% - 68% Risk-free interest rate 1.8% - 2.5% Expected dividend yield — The Company valued the Performance Options using a Monte Carlo simulation model. The following assumptions were used in the Monte Carlo simulation model for computing the grant date fair values of the Performance Options granted during the six months ended June 30, 2019: Estimated volatility 65 % Risk-free interest rate 2.7 % Dividend yield — % Cost of equity 14 % The fair value per share was determined for each of the three tranches of each Performance Option. The weighted average grant date fair value of the Performance Options granted during the six months ended June 30, 2019 was $2.57 per share. The total fair value of such Performance Options is $3,970 and is being recorded as stock-based compensation expense over an average derived service period of 6.4 years. The assumptions used in calculating the fair values of purchase rights granted under the ESPP during the six months ended June 30, 2019 are set forth in the table below: Expected term (in years) 0.5 - 2.0 Expected volatility 51% - 71% Risk-free interest rate 1.3% - 2.5% Expected dividend yield — The Company’s stock-based compensation expense recognized for the periods presented was as follows: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Stock-based compensation expense by type of award: Restricted stock units $ 299 $ 99 $ 497 $ 147 Restricted stock awards 96 135 256 353 Machine Box contingent common stock issuances 523 — 1,227 — Performance-based stock options 2,020 53 3,956 53 Stock options 2,703 2,246 5,060 4,282 Employee stock purchase plan 137 118 289 290 Total $ 5,778 $ 2,651 $ 11,285 $ 5,125 Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Stock-based compensation expense by operating expense grouping: Sales and marketing $ 271 $ 248 $ 514 $ 568 Research and development 900 266 1,984 507 General and administrative 4,607 2,137 8,787 4,050 $ 5,778 $ 2,651 $ 11,285 $ 5,125 Equity Award Activity Restricted Stock Awards The Company’s restricted stock award activity for the six months ended June 30, 2019 was as follows: Weighted Average Grant Shares Date Fair Value Unvested at December 31, 2018 72,208 $ 7.26 Vested (31,245 ) $ 6.95 Unvested at June 30, 2019 40,963 $ 7.50 At June 30, 2019, total unrecognized compensation cost related to restricted stock was $246, which is expected to be recognized over a weighted average period of 1.3 years. Restricted Stock Units The Company’s restricted stock unit activity for the six months ended June 30, 2019 was as follows: Weighted Average Grant Shares Date Fair Value Unvested at December 31, 2018 49,143 $ 12.57 Granted 150,211 $ 7.28 Forfeited (1,000 ) $ 8.81 Vested (35,609 ) $ 13.99 Unvested at June 30, 2019 162,745 $ 7.40 At June 30, 2019, total unrecognized compensation cost related to restricted stock units was $950, which is expected to be recognized over a weighted average period of 1.2 years. Performance-Based Stock Options The activity during the six months ended June 30, 2019 related to stock options that are subject to performance-based vesting conditions tied to the future achievement of stock price goals by the Company was as follows: Weighted-Average Remaining Aggregate Exercise Contractual Intrinsic Options Price Term Value Outstanding at December 31, 2018 3,167,325 $ 21.25 Granted 1,545,849 $ 5.74 Forfeited (102,648 ) $ 5.67 Outstanding at June 30, 2019 4,610,526 $ 16.40 9.11 years $ 3,771 Exercisable at June 30, 2019 — $ — — $ — The weighted average grant date fair values of the performance-based stock options granted during the six months ended June 30, 2019 and 2018 were $2.57 and $9.59 per share, respectively. No performance-based stock options vested during the six months ended June 30, 2019 or 2018. At June 30, 2019, total unrecognized compensation expense related to performance-based stock options was $26,231 and is expected to be recognized over a weighted average period of 3.7 years. Stock Options The activity during the six months ended June 30, 2019 related to all other stock options was as follows: Weighted-Average Remaining Aggregate Exercise Contractual Intrinsic Options Price Term Value Outstanding at December 31, 2018 5,154,691 $ 13.78 Granted 555,346 $ 5.98 Exercised (47,099 ) $ 2.56 Forfeited (183,892 ) $ 12.45 Expired (58,459 ) $ 13.09 Outstanding at June 30, 2019 5,420,587 $ 13.13 8.08 years $ 3,368 Exercisable at June 30, 2019 3,269,820 $ 13.94 7.65 years $ 1,811 The weighted average grant date fair value of stock options granted during the six months ended June 30, 2019 and 2018 was $3.72 and $9.73 per share, respectively. The aggregate intrinsic value of the options exercised during the six months ended June 30, 2019 and 2018 was $177 and $1,698, respectively. The total grant date fair value of stock options vested during the six months ended June 30, 2019 and 2018 was $5,465 and $4,626, respectively. At June 30, 2019, total unrecognized compensation expense related to stock options was $13,924 and is expected to be recognized over a weighted average period of 2.1 years. The aggregate intrinsic values in the tables above represents the difference between the fair market value of the Company’s common stock and the average option exercise price of in-the-money options, multiplied by the number of such options. Employee Stock Purchase Plan On January 31, 2019, a total of 64,967 shares of common stock were purchased under the Company’s ESPP. As of June 30, 2019, accrued employee contributions for future purchases under the ESPP totaled $277. |
Presentation and Summary of S_2
Presentation and Summary of Significant Accounting Policies (Policies) | 6 Months Ended |
Jun. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Preparation | Basis of Presentation and Preparation The accompanying condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America (“GAAP”) for interim financial statements and the rules and regulations of the Securities and Exchange Commission (the “SEC”). Accordingly, they do not contain all information and footnotes required by GAAP for annual financial statements. Such unaudited condensed consolidated financial statements and accompanying notes are the representations of the Company’s management, who is responsible for their integrity and objectivity. The information included in this Form 10-Q should be read in conjunction with the information included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2018, filed with the SEC on March 18, 2019. Interim results for the three and six months ended June 30, 2019 are not necessarily indicative of the results the Company will have for the full year ending December 31, 2019. The accompanying condensed consolidated financial statements have been prepared on the same basis as the annual financial statements and, in the opinion of management, reflect all adjustments, which are normal and recurring, necessary to fairly state its financial position, results of operations and cash flows. All significant intercompany transactions have been eliminated in consolidation. The financial data and the other information disclosed in these notes to the condensed consolidated financial statements reflected in the three month period presented are unaudited. The December 31, 2018 balance sheet included herein was derived from the audited financial statements but does not include all disclosures or notes required by GAAP for complete financial statements. |
