Cover
Cover | 3 Months Ended |
Mar. 31, 2021 | |
Cover [Abstract] | |
Document Type | S-1/A |
Amendment Flag | true |
Amendment Description | Amendment No. 1 To FORM S-1 |
Entity Registrant Name | Avepoint, Inc. |
Entity Central Index Key | 0001777921 |
Entity Filer Category | Non-accelerated Filer |
Entity Small Business | true |
Entity Emerging Growth Company | true |
Entity Ex Transition Period | true |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets | |||
Cash | $ 64,565,000 | $ 69,112,000 | $ 12,162,000 |
Short-term investments | 1,256,000 | 992,000 | 3,307,000 |
Accounts receivable, net of allowance | 41,372,000 | 48,250,000 | 39,934,000 |
Prepaid rent | 690,000 | 754,000 | 1,207,000 |
Prepaid expenses and other current assets | 2,004,000 | 1,589,000 | 1,981,000 |
Total Current Assets | 109,887,000 | 120,697,000 | 58,591,000 |
Property and equipment, net | 2,651,000 | 2,663,000 | 2,653,000 |
Deferred contract costs | 32,800,000 | 31,943,000 | 28,351,000 |
Long-term unbilled receivables | 5,543,000 | 5,499,000 | |
Long-term unbilled receivables | 5,499,000 | 3,685,000 | |
Other assets | 8,841,000 | 8,252,000 | 4,798,000 |
TOTAL ASSETS | 159,722,000 | 169,054,000 | 98,078,000 |
Current liabilities | |||
Accounts payable | 1,568,000 | 774,000 | 898,000 |
Accrued expenses and other liabilities | 17,660,000 | 26,245,000 | 24,728,000 |
Current portion of deferred revenue | 64,932,000 | 65,203,000 | 43,623,000 |
Total Current Liabilities | 84,160,000 | 92,222,000 | 69,249,000 |
Long-term portion of deferred revenue | 8,289,000 | 9,485,000 | 16,977,000 |
Share-based awards classified as liabilities | 44,516,000 | 43,502,000 | 13,006,000 |
Other non-current liabilities | 3,602,000 | 3,658,000 | 2,897,000 |
TOTAL LIABILITIES | 140,567,000 | 148,867,000 | 102,129,000 |
Commitments and Contingencies | |||
Mezzanine equity | |||
Redeemable convertible preferred stock | 192,184,000 | 183,390,000 | 182,656,000 |
Redemption value of common shares | 24,891,000 | 25,074,000 | 10,684,000 |
Share-based awards | 1,591,000 | 1,489,000 | 1,291,000 |
Redeemable noncontrolling interest | 3,696,000 | 3,061,000 | |
Total mezzanine equity | 222,362,000 | 213,014,000 | 194,631,000 |
Stockholders' deficiency: | |||
Common stock | 12,000 | 12,000 | 10,000 |
Additional paid-in capital | 108,972,000 | 105,159,000 | 33,691,000 |
Accumulated other comprehensive income | 1,548,000 | 1,791,000 | 1,574,000 |
(Accumulated deficit) Retained earnings | (313,739,000) | (299,789,000) | (233,957,000) |
Total stockholders' deficiency attributable to AvePoint | (203,207,000) | (192,827,000) | (198,682,000) |
Total Liabilities and Stockholders' Equity | 159,722,000 | 169,054,000 | 98,078,000 |
Apex Technology Acquisition Corp [Member] | |||
Current assets | |||
Cash | 139,492 | 197,628 | 994,810 |
Prepaid expenses and other current assets | 105,083 | 74,642 | 183,639 |
Prepaid income taxes | 477,437 | 477,437 | |
Total Current Assets | 722,012 | 749,707 | 1,178,449 |
Cash and marketable securities held in Trust Account | 351,890,161 | 351,858,320 | 351,809,163 |
TOTAL ASSETS | 352,612,173 | 352,608,027 | 352,987,612 |
Current liabilities | |||
Accounts payable and accrued expenses | 6,004,128 | 4,408,489 | 5,000 |
Franchise tax payable | 50,000 | 81,255 | 148,543 |
Income taxes payable | 464,701 | ||
Convertible promissory note - related party | 300,000 | ||
Total Current Liabilities | 6,354,128 | 4,489,744 | 618,244 |
Deferred underwriting commissions | 13,150,000 | 13,150,000 | 13,150,000 |
Warrant liabilities | 47,247,250 | 77,419,100 | 20,947,150 |
TOTAL LIABILITIES | 66,751,378 | 95,058,844 | 34,715,394 |
Commitments and Contingencies | |||
Stockholders' deficiency: | |||
Preferred stock | |||
Additional paid-in capital | 34,444,413 | 62,755,739 | 2,033,317 |
(Accumulated deficit) Retained earnings | (29,446,055) | (57,757,667) | 2,965,368 |
Total stockholders' deficiency attributable to AvePoint | 5,000,005 | 5,000,003 | 5,000,008 |
Total Liabilities and Stockholders' Equity | 352,612,173 | 352,608,027 | 352,987,612 |
Class A Common Stock | Apex Technology Acquisition Corp [Member] | |||
Mezzanine equity | |||
Common stock subject to possible redemption | 280,860,790 | 252,549,180 | 313,272,210 |
Stockholders' deficiency: | |||
Common stock | 772 | 1,056 | 448 |
Total stockholders' deficiency attributable to AvePoint | 772 | 1,056 | 448 |
Class B Common Stock | Apex Technology Acquisition Corp [Member] | |||
Stockholders' deficiency: | |||
Common stock | 875 | 875 | 875 |
Total stockholders' deficiency attributable to AvePoint | $ 875 | $ 875 | $ 875 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Allowance for accounts receivable | $ 1,368 | $ 1,767 | $ 1,042 |
Temporary equity, par value | $ 0.0001 | $ 0.0001 | $ 0.001 |
Temporary equity, shares authorized | 10,895,226 | 10,895,226 | 10,895,226 |
Temporary equity, shares issued | 4,832,409 | 4,832,409 | 5,878,352 |
Temporary equity, shares outstanding | 4,832,409 | 4,832,409 | 5,878,352 |
Temporary equity, aggregate liquidation preference | $ 400,317 | $ 403,361 | $ 281,900 |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.001 |
Common stock, shares authorized | 28,000,000 | 28,000,000 | 21,192,519 |
Common stock, shares issued | 11,640,181 | 11,513,451 | 9,702,831 |
Common stock, shares outstanding | 11,640,181 | 11,513,451 | 9,702,831 |
As Previously Reported [Member] | |||
Temporary equity, par value | $ 0.001 | ||
Common stock, par value | 0.001 | ||
Apex Technology Acquisition Corp [Member] | |||
Preferred shares, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Preferred shares, shares authorized | 1,000,000 | 1,000,000 | 1,000,000 |
Preferred shares, shares issued | 0 | 0 | 0 |
Preferred shares, shares outstanding | 0 | 0 | 0 |
Apex Technology Acquisition Corp [Member] | As Previously Reported [Member] | |||
Temporary equity, shares issued | 32,996,828 | 33,421,936 | |
Class A Common Stock | Apex Technology Acquisition Corp [Member] | |||
Common stock subject to possible redemption, par value (in Dollars per share) | $ 0.0001 | ||
Common stock subject to possible redemption | 28,086,079 | 25,254,918 | 31,327,221 |
Common stock subject to possible redemption per share | $ 10 | $ 10 | $ 10 |
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock, shares issued | 7,723,921 | 10,555,082 | 4,482,779 |
Common stock, shares outstanding | 7,723,921 | 10,555,082 | 4,482,779 |
Class B Common Stock | Apex Technology Acquisition Corp [Member] | |||
Common stock, par value | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Common stock, shares issued | 8,750,000 | 8,750,000 | 8,750,000 |
Common stock, shares outstanding | 8,750,000 | 8,750,000 | 8,750,000 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue: | ||||||
Revenue | $ 38,800,000 | $ 32,661,000 | $ 151,533,000 | $ 116,099,000 | $ 107,314,000 | |
General and administrative expenses | 10,292,000 | 5,158,000 | ||||
Cost of revenue: | ||||||
Cost of revenue | 10,778,000 | 10,367,000 | 40,290,000 | 36,399,000 | 30,797,000 | |
Gross profit | 28,022,000 | 22,294,000 | 111,243,000 | 79,700,000 | 76,517,000 | |
Operating expenses: | ||||||
Sales and marketing | 19,301,000 | 14,041,000 | 76,545,000 | 61,901,000 | 50,269,000 | |
General and administrative | 10,292,000 | 5,158,000 | ||||
General and administrative | 36,872,000 | 24,614,000 | 19,102,000 | |||
Research and development | 4,102,000 | 2,894,000 | 12,204,000 | 11,148,000 | 8,244,000 | |
Depreciation and amortization | 258,000 | 273,000 | 1,059,000 | 1,049,000 | 1,209,000 | |
Total operating expenses | 33,953,000 | 22,366,000 | 126,680,000 | 98,712,000 | 78,824,000 | |
Loss from operations | (5,931,000) | (72,000) | (15,437,000) | (19,012,000) | (2,307,000) | |
Interest income, net | 13,000 | 4,000 | 41,000 | 56,000 | 21,000 | |
Other income (expense): | ||||||
Other income (expense), net | (63,000) | (828,000) | (511,000) | (604,000) | 268,000 | |
(Loss) income before provision for income taxes | (5,981,000) | (896,000) | (15,907,000) | (19,560,000) | (2,018,000) | |
Income tax benefit | (1,039,000) | (167,000) | 1,062,000 | 614,000 | 1,930,000 | |
Net loss | (4,942,000) | (729,000) | (16,969,000) | (20,174,000) | (3,948,000) | |
Net income attributable to redeemable noncontrolling interest | (397,000) | (27,000) | ||||
Net (loss) income | (5,339,000) | (729,000) | (16,996,000) | (20,174,000) | (3,948,000) | |
Deemed dividends on preferred stock | (8,794,000) | (7,735,000) | (34,446,000) | (107,469,000) | ||
Net loss available to common shareholders | $ (14,133,000) | $ (8,464,000) | $ (51,442,000) | $ (127,643,000) | $ (3,948,000) | |
Basic and diluted income per share, Class A redeemable common stock | $ (1.22) | $ (0.87) | $ (4.99) | $ (14.99) | $ (0.47) | |
Weighted average of shares used in computing net loss per share of common stock, basic and diluted | 11,594,532 | 9,705,383 | 10,313,350 | 8,514,858 | 8,449,924 | |
Apex Technology Acquisition Corp [Member] | ||||||
Revenue: | ||||||
General and administrative expenses | $ 1,842,079 | $ 194,283 | $ 295,109 | $ 5,309,612 | ||
Cost of revenue: | ||||||
Franchise tax expense | 50,000 | 50,000 | 295,342 | 201,196 | ||
Operating expenses: | ||||||
General and administrative | 1,842,079 | 194,283 | 295,109 | 5,309,612 | ||
General and administrative | 15,000 | |||||
Loss from operations | (1,892,079) | (244,283) | (590,451) | (5,510,808) | ||
Other income (expense): | ||||||
Change in fair value of warrant liabilities | 30,171,850 | 4,294,000 | 3,052,800 | (56,471,950) | ||
Interest earned on marketable securities held in Trust Account | 31,841 | 1,452,414 | 1,809,163 | 1,671,038 | ||
Transaction costs - warrants | (988,242) | |||||
Other income (expense), net | 30,203,691 | 5,746,414 | 3,873,721 | (54,800,912) | ||
(Loss) income before provision for income taxes | 28,311,612 | 5,502,131 | 3,283,270 | (60,311,720) | ||
Income tax benefit | 392,446 | 317,902 | 411,315 | |||
Net loss | 28,311,612 | 5,109,685 | 2,965,368 | (60,723,035) | ||
Net (loss) income | $ 28,311,612 | $ 5,109,685 | $ 2,965,368 | $ (60,723,035) | ||
Basic and diluted income per share, Class A redeemable common stock | $ 0 | $ 0.03 | $ 0.03 | $ 0.03 | ||
Weighted average of shares used in computing net loss per share of common stock, basic and diluted | 35,000,000 | 35,000,000 | 35,000,000 | 35,000,000 | ||
Basic weighted average shares outstanding of Class A and Class B non-redeemablecommon stock | 9,560,000 | 9,560,000 | 9,062,000 | 9,560,000 | ||
Basic and diluted net loss per share, Class A and Class B non-redeemablecommon stock | $ 2.96 | $ 0.43 | $ 0.20 | $ (6.46) | ||
Diluted weighted average shares outstanding of Class A and Class B non-redeemablecommon stock | 12,757,321 | 9,560,000 | ||||
Diluted net income per share, Class A and Class B non-redeemable common stock | $ (0.15) | $ (0.02) | ||||
Saas [Member] | ||||||
Revenue: | ||||||
Revenue | $ 18,259,000 | $ 10,243,000 | $ 52,074,000 | $ 27,744,000 | $ 15,558,000 | |
Cost of revenue: | ||||||
Cost of revenue | 4,440,000 | 2,514,000 | 11,050,000 | 7,500,000 | 4,194,000 | |
Termed License and Support [Member] | ||||||
Revenue: | ||||||
Revenue | 8,727,000 | 7,744,000 | 38,949,000 | 26,985,000 | 21,802,000 | |
Cost of revenue: | ||||||
Cost of revenue | 273,000 | 472,000 | 1,930,000 | 1,897,000 | 1,794,000 | |
Services [Member] | ||||||
Revenue: | ||||||
Revenue | 5,916,000 | 7,579,000 | 34,140,000 | 26,662,000 | 27,228,000 | |
Cost of revenue: | ||||||
Cost of revenue | 5,585,000 | 7,012,000 | 26,089,000 | 24,727,000 | 21,724,000 | |
Maintenance and OEM | ||||||
Revenue: | ||||||
Revenue | 5,409,000 | 6,005,000 | 23,462,000 | 29,122,000 | 36,161,000 | |
Cost of revenue: | ||||||
Cost of revenue | 480,000 | 369,000 | 1,221,000 | 2,275,000 | 3,085,000 | |
Perpetual License [Member] | ||||||
Revenue: | ||||||
Revenue | $ 489,000 | $ 1,090,000 | $ 2,908,000 | $ 5,586,000 | $ 6,565,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Comprehensive Loss - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||||
Net loss | $ (4,942) | $ (729) | $ (16,969) | $ (20,174) | $ (3,948) |
Other comprehensive income | |||||
Foreign currency translation adjustments | (243) | 77 | 217 | 347 | 67 |
Other comprehensive income | (243) | 77 | 217 | 347 | 67 |
Total comprehensive loss | (5,185) | (652) | (16,752) | (19,827) | (3,881) |
Comprehensive income attributable to redeemable noncontrolling interests | (397) | (27) | |||
Total comprehensive loss attributable to AvePoint, Inc | $ (5,582) | $ (652) | $ (16,779) | $ (19,827) | $ (3,881) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY - USD ($) | Total | Cumulative Effect, Period of Adoption, Adjustment [Member] | Additional Paid-in Capital | Retained Earnings | Retained EarningsCumulative Effect, Period of Adoption, Adjustment [Member] | Common Stock | AOCI Attributable to Parent [Member] | Preferred Stock [Member] | Redeemable Common Shares | Share Based Awards | Total Mezzanine Equity | Redeemable Noncontrolling Interest | Redeemable Noncontrolling Interests [Member] | Series B Preferred Stock [Member] | Series B Preferred Stock [Member]Retained Earnings | Series B Preferred Stock [Member]Preferred Stock [Member] | Series B Preferred Stock [Member]Total Mezzanine Equity | Series C Preferred Stock [Member] | Series C Preferred Stock [Member]Retained Earnings | Series C Preferred Stock [Member]Preferred Stock [Member] | Series C Preferred Stock [Member]Total Mezzanine Equity | Common Shares [Member]Redeemable Common Shares | Common Shares [Member]Total Mezzanine Equity | Series A Preferred Stock [Member] | Series A Preferred Stock [Member]Retained Earnings | Apex Technology Acquisition Corp [Member] | Apex Technology Acquisition Corp [Member]Additional Paid-in Capital | Apex Technology Acquisition Corp [Member]Retained Earnings | Apex Technology Acquisition Corp [Member]Class A Common Stock | Apex Technology Acquisition Corp [Member]Class B Common Stock |
Beginning Balance at Dec. 31, 2017 | $ (140,424,000) | $ 8,748,000 | $ (150,341,000) | $ 9,000 | $ 1,160,000 | |||||||||||||||||||||||||
Temporary Equity Beginning Balance at Dec. 31, 2017 | $ 108,958,000 | $ 453,000 | $ 109,411,000 | |||||||||||||||||||||||||||
Beginning Balance, shares at Dec. 31, 2017 | 8,438,231 | |||||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | (321,000) | (321,000) | ||||||||||||||||||||||||||||
Temporary Equity Beginning Balance, shares at Dec. 31, 2017 | 6,734,150 | |||||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | 321,000 | 321,000 | ||||||||||||||||||||||||||||
Proceeds from exercise of options | $ 97,000 | 97,000 | $ 0 | |||||||||||||||||||||||||||
Proceeds from exercise of options, shares | 57,351 | 57,351 | ||||||||||||||||||||||||||||
Stock-based compensation expense | $ 1,720,000 | 1,720,000 | ||||||||||||||||||||||||||||
Ending Balance at Dec. 31, 2018 | $ 108,958,000 | 774,000 | 109,732,000 | |||||||||||||||||||||||||||
Foreign currency translation adjustment | 67,000 | 67,000 | ||||||||||||||||||||||||||||
Net income (loss) | (3,948,000) | (3,948,000) | ||||||||||||||||||||||||||||
Foreign currency translation adjustment | 67,000 | |||||||||||||||||||||||||||||
Ending Balance, shares at Dec. 31, 2018 | 6,734,150 | |||||||||||||||||||||||||||||
Ending Balance at Dec. 31, 2018 | (142,809,000) | $ 47,975,000 | 10,244,000 | (154,289,000) | $ 47,975,000 | $ 9,000 | 1,227,000 | |||||||||||||||||||||||
Ending Balance, shares at Dec. 31, 2018 | 8,495,582 | |||||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | (517,000) | (517,000) | ||||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | 517,000 | 517,000 | ||||||||||||||||||||||||||||
Redemption of Preferred Stock | $ (81,018) | $ (81,018) | $ (8,030) | $ (8,030) | ||||||||||||||||||||||||||
Reclassification of redemption value of common shares to temporary equity | $ 10,684,000 | 10,684,000 | ||||||||||||||||||||||||||||
Proceeds from the issuance of Series C Preferred stock | (150,000,000) | $ 150,000,000 | 150,000,000 | |||||||||||||||||||||||||||
Proceeds from exercise of options | 88,000 | 88,000 | $ 0 | |||||||||||||||||||||||||||
Proceeds from the issuance of Series C Preferred stock, shares | 4,832,409 | |||||||||||||||||||||||||||||
Options reclassified from permanent equity to liability | (2,203,000) | (2,203,000) | ||||||||||||||||||||||||||||
Issuance of Class B common stock to Sponsor | $ 33,670,000 | 33,669,000 | $ 1,000 | |||||||||||||||||||||||||||
Proceeds from exercise of options, shares | 52,000 | 52,000 | ||||||||||||||||||||||||||||
Preferred stock issuance costs | $ 4,770,000 | $ (4,770,000) | (4,770,000) | |||||||||||||||||||||||||||
Issuance of Class B common stock to Sponsor | 1,155,249 | |||||||||||||||||||||||||||||
Stock-based compensation expense | 3,094,000 | 3,094,000 | ||||||||||||||||||||||||||||
Redemption of Series A Preferred Stock | $ (9,258,000) | (9,258,000) | ||||||||||||||||||||||||||||
Redemption of Series A Preferred Stock, shares | (671,333) | |||||||||||||||||||||||||||||
Redemption of Series B Preferred Stock | $ (80,695,000) | (80,695,000) | ||||||||||||||||||||||||||||
Redemption of Series B Preferred Stock, shares | (5,016,874) | |||||||||||||||||||||||||||||
Reclassification of redemption value of common shares to temporary equity | 10,684,000 | 10,684,000 | 2,099,000 | 2,099,000 | $ (5,112,000) | $ (5,112,000) | ||||||||||||||||||||||||
Deemed dividend on extinguishment of Series B preferred stock | $ 15,408,000 | 15,408,000 | (15,408,000) | (15,408,000) | ||||||||||||||||||||||||||
Remeasurement of redemption value of Series B preferred stock | (2,099,000) | (2,099,000) | ||||||||||||||||||||||||||||
Remeasurement of redemption value of Series C preferred stock | 5,112,000 | 5,112,000 | ||||||||||||||||||||||||||||
Ending Balance at Dec. 31, 2019 | 182,656,000 | 182,656,000 | 10,684,000 | 1,291,000 | 194,631,000 | $ 150,342,000 | ||||||||||||||||||||||||
Temporary Equity Ending Balance at Dec. 31, 2019 | 194,631,000 | $ 182,656,000 | 10,684,000 | 1,291,000 | 194,631,000 | |||||||||||||||||||||||||
Net income (loss) | (20,174,000) | (20,174,000) | ||||||||||||||||||||||||||||
Foreign currency translation adjustment | $ 347,000 | 347,000 | ||||||||||||||||||||||||||||
Ending Balance, shares at Dec. 31, 2019 | 5,878,352 | 5,878,352 | 4,832,409 | |||||||||||||||||||||||||||
Ending Balance at Dec. 31, 2019 | $ (198,682,000) | 33,691,000 | (233,957,000) | $ 10,000 | 1,574,000 | $ 5,000,008 | $ 2,033,317 | $ 2,965,368 | $ 448 | $ 875 | ||||||||||||||||||||
Ending Balance, shares at Dec. 31, 2019 | 9,702,831 | 4,482,779 | 8,750,000 | |||||||||||||||||||||||||||
Beginning Balance at Apr. 04, 2019 | 0 | 0 | 0 | $ 0 | $ 0 | |||||||||||||||||||||||||
Beginning Balance, shares at Apr. 04, 2019 | 0 | |||||||||||||||||||||||||||||
Forfeiture of Class B common stock | 2 | (2) | ||||||||||||||||||||||||||||
Issuance of Class B common stock to Sponsor | 25,000 | 24,123 | $ 877 | |||||||||||||||||||||||||||
Forfeiture of Class B common stock, shares | (18,750) | |||||||||||||||||||||||||||||
Issuance of Class B common stock to Sponsor | 8,786,750 | |||||||||||||||||||||||||||||
Sale of 810,000 Private Placement Units, net of the fair value of the Private Placement Warrants | 7,375,050 | 7,374,969 | $ 81 | |||||||||||||||||||||||||||
Issuance of common shares in exchange for issuance cost | 307,906,800 | 307,903,300 | $ 3,500 | |||||||||||||||||||||||||||
Sale of 810,000 Private Placement Units, net of the fair value of the Private Placement Warrants, shares | 810,000 | |||||||||||||||||||||||||||||
Issuance of common shares in exchange for issuance cost, shares | 35,000,000 | |||||||||||||||||||||||||||||
Common stock subject to possible redemption | (313,272,210) | (313,269,077) | $ (3,133) | |||||||||||||||||||||||||||