Liquidity and Capital Resources | Liquidity and Capital Resources During 2018 and 2017, the Company generated negative cash flows from operations of $42,227 and $31,911, respectively, and incurred net losses of $61,104 and $59,601, respectively. In the six months ended June 30, 2019, the Company generated negative cash flow from operations of $16,606 and incurred a net loss of $32,997. Also, the Company had an accumulated deficit of $203,408 as of June 30, 2019. Historically, the Company has satisfied its capital needs with the net proceeds from its sales of equity securities, its issuance of convertible debt, and the exercise of common stock warrants. In June 2018, the Company raised net proceeds of $32,780 through an underwritten offering of its common stock, and in the first six months of 2019, the Company raised net proceeds of $12,215 through sales of its common stock under an Equity Distribution Agreement dated June 1, 2018 (the “Equity Distribution Agreement”). The Company expects to continue to generate net losses for the foreseeable future as it makes significant investments in developing and selling its products and services. Also, the Company will continue to evaluate potential acquisitions of, or investments in, companies or technologies that complement its business, which acquisitions may require the use of cash. Management believes that the Company’s existing balances of cash, cash equivalents and marketable securities, which totaled $45,273 as of June 30, 2019, will be sufficient to meet its anticipated cash requirements for at least twelve months from the date that these financial statements are issued. However, the Company’s does not expect that its current cash, cash equivalents and marketable securities will be sufficient to support the development of its business to the point at which the Company has positive cash flows from operations, particularly if it uses cash to finance any acquisitions or investments in the future. The Company plans to meet its future needs for additional capital through equity and/or debt |
Use of Accounting Estimates | Use of Accounting Estimates The preparation of the accompanying condensed consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the accompanying condensed consolidated financial statements and the reported amounts of revenue and expenses during the reporting period. The principal estimates relate to revenue recognition, allowance for doubtful accounts, the valuation of stock awards and stock warrants, income taxes, and the allocation of net assets acquired from business acquisitions as well as contingent consideration, where applicable. Actual results could differ from those estimates. |
Significant Customers | Significant Customers The Company’s top ten customers accounted for approximately 25.9% and 24.9% of the Company’s net revenues for the three and six months ended June 30, 2019, respectively. The Company’s top ten customers accounted for approximately 49.7% and 52.1% of the Company’s net revenues for the three and six months ended June 30, 2018, respectively. No individual customer accounted for 10% or more of the Company’s net revenues for the three and six months ended June 30, 2019. |
Significant Accounting Policies | Significant Accounting Policies During the six months ended June 30, 2019, there have been no material changes in the Company’s significant accounting policies from those disclosed in its Annual Report on Form 10-K for the year ended December 31, 2018. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2016, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments (a consensus of the Emerging Issues Task Force) In November 2016, the FASB issued ASU No. 2016-18, Statement of Cash Flows (Topic 230): Restricted Cash |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In May 2014, the FASB issued ASU No. 2014-09, Revenue from Contracts with Customers (Topic 606) Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing Revenue from Contracts with Customers (Topic 606): Narrow-Scope Improvements and Practical Expedients The Company will apply the new revenue standard on a modified retrospective basis with an adjustment to retained earnings to recognize the cumulative effect of adoption. The Company is currently evaluating the impact this standard will have on its consolidated financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases (Topic 842) In January 2017, the FASB issued ASU No. 2017-04, Intangibles—Goodwill and Other (Topic 350): Simplifying the Test for Goodwill Impairment In June 2018, the FASB issued ASU No. 2018-07, Compensation—Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting In August 2018, the FASB issued ASU No. 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement |
Business Combinations (Tables)
Business Combinations (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Performance Bridge [Member] | |
Summary of Fair Value of Purchase Price Consideration | The following table summarizes the fair value of the purchase price consideration for the acquisition of Performance Bridge: Acquisition consideration Amount Cash consideration at closing $ 1,220 Equity consideration at closing 3,938 Working capital adjustment 34 Contingent earnout consideration 3,770 Estimated purchase price $ 8,962 |
Purchase Price Allocation Based Upon Preliminary Estimate of Fair Value of Assets Acquired and Liabilities Assumed | The following allocation of the purchase price as of the August 21, 2018 closing date under the acquisition method of accounting is preliminary as to the determination of deferred taxes as the information is not available at the time of this filing. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Preliminary purchase price allocation: Amount Cash $ 2,283 Accounts receivable 3,551 Prepaid and other current assets 23 Property and equipment 43 Intangible assets 5,800 Accounts payable (1,402 ) Accrued expenses and other current liabilities (4,337 ) Accrued compensation (42 ) Identifiable net assets acquired $ 5,919 Goodwill 3,043 Total purchase price $ 8,962 |
Summary of Details of Acquired Intangible Assets | The following table presents details of the acquired intangible assets of Performance Bridge: Estimated Useful Life (in years) Fair Value Customer relationships 5.0 $ 5,100 Noncompete agreement 4.0 700 Total intangible assets $ 5,800 |
Wazee Digital Inc [Member] | |
Summary of Fair Value of Purchase Price Consideration | The following table summarizes the fair value of the purchase price consideration for the acquisition of Wazee Digital: Acquisition consideration Amount Cash consideration at closing $ 7,423 Equity consideration at closing 5,129 Total $ 12,552 |
Purchase Price Allocation Based Upon Preliminary Estimate of Fair Value of Assets Acquired and Liabilities Assumed | The following is an allocation of the purchase price as of the August 31, 2018 closing date under the acquisition method of accounting and is preliminary as to the determination of deferred taxes as the information is not available at the time of this filing. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Preliminary purchase price allocation: Amount Cash $ 975 Accounts receivable 2,396 Prepaid and other current assets 376 Property and equipment 292 Intangible assets 13,300 Accounts payable (825 ) Accrued expenses and other current liabilities (3,516 ) Accrued compensation (850 ) Other long-term liabilities (700 ) Identifiable net assets acquired $ 11,448 Goodwill 1,104 Total purchase price $ 12,552 |
Summary of Details of Acquired Intangible Assets | The following table presents details of the acquired intangible assets of Wazee Digital: Estimated Useful Life (in years) Fair Value Developed technology 5.0 $ 9,100 Customer relationships 5.0 4,200 Total intangible assets $ 13,300 |
Machine Box, Inc. [Member] | |
Summary of Fair Value of Purchase Price Consideration | The following table summarizes the fair value of the initial purchase price consideration for the acquisition of Machine Box: Acquisition consideration Amount Cash consideration at closing $ 423 Equity consideration at closing 1,061 Total $ 1,484 |