Ending Balance at Dec. 31, 2019 | 182,656,000 | $ 182,656,000 | 10,684,000 | 1,291,000 | 194,631,000 | $ 150,342,000 | ||||||||||||||||||||||||
Common stock subject to possible redemption, shares | (31,327,221) | |||||||||||||||||||||||||||||
Temporary Equity Ending Balance at Dec. 31, 2019 | $ 194,631,000 | $ 182,656,000 | 10,684,000 | 1,291,000 | 194,631,000 | |||||||||||||||||||||||||
Net income (loss) | 2,965,368 | 2,965,368 | ||||||||||||||||||||||||||||
Ending Balance, shares at Dec. 31, 2019 | 5,878,352 | 5,878,352 | 4,832,409 | |||||||||||||||||||||||||||
Ending Balance at Dec. 31, 2019 | $ (198,682,000) | 33,691,000 | (233,957,000) | $ 10,000 | 1,574,000 | 5,000,008 | 2,033,317 | 2,965,368 | $ 448 | $ 875 | ||||||||||||||||||||
Ending Balance, shares at Dec. 31, 2019 | 9,702,831 | 4,482,779 | 8,750,000 | |||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | 102,000 | 102,000 | ||||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | (102,000) | (102,000) | ||||||||||||||||||||||||||||
Remeasurement of redemption value | $ 1,363,000 | $ 1,363,000 | $ 6,372,000 | $ 6,372,000 | $ (1,017,000) | $ (1,017,000) | ||||||||||||||||||||||||
Reclassification of redemption value of common shares to temporary equity | 1,017,000 | 1,017,000 | ||||||||||||||||||||||||||||
Issuance of Class B common stock to Sponsor | (5,109,690) | (2,033,317) | (3,076,322) | $ (51) | ||||||||||||||||||||||||||
Issuance of Class B common stock to Sponsor | 510,969 | |||||||||||||||||||||||||||||
Stock-based compensation expense | 479,000 | 479,000 | ||||||||||||||||||||||||||||
Reclassification of redemption value of common shares to temporary equity | (1,363,000) | (1,363,000) | $ (6,372,000) | (6,372,000) | ||||||||||||||||||||||||||
Ending Balance at Mar. 31, 2020 | $ 190,391,000 | 9,667,000 | 1,189,000 | 201,247,000 | ||||||||||||||||||||||||||
Net income (loss) | (729,000) | (729,000) | 5,109,685 | 5,109,685 | ||||||||||||||||||||||||||
Foreign currency translation adjustment | 77,000 | 77,000 | ||||||||||||||||||||||||||||
Ending Balance, shares at Mar. 31, 2020 | 5,878,352 | |||||||||||||||||||||||||||||
Ending Balance at Mar. 31, 2020 | (205,471,000) | 34,272,000 | (241,404,000) | $ 10,000 | 1,651,000 | 5,000,004 | 4,998,731 | $ 397 | $ 875 | |||||||||||||||||||||
Ending Balance, shares at Mar. 31, 2020 | 9,702,831 | 3,971,810 | 8,750,000 | |||||||||||||||||||||||||||
Beginning Balance at Dec. 31, 2019 | (198,682,000) | 33,691,000 | (233,957,000) | $ 10,000 | 1,574,000 | 5,000,008 | 2,033,317 | 2,965,368 | $ 448 | $ 875 | ||||||||||||||||||||
Temporary Equity Beginning Balance at Dec. 31, 2019 | 182,656,000 | $ 182,656,000 | 10,684,000 | 1,291,000 | 194,631,000 | $ 150,342,000 | ||||||||||||||||||||||||
Temporary Equity Beginning Balance at Dec. 31, 2019 | 194,631,000 | $ 182,656,000 | 10,684,000 | 1,291,000 | 194,631,000 | |||||||||||||||||||||||||
Change in value of Class A common stock subject to possible redemption | 60,723,030 | 60,722,422 | $ 608 | |||||||||||||||||||||||||||
Beginning Balance, shares at Dec. 31, 2019 | 9,702,831 | 4,482,779 | 8,750,000 | |||||||||||||||||||||||||||
Change in value of Class A common stock subject to possible redemption, shares | 6,072,303 | |||||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | $ (198,000) | (198,000) | ||||||||||||||||||||||||||||
Temporary Equity Beginning Balance, shares at Dec. 31, 2019 | 5,878,352 | 5,878,352 | 4,832,409 | |||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | 198,000 | 198,000 | ||||||||||||||||||||||||||||
Remeasurement of redemption value | (72,000) | (72,000) | 33,048,000 | 33,048,000 | 14,390,000 | 14,390,000 | ||||||||||||||||||||||||
Redemption of Preferred Stock, shraes | $ (32,242,000) | $ (32,242,000) | ||||||||||||||||||||||||||||
Redemption of Preferred Stock | (1,470) | (1,470) | ||||||||||||||||||||||||||||
Redemption of Preferred Stock, shraes | (1,045,943) | |||||||||||||||||||||||||||||
Proceeds from exercise of options | $ 612,000 | 612,000 | $ 0 | |||||||||||||||||||||||||||
Issuance of Class B common stock to Sponsor | $ 58,770,000 | 58,769,000 | $ 1,000 | |||||||||||||||||||||||||||
Proceeds from exercise of options, shares | 81,447 | 87,361 | ||||||||||||||||||||||||||||
Preferred stock issuance costs | $ 101,000 | |||||||||||||||||||||||||||||
Issuance of Class B common stock to Sponsor | 1,378,259 | |||||||||||||||||||||||||||||
Stock-based compensation expense | 3,277,000 | 3,277,000 | ||||||||||||||||||||||||||||
Settlement of restricted stock issued in exchange of non-recourse promissory note | 4,640,000 | 4,639,000 | $ 1,000 | |||||||||||||||||||||||||||
Settlement of restricted stock issued in exchange of non-recourse promissory note, shraes | 300,000 | |||||||||||||||||||||||||||||
Reclassification of redemption value of common shares to temporary equity | 14,390,000 | 14,390,000 | $ 72,000 | $ 72,000 | $ (33,048,000) | (33,048,000) | ||||||||||||||||||||||||
Issuance of common shares in exchange for issuance cost | 2,407,000 | 2,407,000 | $ 0 | |||||||||||||||||||||||||||
Issuance of common shares in exchange for issuance cost, shares | 45,000 | |||||||||||||||||||||||||||||
Common stock issuance costs | (2,509,000) | (2,509,000) | ||||||||||||||||||||||||||||
Ending Balance at Dec. 31, 2020 | 183,390,000 | $ 183,390,000 | ||||||||||||||||||||||||||||
Net income attributable to noncontrolling interest | (27,000) | |||||||||||||||||||||||||||||
Temporary Equity Ending Balance at Dec. 31, 2020 | 213,014,000 | $ 183,390,000 | 25,074,000 | 1,489,000 | 213,014,000 | $ 3,061,000 | $ 3,061,000 | |||||||||||||||||||||||
Issuance of redeemable noncontrolling interest in EduTech | 4,471,000 | 4,471,000 | 3,034,000 | $ 3,034,000 | ||||||||||||||||||||||||||
Net income (loss) | (16,969,000) | (16,969,000) | (60,723,035) | (60,723,035) | ||||||||||||||||||||||||||
Net income (loss) attributable to redeemable noncontrolling interest | (27,000) | (27,000) | ||||||||||||||||||||||||||||
Foreign currency translation adjustment | $ 217,000 | 217,000 | ||||||||||||||||||||||||||||
Ending Balance, shares at Dec. 31, 2020 | 4,832,409 | 4,832,409 | 4,832,409 | |||||||||||||||||||||||||||
Ending Balance at Dec. 31, 2020 | $ (192,827,000) | 105,159,000 | (299,789,000) | $ 12,000 | 1,791,000 | 5,000,003 | 62,755,739 | (57,757,667) | $ 1,056 | $ 875 | ||||||||||||||||||||
Ending Balance, shares at Dec. 31, 2020 | 11,513,451 | 10,555,082 | 8,750,000 | |||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | (102,000) | (102,000) | ||||||||||||||||||||||||||||
Reclassification of share-based awards to temporary equity | 102,000 | 102,000 | ||||||||||||||||||||||||||||
Remeasurement of redemption value | $ 8,794,000 | $ 8,794,000 | $ (183,000) | $ (183,000) | ||||||||||||||||||||||||||
Reclassification of redemption value of common shares to temporary equity | 183,000 | 183,000 | ||||||||||||||||||||||||||||
Proceeds from exercise of options | $ 1,125,000 | 1,125,000 | $ 0 | |||||||||||||||||||||||||||
Proceeds from exercise of options, shares | 126,730 | 126,730 | ||||||||||||||||||||||||||||
Stock-based compensation expense | $ 2,275,000 | 2,275,000 | ||||||||||||||||||||||||||||
Reclassification of redemption value of common shares to temporary equity | $ (8,794,000) | $ (8,794,000) | ||||||||||||||||||||||||||||
Common stock subject to possible redemption | (28,311,610) | (28,311,326) | $ (284) | |||||||||||||||||||||||||||
Ending Balance at Mar. 31, 2021 | 192,184,000 | |||||||||||||||||||||||||||||
Common stock subject to possible redemption, shares | (2,831,161) | |||||||||||||||||||||||||||||
Net income attributable to noncontrolling interest | (397,000) | 397,000 | 397,000 | |||||||||||||||||||||||||||
Temporary Equity Ending Balance at Mar. 31, 2021 | 222,362,000 | $ 192,184,000 | $ 24,891,000 | $ 1,591,000 | 222,362,000 | 3,696,000 | ||||||||||||||||||||||||
Issuance of redeemable noncontrolling interest in EduTech | 515,000 | 515,000 | $ 238,000 | 238,000 | ||||||||||||||||||||||||||
Net income (loss) | (4,942,000) | (4,942,000) | 28,311,612 | 28,311,612 | ||||||||||||||||||||||||||
Net income (loss) attributable to redeemable noncontrolling interest | (397,000) | (397,000) | $ (178,000) | |||||||||||||||||||||||||||
Foreign currency translation adjustment | $ (243,000) | (243,000) | ||||||||||||||||||||||||||||
Ending Balance, shares at Mar. 31, 2021 | 4,832,409 | 4,832,409 | 4,832,409 | |||||||||||||||||||||||||||
Ending Balance at Mar. 31, 2021 | $ (203,207,000) | $ 108,972,000 | $ (313,739,000) | $ 12,000 | $ 1,548,000 | $ 5,000,005 | $ 34,444,413 | $ (29,446,055) | $ 772 | $ 875 | ||||||||||||||||||||
Ending Balance, shares at Mar. 31, 2021 | 11,640,181 | 7,723,921 | 8,750,000 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating activities | ||||||
Net loss | $ (4,942,000) | $ (729,000) | $ (16,969,000) | $ (20,174,000) | $ (3,948,000) | |
Depreciation and amortization | 258,000 | 273,000 | 1,059,000 | 1,049,000 | 1,209,000 | |
Foreign currency remeasurement (gain) loss | (71,000) | 790,000 | (378,000) | 362,000 | (496,000) | |
Provision for doubtful accounts | (393,000) | 386,000 | 690,000 | 296,000 | (203,000) | |
Stock-based compensation | 3,289,000 | 75,000 | 33,767,000 | 13,893,000 | 1,720,000 | |
Loss on disposal of property and equipment | 1,000 | 80,000 | 7,000 | 9,000 | ||
Deferred income taxes | 0 | 0 | (433,000) | (1,610,000) | 675,000 | |
Changes in operating assets and liabilities: | ||||||
Accounts receivable | 6,224,000 | 7,559,000 | (8,946,000) | (13,150,000) | (1,137,000) | |
Prepaid expenses and other current assets | (379,000) | 246,000 | 1,204,000 | 156,000 | (119,000) | |
Other assets | (969,000) | (276,000) | (3,236,000) | (5,023,000) | 3,425,000 | |
Accounts payable, accrued expenses and other liabilities | (7,419,000) | (9,007,000) | 1,392,000 | 8,144,000 | 1,046,000 | |
Deferred revenue | 179,000 | (1,473,000) | 11,311,000 | 14,365,000 | (5,267,000) | |
Accrued rent obligation | (43,000) | (101,000) | (421,000) | (366,000) | (123,000) | |
Net cash provided by (used in) operating activities | (4,265,000) | (2,257,000) | 19,120,000 | (2,051,000) | (3,209,000) | |
Cash Flows from Operating Activities: | ||||||
Net (Loss) Income | (5,339,000) | (729,000) | (16,996,000) | (20,174,000) | (3,948,000) | |
Changes in operating assets and liabilities: | ||||||
Prepaid expenses and other current assets | (379,000) | 246,000 | 1,204,000 | 156,000 | (119,000) | |
Accounts payable and accrued expenses | (7,419,000) | (9,007,000) | 1,392,000 | 8,144,000 | 1,046,000 | |
Net cash provided by (used in) operating activities | (4,265,000) | (2,257,000) | 19,120,000 | (2,051,000) | (3,209,000) | |
Cash Flows from Investing Activities: | ||||||
Maturity (purchase) of short-term investments, net | (268,000) | 705,000 | 2,391,000 | (398,000) | 482,000 | |
Purchase of property and equipment | (266,000) | (107,000) | (1,023,000) | (1,083,000) | (456,000) | |
Cash provided by (used in) investing activities | (534,000) | 598,000 | 1,368,000 | (1,481,000) | 26,000 | |
Cash Flows from Financing Activities | ||||||
Repayments of capital leases | (7,000) | (16,000) | (49,000) | (82,000) | (80,000) | |
Proceeds from issuance of common stock | 1,126,000 | 58,770,000 | 33,670,000 | |||
Proceeds from issuance of Series C preferred stock | 150,000,000 | |||||
Equity issuance costs | (101,000) | (4,770,000) | ||||
Payments for redemption of Series A and Series B preferred stock | (33,712,000) | (179,000,000) | ||||
Proceeds from stock option exercises | 612,000 | 88,000 | 97,000 | |||
Payments of transaction fees | (1,255,000) | (2,089,000) | ||||
Payments of debt issuance costs | (300,000) | |||||
Proceeds from issuance of Class B common stock to Sponsor | 753,000 | |||||
Proceeds from sale of common shares of subsidiary | 7,505,000 | |||||
Collection of promissory notes | 284,000 | |||||
Net cash provided by (used in) financing activities | 617,000 | (16,000) | 35,559,000 | (94,000) | 17,000 | |
Effect of exchange rate on cash | (365,000) | (526,000) | 903,000 | (590,000) | (360,000) | |
Net Change in Cash | (4,547,000) | (2,201,000) | 56,950,000 | (4,216,000) | (3,526,000) | |
Cash - Beginning of period | 69,112,000 | 12,162,000 | 12,162,000 | 16,378,000 | 19,904,000 | |
Cash - End of period | 64,565,000 | 9,961,000 | $ 12,162,000 | 69,112,000 | 12,162,000 | 16,378,000 |
Supplemental disclosures of cash flow information | ||||||
Income taxes | 1,068,000 | 247,000 | $ (3,685,000) | |||
Interest | 13,000 | 3,000 | ||||
Non-cash investing and financing activities Issuance of common shares in exchange for issuance cost | 2,408,000 | |||||
Income taxes | (304,000) | (321,000) | ||||
Fixed assets acquired under capital leases | 20,000 | 29,000 | 57,000 | |||
Non-cash investing and financing activities | ||||||
Fixed assets acquired under capital leases | 20,000 | 29,000 | 57,000 | |||
Nonrecourse [Member] | ||||||
Cash Flows from Financing Activities | ||||||
Collection of promissory notes | 4,639,000 | |||||
Apex Technology Acquisition Corp [Member] | ||||||
Operating activities | ||||||
Net loss | 28,311,612 | 5,109,685 | 2,965,368 | (60,723,035) | ||
Interest earned on marketable securities held in Trust Account | (31,841) | (1,452,414) | (1,809,163) | (1,671,038) | ||
Change in fair value of warrant liabilities | (30,171,850) | (4,294,000) | (3,052,800) | 56,471,950 | ||
Transaction costs | 988,242 | |||||
Changes in operating assets and liabilities: | ||||||
Prepaid expenses and other current assets | (30,441) | (41,061) | (183,639) | 108,997 | ||
Accounts payable, accrued expenses and other liabilities | 1,595,639 | (145,620) | 151,799 | 4,256,690 | ||
Net cash provided by (used in) operating activities | (358,136) | (382,908) | (473,748) | (2,419,063) | ||
Cash Flows from Operating Activities: | ||||||
Net (Loss) Income | 28,311,612 | 5,109,685 | 2,965,368 | (60,723,035) | ||
Changes in operating assets and liabilities: | ||||||
Prepaid expenses and other current assets | (30,441) | (41,061) | (183,639) | 108,997 | ||
Prepaid income taxes | (477,437) | |||||
Accounts payable and accrued expenses | 1,595,639 | (145,620) | 151,799 | 4,256,690 | ||
Franchise tax payable | (31,255) | (98,743) | 148,543 | (67,288) | ||
Income taxes payable | 539,245 | 317,902 | (317,902) | |||
Net cash provided by (used in) operating activities | (358,136) | (382,908) | (473,748) | (2,419,063) | ||
Cash Flows from Investing Activities: | ||||||
Investment of cash into Trust Account | (350,000,000) | |||||
Cash withdrawn from Trust Account for franchise and income taxes | 148,743 | 1,621,881 | ||||
Cash provided by (used in) investing activities | 148,743 | (350,000,000) | 1,621,881 | |||
Cash Flows from Financing Activities | ||||||
Proceeds from issuance of Class B common stock to Sponsor | 25,000 | |||||
Proceeds from sale of Units, net of underwriting discounts paid | 343,900,000 | |||||
Proceeds from sale of Private Units | 8,100,000 | |||||
Proceeds from convertible promissory note - related party | 300,000 | 275,000 | ||||
Repayment of promissory note - related party | (275,000) | |||||
Payment of offering costs | (556,442) | |||||
Net cash provided by (used in) financing activities | 300,000 | 351,468,558 | ||||
Net Change in Cash | (58,136) | (234,165) | 994,810 | (797,182) | ||
Cash - Beginning of period | 197,628 | 994,810 | 994,810 | |||
Cash - End of period | 139,492 | 760,645 | 994,810 | 197,628 | 994,810 | |
Non-cash investing and financing activities | ||||||
Initial classification of Class A common stock subject to possible redemption | 309,314,540 | |||||
Change in value of Class A common stock subject to possible redemption | $ 28,311,610 | $ 5,109,690 | 3,957,670 | $ (60,723,030) | ||
Deferred underwriting fee payable | $ 13,150,000 | $ 13,150,000 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS EQUITY (Parenthetical) - Apex Technology Acquisition Corp [Member] | 9 Months Ended |
Dec. 31, 2019shares | |
Initial Public Offering [Member] | |
Net of underwriting discount and offering costs and the fair value of the public warrants | 35,000,000 |
Private Placement Warrants [Member] | |
Sale of private placement units | 810,000 |
DESCRIPTION OF ORGANIZATION AND
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS | 1. Nature of Business and Organization AvePoint, Inc. and its subsidiaries (“AvePoint” or, for the purposes of this ”Notes to Consolidated Financial Statements” section only, the “Company”) are a leading provider of enterprise collaboration and productivity software solutions. The Company develops, markets, and sells its suite of software solutions and services, primarily in North America, Europe, Australia, and Asia. The Company provides its customers with high-performance infrastructure management, compliance, data governance, mobility and productivity, online services and software solutions consulting. Many of the Company’s software solutions share an underlying architecture and include: DocAve Software Platform, DocAve Governance Automation, AvePoint Online Services, AvePoint Compliance Guardian, AvePoint Mobility and Productivity Software for SharePoint and Dynamics CRM, as well as customized business solutions, technical support, and services. AvePoint, Inc. was incorporated as a New Jersey corporation on July 24, 2001, and redomiciled as a Delaware corporation in 2006. The Company’s headquarters are located in Jersey City, New Jersey, with additional offices in North America, Europe, Asia, Australia and the Middle East. | 1. Nature of Business and Organization AvePoint, Inc. and its subsidiaries (“AvePoint” or, for the purposes of this ”Notes to Consolidated Financial Statements” section only, the “Company”) are a leading provider of enterprise collaboration and productivity software solutions. The Company develops, markets, and sells its suite of software solutions and services, primarily in North America, Europe, Australia, and Asia. The Company provides its customers with high-performance infrastructure management, compliance, data governance, mobility and productivity, online services and software solutions consulting. Many of the Company’s software solutions share an underlying architecture and include: DocAve Software Platform, DocAve Governance Automation, AvePoint Online Services, AvePoint Compliance Guardian, AvePoint Mobility and Productivity Software for SharePoint and Dynamics CRM, as well as customized business solutions, technical support, and services. AvePoint, Inc. was incorporated as a New Jersey corporation on July 24, 2001, and redomiciled as a Delaware corporation in 2006. The Company’s headquarters are located in Jersey City, New Jersey, with additional offices in North America, Europe, Asia, Australia and the Middle East. |
Apex Technology Acquisition Corp [Member] | ||
DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS | NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Apex Technology Acquisition Corporation (the “Company”) was incorporated in Delaware on April 5, 2019. The Company was formed for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). Although the Company is not limited to a particular industry or sector for purposes of consummating a Business Combination, the Company intends to focus its search on companies in the software and internet technology industries. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. The Company has two subsidiaries, Athena Technology Merger Sub, Inc., a wholly-owned subsidiary of the Company incorporated in Delaware on October 13, 2020 (“Merger Sub 1”) and Athena Technology Merger Sub 2, LLC, a wholly-owned subsidiary of the Company incorporated in Delaware on November 2, 2020 (“Merger Sub 2”). As of March 31, 2021, the Company had not commenced any operations. All activity through March 31, 2021 relates to the Company’s formation, its initial public offering (the “Initial Public Offering”), which is described below identifying a target company for a Business Combination and activities in connection with the proposed acquisition of AvePoint, Inc., a Delaware corporation (“AvePoint”) (see Note 6). The Company will not generate any operating revenues until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating The registration statement for the Company’s Initial Public Offering was declared effective on September 16, 2019. On September 19, 2019, the Company consummated the Initial Public Offering of 35,000,000 units (“Units” and, with respect to the Class A common stock included in the Units offered, the “Public Shares”), which included the partial exercise by the underwriters of the over-allotment option to purchase an additional 4,500,000 Units, at $10.00 per Unit, generating gross proceeds of $350,000,000, which is described in Note 3. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 810,000 units (the “Placement Units”) at a price of $10.00 per Placement Unit in a private placement to Apex Technology Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and Cantor Fitzgerald & Co. (“Cantor”), the representative of the underwriters, generating gross proceeds of $8,100,000, which is described in Note 4. Offering costs amounted to $19,806,442, consisting of $6,100,000 of underwriting fees, $13,150,000 of deferred underwriting fees and $556,442 of other offering costs. Following the closing of the Initial Public Offering on September 19, 2019, an amount of $350,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Placement Units was placed in a trust account (“Trust Account”) and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 180 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of Rule 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Placement Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company will provide its holders of the outstanding shares of Class A common stock (the “public stockholders”) included in the public units (“Public Shares”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The public stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account ($10.00 per Public Share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). The per-share If the Company seeks stockholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the Amended and Restated Certificate of Incorporation provides that a public stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company. The Sponsor has agreed (a) to waive its redemption rights with respect to its Founder Shares (as defined below), Placement Shares (as defined below) and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Certificate of Incorporation (i) that would affect the substance or timing of the Company’s obligation to allow redemption in connection with a Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination or (ii) with respect to any other provision relating to stockholders’ rights or pre-business The Company has until September 19, 2021 to consummate a Business Combination (the “Combination Period”). If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share The Sponsor has agreed to waive its liquidation rights with respect to the Founder Shares and Placement Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor acquires Public Shares after the Initial Public Offering, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 6) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than $10.00 per share. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Going Concern In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Update (“ASU”) 2014-15, | NOTE 1. DESCRIPTION OF ORGANIZATION AND BUSINESS OPERATIONS Apex Technology Acquisition Corporation (the “Company”) was incorporated in Delaware on April 5, 2019. The Company was formed for the purpose of entering into a merger, capital stock exchange, asset acquisition, stock purchase, reorganization or similar business combination with one or more businesses (the “Business Combination”). Although the Company is not limited to a particular industry or sector for purposes of consummating a Business Combination, the Company intends to focus its search on companies in the software and internet technology industries. The Company is an early stage and emerging growth company and, as such, the Company is subject to all of the risks associated with early stage and emerging growth companies. The Company has two subsidiaries, Athena Technology Merger Sub, Inc., a wholly-owned subsidiary of the Company incorporated in Delaware on October 13, 2020 (“Merger Sub 1”) and Athena Technology Merger Sub 2, LLC, a wholly -owned subsidiary of the Company incorporated in Delaware on November 2, 2020 (“Merger Sub 2”). As of December 31, 2020, the Company had not commenced any operations. All activity through December 31, 2020 relates to the Company’s formation, its initial public offering (the “Initial Public Offering”), which is described below, identifying a target company for a Business Combination and activities in connection with the proposed acquisition of AvePoint, Inc., a Delaware corporation (“AvePoint”) (see Note 7). The Company will not generate any operating revenue until after the completion of its initial Business Combination, at the earliest. The Company generates non-operating The registration statement for the Company’s Initial Public Offering was declared effective on September 16, 2019. On September 19, 2019, the Company consummated the Initial Public Offering of 35,000,000 units (“Units” and, with respect to the Class A common stock included in the Units offered, the “Public Shares”), which included the partial exercise by the underwriters of the over-allotment option to purchase an additional 4,500,000 Units, at $10.00 per Unit, generating gross proceeds of $350,000,000, which is described in Note 4. Simultaneously with the closing of the Initial Public Offering, the Company consummated the sale of 810,000 units (the “Placement Units”) at a price of $10.00 per Placement Unit in a private placement to Apex Technology Sponsor LLC, a Delaware limited liability company (the “Sponsor”) and Cantor Fitzgerald & Co. (“Cantor”), the representative of the underwriters, generating gross proceeds of $8,100,000, which is described in Note 5. Offering costs amounted to $19,806,442, consisting of $6,100,000 of underwriting fees, $13,150,000 of deferred underwriting fees and $556,442 of other offering costs. Following the closing of the Initial Public Offering on September 19, 2019, an amount of $350,000,000 ($10.00 per Unit) from the net proceeds of the sale of the Units in the Initial Public Offering and the sale of the Placement Units was placed in a trust account (“Trust Account”) and invested in U.S. government securities, within the meaning set forth in Section 2(a)(16) of the Investment Company Act of 1940, as amended (the “Investment Company Act”), with a maturity of 180 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of Rule 2a-7 The Company’s management has broad discretion with respect to the specific application of the net proceeds of the Initial Public Offering and the sale of Placement Units, although substantially all of the net proceeds are intended to be applied generally toward consummating a Business Combination. There is no assurance that the Company will be able to complete a Business Combination successfully. The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. The Company will provide its holders of the outstanding shares of Class A common stock (the “public stockholders”) included in the public units (“Public Shares”) with the opportunity to redeem all or a portion of their Public Shares upon the completion of a Business Combination either (i) in connection with a stockholder meeting called to approve the Business Combination or (ii) by means of a tender offer. The decision as to whether the Company will seek stockholder approval of a Business Combination or conduct a tender offer will be made by the Company, solely in its discretion. The public stockholders will be entitled to redeem their Public Shares for a pro rata portion of the amount then in the Trust Account ($10.00 per Public Share, plus any pro rata interest earned on the funds held in the Trust Account and not previously released to the Company to pay its tax obligations). The per-share If the Company seeks stockholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the Amended and Restated Certificate of Incorporation provides that a public stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a “group” (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company. The Sponsor has agreed (a) to waive its redemption rights with respect to its Founder Shares (as defined below), Placement Shares (as defined below) and Public Shares held by it in connection with the completion of a Business Combination and (b) not to propose an amendment to the Amended and Restated Certificate of Incorporation (i) that would affect the substance or timing of the Company’s obligation to allow redemption in connection with a Business Combination or to redeem 100% of its Public Shares if the Company does not complete a Business Combination or (ii) with respect to any other provision relating to stockholders’ rights or pre-business The Company has until September 19, 2021 to consummate a Business Combination (the “Combination Period”). If the Company is unable to complete a Business Combination within the Combination Period, the Company will (i) cease all operations except for the purpose of winding up, (ii) as promptly as reasonably possible but not more than ten business days thereafter, redeem the Public Shares, at a per-share The Sponsor has agreed to waive its liquidation rights with respect to the Founder Shares and Placement Shares if the Company fails to complete a Business Combination within the Combination Period. However, if the Sponsor acquires Public Shares after the Initial Public Offering, such Public Shares will be entitled to liquidating distributions from the Trust Account if the Company fails to complete a Business Combination within the Combination Period. The underwriters have agreed to waive their rights to their deferred underwriting commission (see Note 7) held in the Trust Account in the event the Company does not complete a Business Combination within in the Combination Period and, in such event, such amounts will be included with the other funds held in the Trust Account that will be available to fund the redemption of the Public Shares. In the event of such distribution, it is possible that the per share value of the assets remaining available for distribution will be less than $10.00 per share. In order to protect the amounts held in the Trust Account, the Sponsor has agreed to be liable to the Company if and to the extent any claims by a third party for services rendered or products sold to the Company, or a prospective target business with which the Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets. This liability will not apply with respect to any claims by a third party who executed a waiver of any right, title, interest or claim of any kind in or to any monies held in the Trust Account or to any claims under the Company’s indemnity of the underwriters of the Initial Public Offering against certain liabilities, including liabilities under the Securities Act of 1933, as amended (the “Securities Act”). Moreover, in the event that an executed waiver is deemed to be unenforceable against a third party, the Sponsor will not be responsible to the extent of any liability for such third-party claims. The Company will seek to reduce the possibility that the Sponsor will have to indemnify the Trust Account due to claims of creditors by endeavoring to have all vendors, service providers (except for the Company’s independent registered public accounting firm), prospective target businesses or other entities with which the Company does business, execute agreements with the Company waiving any right, title, interest or claim of any kind in or to monies held in the Trust Account. Going Concern In connection with the Company’s assessment of going concern considerations in accordance with Financial Accounting Standard Board’s Accounting Standards Update (“ASU”) 2014-15, |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Basis of Presentation The accompanying unaudited condensed consolidated balance sheet as of December 31, 2020, which has been derived from audited financial statements, and the unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC for interim financial information and include the accounts of the Company. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) have been condensed or omitted. In the opinion of management, these financial statements contain all adjustments, consisting of normal recurring accruals, necessary to present fairly the financial position, results of operations and cash flows for the periods indicated. Operating results for the three months ended March 31, 2021 are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2021. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of December 31, 2020 and 2019 and for the years ended December 31, 2020, 2019 and 2018 and the related notes included elsewhere in this proxy statement/prospectus. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes. The Company bases its estimates and assumptions on historical experience and on various other assumptions that it believes are reasonable under the circumstances. The amounts of assets and liabilities reported in the Company’s consolidated balance sheets and the amounts of revenue and expenses reported for each of its periods presented are affected by estimates and assumptions, which are used for, but not limited to, the accounting for revenue recognition, allowance for doubtful accounts, deferred contract costs, income taxes and related reserves, stock-based compensation and accounting for research and development costs. Actual results could differ from those estimates. Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment due to the outbreak of a novel strain of the coronavirus (“COVID-19”). Foreign Currency The Company has foreign operations where the functional currency has been determined to be the local currency, in accordance with FASB ASC 830, Foreign Currency Matters Cash and Cash Equivalents The Company maintains cash with several high credit-quality financial institutions. The Company considers all cash investments available with original maturities of three months or less to be cash equivalents. These investments are not subject to significant market risk. The Company maintains its cash and cash equivalents in bank accounts which, at times, exceed the federally insured limits. The Company has not experienced any losses in such accounts. The Company maintains cash balances used in operations at entities based in the People’s Republic of China, which imposes regulations that limit the ability to transfer cash out of the country. As of March 31, 2021 and December 31, 2020, the Company’s cash balances at these entities were $7.9 million and $6.8 million, respectively. For purposes of the consolidated statements of cash flows, cash includes all amounts in the consolidated balance sheets captioned cash and cash equivalents. Deferred Sales Commissions The Company defers sales commissions earned by its sales force that are considered to be incremental and recoverable costs of obtaining SaaS, termed license and support, service, perpetual license and maintenance contracts. The Company has structured commissions plans such that the commission rate paid on renewal contracts are less than those paid on the initial contract; therefore, it is determined that the renewal commissions are not commensurate with the initial commission. The Company determines the estimated average customer relationship period and average renewal term utilizing a portfolio approach. The amortization of commissions are included in sales and marketing expense in the consolidated statements of operations. Deferred costs are periodically reviewed for impairment. Amortization of deferred sales commissions of $2.2 million and $2.5 million for the three months ended March 31, 2021 and 2020, respectively, is included as a component of sales and marketing expenses in the Company’s consolidated statements of operations. Deferred sales commissions recognized as a contract asset on the Company’s balance sheet was $32.8 million and $31.9 million at March 31, 2021 and December 31, 2020, respectively. Revenue Recognition The Company derives revenue from four primary sources: SaaS, termed license and support, services, and maintenance. Services include installation services, training and other consulting services. The following table presents AvePoint’s revenue by source: For the Three Months 2021 2020 Revenue: SaaS $ 18,259 $ 10,243 Termed license and support 8,727 7,744 Services 5,916 7,579 Maintenance and OEM 5,409 6,005 Perpetual license 489 1,090 Total revenue $ 38,800 $ 32,661 Termed license and support revenue for the three months ended March 31, 2021 and 2020 includes $5.7 million and $5.2 million of revenue recognized at a point of time, respectively. Revenue deferred under contracts with customers as of March 31, 2021 and December 31, 2020 was $73.2 million and $74.7 million, respectively. Revenue recognized that was included in the opening deferred revenue balance was $22.9 million and $20.5 million for the three months ended March 31, 2021 and 2020, respectively. The opening and closing balances of the Company’s accounts receivable, net, deferred revenue and deferred sales commissions are as follows: Accounts Deferred Deferred (in thousands) Opening (January 1, 2020) $ 43,619 $ 60,600 $ 28,351 Closing (December 31, 2020) 53,749 74,688 31,943 Increase/(decrease) 10,130 14,088 3,592 Opening (January 1, 2021) $ 53,749 $ 74,688 $ 31,943 Closing (March 31, 2021) 46,915 73,221 32,800 Increase/(decrease) (6,834 ) (1,467 ) 857 There were no significant changes to the Company’s contract assets or liabilities during the year ended December 31, 2020 and the three months ended March 31, 2021 outside of its sales activities. As of March 31, 2021, transaction price allocated to remaining performance obligations, which includes deferred revenue and amounts that will be invoiced and recognized as revenue in future periods, was $156.1 million, of which $120.1 million is related to SaaS and termed license and support revenue. AvePoint expects to recognize approximately 63% of this revenue over the next twelve months and the remainder thereafter. Legal Proceedings In the normal course of its business, the Company may be involved in various claims, negotiations and legal actions. Except for such claims that arise in the normal course of business, as of March 31, 2021, the Company is not a party to any other litigation for which a material claim is reasonably possible, probable or estimable. Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to difference between financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. AvePoint recognizes liabilities for uncertain tax positions taken or expected to be taken in income tax returns. Accrued interest and penalties related to unrecognized tax benefits are recognized as part of the provision for income taxes. Judgment is required in determining the provision for income taxes, deferred tax assets and liabilities and unrecognize tax benefits. In determining the need for a valuation allowance, the historical and projected financial performance of the operation that is recording a net deferred tax asset is considered along with any other pertinent information. AvePoint files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions. The tax years 2016 through 2020 are open and subject to audit by US federal, state and local authorities. The tax years 2010 through 2020 are open and subject to audit by major foreign tax jurisdictions. Redeemable Noncontrolling Interest At March 31, 2021, the Company owned 76.09% and AEPL PTE. LTD. (“AEPL”) owned 23.91% of a subsidiary of the Company, AvePoint EduTech PTE. LTD. (“EduTech”). As part of AEPL’s investment in EduTech, the Company granted AEPL a put option which allows AEPL to cause the Company to repurchase AEPL’s shares in EduTech at any time between December 24, 2022 and December 24, 2023 at a price equal to AEPL’s initial investment. Consequently, the Company records redeemable noncontrolling interest as mezzanine equity in its consolidated statement of mezzanine equity and stockholders’ deficiency. At each reporting period, the Company increases the carrying amount of the redeemable noncontrolling interest by periodic accretions using the interest method so that the carrying amount will equal the redemption amount on the date that the put option becomes exercisable, and adjustments to the value are recorded as net income attributable to redeemable noncontrolling interest. Emerging Growth Company Upon successful completion of the business combination discussed in the Subsequent Events section, AvePoint is expected to be considered an emerging growth company. Section 102(b)(1) of the Jobs Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, “Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815 — 40)” (“ASU 2020-06”). ASU 2020-06 simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. The ASU is part of the FASB’s simplification initiative, which aims to reduce unnecessary complexity in U.S. GAAP. The amendments in this ASU are effective for public business entities, excluding entities eligible to be smaller reporting companies, for fiscal years beginning after December 15, 2021. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact ASU 2020-06 will have on its financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (ASC 740): Simplifying the Accounting for Income Taxes (ASU 2019-12), which is intended to simplify various areas related to the accounting for income taxes and improve consistent application of ASC 740. The amendments in this ASU are effective for public business entities for fiscal years beginning after December 15, 2020. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption of the amendments is permitted, including adoption in any interim period for public business entities for periods for which financial statements have not yet been issued and all other entities for periods for which financial statements have not yet been made available for issuance. The Company is currently evaluating the impact of its pending adoption of ASU 2019-12 on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (ASC 842) and also issued subsequent amendments to the initial guidance: ASU 2017-13, ASU 2018-10, ASU 2018-11, ASU 2018-20, ASU 2019-01, ASU 2020-02, and ASU 2020-05 (collectively, ASC 842). ASC 842 requires companies to generally recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use assets. ASC 842 was effective for public business entities for fiscal years beginning after December 15, 2018. For all other for-profit entities, the amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. ASC 842 must be adopted using a modified retrospective method and its early adoption is permitted. The Company is currently evaluating the impact of adoption of this ASU on its consolidated financial statements. While the Company generally expects the financial records to be impacted by the requirements highlighted above, the Company cannot reasonably estimate the impact that adoption of the ASUs referenced in this announcement is expected to have on the financial statements at this time. In January 2016, the FASB issued ASU 2016-13, “Financial Instruments — Credit Losses on Financial Instruments,” which replaces incurred loss methodology to estimate credit losses on financial instruments with a methodology that reflects expected credit losses. This amendment affects entities holding financial assets that are not accounted for at fair value through net income including trade receivables. The amendments in this ASU were effective for public business entities, excluding entities eligible to be smaller reporting companies, for fiscal years beginning after December 15, 2019. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2022. Early application of the amendments is permitted. The Company is currently evaluating the impact of adoption of this ASU on its consolidated financial statements. While the Company generally expects the financial records to be impacted by the requirements highlighted above, the Company cannot reasonably estimate the impact that adoption of the ASUs referenced in this announcement is expected to have on the financial statements at this time. | 2. Summary of Significant Accounting Policies Basis of Presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and include the consolidated accounts of AvePoint, Inc. and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. In the year ended December 31, 2019, the Company adopted the Accounting Standards Update (ASU) 2014-09, 2015-14, 2016-08, 2016-10, 2016-12, 2016-20, 2017-10, 2017-13 2017-14 The impact of adopting ASC 606 for select consolidated balance sheet line items was as follows: January 1, 2019 December 31, 2019 Unadjusted Adjustments Adjusted Unadjusted Adjustments Adjusted (in thousands) Accounts receivable, net $ 20,240 $ 7,600 $ 27,840 $ 34,811 $ 5,123 $ 39,934 Deferred contract costs — 21,281 21,281 — 28,351 28,351 Long-term unbilled receivables — 2,740 2,740 — 3,685 3,685 Other assets 10,193 (3,795 ) 6,398 9,221 (4,424 ) 4,797 Deferred revenue 66,623 20,390 46,233 84,074 23,474 60,600 Accounts receivable, net increased as a result of increases in unbilled receivables. Deferred contracts costs increased as a result of deferred sales commissions. Other assets decreased as a result of the adoption’s impact to deferred taxes. Deferred revenue decreased as a result of recognition of revenue related to on-premises termed license offerings, which under ASC 605 were generally recognized over the life of the related customer agreements, but under ASC 606 are recognized at a point in time upon delivery of an on-premises termed license. In addition, deferred revenue decreased as a result of recognition of revenue related to certain service offerings, which under ASC 605 were generally recognized under the completed contract method, but under ASC 606 are recognized based on a measure of progress, such as labor hours, to determine the percentage of completion of the projects. Revenue for the year ended December 31, 2019 in accordance with the previous revenue recognition policy was $114.5 million, compared to $116.1 million recorded under ASC 606. The adoption of ASC 606 decreased the Commission expense, which is included in Sales and Marketing on the Statement of Operations, from $13.9 million to $11.0 million. The Company revised its presentation of revenue to identify revenue generated from SaaS, termed license and support, services, maintenance and OEM and perpetual license. Previously, the Company presented revenue generated from subscription, which included SaaS and termed license and support revenue, services and license, maintenance, and OEM, which included perpetual license, maintenance and OEM revenue. The Company made corresponding revisions to its presentation of cost of revenue to identify costs associated with SaaS, termed license and support, services and maintenance and OEM. Previously, the Company presented cost of revenue associated with subscription, services and license, maintenance and OEM. Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes. The Company bases its estimates and assumptions on historical experience and on various other assumptions that it believes are reasonable under the circumstances. The amounts of assets and liabilities reported in the Company’s consolidated balance sheets and the amounts of revenue and expenses reported for each of its periods presented are affected by estimates and assumptions, which are used for, but not limited to, the accounting for revenue recognition, allowance for doubtful accounts, deferred contract costs, income taxes and related reserves, stock-based compensation and accounting for research and development costs. Actual results could differ from those estimates. Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment due to the outbreak of a novel strain of the coronavirus (“COVID-19”). Foreign Currency The Company has foreign operations where the functional currency has been determined to be the local currency, in accordance with FASB ASC 830, Foreign Currency Matters Cash and Cash Equivalents The Company maintains cash with several high credit-quality financial institutions. The Company considers all cash investments available with original maturities of three months or less to be cash equivalents. These investments are not subject to significant market risk. The Company maintains its cash and cash equivalents in bank accounts which, at times, exceed the federally insured limits. The Company has not experienced any losses in such accounts. The Company maintains cash balances used in operations at entities based in the People’s Republic of China, which imposes regulations that limit the ability to transfer cash out of the country. As of December 31, 2020 and 2019, the Company’s cash balances at these entities were $6.8 million and $3.6 million, respectively. For purposes of the consolidated statements of cash flows, cash includes all amounts in the consolidated balance sheets captioned cash and cash equivalents. Short-Term Investments Short-term investments consist mainly of certificate of deposits held by financial institutions which have an initial maturity of greater than three months but less than or equal to one year at period end. Allowance for Doubtful Accounts The Company evaluates the collectability of its accounts receivable based on a combination of factors. Where the Company is aware of circumstances that may impair a specific customer’s ability to meet its financial obligations, the Company records a specific allowance against amounts due. For all other customers, the Company recognizes allowances for doubtful accounts based on the length of time the receivables are outstanding, the current business environment and its historical experience. Accounts are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded when received. As such, the Company presents trade receivables at their net estimated realizable value through use of the allowance for doubtful accounts. Property and Equipment Property and equipment are stated at cost and depreciated on a straight-line basis over the shorter of their estimated useful lives or related contract terms beginning in the year the asset was placed into service. Computer equipment 3.0 years Leasehold improvements 5.0-11.0 years Furniture and fixture 7.0 years Office equipment 5.0 years Software 3.0 years Buildings 39.5 years Normal repair and maintenance costs are expensed as incurred. The Company writes off depreciated assets that are no longer in service. Leasehold improvements are amortized over the lesser of the lease term or the estimated useful life of the improvements and such amortization is included in depreciation and amortization expense. The Company evaluates long-lived assets, which include leasehold improvements and equipment subject to amortization, for impairment whenever events or changes in business circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss will be recognized when the aggregate of estimated undiscounted future cash flows expected to result from the use and the eventual disposition of the long-lived assets less than its carrying amount. Impairment, if any, is determined based on the fair value of the long-lived asset. There were no impairment charges recognized during the years ended December 31, 2020, 2019 and 2018. The Company evaluates the portion of depreciation and amortization expense attributable to cost of revenue based on organizational headcount directly attributable to the generation of revenue. Based on this evaluation, the Company has determined that depreciation and amortization attributable to cost of revenue is not material; therefore, the full expense has been recorded in operating expenses in the consolidated statements of operations. Deferred Sales Commissions The Company defers sales commissions earned by its sales force that are considered to be incremental and recoverable costs of obtaining SaaS, termed license and support, service, license and maintenance contracts. The Company has structured commissions plans such that the commission rate paid on renewal contracts are less than those paid on the initial contract; therefore, it is determined that the renewal commissions are not commensurate with the initial commission. Initial sales commissions for the majority of these aforementioned contracts are generally deferred and amortized on a straight-line basis over the average customer relationship period, which is estimated to be 5.4 years. Sales commissions for renewal contracts relating to SaaS, termed license and support, and maintenance arrangements are generally deferred and then amortized on a straight-line basis over the average renewal term, estimated to be 1.7 years. The Company determines the estimated average customer relationship period and average renewal term utilizing a portfolio approach. The amortization of commissions are included in sales and marketing expense in the consolidated statements of operations. Deferred costs are periodically reviewed for impairment. Amortization of deferred sales commissions of $10.5 million and $7.7 million for the years ended December 31, 2020 and 2019, respectively, is included as a component of sales and marketing expenses in the Company’s consolidated statements of operations. Deferred sales commissions recognized as a contract asset on the Company’s balance sheet was $31.9 million and $28.4 million at December 31, 2020 and 2019, respectively. Software Development Costs The Company expenses software development costs, including costs to develop software products or the software component of products to be marketed to external users, before technological feasibility of such products is reached. The Company has determined that technological feasibility is reached shortly before the release of those products and as a result, the development costs incurred after the establishment of technological feasibility and before the release of those products are not material. Software development costs also include costs to develop software programs to be used solely to meet the Company’s internal needs and cloud based applications used to deliver its services. The Company capitalizes development costs related to these software applications once the preliminary project stage is complete and it is probable that the project will be completed and the software will be used to perform the function intended. Costs capitalized for developing such software applications were not material for the periods presented. Revenue Recognition Revenue recognition after the adoption of ASC 606 The Company derives revenue from four primary sources: SaaS, termed license and support, services, and maintenance. Services include installation services, training and other consulting services. The following table presents AvePoint’s revenue by source: Year Ended December 31, 2020 2019 2018 (in thousands) Revenue: SaaS $ 52,074 $ 27,744 $ 15,558 Termed license and support 38,949 26,985 21,802 Services 34,140 26,662 27,228 Maintenance and OEM 23,462 29,122 36,161 Perpetual license 2,908 5,586 6,565 Total revenue $ 151,533 $ 116,099 $ 107,314 Termed license and support revenue for the years ended December 31, 2020 and 2019 includes $29.5 million and $20.8 million of revenue recognized at a point of time, respectively. The Company’s sources of revenue mainly include: • SaaS and termed license and support revenue includes revenue from sale of SaaS and termed license and support, versions of the Company’s software and related customer support. SaaS revenue is recognized ratably over the term of the of the contract. Termed License revenue includes distinct on-premises • Perpetual license revenue includes software licenses that provide for a perpetual right to use the Company’s software and are sold on a per-copy • Maintenance revenue includes customer support, which includes software updates and upgrades on a when-and-if-available web-based • Services revenue includes revenue derived primarily from the implementation of software, training, consulting and migrations. AvePoint also offers license customization and managed services. Services revenue from implementation, training, consulting, migration, and license customization is recognized by applying a measure of progress, such as labor hours to determine the percentage of completion of each contract. Services revenue from managed services is recognized ratably on a straight line basis over the contract term. • Revenue from software sold through original equipment manufacturer (OEM) partners is recognized upon receipt of a royalty report from the OEM partner and over a period equal to the contractual obligation for customer support or the estimated useful life of the software. ASC 606 is a single standard for revenue recognition that applies to all of the Company’s SaaS, termed license and support, services, perpetual license and maintenance arrangements and generally requires revenue to be recognized upon the transfer of control of promised goods or services provided to its customers, reflecting the amount of consideration it expects to receive for those goods or services. Pursuant to ASC 606, revenue are recognized upon the application of the following steps: • identification of the contract, or contracts, with a customer; • identification of the performance obligations in the contract; • determination of the transaction price; • allocation of the transaction price to the performance obligations in the contract; and • recognition of revenue when, or as, the contractual performance obligations are satisfied. The timing of revenue recognition may differ from the timing of invoicing to the Company’s customers. The Company records an unbilled receivable, which is included within accounts receivable on its consolidated balance sheets, when revenue is recognized prior to invoicing. The Company records deferred revenue on its consolidated balance sheets when cash is collected or invoiced before revenue is earned. The Company’s standard payment terms are generally net 30 days but may vary. Invoices for SaaS, termed license and support and maintenance are generally issued annually in advance or when the license is made available for customer use. Invoices for license contracts are generally issued when the license is available for the customer for download. Services are generally invoiced in advance or as the services are performed. Revenue deferred under contracts with customers as of December 31, 2020 and 2019 was $74.7 million and $60.6 million, respectively. Revenue recognized that was included in the opening deferred revenue balance was $52.2 million and $54.7 million for the years ended December 31, 2020 and 2019, respectively. The opening and closing balances of the Company’s accounts receivable, net, deferred revenue and deferred sales commissions are as follows: Accounts Deferred Deferred (in thousands) Opening (January 1, 2018) $ 19,274 $ 73,199 $ — Closing (December 31, 2018) 20,240 66,623 — Increase/(decrease) 966 (6,576 ) — Opening (January 1, 2019) $ 30,580 $ 46,233 $ 21,281 Closing (December 31, 2019) 43,619 60,600 28,351 Increase/(decrease) 13,039 14,367 7,070 Opening (January 1, 2020) $ 43,619 $ 60,600 $ 28,351 Closing (December 31, 2020) 53,749 74,688 31,943 Increase/(decrease) 10,130 14,088 3,592 There were no significant changes to the Company’s contract assets or liabilities during the years ended December 31, 2020, 2019 and 2018 outside of its sales activities and adjustments related to its adoption of ASC 606, which affected January 1, 2019 contract balances. The Company’s revenue arrangements generally include standard warranty or service level provisions that its arrangements will perform and operate in all material respects as defined in the respective agreements, the financial impacts of which have historically been and are expected to continue to be insignificant. The Company’s arrangements generally do not include a general right of return relative to the delivered products or services. The Company recognizes revenue net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Many of the Company’s contracts include multiple performance obligations. Judgment is required in determining whether each performance obligation is distinct. The Company’s products and services generally do not require a significant amount of integration or interdependency; therefore, the Company’s products and services are generally not combined. The Company allocates the transaction price for each contract to each performance obligation based on the relative standalone selling price (“SSP”) for each performance obligation within each contract. The Company uses judgment in determining the SSP for products and services. For substantially all performance obligations except on-premises on-premises on-premises on-premises on-premises on-premises On-premises As of December 31, 2020, transaction price allocated to remaining performance obligations, which includes deferred revenue and amounts that will be invoiced and recognized as revenue in future periods, was $153.6 million, of which $118.8 million is related to SaaS and termed license and support revenue. AvePoint expects to recognize approximately 66% of this revenue over the next twelve months and the remainder thereafter. AvePoint utilizes indirect sales channels which utilize channel partners. These deals are executed in one of two ways. In the first form of these arrangements, the channel partner purchases the products from AvePoint at a discounted price and resells the products to end users at a price determined by the channel partner. In this scenario, the channel partner is the entity that has contracted with AvePoint and therefore is determined to be the customer of AvePoint. In the second form, AvePoint bills the end user and the channel partner receives a commission. Upon analysis of deals executed through the second form of these channels, the Company determined that the end user represents the customer of AvePoint due to the fact that the end user purchased goods and/or services that are outputs of AvePoint’s ordinary activities. Consequently, channel partners utilized in deals executed through this second model are deemed to be agents of the transaction. AvePoint recognizes revenue when control of the goods and/or services are transferred to the customer. In the first form of these arrangements, this occurs upon transfer to the reseller or to the end user at the reseller’s direction. In the second form of these arrangements, this occurs upon transfer to the end user. Revenue Recognition Prior to the Adoption of ASC 606 During the year ended December 31, 2018, revenue from long-term contracts were recognized primarily using ASC 605-35, Revenue Recognition - Construction-Type and Production-Type Contracts Under ASC 605-35, For sales arrangements involving multiple elements, the Company recognizes revenue in accordance with the following policy: A software multiple-element arrangement is separated into more than one unit of accounting if all of the following criteria are met: • The functionality of the delivered elements is not dependent on the undelivered elements. • There is VSOE of fair value of the undelivered elements. VSOE of fair value is based on the price charged when the deliverable is sold separately by the Company on a regular basis and not as part of the multiple-element arrangement. • Delivery of the delivered elements represents the culmination of the earnings process for that element. If these criteria are met, the Company recognized revenue using the residual method for delivered elements. Under the residual method, the Company allocates and defers revenue for the undelivered elements based on their fair values and recognizes the difference between the total arrangement fee and the amount deferred for the undelivered elements as revenue. The determination of fair value of the undelivered elements in multiple element arrangements is based on the price charged when such elements are sold separately, which is commonly referred to as VSOE. To determine the price for the customer support element when sold separately, the Company primarily uses the bell-shaped curve approach which is based on historical renewal rates for the Company’s entire population of stand-alone customer support renewals over the past twelve months. Under the Bell-Shaped Curve Approach, VSOE of fair value of post-contract customer support (“PCS”) exists when a substantial majority of a company’s actual customer support renewals are within a narrow range of pricing. Renewal rates are supported by performing an analysis in which the Company segregates its customer support renewal contracts into different classes based on specific criteria including, but not limited to, the level of customer support being provided and the geographic location of the sale. As a result of this analysis, the Company has concluded that it has established VSOE for the different classes of customer support when the support is sold as part of a multiple-element sales arrangement. The Company recognizes software revenue through all indirect sales channels on a sell-through model. A sell-through model requires the Company to recognize revenue when the basic revenue recognition criteria are met as described below and these channels complete the sale of the Company’s software products to the end user. Revenue from software sold through original equipment manufacturer (OEM) partners is recognized upon receipt of a royalty report from the OEM partner and over a period equal to the contractual obligation for customer support or the estimated useful life of the software. These sales are treated as a separate customer class for purposes of establishing vendor-specific objective evidence (VSOE). Due to terms of the contracts with its OEM partners, the Company determined that VSOE had not been established for customer support. As a result, OEM revenue is recognized on a straight-line basis over a period equal to the contractual obligation for customer support or the estimated useful life of the software. The Company has analyzed all of the undelivered elements included in its multiple-element arrangements and determined that, with the exception of revenue sold through OEM partners, VSOE of fair value exists to allocate revenue to maintenance and services. Accordingly, assuming all basic revenue recognition criteria are met, software revenue is recognized upon delivery of the software license using the residual method in accordance with Accounting Standards Codification (ASC) 985-605, If the criteria for separating a multi-element arrangement into more than one unit of accounting are not met, the arrangement is accounted for as a single unit of accounting which would result in revenue being recognized on a straight-line basis until the last element is delivered or being deferred until the earlier of when such criteria are met or when the last undelivered elements are delivered. The Company considers the four basic revenue recognition criteria for each of the elements as follows: • Persuasive Evidence of an Arrangement with the Customer Exists • Delivery or Performance has Occurred: • Vendor’s Fee is Fixed or Determinable: • Collection is Probable: non-payment Legal Proceedings In the normal course of its business, the Company may be involved in various claims, negotiations and legal actions. Except for such claims that arise in the normal course of business, as of December 31, 2020, the Company is not a party to any other litigation for which a material claim is reasonably possible, probable or estimable. Stock-Based Compensation Stock-based compensation represents the cost related to stock-based awards granted to employees. To date, the Company has issued both stock options and restricted stock. With respect to equity-classified awards, the Company measures stock-based compensation cost at the grant date based on the estimated fair value of the award and recognizes the cost as expense ratably (net of estimated forfeitures) over the requisite service period. With respect to liability-classified awards, the Company measures stock-based compensation cost at the grant date and at each reporting period based on the estimated fair value of the award and recognizes the cost as an expense ratably (net of estimated forfeitures) over the requisite service period. The Company estimates the fair value of stock options using a Black-Scholes valuation model. The Black-Scholes model requires highly subjective assumptions in order to derive the inputs necessary to the calculate the fair value of stock options. To estimate the expected life of stock options, the Company considered contractual terms of the options, including the vesting and expiration periods, as well as historical option exercise data and current market conditions to determine an estimated expected life. The Company’s historical experience is too limited to be able to reasonably estimate expected life. Expected volatility is based on historical volatility of a group of peer entities. Dividend yields are based upon historical dividend yields. Risk-free interest rates are based on the implied yields currently available on U.S. Treasury zero coupon issues with a remaining term equal to the expected life. To estimate the value of the common stock, the Company obtained a valuation from a third party appraisal firm. The assumptions are based on the following: • Expected Volatility. • Risk-Free Interest Rate . • Dividend Yield . • Expected Life . • Fair Value of Common Stock . • Forfeitures . The fair value of the shares of common stock underlying the stock options is a subjective estimate given that there is no public market for the underlying common stock. In consideration of the absence of a public market for AvePoint common stock, the Company has engaged a third-party appraisal firm to provide a valuation of AvePoint common shares. The assumptions used in the valuation models were based on future expectations and management judgment, including input from management on the following factors: • Contemporaneous valuations performed at periodic intervals by independent, third-party specialists; • AvePoint’s actual operating results and financial performance; • The prices, preferences, and privileges of shares of AvePoint’s convertible preferred stock relative to shares of AvePoint’s common stock; • Current business conditions and projections; • Stage of development; • Likelihood of achieving a liquidity event, such as an initial public offering or a sale of AvePoint, given prevailing market conditions and the nature and history of AvePoint’s business; • Market multiples of comparable companies in AvePoint’s industry; • Industry information such as market size and growth; • Secondary sales of AvePoint’s shares in arm’s length transactions; • Adjustments, if any, necessary to recognize a lack of marketability for AvePoint’s shares; and • Macroeconomic conditions. In preparing AvePoint’s full year 2020 financial statements, the Company determined that an error existed in the allocation methodology of its stock-based compensation expense in prior years. The Company evaluated the error and determined that it is not material to its financial statements. Although not material, certain amounts from prior periods related to stock-based compensation have been adjusted to conform with the appropriate allocation methodology which results in the presentation of the stock-based compensation expense in the same financial statement line items as cash compensation paid to the same employees. The reclassification of stock-based compensation resulted in the following changes: Year Ended December 31, 2020 Year Ended December 31, 2019 Year Ended December 31, 2018 (in thousands) Pre- Adjustment Adjustment Post- Pre- Adjustment Adjustment Post- Pre- Adjustment Adjustment Post- Cost of services $ 19,289 $ 316 $ 19,605 $ 24,312 $ 415 $ 24,727 $ 21,567 $ 157 $ 21,724 Gross Profit 76,031 (316 ) 75,715 80,115 (415 ) 79,700 76,674 (157 ) 76,517 Sales and marketing 40,654 9,227 49,881 53,735 8,166 61,901 49,884 385 50,269 General and administrative 30,656 (9,738 ) 20,918 33,473 (8,859 ) 24,614 19,786 (684 ) 19,102 Research and development 8,564 196 8,760 10,870 278 11,148 8,101 143 8,244 Redeemable Noncontrolling Interest At December 31, 2020, the Company owned 77.78% and AEPL PTE. LTD. (“AEPL”) owned 22.22% of a subsidiary of the Company, AvePoint EduTech PTE. LTD. (“EduTech”). As part of AEPL’s initial investment in EduTech, the Company granted AEPL a put option which allows AEPL to cause the Company to repurchase AEPL’s shares in EduTech at any time between December 24, 2022 and December 24, 2023 at a price equal to AEPL’s initial investment. Consequently, the Company records redeemable noncontrolling interest as mezzanine equity in its consolidated statement of mezzanine equity and stockholders’ deficiency for the year ended December 31, 2020. At each reporting period, the Company increases the carrying amount of the redeemable noncontrolling interest by periodic accretions using the interest method so that the carrying amount will equal the redemption amount on the date that the put option becomes exercisable, and adjustments to the value are recorded as net income attributable to redeemable noncontrolling interest. Emerging Growth Company Upon successful completion of the business combination discussed in the Subsequent Events section, AvePoint is expected to be considered an emerging growth company. Section 102(b)(1) of the Jobs Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, (Subtopic 470-20) (“ASU 2020-06”). 2020-06 2020-06 In December 2019, the FASB issued ASU 2019-12, 2019-12), 2019-12 In February 2016, the FASB issued ASU 2016-02, Leases (ASC 2017-13, 2018-10, 2018-11, 2018-20, 2019-01, 2020-02, 2020-05 right-of-use for-profit In January 2016, the FASB issued ASU 2016-13, |
Apex Technology Acquisition Corp [Member] | ||
Summary of Significant Accounting Policies | NOTE 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K/A 10-K Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Use of Estimates The preparation of 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 at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future events. Accordingly, the actual results could differ significantly from the Company’s estimates. Cash and cash equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. Cash equivalents are stated at cost, which approximates market value. Cash equivalents consist of money market accounts. As of March 31, 2021 and December 31, 2020, cash equivalents amounted to $50,000. Class A Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at March 31, 2021 and December 31, 2020, Class A common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ equity section of the Company’s condensed consolidated balance sheets. Offering Costs Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Offering costs amounted to $19,806,442, of which $18,818,200 were charged to stockholders’ equity upon the completion of the Initial Public Offering and $988,242 were charged as transaction costs to the statement of operations. Warrant Liability The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-cash Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the consolidated financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. As of March 31, 2021 and December 31, 2020, the Company had a deferred tax asset of approximately $2,099,000 and $137,000, respectively, which had a full valuation allowance recorded against it of approximately $2,099,000 and $137,000, respectively. The Company’s taxable income primarily consists of interest income on the Trust Account. The Company’s general and administrative costs are generally considered start-up costs and are not currently deductible. The Company did not record an income tax provision during the three months ended March 31, 2021. During the three months ended March 31, 2020, the Company recorded income tax expense of approximately $392,000, primarily related to interest income earned on the Trust Account. The Company’s effective tax rate of 0% and 7% for the three months ended March 31, 2021 and 2020 respectively, differs from the expected income tax rate due to the start-up costs (discussed above) which are not currently deductible. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2021 and December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. Net Income Per Common Share Net income per common share is computed by dividing net income by the weighted average number of common shares outstanding for the period. The Company’s statements of operations includes a presentation of income per share for common shares subject to redemption in a manner similar to the two-class non-redeemable non-redeemable non-redeemable The following table reflects the calculation of basic and diluted net income per share for common shares (in dollars, except per share amounts): Three Months Three Months Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A Common Stock Interest Income $ 31,841 $ 1,452,414 Income Tax and Franchise Tax (31,841 ) (442,446 ) Net Earnings $ — $ 1,009,968 Denominator: Weighted Average Redeemable Class A Common Stock Redeemable Class A Common Stock, Basic and Diluted 35,000,000 35,000,000 Earnings/Basic and Diluted Redeemable Class A Common Stock $ 0.00 $ 0.03 Non-Redeemable Basic Earnings per Share Numerator: Net Income minus Redeemable Net Earnings Net Income $ 28,311,612 $ 5,109,685 Net Earnings allocable to Redeemable Class A Common Stock — (1,009,968 ) Non-Redeemable $ 28,311,612 $ 4,099,717 Denominator: Weighted Average Non-Redeemable Class A and B Non-Redeemable (1) 9,560,000 9,560,000 Income/Basic Non-Redeemable $ 2.96 $ 0.43 Diluted Loss per Share Numerator: Non-Redeemable Net Income – Basic minus Change in fair value of warrant liabilities Non-Redeemable $ 28,311,612 $ 4,099,717 Less: Change in fair value of warrant liabilities (30,171,850 ) (4,294,000 ) Non-Redeemable $ (1,860,238 ) $ (194,283 ) Denominator: Weighted Average Non-Redeemable Class A and B Non-Redeemable (2) 12,757,321 9,560,000 Loss/Diluted Non-Redeemable $ (0.15 ) $ (0.02 ) (1) The weighted average non-redeemable (2) As of March 31, 2021, diluted weighted average shares outstanding was calculated using the treasury stock method utilizing a weighted average share price of $14.00 and the effect of the warrants sold in the Initial Public Offering and the private placement to purchase an aggregate of 17,905,000 shares. As of March 31, 2020, basic and diluted shares are the same as there are no securities that are dilutive to the Company’s common stockholders. Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. At March 31, 2021 and December 31, 2020, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying condensed consolidated balance sheets, primarily due to their short-term nature. Recent Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, “Debt—Debt 470-20) 815-40): 2020-06”), 2020-06 2020-06 2020-06 2020-06 Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed consolidated financial statements. | NOTE 3. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The accompanying consolidated financial statements are presented in U.S. dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting and disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”). Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its majority owned subsidiary where the Company has the ability to exercise control. All significant intercompany balances and transactions have been eliminated in consolidation. Activities in relation to the noncontrolling interest are not considered to be significant and are, therefore, not presented in the accompanying consolidated financial statements. Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging Use of Estimates The preparation of 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 at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future events. Accordingly, the actual results could differ significantly from the Company’s estimates. Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2020 and 2019. Class A Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at December 31, 2020 and 2019, Class A common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ equity section of the Company’s consolidated balance sheets. Offering Costs Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Offering costs amounted to $19,806,442, of which $18,818,200 were charged to stockholders’ equity upon the completion of the Initial Public Offering and $988,242 were charged as transaction costs to the statement of operations. Warrant Liability The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-cash Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the consolidated financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2020 and 2019. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The Company may be subject to potential examination by foreign taxing authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with foreign tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. Net Income (Loss) Per Common Share Net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. The Company has not considered the effect of warrants sold in the Initial Public Offering and private placement to purchase 17,905,000 shares of Class A common stock in the calculation of diluted income (loss) per share, since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. The Company’s statements of operations includes a presentation of income (loss) per share for common shares subject to redemption in a manner similar to the two-class non-redeemable non-redeemable non-redeemable The following table reflects the calculation of basic and diluted net income (loss) per share for common shares (in dollars, except per share amounts): Year Ended For the Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A Common Stock Interest Income $ 1,671,038 $ 1,809,163 Income Tax and Franchise Tax (612,511 ) (613,244 ) Net Earnings $ 1,058,527 $ 1,195,919 Denominator: Weighted Average Redeemable Class A Common Stock Redeemable Class A Common Stock, Basic and Diluted 35,000,000 35,000,000 Earnings/Basic and Diluted Redeemable Class A Common Stock $ 0.03 $ 0.03 Non-Redeemable Numerator: Net Income minus Redeemable Net Earnings Net (Loss) Income $ (60,723,035 ) $ 2,965,368 Net Earnings applicable to Redeemable Class A Common Stock (1,058,527 ) (1,195,919 ) Non-Redeemable $ (61,781,562 ) $ 1,769,49 Denominator: Weighted Average Non-Redeemable Class A and B Non-Redeemable (1) 9,560,000 9,062,000 Loss/Basic and Diluted Non-Redeemable $ (6.46 ) $ 0.20 Note: As of December 31, 2020 and 2019, basic and diluted shares are the same as there are no securities that are dilutive to the Company’s common stockholders. (1) The weighted average non-redeemable Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. At December 31, 2020 and 2019, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying consolidated balance sheets, primarily due to their short-term nature. Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued non-current net-cash Recent Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s consolidated financial statements. |
Concentration of Credit Risk
Concentration of Credit Risk | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Risks and Uncertainties [Abstract] | ||
Concentration of Credit Risk | 3. Concentration of Credit Risk The Company deposits its cash with financial institutions and, at times, such balances may exceed federally insured limits. No customer accounted for more than 10% of revenue for the three months ended March 31, 2021 and 2020 and no customer was more than 10% of accounts receivable at March 31, 2021 and December 31, 2020. | 3. Concentration of Credit Risk The Company deposits its cash with financial institutions and, at times, such balances may exceed federally insured limits. No customer accounted for more than 10% of billings for the years ended December 31, 2020, 2019 and 2018 and no customer was more than 10% of accounts receivable at December 31, 2020 and 2019. |
Accounts Receivable, Net
Accounts Receivable, Net | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Text Block [Abstract] | ||
Accounts Receivable, Net | 4. Accounts Receivable, Net Accounts receivable, net, consists of the following components: March 31, December 31, (in thousands) Trade receivables $ 26,111 $ 33,521 Current portion of unbilled receivables 16,629 16,496 Allowance for doubtful accounts (1,368 ) (1,767 ) $ 41,372 $ 48,250 | 4. Accounts Receivable, Net Accounts receivable, net, consists of the following components: December December 31, (in thousands) Trade receivables $ 33,521 $ 29,921 Current portion of unbilled receivables 16,496 11,055 Allowance for doubtful accounts (1,767 ) (1,042 ) $ 48,250 $ 39,934 |
Property and Equipment, Net
Property and Equipment, Net | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | ||
Property and Equipment, Net | 5. Property and Equipment, Net Property and equipment, net, consists of the following: March 31, December 31, (in thousands) Computer equipment $ 4,229 $ 4,030 Leasehold improvements 2,603 2,633 Furniture and fixtures 879 887 Building 763 766 Office equipment 384 384 Software 244 245 9,102 8,945 Less accumulated depreciation and amortization (6,451 ) (6,282 ) $ 2,651 $ 2,663 Accumulated depreciation and amortization includes the amortization expense relating to assets acquired under capital leases. Depreciation and amortization expense was $0.3 million for the three months ended March 31, 2021 and 2020. The Company evaluates the portion of depreciation and amortization expense attributable to cost of revenue based on organizational headcount directly attributable to the generation of revenue. Based on this evaluation, the Company has determined that depreciation and amortization attributable to cost of revenue is not material; therefore, the full expense has been recorded in operating expenses in the consolidated statements of operations. | 5. Property and Equipment, Net Property and equipment, net, consists of the following: December December 31, (in thousands) Computer equipment $ 4,030 $ 8,376 Leasehold improvements 2,633 3,155 Furniture and fixtures 887 1,574 Building 766 718 Office equipment 384 632 Software 245 491 8,945 14,946 Less accumulated depreciation and amortization (6,282 ) (12,293 ) $ 2,663 $ 2,653 Accumulated depreciation and amortization includes the amortization expense relating to assets acquired under capital leases. Depreciation and amortization expense was $1.1 million, $1.0 million and $1.2 million for the years ended December 31, 2020, 2019 and 2018, respectively. The Company evaluates the portion of depreciation and amortization expense attributable to cost of revenue based on organizational headcount directly attributable to the generation of revenue. Based on this evaluation, the Company has determined that depreciation and amortization attributable to cost of revenue is not material; therefore, the full expense has been recorded in operating expenses in the consolidated statements of operations. |
Other Assets
Other Assets | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Other Assets | 6. Other Assets Other assets consists of the following components: March 31, December 31, (in thousands) Deferred costs $ 3,323 $ 2,089 Deferred tax asset 2,862 2,963 Security deposit 1,684 1,850 Long-term investments 607 900 Foreign income taxes receivable 146 147 Other 219 303 $ 8,841 $ 8,252 | 6. Other Assets Other assets consists of the following components: December 31, December 31, (in thousands) Deferred tax asset $ 2,963 $ 2,337 Deferred costs 2,089 — Security deposit 1,850 1,629 Long-term investments 900 57 Foreign income taxes receivable 147 459 Other 303 316 $ 8,252 $ 4,798 |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Payables and Accruals [Abstract] | ||
Accrued Expenses and Other Liabilities | 7. Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consists of the following components: March 31, December 31, (in thousands) Accrued compensation $ 10,185 $ 16,738 Indirect taxes 1,891 2,571 Professional service fees 1,564 500 Cloud service fees 965 994 Accrued partner expenses 876 1,253 Income taxes payable 281 1,713 Current portion of capital lease and deferred rent 183 203 Other 1,715 2,273 $ 17,660 $ 26,245 | 7. Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consists of the following components: December 31, December 31, (in thousands) Accrued compensation $ 16,738 $ 13,734 Indirect taxes 2,571 1,875 Income taxes payable 1,713 1,587 Accrued partner expenses 1,253 1,117 Cloud service fees 994 1,735 Professional service fees 500 569 Current portion of capital lease and deferred rent 203 247 Other 2,273 3,864 $ 26,245 $ 24,728 |
Line of Credit
Line of Credit | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Debt Disclosure [Abstract] | ||
Line of Credit | 8. Line of Credit On April 7, 2020 the Company signed a loan and security agreement with a bank for a revolving line of credit of up to $30.0 million. The line bears interest at a rate equal to LIBOR plus 3.5%. The line carries an unused fee of 0.5%. The line will mature on April 7, 2023 The Company is required to maintain a specified adjusted quick ratio and a minimum annual recurring revenue tested by the bank each quarter. The Company pledged, assigned and granted the bank a security interest in all shares, future proceeds and assets as a security for the performance of the loan and security agreement obligations. As of March 31, 2021, the Company is in compliance with all covenants under the line and had no borrowings outstanding under the line of credit. | 8. Line of Credit On April 7, 2020 the Company signed a loan and security agreement with a bank for a revolving line of credit of up to $30.0 million. The line bears interest at a rate equal to LIBOR plus 3.5%. The line carries an unused fee of 0.5%. The line will mature on April 7, 2023 The Company is required to maintain a specified adjusted quick ratio and a minimum annual recurring revenue tested by the bank each quarter. The Company pledged, assigned and granted the bank a security interest in all shares, future proceeds and assets as a security for the performance of the loan and security agreement obligations. As of December 31, 2020, the Company is in compliance with all covenants under the line and had no borrowings outstanding under the line of credit. |
INCOME TAX
INCOME TAX | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
INCOME TAX | 9. Income Taxes The Company computes its tax provision for interim periods by applying the estimated annual effective tax rate to year-to-date ordinary quarterly earnings. The tax expense or benefit related to significant unusual or infrequently occurring items that will be separately reported or reported net of their related tax effect, and are individually computed, is recognized in the interim period in which those items occur. In addition, the effect of changes in enacted tax laws or rates or tax status is recognized in the interim period in which the change occurs. During the three months ended March 31, 2021 and March 31, 2020, the Company recorded income tax benefit of $1.0 million and $0.2 million, respectively. The Company’s effective tax rate differed from the U.S. federal statutory rate of 21% is primarily due to mix of pre-tax income (loss) results by jurisdictions taxed at different rates and changes in the valuation allowance for tax losses in certain foreign jurisdictions for which no benefit can be taken. The Company’s effective tax rate may be subject to fluctuation during the year as new information is obtained, which may affect the assumptions used to estimate the annual effective tax rate, including factors such as the mix of forecasted pre-tax earnings in the various jurisdictions in which the Company operates, valuation allowances against deferred tax assets, the recognition and de-recognition of tax benefits related to uncertain tax positions, and changes in or the interpretation of tax laws in jurisdictions where the Company conducts business. The Company is subject to tax examinations in various jurisdictions. As of March 31, 2021 and December 31, 2020, the total amount of federal and foreign unrecognized tax benefits was $5.4 million and $5.4 million, respectively, exclusive of interest and penalties. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as part of the provision for income taxes. As of March 31, 2021 and December 31, 2020, the Company had $1.3 million and $1.2 million, respectively, of accrued interest and penalties associated with unrecognized tax benefits. These amounts were included in other non-current liabilities in their respective years. As of March 31, 2021 and December 31, 2020, the total amount of unrecognized tax benefits that, if recognized, would impact the effective tax rate was not material. Based on information available as of March 31, 2021, it is reasonably possible that the total amounts of unrecognized tax benefit could decrease by approximately $4 million over the next 12 months as a result of filing amended tax returns and potential lapses of the applicable statutes of limitations. | 9. Income Taxes Pretax loss resulting from domestic and foreign operations is as follows: Year Ended December 31, 2020 2019 2018 (in thousands) Domestic $ (19,107 ) $ (13,320 ) $ 2,292 Foreign 3,200 (6,240 ) (4,310 ) Pretax loss from continuing operations $ (15,907 ) $ (19,560 ) $ (2,018 ) The components of the provision (benefit) for income taxes consists of the following: Year Ended December 31, 2020 2019 2018 (in thousands) Current income tax expense: Federal $ — $ — $ — State and local 411 80 83 Foreign 1,096 1,813 1,148 Total current income tax expense 1,507 1,893 1,231 Deferred income tax expense (benefit) : Federal (175 ) — — State and local (843 ) — — Foreign 573 (1,279 ) 699 Total deferred income tax expense (benefit) (445 ) (1,279 ) 699 Total income tax expense $ 1,062 $ 614 $ 1,930 The reconciliation of the amounts at the U.S. federal statutory income tax rate to the company’s effective income tax rate is as follows: Year Ended December 31, 2020 2019 2018 (in thousands) U.S. federal statutory tax rate $ (3,340 ) $ (4,108 ) $ (424 ) State and local income taxes, net (519 ) 80 83 Stock-based compensation 6,770 2,748 219 Change in valuation allowance (3,216 ) 1,516 2,561 Foreign operations 1,575 (375 ) (433 ) True-up adjustments (538 ) 497 (167 ) Permanent differences 65 157 114 Other, net 265 99 (23 ) Total $ 1,062 $ 614 $ 1,930 The Company’s effective tax rate differed from the U.S. federal statutory rate primarily due to mix of pre-tax Deferred income taxes are provided for the tax effect of temporary differences between the financial reporting basis and the tax basis of assets and liabilities. Significant components of the Company’s deferred tax assets and (liabilities) are as follows: December 31, December 31, (in thousands) Deferred tax asset: Net operating loss carryforwards $ 6,814 $ 8,710 Deferred revenue 4,886 5,485 Compensation and benefits 1,792 740 Foreign tax credit 720 720 Other 1,066 1,098 Total deferred tax asset 15,278 16,753 Deferred tax liability: Property and equipment (140 ) (112 ) Commissions (5,285 ) (4,171 ) Prepaid subscription (580 ) — Unbilled receivable (1,632 ) — Total deferred tax liability (7,637 ) (4,283 ) Net deferred tax asset before valuation allowance 7,641 12,470 Less valuation allowance (5,530 ) (10,133 ) Total net deferred tax asset $ 2,111 $ 2,337 As of December 31, 2020, the Company had net operating loss (“NOL”) carryforwards for U.S. federal, and state and local income tax totaling $1.2 million and $12.2 million respectively, which may offset future taxable income. Of the $1.2 million in U.S federal NOL carryforwards, $0.2 million will expire in 2037 and $0.9 million can be carried forward indefinitely, subject to an 80% taxable income limitation in the year of utilization. The state NOL carryforwards begin to expire in 2027. The Company also has foreign NOL carryforwards of approximately $23.2 million, which will expire beginning 2024 and NOL carryforward periods vary from 6 years to indefinite period. The Company has $0.7 million of foreign tax credit carryforwards available that expire in 2022 and 2023. Under the provisions of the Internal Revenue Code, the U.S. NOL carryforwards are subject to review and possible adjustment by the Internal Revenue Service and state tax authorities. NOL and tax credit carryforwards may become subject to an annual limitation in the event of a 50% cumulative change in the ownership interest of significant stockholders over a three-year period in excess of 50%, as defined under Sections 382 and 383 of the Internal Revenue Code, as well as similar state tax provisions. This could limit the amount of NOLs that the Company can utilize annually to offset future taxable income or tax liabilities. The amount of the annual limitation, if any, will be determined based on the value of the Company immediately prior to the ownership change. The Company may have experienced an ownership change prior to December 31, 2020, however, the Company does not believe its NOL carryforwards would be limited under IRC Section 382. The Company could experience an ownership change in the future which could limit the utilization of certain NOL carryforwards. ASC 740-10-30-5 The Tax Cuts and Jobs Act of 2017 (“Act”) subjects a U.S. shareholder to tax on global intangible low-taxed income (“GILTI”) earned by certain foreign subsidiaries. The Company has elected to account for GILTI as a period expense in the year the tax is incurred. As a result of the Act and the current U.S taxation of deemed repatriated earnings, the additional taxes might be payable upon repatriation of foreign earnings. As of December 31, 2020, the Company did not provide any foreign withholding taxes related to its foreign subsidiaries’ undistributed earnings, as such earnings have been retained and are intended to be indefinitely reinvested to fund ongoing operations of the foreign subsidiaries. It is not practicable to estimate the amount of taxes that would be payable upon remittance of these earnings, because such tax, if any, is dependent upon circumstances existing if and when remittance occur. A reconciliation of the beginning and ending amounts of unrecognized tax benefits, excluding interest and penalties is as follows: December 31, December 31, (in thousands) Beginning balance $ 5,230 $ 999 Additions based on tax provisions related to the current year — 4,236 Additions for tax positions of prior years 139 — Reduction for tax positions of prior years — (5 ) Reduction for settlements — — Expiration of applicable statute of limitations — — Ending balance $ 5,369 $ 5,230 The Company recognizes accrued interest and penalties related to unrecognized tax benefits as part of the provision for income taxes. As of December 31, 2020, and December 31, 2019, the Company had $1.2 million and $1.0 million, respectively, of accrued interest and penalties associated with unrecognized tax benefits. These amounts were included in other non-current liabilities in their respective years. As of December 31, 2020 and December 31, 2019, the total amount of unrecognized tax benefits that, if recognized, would impact the effective tax rate was not material. Based on information available as of December 31, 2020, it is reasonably possible that the total amounts of unrecognized tax benefit could decrease by approximately $4.0 million over the next 12 months as a result of filing amended tax returns and potential lapses of the applicable statutes of limitations. The Company files income tax returns in the U.S. federal jurisdiction, various state and foreign jurisdictions. The tax years 2016 through 2019 generally remain open for examination for federal, state and local tax purposes. The tax years 2010 through 2019 are open and subject to audit by foreign jurisdictions. To the extent utilized in future years’ tax returns, net operating loss carryforwards at December 31, 2020 and December 31, 2019 will remain subject to examination until the respective tax year is closed. In March 2020, the President of the United States signed into law the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”). The CARES Act, among other things, includes certain income tax provisions for corporations; these changes to U.S. tax law do not have a material impact on the Company’s provision for income taxes in its consolidated financial statements. In addition, although many countries in which the Company has operations have also issued some form of COVID-19 |
Apex Technology Acquisition Corp [Member] | ||
INCOME TAX | NOTE 10. INCOME TAX The Company’s net deferred tax assets are as follows: As of December 31, 2020 2019 Deferred tax asset Organizational costs/Startup expenses $ 1,568,202 $ 61,973 Total deferred tax asset 1,568,202 61,973 Valuation allowance (1,568,202 ) (61,973 ) Deferred tax asset, net of allowance $ — $ — The income tax provision consists of the following: As of December 31, 2020 2019 Federal Current $ 281,381 $ 317,902 Deferred (1,115,020 ) (61,973 ) State Current $ 129,934 $ — Deferred (391,209 ) — Change in valuation allowance 1,506,229 61,973 Income tax provision $ 411,315 $ 317,902 As of December 31, 2020 and 2019, the Company did not have any U.S. federal and state net operating loss carryovers available to offset future taxable income. In assessing the realization of the deferred tax assets, management considers whether it is more likely than not that some portion of all of the deferred tax assets will not be realized. The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which temporary differences representing net future deductible amounts become deductible. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. After consideration of all of the information available, management believes that significant uncertainty exists with respect to future realization of the deferred tax assets and has therefore established a full valuation allowance. For the year ended December 31, 2020 and for the period from April 5, 2019 (inception) through December 31, 2019, the change in the valuation allowance was $1,506,229 and $61,973, respectively. A reconciliation of the federal income tax rate to the Company’s effective tax rate is as follows: As of December 31, 2020 2019 Statutory federal income tax rate 21.0 % 21.0 % State taxes, net of federal tax benefit 7.0 % 0.0 % Change in fair value of warrant liability (26.2 )% 0.0 % Change in valuation allowance (2.5 )% 5.1 % Income tax provision (0.7 )% 26.1 % The Company files income tax returns in the U.S. federal jurisdiction in various state and local jurisdictions and is subject to examination by the various taxing authorities for 2019 and 2020. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies | 10. Commitments and Contingencies Operating Leases The Company is obligated under various non-cancelable operating leases for office space. The initial terms of the leases expire on various dates through 2027. During the three months ended March 31, 2021 and 2020, total rent expense for facilities amounted to $1.5 million and $1.4 million, respectively. As of March 31, 2021, letters of credit have been issued in the amount of $0.5 million, as security for operating leases. The letters of credit are secured by certificates of deposit. The future minimum rental payments for all long-term non-cancelable Year Ending December 31: (in thousands) 2021 (nine months) 4,396 2022 3,610 2023 2,301 2024 1,405 2025 667 2026 330 Thereafter 281 $ 12,990 Purchase Commitments The Company has outstanding unconditional purchase commitments to procure licenses to use IT software from suppliers. These agreements are negotiated in consideration of the volume of transactions with select suppliers and the associated required transaction volumes are expected to be met through the normal course of business. In June 2017, the Company signed an unconditional purchase commitment in the amount of $8.0 million payable based upon consumption from June 2017 to June 2020. No payments were made for the fiscal year ended 2018. For the fiscal year ended December 31, 2019 the Company made payments in the amount of $5.5 million under this agreement. The remainder of the commitment was paid in the fiscal year ended December 31, 2020, of which $1.7 million was paid in the three months ended March 31, 2020. In April 2019, the Company signed an unconditional purchase commitment related to the use of Microsoft Office 365 in the amount of $2.1 million payable in three equal installments during 2019, 2020, and 2021. In May 2020, the Company signed an unconditional purchased commitment in the amount of $22.0 million to purchase IT solutions over a three-year term. Under this agreement, payments are made upon receipt of licenses and any remaining obligations due at the end of the three-year term in May 2023. Given the Company’s history of procuring similar products, it is expected that cash payments to the supplier will occur in 2021 and 2022 with any remaining amounts coming due in 2023. During the year ended December 31, 2019, the Company paid $0.7 million under the 2019 agreement. During the year ended December 31, 2020, the Company paid $0.7 million related to the 2019 agreement and $3.1 million under the 2020 agreement for a total of $3.8 million. During the three months ended March 31, 2021, the Company paid $2.7 million related to the 2020 agreement. The Company is obligated to make the following future minimum payments under the non-cancelable Years ending December 31, (in thousands) 2021 (nine months) $ 10,497 2022 6,443 2023 — 2024 — 2025 — 2026 — Thereafter — $ 16,940 Litigation At this time, the Company is not party to any pending legal action that is estimated to have a material adverse effect on the business or related financial results. | 10. Commitments and Contingencies Operating Leases The Company is obligated under various non-cancelable During the years ended December 31, 2020, 2019 and 2018, total rent expense for facilities amounted to $5.6 million, $5.4 million and $5.5 million, respectively. As of December 31, 2020, letters of credit have been issued in the amount of $0.5 million, as security for operating leases. The letters of credit are secured by certificates of deposit. The future minimum rental payments for all long-term non-cancelable Year Ending December 31: (in thousands) 2021 5,288 2022 3,176 2023 1,950 2024 1,376 2025 668 Thereafter 610 $ 13,068 Purchase Commitments The Company has outstanding unconditional purchase commitments to procure licenses to use IT software from suppliers. These agreements are negotiated in consideration of the volume of transactions with select suppliers and the associated required transaction volumes are expected to be met through the normal course of business. In June 2017, the Company signed an unconditional purchase commitment in the amount of $8.0 million payable based upon consumption from June 2017 to June 2020. No payments were made for the fiscal year ended 2018. For the fiscal year ended December 31, 2019 the Company made payments in the amount of $5.5 million under this agreement. The remainder of the commitment was paid in the fiscal year ended December 31, 2020. In April 2019, the Company signed an unconditional purchase commitment related to the use of Microsoft Office 365 in the amount of $2.1 million payable in three equal installments during 2019, 2020, and 2021. In May 2020, the Company signed an unconditional purchased commitment in the amount of $22.0 million to purchase IT solutions over a three-year term. Under this agreement, payments are made upon receipt of licenses and any remaining obligations due at the end of the three-year term in May 2023. Given the Company’s history of procuring similar products, it is expected that cash payments to the supplier will occur in 2021 and 2022 with any remaining amounts coming due in 2023. During the year ended December 31, 2020, the Company paid $0.7 million related to the 2019 agreement and $3.1 million under the 2020 agreement for a total of $3.8 million. For the year ended December 31, 2019, the Company paid $0.7 million under the 2019 agreement. The Company is obligated to make the following future minimum payments under the non-cancelable Years ending December 31, (in thousands) 2021 $ 700 2022 — 2023 18,931 2024 — 2025 — Thereafter — $ 19,631 Litigation At this time, the Company is not party to any pending legal action that is estimated to have a material adverse effect on the business or related financial results. |
Apex Technology Acquisition Corp [Member] | ||
Commitments and Contingencies | NOTE 6. COMMITMENTS AND CONTINGENCIES Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 Registration Rights Pursuant to a registration rights agreement entered into on September 16, 2019, the holders of the Founder Shares, Placement Units (including securities contained therein) and units (including securities contained therein) that may be issued upon conversion of Working Capital Loans (and any shares of Class A common stock issuable upon the exercise of the Placement Warrants) and any shares of Class A common stock and warrants (and underlying Class A common stock) that may be issued upon conversion of units issued upon conversion of the Working Capital Loans and Class A common stock issuable upon conversion of the Founder Shares will be entitled to registration rights requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to Class A common stock). The holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. Notwithstanding the foregoing, Cantor may not exercise its demand and “piggyback” registration rights after five (5) and seven (7) years after the effective date of the registration statement and may not exercise its demand rights on more than one occasion. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriters a 45-day The underwriters were paid a cash underwriting discount of $0.20 per Unit or $6,100,000 in the aggregate at the closing of the Initial Public Offering. In addition, the underwriters are entitled to a deferred fee of $13,150,000. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Business Combination Agreement On November 23, 2020, the Company entered into an Agreement and Plan of Merger (the “Business Combination Agreement”) by and among the Company, Athena Technology Merger Sub, Inc., a Delaware corporation (“Merger Sub 1”), Athena Technology Merger Sub 2, LLC, a Delaware limited liability company (“Merger Sub 2”), and AvePoint, relating to a proposed business combination transaction between the Company and AvePoint. The Business Combination Agreement was amended on December 30, 2020, March 8, 2021 and May 18, 2021. Pursuant to the Business Combination Agreement, Merger Sub 1 will be merged with and into AvePoint (the “First Merger”), with AvePoint surviving the First Merger as a wholly owned subsidiary of the Company, and promptly following the First Merger, AvePoint will be merged with and into Merger Sub 2 (the “Second Merger”), with Merger Sub 2 surviving the Second Merger as a wholly owned subsidiary of the Company. Pursuant to the terms of the Business Combination Agreement, at the effective time of the Merger: (a) The aggregate consideration to be paid to AvePoint equity shareholders will be (i) an amount in cash of approximately $263 million (the “Aggregate Cash Consideration”), minus a deduction for the PIPE Fees and (ii) 143,210,835 shares of common stock of the Company (“Apex Common Stock”), which includes shares of Apex Common Stock that may be issuable pursuant to the exercise of exchanged AvePoint stock options (such aggregate amount, the “Aggregate Stock Consideration”). The Aggregate Stock Consideration will be increased by a number of shares of Apex Common Stock equal to the aggregate exercise price of the Exchanged Options divided by $10.00; (b) AvePoint’s stockholders who hold shares of Series C Preferred Stock, par value $0.001 (“AvePoint Preferred Stock”) will receive an aggregate amount of $135 million (subject to deduction for Preferred PIPE Fees) from the Aggregate Cash Consideration and will receive the balance of their consideration in shares of Apex Common Stock from the Aggregate Stock Consideration; (c) All holders of shares of common stock of AvePoint, par value $0.001 per share (“AvePoint Common Stock”) other than the Named Executives will receive an aggregate amount of between $75 million and approximately $93 million in cash (subject to deduction for certain expenses) based on an election (“Cash Election”) from the balance of the Aggregate Cash Consideration and will receive the remainder of their consideration in shares of Apex Common Stock from the Aggregate Stock Consideration; (d) All shares of AvePoint Common Stock and AvePoint Preferred Stock held in the treasury of AvePoint or by the Company shall be canceled without any conversion thereof and no payment or distribution shall be made with respect thereto; (e) Each share of common stock of Merger Sub 1 issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one validly issued, fully paid and non-assessable (f) Each Named Executive Cash-Settled Option that is outstanding immediately prior to the Effective Time, shall be converted into the right to receive (A) an amount of cash equal to: the product of (1) the number of Named Executive Cash-Settled Options multiplied by (2) the Per Share Amount, minus (y) the aggregate exercise price attributable to such Named Executive Cash-Settled Options; and (B) the contingent right to receive a number of shares Contingent Consideration following the Closing in accordance with the Business Combination Agreement; (g) The Named Executives will receive an aggregate amount of $35 million in cash (subject to deduction for the Named Executive PIPE Fees (as defined in the Business Combination Agreement)) from the Aggregate Cash Consideration and will receive the balance of their transaction consideration in shares of Apex Common Stock from the Aggregate Stock Consideration; (h) Each AvePoint Option that is outstanding immediately prior to the Effective Time, whether vested or unvested (other than the Named Executive Cash-Settled Options and AvePoint Options granted to Eligible individuals in the People’s Republic of China (“PRC Options”)), shall be converted into (1) an option to purchase a number of shares of Apex Common Stock (such option, an “Exchanged Option”) equal to the product (rounded down to the nearest whole number) of (x) the number of shares of AvePoint Common Stock subject to such AvePoint Option immediately prior to the Effective Time and (y) the Exchange Ratio, at an exercise price per share (rounded up to the nearest whole cent) equal to (A) the exercise price per share of such AvePoint Option immediately prior to the Effective Time divided by (B) the Exchange Ratio; and (i) The PRC Options will not be continued or assumed by AvePoint, Apex or the Merger Subs as part of the Mergers. The cancelled PRC Options will be replaced and substituted for as of the Effective Time with the award of a new stock option to purchase a number of shares of Apex Common Stock pursuant to the 2021 Plan equal to the product (rounded down to the nearest whole number) of (x) the number of shares of AvePoint Common Stock subject to such PRC Option immediately prior to the Effective Time and (y) the Exchange Ratio, at an exercise price (rounded up to the nearest whole cent) equal to (A) the exercise price per share of such PRC Option prior to the Effective Time divided by (B) the Exchange Ratio. The replacement stock options will be credited with vesting to the same extent as the existing PRC Options being replaced, and the new replacement awards will be subject to same vesting schedule and exercisability provisions Additionally, On November 23, 2020, the Company entered into separate subscription agreements (collectively, the “Subscription Agreements”) with a number of investors (collectively, the “PIPE Investors”), pursuant to which the PIPE Investors agreed to purchase an aggregate of 14,000,000 shares of Apex Common Stock (the “PIPE Shares”), at a purchase price of $10.00 per share for an aggregate purchase price of $140,000,000, in one or more private placement transactions (the “Private Placements”). The closing of the Private Placements pursuant to the Subscription Agreements is contingent upon, among other customary closing conditions, the concurrent consummation of the Proposed Transactions. The purpose of the Private Placements is to raise additional capital for use by the combined company following the Closing. Following the Closing, in addition to the Aggregate Cash Consideration and Aggregate Stock Consideration, the holders of AvePoint Preferred Stock, AvePoint Common Stock and AvePoint Options shall be issued additional shares of Apex Common Stock, as follows: (a) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $12.50 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $12.50 per share (the “First Milestone”) (such 1,000,000 shares of Apex Common Stock, the “First Milestone Contingent Consideration”); (b) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $15.00 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $15.00 per share (the “Second Milestone”) (such 1,000,000 shares of Apex Common Stock, the “Second Milestone Contingent Consideration”); and (c) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $17.50 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $17.50 per share (the “Third Milestone”) (such 1,000,000 shares of Apex Common Stock, the “Third Milestone Contingent Consideration” and together with the First Milestone Contingent Consideration and the Second Milestone Contingent Consideration, the “Contingent Consideration”). For the avoidance of doubt, the maximum amount of the Contingent Consideration is 3,000,000 shares of Apex Common Stock, in the aggregate. The parties to the Business Combination Agreement have made customary representations, warranties and covenants, including, among others, with respect to the conduct of the businesses of