Purchase Price Allocation Based Upon Preliminary Estimate of Fair Value of Assets Acquired and Liabilities Assumed | The following is an allocation of the purchase price as of the September 6, 2018 closing date under the acquisition method of accounting and is preliminary as to the determination of deferred taxes as the information is not available at the time of this filing. The purchase price allocation is based upon an estimate of the fair value of the assets acquired and the liabilities assumed by the Company in the acquisition: Preliminary purchase price allocation: Amount Cash $ 25 Intangible assets 700 Accrued expenses (375 ) Identifiable net assets acquired $ 350 Goodwill 1,134 Total purchase price $ 1,484 |
Summary of Details of Acquired Intangible Assets | The following table presents details of the acquired intangible assets of Machine Box: Estimated Useful Life (in years) Fair Value Developed technology 5.0 $ 500 Trademarks and tradenames 2.3 100 Noncompete agreement 3.0 100 Total intangible assets $ 700 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Earnings Per Share [Abstract] | |
Computation of Basic and Diluted Net Loss Per Common Share | The following table presents the computation of basic and diluted net loss per share: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Numerator Net loss $ (16,691 ) $ (14,330 ) $ (32,997 ) $ (27,379 ) Denominator Weighted-average common shares outstanding 20,817,466 16,438,897 20,201,819 16,324,431 Less: Weighted-average shares subject to repurchase (58,070 ) (124,661 ) (63,063 ) (131,862 ) Denominator for basic and diluted net loss per share 20,759,396 16,314,236 20,138,756 16,192,569 Basic and diluted net loss per share $ (0.80 ) $ (0.88 ) $ (1.64 ) $ (1.69 ) |
Effect of Anti-dilutive Securities | Potentially dilutive securities that were not included in the calculation of diluted net loss per share because their effect would be anti-dilutive were as follows (in common equivalent shares): Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Common stock options and restricted stock units 10,125,468 4,947,896 9,715,403 4,826,523 Warrants to purchase common stock 1,297,151 1,214,104 1,297,151 1,167,249 11,422,619 6,162,000 11,012,554 5,993,772 |
Financial Instruments (Tables)
Financial Instruments (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Schedule of Cash and Available-For-Sale Securities' Cost, Gross Unrealized Losses and Fair Value by Significant Investment Category | The following table shows the cost, gross unrealized losses and fair value, with a breakdown by significant investment category, of the Company’s cash and cash equivalents and marketable securities as of June 30, 2019: Gross Cash and Unrealized Fair Cash Marketable Cost Losses Value Equivalents Securities Cash $ 16,258 $ — $ 16,258 $ 16,258 $ — Level 1: Money market funds 24,017 — 24,017 24,017 — Level 2: Corporate debt securities 4,998 — 4,998 — 4,998 Total $ 45,273 $ — $ 45,273 $ 40,275 $ 4,998 As of December 31, 2018, the Company’s cash and cash equivalents and marketable securities balances were as follows: Gross Cash and Unrealized Fair Cash Marketable Cost Losses Value Equivalents Securities Cash $ 13,337 $ — $ 13,337 $ 13,337 $ — Level 1: Money market funds 24,202 — 24,202 24,202 — Level 2: U.S. government securities 2,500 (2 ) 2,498 — 2,498 Corporate debt securities 11,113 (46 ) 11,067 — 11,067 Subtotal 13,613 (48 ) 13,565 — 13,565 Total $ 51,152 $ (48 ) $ 51,104 $ 37,539 $ 13,565 |
Schedule of Marketable Securities That Have Been in Continuous Unrealized Loss Position for Less than 12 months and for 12 months or Greater | The following tables show information about the Company’s marketable securities that have been in a continuous unrealized loss position for less than 12 months and for 12 months or greater as of December 31, 2018: December 31, 2018 Continuous Unrealized Losses Less than 12 Months 12 Months or Greater Total Fair value of marketable securities $ 13,565 $ — $ 13,565 Unrealized losses $ (48 ) $ — $ (48 ) |
Reconciliation of Level 3 Measurement of Company's April 2018 Warrant | The following table represents a roll-forward of the fair value of the April 2018 Warrant, which was recorded within other accrued liabilities in the accompanying condensed consolidated balance sheet at June 30, 2019: Balance, December 31, 2018 $ 23 Change in fair value 50 Balance, June 30, 2019 $ 73 |
April 2018 Warrant [Member] | |
Summary of Quantitative Information with Respect to Significant Unobservable Inputs | The following table summarizes quantitative information with respect to the significant unobservable inputs that were used to value the April 2018 Warrant: June 30, 2019 December 31, 2018 Volatility 70 % 70 % Risk-free rate 1.76 % 2.51 % Term 3.75 years 4.25 years |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets, Net (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Summary of Changes in Carrying Amount of Goodwill | The following table presents the changes in the carrying amount of goodwill: Carrying Amount Balance as of December 31, 2018 $ 5,509 Performance Bridge working capital adjustment 34 Wazee Digital purchase accounting adjustment (123 ) Balance as of June 30, 2019 $ 5,420 |
Summary of Intangible Assets, Net | Intangible assets, net consisted of the following: June 30, 2019 December 31, 2018 Weighted Gross Net Gross Net Average Useful Carrying Accumulated Carrying Carrying Accumulated Carrying Life (in years) Amount Amortization Amount Amount Amortization Amount Acquired software and technology 1.3 $ 3,576 $ (2,031 ) $ 1,545 $ 3,576 $ (1,613 ) $ 1,963 Licensed technology 2.1 500 (125 ) 375 500 (42 ) 458 Developed technology 4.1 10,077 (1,613 ) 8,464 9,600 (792 ) 8,808 Customer relationships 4.1 9,300 (1,550 ) 7,750 9,300 (733 ) 8,567 Trademarks and trade names 1.4 100 (37 ) 63 100 (15 ) 85 Noncompete agreements 3.0 800 (174 ) 626 800 (201 ) 599 Total 3.6 $ 24,353 $ (5,530 ) $ 18,823 $ 23,876 $ (3,396 ) $ 20,480 |
Summary of Amortization Expense Associated with Finite-Lived Intangible Assets | The following table presents amortization expense associated with the Company’s finite-lived intangible assets, which is included in the consolidated statement of operations and comprehensive loss: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Cost of revenues $ 535 $ 48 $ 905 $ 96 Sales and marketing 319 — 391 — Research and development 256 256 512 517 General and administrative 212 3 355 5 Total $ 1,322 $ 307 $ 2,163 $ 618 |
Summary of Future Amortization of Finite-Lived Intangible Assets | The following table presents future amortization of the Company’s finite-lived intangible assets at June 30, 2019: 2019 (6 months) $ 2,697 2020 5,382 2021 4,261 2022 3,963 2023 2,520 Total $ 18,823 |
Consolidated Financial Statem_2
Consolidated Financial Statements Details (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Schedule of Cash, Cash Equivalents and Restricted Cash | Cash, cash equivalents, and restricted cash consisted of the following: As of June 30, December 31, 2019 2018 Cash and cash equivalents $ 40,275 $ 37,539 Long-term restricted cash 1,135 1,237 Total cash, cash equivalents and restricted cash $ 41,410 $ 38,776 |
Summary of Accounts Receivable, Net | Accounts receivable consisted of the following: As of June 30, December 31, 2019 2018 Accounts receivable — $ 23,167 $ 26,226 Accounts receivable — 2,166 2,418 Accounts receivable — 1,558 538 26,891 29,182 Less: allowance for doubtful accounts (71 ) (40 ) Accounts receivable, net $ 26,820 $ 29,142 |
Summary of Property Equipment and Improvements, Net | Property, equipment and improvements, net consisted of the following: As of June 30, December 31, 2019 2018 Property and equipment $ 2,151 $ 2,019 Leasehold improvements 2,876 2,875 5,027 4,894 Less: accumulated depreciation (1,367 ) (886 ) Property, equipment and improvements, net $ 3,660 $ 4,008 |
Summary of Accounts Payable | Accounts payable consisted of the following: As of June 30, December 31, 2019 2018 Accounts payable — $ 17,148 $ 27,655 Accounts payable — 1,311 1,059 Total $ 18,459 $ 28,714 |
Summary of Net Revenues | Net revenues for the periods presented were comprised of the following: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Advertising $ 5,842 $ 3,308 $ 11,556 $ 6,429 aiWARE SaaS Solutions 2,677 860 5,457 2,127 aiWARE Content Licensing and Media Services 3,751 — 7,382 — Total net revenues $ 12,270 $ 4,168 $ 24,395 $ 8,556 |
Schedule of Other Income, Net | Other income, net for the periods presented was comprised of the following: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Interest income, net $ 160 $ 168 $ 329 $ 349 Change in fair value of warrant liability (37 ) (15 ) (50 ) (15 ) Other (72 ) (20 ) (17 ) (18 ) Other income, net $ 51 $ 133 $ 262 $ 316 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Commitments And Contingencies Disclosure [Abstract] | |
Summary of Future Minimum Rentals Under Leases | As of June 30, 2019, future minimum lease payments were as follows: 2019 (6 months) $ 1,256 2020 2,414 2021 2,211 2022 1,852 2023 1,680 Thereafter 1,730 Total minimum payments $ 11,143 |
Stock Plans (Tables)
Stock Plans (Tables) | 6 Months Ended |
Jun. 30, 2019 | |
Schedule of Stock-based Compensation Expense | The Company’s stock-based compensation expense recognized for the periods presented was as follows: Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Stock-based compensation expense by type of award: Restricted stock units $ 299 $ 99 $ 497 $ 147 Restricted stock awards 96 135 256 353 Machine Box contingent common stock issuances 523 — 1,227 — Performance-based stock options 2,020 53 3,956 53 Stock options 2,703 2,246 5,060 4,282 Employee stock purchase plan 137 118 289 290 Total $ 5,778 $ 2,651 $ 11,285 $ 5,125 Three Months Ended Six Months Ended June 30, June 30, 2019 2018 2019 2018 Stock-based compensation expense by operating expense grouping: Sales and marketing $ 271 $ 248 $ 514 $ 568 Research and development 900 266 1,984 507 General and administrative 4,607 2,137 8,787 4,050 $ 5,778 $ 2,651 $ 11,285 $ 5,125 |
Schedule of Restricted Stock Award Activity | The Company’s restricted stock award activity for the six months ended June 30, 2019 was as follows: Weighted Average Grant Shares Date Fair Value Unvested at December 31, 2018 72,208 $ 7.26 Vested (31,245 ) $ 6.95 Unvested at June 30, 2019 40,963 $ 7.50 |
Schedule of Restricted Stock Unit Activity | The Company’s restricted stock unit activity for the six months ended June 30, 2019 was as follows: Weighted Average Grant Shares Date Fair Value Unvested at December 31, 2018 49,143 $ 12.57 Granted 150,211 $ 7.28 Forfeited (1,000 ) $ 8.81 Vested (35,609 ) $ 13.99 Unvested at June 30, 2019 162,745 $ 7.40 |
Schedule of Stock Option Activity | The activity during the six months ended June 30, 2019 related to all other stock options was as follows: Weighted-Average Remaining Aggregate Exercise Contractual Intrinsic Options Price Term Value Outstanding at December 31, 2018 5,154,691 $ 13.78 Granted 555,346 $ 5.98 Exercised (47,099 ) $ 2.56 Forfeited (183,892 ) $ 12.45 Expired (58,459 ) $ 13.09 Outstanding at June 30, 2019 5,420,587 $ 13.13 8.08 years $ 3,368 Exercisable at June 30, 2019 3,269,820 $ 13.94 7.65 years $ 1,811 |
Employee Stock Purchase Plan [Member] | |
Summary of Fair Value Assumptions of Stock Purchase Plan | The assumptions used in calculating the fair values of purchase rights granted under the ESPP during the six months ended June 30, 2019 are set forth in the table below: Expected term (in years) 0.5 - 2.0 Expected volatility 51% - 71% Risk-free interest rate 1.3% - 2.5% Expected dividend yield — |
Timebased Stock Option [Member] | |
Schedule of Fair Value Assumptions | The following assumptions were used to compute the grant date fair values of the Time-Based Options granted during the six months ended June 30, 2019: Expected term (in years) 6.0 - 6.1 Expected volatility 66% - 68% Risk-free interest rate 1.8% - 2.5% Expected dividend yield — |
Performance-based Stock Options [Member] | |
Summary of Fair Value Assumptions of Stock Purchase Plan | The following assumptions were used in the Monte Carlo simulation model for computing the grant date fair values of the Performance Options granted during the six months ended June 30, 2019: Estimated volatility 65 % Risk-free interest rate 2.7 % Dividend yield — % Cost of equity 14 % |
Schedule of Stock Option Activity | The activity during the six months ended June 30, 2019 related to stock options that are subject to performance-based vesting conditions tied to the future achievement of stock price goals by the Company was as follows: Weighted-Average Remaining Aggregate Exercise Contractual Intrinsic Options Price Term Value Outstanding at December 31, 2018 3,167,325 $ 21.25 Granted 1,545,849 $ 5.74 Forfeited (102,648 ) $ 5.67 Outstanding at June 30, 2019 4,610,526 $ 16.40 9.11 years $ 3,771 Exercisable at June 30, 2019 — $ — — $ — |
Presentation and Summary of S_3
Presentation and Summary of Significant Accounting Policies - Additional Information (Details) $ in Thousands | 1 Months Ended | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)Customer | Jun. 30, 2018USD ($)Customer | Jun. 30, 2019USD ($)Customer | Jun. 30, 2018USD ($)Customer | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | |
Significant Accounting Policies [Line Items] | |||||||
Negative cash flows from operations | $ 16,606 | $ 21,341 | $ 42,227 | $ 31,911 | |||
Net loss | $ 16,691 | $ 14,330 | 32,997 | 27,379 | 61,104 | $ 59,601 | |
Accumulated deficit | 203,408 | 203,408 | $ 170,411 | ||||
Proceeds from common stock offerings, net | $ 32,780 | 11,778 | $ 32,536 | ||||
Cash, cash equivalents and marketable securities | $ 45,273 | $ 45,273 | |||||
Sales Revenue, Net [Member] | Customer Concentration Risk [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Number of major customers | Customer | 10 | 10 | 10 | 10 | |||
Concentration risk percentage | 25.90% | 49.70% | 24.90% | 52.10% | |||
Equity Distribution Agreement [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Proceeds from common stock offerings, net | $ 12,215 | ||||||
Equity Distribution Agreement [Member] | Maximum [Member] | |||||||
Significant Accounting Policies [Line Items] | |||||||
Aggregate available offering price, common stock | $ 35,468 |
Business Combinations - Additio
Business Combinations - Additional Information (Detail) $ / shares in Units, $ in Thousands | Jun. 06, 2019USD ($)shares | Mar. 06, 2019USD ($)shares | Sep. 06, 2018USD ($)Intervalshares | Aug. 31, 2018USD ($)shares | Aug. 21, 2018USD ($)shares | Jul. 31, 2019USD ($)shares | Jun. 30, 2019shares | Mar. 31, 2019USD ($)shares | Jun. 30, 2019USD ($)shares | Mar. 31, 2019USD ($) | Jun. 30, 2018USD ($) | Jun. 30, 2019USD ($)shares | Jun. 30, 2018USD ($) | Jan. 25, 2019$ / shares |
Business Acquisition [Line Items] | ||||||||||||||
General and administrative | $ 11,645 | $ 7,513 | $ 23,335 | $ 14,291 | ||||||||||
Performance Bridge [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, effective date | Aug. 21, 2018 | |||||||||||||
Business acquisition, initial consideration paid | $ 5,158 | |||||||||||||
Business acquisition, contingent earn-out | 3,909 | |||||||||||||
Business acquisition, initial consideration cash paid | 1,220 | |||||||||||||
Business acquisition, cash consideration | $ 1,220 | |||||||||||||
Escrow deposit closing, date | Aug. 21, 2020 | |||||||||||||
Business acquisition, additional contingent consideration paid in cash | 883 | |||||||||||||
General and administrative | $ 139 | |||||||||||||
Aggregate purchase price paid | $ 8,962 | |||||||||||||
Performance Bridge [Member] | Common Stock [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, shares issued or issuable, value | $ 3,938 | |||||||||||||
Business acquisition, shares issued or issuable | shares | 349,072 | 580,713 | ||||||||||||
Business acquisition initial consideration, additional shares issued | shares | 6,482 | |||||||||||||
Business acquisition, closing price of common stock | $ / shares | $ 34 | |||||||||||||
Business combination, common stock issued for contingent earn-out payments | $ 3,026 | |||||||||||||
Business combination, common stock shares issued for contingent earn-out payments | shares | 574,231 | |||||||||||||
Performance Bridge [Member] | Escrow Deposit [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, cash consideration | $ 120 | |||||||||||||
Performance Bridge [Member] | Escrow Deposit [Member] | Common Stock [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, shares issued or issuable | shares | 34,335 | |||||||||||||
Wazee Digital Inc [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, effective date | Aug. 31, 2018 | |||||||||||||
Business acquisition, cash consideration | $ 7,423 | |||||||||||||
Escrow deposit closing, date | Aug. 31, 2020 | |||||||||||||
Aggregate purchase price paid | $ 12,552 | |||||||||||||
Wazee Digital Inc [Member] | Common Stock [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, shares issued or issuable, value | $ 5,129 | |||||||||||||
Business acquisition, shares issued or issuable | shares | 491,157 | |||||||||||||
Wazee Digital Inc [Member] | Escrow Deposit [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, cash consideration | $ 925 | |||||||||||||
Wazee Digital Inc [Member] | Escrow Deposit [Member] | Common Stock [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, shares issued or issuable | shares | 60,576 | |||||||||||||
Machine Box, Inc. [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, effective date | Sep. 6, 2018 | |||||||||||||
Business acquisition, contingent earn-out | $ 200 | $ 200 | $ 3,000 | $ 160 | $ 160 | |||||||||
Business acquisition, cash consideration | $ 423 | |||||||||||||
Escrow deposit closing, date | Sep. 6, 2020 | Sep. 6, 2020 | ||||||||||||
Aggregate purchase price paid | $ 1,484 | |||||||||||||
Business acquisition, percentage of consideration paid in cash | 20.00% | |||||||||||||
Fair value of the contingent amount | $ 2,880 | |||||||||||||
Compensation expense number of intervals | Interval | 3 | |||||||||||||
Machine Box, Inc. [Member] | Subsequent Event [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, contingent earn-out | $ 160 | |||||||||||||
Escrow deposit closing, date | Sep. 6, 2020 | |||||||||||||
Machine Box, Inc. [Member] | Research and Development [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Compensation expense | $ 453 | $ 1,333 | ||||||||||||
Machine Box, Inc. [Member] | Common Stock [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, shares issued or issuable, value | $ 808 | $ 880 | $ 1,061 | |||||||||||
Business acquisition, shares issued or issuable | shares | 97,082 | 135,583 | 128,300 | |||||||||||
Business acquisition, percentage of consideration paid in shares | 80.00% | |||||||||||||
Business acquisition, additional shares issued or issuable | shares | 77,666 | 108,469 | 186,135 | |||||||||||
Machine Box, Inc. [Member] | Escrow Deposit [Member] | Common Stock [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, cash consideration | $ 80 | $ 40 | ||||||||||||
Business acquisition, indemnification and other obligations, shares issued or issuable | shares | 26,981 | 27,114 | ||||||||||||
Machine Box, Inc. [Member] | Escrow Deposit [Member] | Common Stock [Member] | Subsequent Event [Member] | ||||||||||||||
Business Acquisition [Line Items] | ||||||||||||||
Business acquisition, cash consideration | $ 40 | |||||||||||||
Business acquisition, indemnification and other obligations, shares issued or issuable | shares | 19,416 |
Business Combinations - Summary
Business Combinations - Summary of Fair Value of Purchase Price Consideration (Detail) - USD ($) $ in Thousands | Sep. 06, 2018 | Aug. 31, 2018 | Aug. 21, 2018 |
Performance Bridge [Member] | |||
Acquisition consideration | |||
Cash consideration at closing | $ 1,220 | ||
Equity consideration at closing | 3,938 | ||
Working capital adjustment | 34 | ||
Contingent earnout consideration | 3,770 | ||
Acquisition consideration, Total | $ 8,962 | ||
Wazee Digital Inc [Member] | |||
Acquisition consideration | |||
Cash consideration at closing | $ 7,423 | ||
Equity consideration at closing | 5,129 | ||
Acquisition consideration, Total | $ 12,552 | ||
Machine Box, Inc. [Member] | |||
Acquisition consideration | |||
Cash consideration at closing | $ 423 | ||
Equity consideration at closing | 1,061 | ||
Acquisition consideration, Total | $ 1,484 |
Business Combinations - Purchas
Business Combinations - Purchase Price Allocation Based Upon Preliminary Estimate of Fair Value of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | Sep. 06, 2018 | Aug. 31, 2018 | Aug. 21, 2018 |
Preliminary purchase price allocation: | |||||
Goodwill | $ 5,420 | $ 5,509 | |||
Performance Bridge [Member] | |||||
Preliminary purchase price allocation: | |||||
Cash | $ 2,283 | ||||
Accounts receivable | 3,551 | ||||
Prepaid and other current assets | 23 | ||||
Property and equipment | 43 | ||||
Intangible assets | 5,800 | ||||
Accounts payable | (1,402) | ||||
Accrued expenses and other current liabilities | (4,337) | ||||
Accrued compensation | (42) | ||||
Identifiable net assets acquired | 5,919 | ||||
Goodwill | 3,043 | ||||
Total purchase price | $ 8,962 | ||||
Wazee Digital Inc [Member] | |||||
Preliminary purchase price allocation: | |||||
Cash | $ 975 | ||||
Accounts receivable | 2,396 | ||||
Prepaid and other current assets | 376 | ||||
Property and equipment | 292 | ||||
Intangible assets | 13,300 | ||||
Accounts payable | (825) | ||||
Accrued expenses and other current liabilities | (3,516) | ||||
Accrued compensation | (850) | ||||
Other long-term liabilities | (700) | ||||
Identifiable net assets acquired | 11,448 | ||||
Goodwill | 1,104 | ||||
Total purchase price | $ 12,552 | ||||
Machine Box, Inc. [Member] | |||||
Preliminary purchase price allocation: | |||||
Cash | $ 25 | ||||
Intangible assets | 700 | ||||
Accrued expenses | (375) | ||||
Identifiable net assets acquired | 350 | ||||
Goodwill | 1,134 | ||||
Total purchase price | $ 1,484 |
Business Combinations - Summa_2
Business Combinations - Summary of Details of Acquired Intangible Assets (Detail) - USD ($) $ in Thousands | Sep. 06, 2018 | Aug. 31, 2018 | Aug. 21, 2018 |
Performance Bridge [Member] | |||
Business Acquisition [Line Items] | |||
Total intangible assets, Fair Value | $ 5,800 | ||
Performance Bridge [Member] | Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Useful Life | 5 years | ||
Total intangible assets, Fair Value | $ 5,100 | ||
Performance Bridge [Member] | Noncompete Agreements [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Useful Life | 4 years | ||
Total intangible assets, Fair Value | $ 700 | ||
Wazee Digital Inc [Member] | |||
Business Acquisition [Line Items] | |||
Total intangible assets, Fair Value | $ 13,300 | ||
Wazee Digital Inc [Member] | Developed Technology [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Useful Life | 5 years | ||
Total intangible assets, Fair Value | $ 9,100 | ||
Wazee Digital Inc [Member] | Customer Relationships [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Useful Life | 5 years | ||
Total intangible assets, Fair Value | $ 4,200 | ||
Machine Box, Inc. [Member] | |||
Business Acquisition [Line Items] | |||
Total intangible assets, Fair Value | $ 700 | ||
Machine Box, Inc. [Member] | Developed Technology [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Useful Life | 5 years | ||
Total intangible assets, Fair Value | $ 500 | ||
Machine Box, Inc. [Member] | Noncompete Agreements [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Useful Life | 3 years | ||
Total intangible assets, Fair Value | $ 100 | ||
Machine Box, Inc. [Member] | Trademarks and Trade Names [Member] | |||
Business Acquisition [Line Items] | |||
Intangible assets, Estimated Useful Life | 2 years 3 months 18 days | ||
Total intangible assets, Fair Value | $ 100 |
Net Income Loss Per Share - Com
Net Income Loss Per Share - Computation of Basic and Diluted Net Loss Per Common Share (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 6 Months Ended | 12 Months Ended | |||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 | Dec. 31, 2017 | |
Numerator | ||||||
Net loss | $ (16,691) | $ (14,330) | $ (32,997) | $ (27,379) | $ (61,104) | $ (59,601) |
Denominator | ||||||
Weighted-average common shares outstanding | 20,817,466 | 16,438,897 | 20,201,819 | 16,324,431 | ||
Less: Weighted-average shares subject to repurchase | (58,070) | (124,661) | (63,063) | (131,862) | ||
Denominator for basic and diluted net loss per share | 20,759,396 | 16,314,236 | 20,138,756 | 16,192,569 | ||
Basic and diluted net loss per share | $ (0.80) | $ (0.88) | $ (1.64) | $ (1.69) |
Net Income Loss Per Share - Eff
Net Income Loss Per Share - Effect of Anti-dilutive Securities (Detail) - shares | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of Anti-dilutive Securities | 11,422,619 | 6,162,000 | 11,012,554 | 5,993,772 |
Employee Stock Option and Restricted Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of Anti-dilutive Securities | 10,125,468 | 4,947,896 | 9,715,403 | 4,826,523 |
Warrant [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Effect of Anti-dilutive Securities | 1,297,151 | 1,214,104 | 1,297,151 | 1,167,249 |
Financial Instruments - Schedul
Financial Instruments - Schedule of Cash and Available-For-Sale Securities' Cost, Gross Unrealized Losses and Fair Value by Significant Investment Category (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Schedule of Available-for-sale Securities [Line Items] | ||
Cash and cash equivalents | $ 40,275 | $ 37,539 |
Marketable securities | 4,998 | 13,565 |
Cash [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cash and cash equivalents | 16,258 | 13,337 |
Fair Value, Cash | 16,258 | 13,337 |
Level 1 [Member] | Money Market Funds [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cash and cash equivalents | 24,017 | 24,202 |
Cash and cash equivalents gross before unrealized losses | 24,017 | 24,202 |
Fair Value, Cash | 24,017 | 24,202 |
Level 2 [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cash and cash equivalents | 40,275 | 37,539 |
Marketable securities | 4,998 | 13,565 |
Debt Securities | 13,613 | |
Gross Unrealized Losses | (48) | |
Fair Value, Debt Securities | 13,565 | |
Total Cash and Debt Securities | 45,273 | 51,152 |
Total Fair Value, Cash and Debt Securities | 45,273 | 51,104 |
Level 2 [Member] | U.S. Government Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Marketable securities | 2,498 | |
Debt Securities | 2,500 | |
Gross Unrealized Losses | (2) | |
Fair Value, Debt Securities | 2,498 | |
Level 2 [Member] | Corporate Debt Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Marketable securities | 4,998 | 11,067 |
Debt Securities | 4,998 | 11,113 |
Gross Unrealized Losses | (46) | |
Fair Value, Debt Securities | $ 4,998 | $ 11,067 |
Financial Instruments - Sched_2
Financial Instruments - Schedule of Marketable Securities That Have Been in Continuous Unrealized Loss Position for Less than 12 months and for 12 months or Greater (Detail) $ in Thousands | Dec. 31, 2018USD ($) |
Cash And Cash Equivalents [Abstract] | |
Fair Value of Marketable Securities, Continuous Unrealized Losses, Less than 12 Months | $ 13,565 |
Fair Value of Marketable Securities, Continuous Unrealized Losses, Total | 13,565 |
Unrealized Losses, Continuous Unrealized Losses, Less Than 12 Months | (48) |
Unrealized Losses, Continuous Unrealized Losses, Total | $ (48) |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) | 1 Months Ended | 6 Months Ended | |
Apr. 30, 2018 | Jun. 30, 2019 | Dec. 31, 2018 | |
Schedule of Available-for-sale Securities [Line Items] | |||
Marketable securities maturity period | 1 year | ||
Warrants to purchase common stock | 1,297,151 | 1,297,151 | |
Financial instruments fair value transfers between Level 1, Level 2 or Level 3 | $ 0 | ||
April 2018 Warrant [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Warrants maturity period | 5 years | ||
Warrants to purchase common stock | 20,000 | ||
Warrant exercise price | $ 11.73 |
Financial Instruments - Summary
Financial Instruments - Summary of Quantitative Information with Respect to Significant Unobservable Inputs (Detail) - April 2018 Warrant [Member] | Jun. 30, 2019 | Dec. 31, 2018 |
Volatility [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Warrants, measurement input | 70 | 70 |
Risk-free Rate [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Warrants, measurement input | 1.76 | 2.51 |
Term [Member] | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Warrants term | 3 years 9 months | 4 years 3 months |
Financial Instruments - Reconci
Financial Instruments - Reconciliation of Level 3 Measurement of Company's April 2018 Warrant (Detail) - April 2018 Warrant [Member] $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | |
Beginning, Balance | $ 23 |
Change in fair value | 50 |
Ending, Balance | $ 73 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets, Net - Summary of Changes in Carrying Amount of Goodwill (Detail) $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($) | |
Goodwill [Line Items] | |
Balance as of December 31, 2018 | $ 5,509 |
Balance as of June 30, 2019 | 5,420 |
Performance Bridge [Member] | |
Goodwill [Line Items] | |
Adjustment | 34 |
Wazee Digital Inc [Member] | |
Goodwill [Line Items] | |
Adjustment | $ (123) |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets, Net - Summary of Intangible Assets, Net (Detail) - USD ($) $ in Thousands | 6 Months Ended | |
Jun. 30, 2019 | Dec. 31, 2018 | |
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 3 years 7 months 6 days | |
Gross Carrying Amount | $ 24,353 | $ 23,876 |
Accumulated Amortization | (5,530) | (3,396) |
Net Carrying Amount | $ 18,823 | 20,480 |
Acquired Software and Technology [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 1 year 3 months 18 days | |
Gross Carrying Amount | $ 3,576 | 3,576 |
Accumulated Amortization | (2,031) | (1,613) |
Net Carrying Amount | $ 1,545 | 1,963 |
Licensed Technology [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 2 years 1 month 6 days | |
Gross Carrying Amount | $ 500 | 500 |
Accumulated Amortization | (125) | (42) |
Net Carrying Amount | $ 375 | 458 |
Developed Technology [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 4 years 1 month 6 days | |
Gross Carrying Amount | $ 10,077 | 9,600 |
Accumulated Amortization | (1,613) | (792) |
Net Carrying Amount | $ 8,464 | 8,808 |
Customer Relationships [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 4 years 1 month 6 days | |
Gross Carrying Amount | $ 9,300 | 9,300 |
Accumulated Amortization | (1,550) | (733) |
Net Carrying Amount | $ 7,750 | 8,567 |
Trademarks and Trade Names [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 1 year 4 months 24 days | |
Gross Carrying Amount | $ 100 | 100 |
Accumulated Amortization | (37) | (15) |
Net Carrying Amount | $ 63 | 85 |
Noncompete Agreements [Member] | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Useful Life (in years) | 3 years | |
Gross Carrying Amount | $ 800 | 800 |
Accumulated Amortization | (174) | (201) |
Net Carrying Amount | $ 626 | $ 599 |
Goodwill and Intangible Asset_5
Goodwill and Intangible Assets, Net - Summary of Amortization Expense Associated with Finite-Lived Intangible Assets (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Finite Lived Intangible Assets [Line Items] | ||||
Total amortization of expenses | $ 1,322 | $ 307 | $ 2,163 | $ 618 |
Cost of Revenue [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Total amortization of expenses | 535 | 48 | 905 | 96 |
Selling and Marketing [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Total amortization of expenses | 319 | 391 | ||
Research and Development [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Total amortization of expenses | 256 | 256 | 512 | 517 |
General and Administrative [Member] | ||||
Finite Lived Intangible Assets [Line Items] | ||||
Total amortization of expenses | $ 212 | $ 3 | $ 355 | $ 5 |
Goodwill and Intangible Asset_6
Goodwill and Intangible Assets, Net - Summary of Future Estimated Annual Amortization Expense (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Finite Lived Intangible Assets Future Amortization Expense [Abstract] | ||
2019 (6 months) | $ 2,697 | |
2020 | 5,382 | |
2021 | 4,261 | |
2022 | 3,963 | |
2023 | 2,520 | |
Net Carrying Amount | $ 18,823 | $ 20,480 |
Consolidated Financial Statem_3
Consolidated Financial Statements Details - Schedule of Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 | Jun. 30, 2018 | Dec. 31, 2017 |
Statement Of Financial Position [Abstract] | ||||
Cash and cash equivalents | $ 40,275 | $ 37,539 | ||
Long-term restricted cash | 1,135 | 1,237 | ||
Total cash, cash equivalents and restricted cash | $ 41,410 | $ 38,776 | $ 52,692 | $ 29,545 |
Consolidated Financial Statem_4
Consolidated Financial Statements Details - Summary of Accounts Receivable,Net (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Accounts receivable, gross | $ 26,891 | $ 29,182 |
Less: allowance for doubtful accounts | (71) | (40) |
Accounts receivable, net | 26,820 | 29,142 |
Advertising [Member] | ||
Accounts receivable, gross | 23,167 | 26,226 |
aiWARE SaaS Solutions [Member] | ||
Accounts receivable, gross | 2,166 | 2,418 |
aiWARE Content Licensing and Media Services [Member] | ||
Accounts receivable, gross | $ 1,558 | $ 538 |
Consolidated Financial Statem_5
Consolidated Financial Statements Details - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Condensed Financial Statements, Captions [Line Items] | ||||
Depreciation Expense | $ 263 | $ 167 | $ 555 | $ 215 |
Cost of revenues | 4,562 | 820 | $ 8,434 | 1,384 |
Advertising [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Percentage of average commission earned on amount invoiced and collected | 15.00% | |||
Gross media placements | 52,973 | 31,451 | $ 103,755 | 60,872 |
Advertising [Member] | Billed Revenues [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Gross media placements | 48,676 | 26,322 | 97,744 | 51,895 |
Advertising [Member] | Netted Against Billings [Member] | ||||
Condensed Financial Statements, Captions [Line Items] | ||||
Cost of revenues | $ 43,125 | $ 23,014 | $ 86,712 | $ 45,464 |
Consolidated Financial Statem_6
Consolidated Financial Statements Details - Summary of Property Equipment and Improvements, Net (Detail) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Property Plant And Equipment [Abstract] | ||
Property and equipment | $ 2,151 | $ 2,019 |
Leasehold improvements | 2,876 | 2,875 |
Property, equipment and improvements, gross | 5,027 | 4,894 |
Less: accumulated depreciation | (1,367) | (886) |
Property, equipment and improvements, net | $ 3,660 | $ 4,008 |
Consolidated Financial Statem_7
Consolidated Financial Statements Details - Accounts Payable (Details) - USD ($) $ in Thousands | Jun. 30, 2019 | Dec. 31, 2018 |
Statement Of Financial Position [Abstract] | ||
Accounts payable — Advertising | $ 17,148 | $ 27,655 |
Accounts payable — Other | 1,311 | 1,059 |
Total | $ 18,459 | $ 28,714 |
Consolidated Financial Statem_8
Consolidated Financial Statements Details - Summary of Net Revenues (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Segment Reporting Revenue Reconciling Item [Line Items] | ||||
Total net revenues | $ 12,270 | $ 4,168 | $ 24,395 | $ 8,556 |
Advertising [Member] | ||||
Segment Reporting Revenue Reconciling Item [Line Items] | ||||
Total net revenues | 5,842 | 3,308 | 11,556 | 6,429 |
aiWARE SaaS Solutions [Member] | ||||
Segment Reporting Revenue Reconciling Item [Line Items] | ||||
Total net revenues | 2,677 | $ 860 | 5,457 | $ 2,127 |
aiWARE Content Licensing and Media Services [Member] | ||||
Segment Reporting Revenue Reconciling Item [Line Items] | ||||
Total net revenues | $ 3,751 | $ 7,382 |
Consolidated Financial Statem_9
Consolidated Financial Statements Details - Schedule of Other Income, Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Other Income And Expenses [Abstract] | ||||
Interest income, net | $ 160 | $ 168 | $ 329 | $ 349 |
Change in fair value of warrant liability | (37) | (15) | (50) | (15) |
Other | (72) | (20) | (17) | (18) |
Other income, net | $ 51 | $ 133 | $ 262 | $ 316 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Future Minimum Rentals Under Leases (Detail) - Building Lease Agreement [Member] $ in Thousands | Jun. 30, 2019USD ($) |
Other Commitments [Line Items] | |
2019 (6 months) | $ 1,256 |
2020 | 2,414 |
2021 | 2,211 |
2022 | 1,852 |
2023 | 1,680 |
Thereafter | 1,730 |
Total minimum payments | $ 11,143 |
Commitments and Contingencies_2
Commitments and Contingencies - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Commitments And Contingencies Disclosure [Abstract] | ||||
Rent expense | $ 735 | $ 501 | $ 1,479 | $ 833 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - USD ($) $ in Thousands | Jun. 06, 2019 | Mar. 06, 2019 | Sep. 06, 2018 | Aug. 21, 2018 | Jun. 30, 2019 | Mar. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 |
Class of Stock [Line Items] | |||||||||||
Net proceeds from stock issuance | $ 8,055 | $ 32,601 | $ 12,215 | $ 32,536 | |||||||
Warrants outstanding | 1,297,151 | 1,297,151 | 1,297,151 | 1,297,151 | |||||||
Common Stock and Employee Stock Purchase Plan [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Shares issued in connection with stock option exercise | 147,675 | ||||||||||
Common Stock [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Common stock shares issued | 1,006,663 | 1,955,000 | 1,668,663 | 1,955,000 | |||||||
Net proceeds from stock issuance | $ 1 | $ 2 | $ 2 | $ 2 | |||||||
Stock issuance costs | $ 428 | ||||||||||
Shares issued in connection with stock option exercise | 27,049 | 47,099 | |||||||||
Common Stock [Member] | Performance Bridge [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Business acquisition, shares issued or issuable | 349,072 | 580,713 | |||||||||
Common Stock [Member] | Machine Box, Inc. [Member] | |||||||||||
Class of Stock [Line Items] | |||||||||||
Business acquisition, shares issued or issuable | 97,082 | 135,583 | 128,300 | ||||||||
Business acquisition, additional shares issued or issuable | 77,666 | 108,469 | 186,135 |
Stock Plans - Additional Inform
Stock Plans - Additional Information (Detail) - USD ($) | Jan. 31, 2019 | Jun. 30, 2019 | Jun. 30, 2018 | Dec. 31, 2018 |
Class of Stock [Line Items] | ||||
Accrued employee contributions | $ 2,819,000 | $ 6,570,000 | ||
Employee Stock Purchase Plan [Member] | ||||
Class of Stock [Line Items] | ||||
Common stock were purchased under ESPP | 64,967 | |||
Accrued employee contributions | $ 277,000 | |||
Timebased Stock Option [Member] | ||||
Class of Stock [Line Items] | ||||
Options granted | 555,346 | |||
Vesting period | 4 years | |||
Performance-based Stock Options [Member] | ||||
Class of Stock [Line Items] | ||||
Options granted | 1,545,849 | |||
Vesting period | 30 days | |||
Options exercise price | $ 5.74 | |||
Total grant date fair value of stock options granted | $ 3,970,000 | |||
Weighted Average Grant Date Fair Value, Granted | $ 2.57 | $ 9.59 | ||
Expected term (in years) | 6 years 4 months 24 days | |||
Cost of share-based compensation awards, recognition period | 3 years 8 months 12 days | |||
Total grant date fair value of stock options vested | $ 0 | $ 0 | ||
Unrecognized compensation expense related to stock options | $ 26,231,000 | |||
Performance-based Stock Options [Member] | Tranche 1 [Member] | ||||
Class of Stock [Line Items] | ||||
Options exercise price | $ 49.15 | |||
Performance-based Stock Options [Member] | Tranche 2 [Member] | ||||
Class of Stock [Line Items] | ||||
Options exercise price | 98.31 | |||
Performance-based Stock Options [Member] | Tranche 3 [Member] | ||||
Class of Stock [Line Items] | ||||
Options exercise price | $ 196.62 | |||
Restricted Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Unrecognized cost of share-based compensation awards | $ 246,000 | |||
Cost of share-based compensation awards, recognition period | 1 year 3 months 18 days | |||
Restricted Stock Units [Member] | ||||
Class of Stock [Line Items] | ||||
Unrecognized cost of share-based compensation awards | $ 950,000 | |||
Cost of share-based compensation awards, recognition period | 1 year 2 months 12 days | |||
Stock Options [Member] | ||||
Class of Stock [Line Items] | ||||
Options granted | 555,346 | |||
Options exercise price | $ 5.98 | |||
Weighted Average Grant Date Fair Value, Granted | $ 3.72 | $ 9.73 | ||
Cost of share-based compensation awards, recognition period | 2 years 1 month 6 days | |||
Total grant date fair value of stock options vested | $ 5,465,000 | $ 4,626,000 | ||
Unrecognized compensation expense related to stock options | 13,924,000 | |||
Aggregate intrinsic value of the options exercised | $ 177,000 | $ 1,698,000 |
Stock Plans - Schedule of Fair
Stock Plans - Schedule of Fair Value Assumptions (Detail) - Timebased Stock Option [Member] | 6 Months Ended |
Jun. 30, 2019 | |
Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (in years) | 6 years |
Expected volatility | 66.00% |
Risk-free interest rate | 1.80% |
Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected term (in years) | 6 years 1 month 6 days |
Expected volatility | 68.00% |
Risk-free interest rate | 2.50% |
Stock Plans - Summary of Fair V
Stock Plans - Summary of Fair Value Assumptions of Stock Purchase Plan (Detail) | 6 Months Ended |
Jun. 30, 2019 | |
Employee Stock Purchase Plan [Member] | Minimum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 51.00% |
Risk-free interest rate | 1.30% |
Expected term (in years) | 6 months |
Employee Stock Purchase Plan [Member] | Maximum [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 71.00% |
Risk-free interest rate | 2.50% |
Expected term (in years) | 2 years |
Performance-based Stock Options [Member] | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Expected volatility | 65.00% |
Risk-free interest rate | 2.70% |
Cost of equity | 14.00% |
Expected term (in years) | 6 years 4 months 24 days |
Stock Plans - Schedule of Stock
Stock Plans - Schedule of Stock-based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 6 Months Ended | ||
Jun. 30, 2019 | Jun. 30, 2018 | Jun. 30, 2019 | Jun. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 5,778 | $ 2,651 | $ 11,285 | $ 5,125 |
Sales and Marketing [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 271 | 248 | 514 | 568 |
Research and Development [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 900 | 266 | 1,984 | 507 |
General and Administrative [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 4,607 | 2,137 | 8,787 | 4,050 |
Restricted Stock Units [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 299 | 99 | 497 | 147 |
Restricted Stock Awards [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 96 | 135 | 256 | 353 |
Machine Box Contingent Common Stock Issuances [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 523 | 1,227 | ||
Performance-based Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 2,020 | 53 | 3,956 | 53 |
Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | 2,703 | 2,246 | 5,060 | 4,282 |
Employee Stock Purchase Plan [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award, Compensation Cost [Line Items] | ||||
Stock-based compensation expense | $ 137 | $ 118 | $ 289 | $ 290 |
Stock Plans - Schedule of Restr
Stock Plans - Schedule of Restricted Stock Award Activity (Detail) - Restricted Stock Awards [Member] | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Unvested, Beginning Balance | shares | 72,208 |
Shares, Vested | shares | (31,245) |
Shares, Unvested, Ending Balance | shares | 40,963 |
Weighted Average Grant Date Fair Value, Unvested, Beginning Balance | $ / shares | $ 7.26 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 6.95 |
Weighted Average Grant Date Fair Value, Unvested, Ending Balance | $ / shares | $ 7.50 |
Stock Plans - Schedule of Res_2
Stock Plans - Schedule of Restricted Stock Unit Activity (Detail) - Restricted Stock Units [Member] | 6 Months Ended |
Jun. 30, 2019$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Shares, Unvested, Beginning Balance | shares | 49,143 |
Shares, Granted | shares | 150,211 |
Shares, Forfeited | shares | (1,000) |
Shares, Vested | shares | (35,609) |
Shares, Unvested, Ending Balance | shares | 162,745 |
Weighted Average Grant Date Fair Value, Unvested, Beginning Balance | $ / shares | $ 12.57 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | 7.28 |
Weighted Average Grant Date Fair Value, Forfeited | $ / shares | 8.81 |
Weighted Average Grant Date Fair Value, Vested | $ / shares | 13.99 |
Weighted Average Grant Date Fair Value, Unvested, Ending Balance | $ / shares | $ 7.40 |
Stock Plans - Schedule of Perfo
Stock Plans - Schedule of Performance-Based Stock Options Activity (Detail) - Performance-based Stock Options [Member] $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2019USD ($)$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options, Outstanding, Beginning Balance | shares | 3,167,325 |
Options Granted | shares | 1,545,849 |
Options Forfeited | shares | (102,648) |
Options, Outstanding, Ending Balance | shares | 4,610,526 |
Weighted-Average Exercise Price, Outstanding, Beginning Balance | $ / shares | $ 21.25 |
Weighted-Average Exercise Price, Options Granted | $ / shares | 5.74 |
Weighted-Average Exercise Price, Options Forfeited | $ / shares | 5.67 |
Weighted-Average Exercise Price, Outstanding, Ending Balance | $ / shares | $ 16.40 |
Weighted-Average Remaining Contractual Term, Outstanding | 9 years 1 month 9 days |
Weighted-Average Aggregate Intrinsic Value | $ | $ 3,771 |
Stock Plans - Schedule of Sto_2
Stock Plans - Schedule of Stock Option Activity (Detail) - Stock Options [Member] - USD ($) $ / shares in Units, $ in Thousands | 6 Months Ended |
Jun. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Options, Outstanding, Beginning Balance | 5,154,691 |
Options Granted | 555,346 |
Options Exercised | (47,099) |
Options Forfeited | (183,892) |
Options Expired | (58,459) |
Options, Outstanding, Ending Balance | 5,420,587 |
Options Exercisable at June 30, 2019 | 3,269,820 |
Weighted-Average Exercise Price, Outstanding, Beginning Balance | $ 13.78 |
Weighted-Average Exercise Price, Options Granted | 5.98 |
Weighted-Average Exercise Price, Options Exercised | 2.56 |
Weighted-Average Exercise Price, Options Forfeited | 12.45 |
Weighted-Average Exercise Price, Options Expired | 13.09 |
Weighted-Average Exercise Price, Outstanding, Ending Balance | 13.13 |
Weighted-Average Exercise Price, Exercisable | $ 13.94 |
Weighted-Average Remaining Contractual Term, Outstanding | 8 years 29 days |
Weighted-Average Remaining Exercisable | 7 years 7 months 24 days |
Weighted-Average Aggregate Intrinsic Value | $ 3,368 |
Weighted-Average Aggregate Intrinsic Value, Exercisable | $ 1,811 |