AvePoint and Apex during the period between execution of the Business Combination Agreement and the consummation of the Business Combination. | NOTE 7. COMMITMENTS AND CONTINGENCIES Risks and Uncertainties Management continues to evaluate the impact of the COVID-19 Registration Rights Pursuant to a registration rights agreement entered into on September 16, 2019, the holders of the Founder Shares, Placement Units (including securities contained therein) and units (including securities contained therein) that may be issued upon conversion of Working Capital Loans (and any shares of Class A common stock issuable upon the exercise of the Placement Warrants) and any shares of Class A common stock and warrants (and underlying Class A common stock) that may be issued upon conversion of units issued upon conversion of the Working Capital Loans and Class A common stock issuable upon conversion of the Founder Shares will be entitled to registration rights requiring the Company to register such securities for resale (in the case of the Founder Shares, only after conversion to Class A common stock). The holders of the majority of these securities are entitled to make up to three demands, excluding short form demands, that the Company register such securities. In addition, the holders have certain “piggy-back” registration rights with respect to registration statements filed subsequent to the completion of a Business Combination and rights to require the Company to register for resale such securities pursuant to Rule 415 under the Securities Act. Notwithstanding the foregoing, Cantor may not exercise its demand and “piggyback” registration rights after five (5) and seven (7) years after the effective date of the registration statement and may not exercise its demand rights on more than one occasion. The Company will bear the expenses incurred in connection with the filing of any such registration statements. Underwriting Agreement The Company granted the underwriters a 45-day The underwriters were paid a cash underwriting discount of $0.20 per Unit or $6,100,000 in the aggregate at the closing of the Initial Public Offering. In addition, the underwriters are entitled to a deferred fee of $13,150,000. The deferred fee will become payable to the underwriters from the amounts held in the Trust Account solely in the event that the Company completes a Business Combination, subject to the terms of the underwriting agreement. Business Combination Agreement On November 23, 2020, the Company entered into an Agreement and Plan of Merger (the “Business Combination Agreement”) by and among the Company, Athena Technology Merger Sub, Inc., a Delaware corporation (“Merger Sub 1”), Athena Technology Merger Sub 2, LLC, a Delaware limited liability company (“Merger Sub 2”), and AvePoint, relating to a proposed business combination transaction between the Company and AvePoint. The Business Combination Agreement was amended on December 30, 2020, March 8, 2021 and May 18, 2021. Pursuant to the Business Combination Agreement, Merger Sub 1 will be merged with and into AvePoint (the “First Merger”), with AvePoint surviving the First Merger as a wholly owned subsidiary of the Company, and promptly following the First Merger, AvePoint will be merged with and into Merger Sub 2 (the “Second Merger”), with Merger Sub 2 surviving the Second Merger as a wholly owned subsidiary of the Company. Pursuant to the terms of the Business Combination Agreement, at the effective time of the Merger: (a) The aggregate consideration to be paid to AvePoint equity shareholders will be (i) an amount in cash of approximately $262 million (the “Aggregate Cash Consideration”), minus a deduction for the PIPE Fees and (ii) 143,261,093 shares of common stock of Apex, par value $0.0001 (“Apex Common Stock”), which includes shares of Apex Common Stock that may be issuable pursuant to the exercise of exchanged AvePoint stock options (such aggregate amount, the “Aggregate Stock Consideration”). The Aggregate Stock Consideration will be increased by a number of shares of Apex Common Stock equal to the aggregate exercise price of the Exchanged Options divided by $10.00; (b) AvePoint’s stockholders who hold shares of Series C Preferred Stock, par value $0.001 (“AvePoint Preferred Stock”) will receive an aggregate amount of $135 million (subject to deduction for Preferred PIPE Fees) from the Aggregate Cash Consideration and will receive the balance of their consideration in shares of Apex Common Stock from the Aggregate Stock Consideration; (c) All holders of shares of common stock of AvePoint, par value $0.001 per share (“AvePoint Common Stock”) other than the Named Executives will receive an aggregate amount of between $75 million and approximately $92 million in cash (subject to deduction for certain expenses) based on an election (“Cash Election”) from the balance of the Aggregate Cash Consideration and will receive the remainder of their consideration in shares of Apex Common Stock from the Aggregate Stock Consideration; (d) All shares of AvePoint Common Stock and AvePoint Preferred Stock held in the treasury of AvePoint or by Apex shall be canceled without any conversion thereof and no payment or distribution shall be made with respect thereto; (e) Each share of common stock of Merger Sub 1 issued and outstanding immediately prior to the Effective Time shall be converted into and exchanged for one validly issued, fully paid and non-assessable (f) Each Named Executive Cash-Settled Option that is outstanding immediately prior to the Effective Time, shall be converted into the right to receive (A) an amount of cash equal to: the product of (1) the number of Named Executive Cash-Settled Options multiplied by (2) the Per Share Amount, minus (y) the aggregate exercise price attributable to such Named Executive Cash-Settled Options; and (B) the contingent right to receive a number of shares Contingent Consideration following the Closing in accordance with the Business Combination Agreement; (g) The Named Executives will receive an aggregate amount of $35 million in cash (subject to deduction for the Named Executive PIPE Fees (as defined in the Business Combination Agreement)) from the Aggregate Cash Consideration and will receive the balance of their transaction consideration in shares of Apex Common Stock from the Aggregate Stock Consideration; (h) Each AvePoint Option that is outstanding immediately prior to the Effective Time, whether vested or unvested (other than the Named Executive Cash-Settled Options and AvePoint Options granted to Eligible individuals in the People’s Republic of China (“PRC Options”)), shall be converted into (1) an option to purchase a number of shares of Apex Common Stock (such option, an “Exchanged Option”) equal to the product (rounded down to the nearest whole number) of (x) the number of shares of AvePoint Common Stock subject to such AvePoint Option immediately prior to the Effective Time and (y) the Exchange Ratio, at an exercise price per share (rounded up to the nearest whole cent) equal to (A) the exercise price per share of such AvePoint Option immediately prior to the Effective Time divided by (B) the Exchange Ratio; and (i) The PRC Options will not be continued or assumed by AvePoint, Apex or the Merger Subs as part of the Mergers. The cancelled PRC Options will be replaced and substituted for as of the Effective Time with the award of a new stock option to purchase a number of shares of Apex Common Stock pursuant to the 2021 Plan equal to the product (rounded down to the nearest whole number) of (x) the number of shares of AvePoint Common Stock subject to such PRC Option immediately prior to the Effective Time and (y) the Exchange Ratio, at an exercise price (rounded up to the nearest whole cent) equal to (A) the exercise price per share of such PRC Option prior to the Effective Time divided by (B) the Exchange Ratio. The replacement stock options will be credited with vesting to the same extent as the existing PRC Options being replaced, and the new replacement awards will be subject to same vesting schedule and exercisability provisions Additionally, On November 23, 2020, Apex entered into separate subscription agreements (collectively, the “Subscription Agreements”) with a number of investors (collectively, the “PIPE Investors”), pursuant to which the PIPE Investors agreed to purchase an aggregate of 14,000,000 shares of Apex Common Stock (the “PIPE Shares”), at a purchase price of $10.00 per share for an aggregate purchase price of $140,000,000, in one or more private placement transactions (the “Private Placements”). The closing of the Private Placements pursuant to the Subscription Agreements is contingent upon, among other customary closing conditions, the concurrent consummation of the Proposed Transactions. The purpose of the Private Placements is to raise additional capital for use by the combined company following the Closing. Following the Closing, in addition to the Aggregate Cash Consideration and Aggregate Stock Consideration, the holders of AvePoint Preferred Stock, AvePoint Common Stock and AvePoint Options shall be issued additional shares of Apex Common Stock, as follows: (a) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $12.50 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $12.50 per share (the “First Milestone”) (such 1,000,000 shares of Apex Common Stock, the “First Milestone Contingent Consideration”); (b) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $15.00 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $15.00 per share (the “Second Milestone”) (such 1,000,000 shares of Apex Common Stock, the “Second Milestone Contingent Consideration”); and (c) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $17.50 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $17.50 per share (the “Third Milestone”) (such 1,000,000 shares of Apex Common Stock, the “Third Milestone Contingent Consideration” and together with the First Milestone Contingent Consideration and the Second Milestone Contingent Consideration, the “Contingent Consideration”). For the avoidance of doubt, the maximum amount of the Contingent Consideration is 3,000,000 shares of Apex Common Stock, in the aggregate. The parties to the Business Combination Agreement have made customary representations, warranties and covenants, including, among others, with respect to the conduct of the businesses of AvePoint and Apex during the period between execution of the Business Combination Agreement and the consummation of the Business Combination |
Mezzanine Equity and Stockholde
Mezzanine Equity and Stockholders' Deficiency | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Mezzanine Equity and Stockholders' Deficiency | 11. Mezzanine Equity and Stockholders’ Deficiency The Company has two classes of capital stock: common stock and preferred stock. The following summarizes the terms of the Company’s capital stock. Common Stock The Company is authorized to issue up to 28,000,000 shares of common stock at $0.001 par value, at March 31, 2021 and December 31, 2020. There were 11,640,181 and 11,513,451 shares issued and outstanding at March 31, 2021 and December 31, 2020, respectively. Convertible Contingently Redeemable Preferred Stock At March 31, 2021 and December 31, 2020, the Company was authorized to issue up to 4,832,409 shares of Series C convertible preferred stock (the “Series C Preferred Stock” or “Preferred Stock”) at $0.001 par value. The Company had 4,832,409 shares issued and outstanding as of March 31, 2021 and December 31, 2020. The Series C Preferred Stock liquidation preference was $400.3 million and $403.4 million as of March 31, 2021 and December 31, 2020, respectively. In addition to the Series C Preferred Stock, at March 31, 2021, the Company was authorized to issue up to 3,326,340 shares of Series B-1 convertible preferred stock and 2,736,477 shares of Series B-2 convertible preferred stock. Although authorized for issuance, no shares of Series B-1 convertible preferred stock nor Series B-2 convertible preferred stock were issued and outstanding at March 31, 2021. No dividends were declared related to the Preferred Stock in the three months ended March 31, 2021 and 2020. The redemption value for the Preferred Stock was $400.3 million and $403.4 million at March 31, 2021 and December 31, 2020, respectively. Redeemable Noncontrolling Interest On December 24, 2020, AEPL, an unaffiliated entity, acquired a redeemable noncontrolling interest in EduTech through the contribution of 10.0 million Singapore Dollars, which represents an investment of $7.5 million. As of December 31, 2020, AvePoint owned a 77.78% interest in EduTech and AEPL owned a 22.22% interest in EduTech. On February 11, 2021, AEPL contributed an additional 1.0 million Singapore Dollars, which represents an additional investment of $0.8 million. At the transaction closing date, AvePoint owned a 76.09% interest in EduTech and AEPL owned a 23.91% interest in EduTech. As part of AEPL’s initial and subsequent investment in EduTech, the Company granted AEPL a put option which allows AEPL to cause the Company to repurchase AEPL’s shares in EduTech at any time between December 24, 2022 and December 24, 2023 at a price equal to AEPL’s initial and subsequent investment amounts. At each reporting period, the Company increases the carrying amount of the redeemable noncontrolling interest by periodic accretions using the interest method so that the carrying amount will equal the redemption amount on the date that the put option becomes exercisable. These adjustments are recorded as net income attributable to redeemable noncontrolling interest. The rollforward of the balance of the redeemable noncontrolling interest is as follows: Redeemable (in thousands) Beginning balance (December 31, 2020) $ 3,061 Issuance of redeemable noncontrolling interest in EduTech 238 Net income (loss) attributable to redeemable noncontrolling interest (178 ) Other comprehensive income (loss) attributable to redeemable noncontrolling interest 0 Adjustment to present redemption value as of March 31, 2021 575 Ending balance (March 31, 2021) $ 3,696 | 11. Mezzanine Equity and Stockholders’ Deficiency The Company has two classes of capital stock: common stock and preferred stock. The following summarizes the terms of the Company’s capital stock. Common Stock The Company is authorized to issue up to 28,000,000 shares of common stock at $0.001 par value, at December 2020 and 2019. On December 26, 2019, the Company issued 657,514 shares of its common stock to new investors for an aggregate purchase price of $17.3 million, representing a weighted-average purchase price of $26.31 per share, pursuant to a common stock purchase agreement (the Common Stock Purchase Agreement), dated as of December 26, 2019. In addition, on December 26, 2019, the Company also issued 497,735 shares of its non-voting non-voting Non-Voting In 2020, the Company issued 1,423,259 shares of its common stock to investors for an aggregate purchase price of $61.2 million, representing a weighted-average purchase price of $42.98 per share, pursuant to Common Stock Purchase Agreements, dated as of June 16, 2020, September 28, 2020, and October 1, 2020. $2.5 million was used for banking and legal services. There were 11,513,451 and 9,702,831 shares issued and outstanding at December 31, 2020 and 2019, respectively. Convertible Contingently Redeemable Preferred Stock At December 31, 2020 and 2019, the Company was authorized to issue up to 547,283 shares of Series A-1 A-1 A-2 A-2 A-1 B-1 B-1 B-2 B-2 B-1 The following table summarizes the redeemable convertible preferred stock with balances outstanding at December 31, 2020 or December 31, 2019: December 31, 2020 December 31, 2019 (in thousands, except share amounts) Preferred shares issued and outstanding: Shares Liquidation Recorded Shares Liquidation Recorded Series B-1 — — — 694,498 22,841 21,456 Series B-2 — — — 351,445 11,559 10,858 Series C Preferred Stock 4,832,409 403,361 183,390 4,832,409 247,500 150,342 4,832,409 $ 403,361 $ 183,390 5,878,352 $ 281,900 $ 182,656 On December 26, 2019 (the “Closing Date”), the Company issued 4,832,409 shares of its Series C Preferred Stock to new investors for an aggregate purchase price of $150.0 million, representing a weighted-average purchase price of $31.04 per share, pursuant to a stock purchase and redemption agreement, dated as of December 26, 2019 (such transaction with issuance of common stock, the “Series C Financing”). Approximately $179.0 million of the Series C Financing purchase price was used for the redemption of 547,283 shares of Series A-1 A-2 B-1 B-2 In 2020, the Company redeemed 1,045,943 shares of its Series B Preferred Stock for $33.7 million, representing a weighted-average purchase price of $32.23 per share. Voting Rights Together with the holders of voting common stock, holders of Preferred Stock (except for the holders of Series B-2 Dividend Rights The holders of Preferred Stock in preference to the holders of common stock and non-voting Liquidation Preference Upon a liquidation event, the holders of Series C Preferred Stock are entitled to receive before any payment is made to the other stockholders a per share liquidation preference equal to the greater of (i) 1.65 multiplied by the original issuance price for the Series C Financing (the Series C Original Issue Price) for the first 18 months after the Closing Date and, thereafter, increasing at a rate of 10% per annum, accruing daily and compounding quarterly, commencing on September 26, 2021, plus any dividends declared but unpaid thereon, up to an aggregate amount of 2.3 multiplied by the Series C Original Issue Price and (ii) such amount per share as would have been payable had all shares of Series C Preferred Stock been converted into common stock (the greater of clauses (i) and (ii), the “Series C Liquidation Preference”). Upon a liquidation event, and after the payment in full of Series C Preferred Stock liquidation amount, the holders of Series C Prime Preferred Stock (if any) are entitled to receive before any payment is made to the holders of Series B Preferred Stock or common stock a per share liquidation preference equal to the greater of (i) 1.65 multiplied by $32.889 per share (the “Base Price”), increasing at a rate of 10% per annum, accruing daily and compounding quarterly, commencing on March 26, 2022, plus any dividends declared but unpaid thereon, up to an aggregate amount of 2.30 multiplied by the Base Price and (ii) such amount per share as would have been payable had all shares of Series C Prime Preferred Stock been converted into common stock. Upon a liquidation event, and after the payment in full of Series C Prime Preferred Stock liquidation amount (if any), the holders of shares of Series B Preferred Stock (if any) are entitled to receive before any payment is made to the holders of common stock a per share liquidation preference equal to (a) on any date beginning on the Closing Date and ending on the date that is 15 months following the Closing Date, the greater of (i) the Base Price plus any dividends declared but unpaid thereon and (ii) such amount per share as would have been payable had all shares of Series B Preferred Stock been converted into common stock or (b) on any date following the date that is 15 months after the Closing Date and ending on the 2nd anniversary of the Closing Date, the greater of (i) the Base Price, plus interest at the rate of 25% per annum, and compounding quarterly on June 26, 2021 and September 26, 2021 and (ii) such amount per share as would have been payable had all shares of Series B Preferred Stock been converted into common stock (the Series B Liquidation Amount). After the payment in full of the Series B Liquidation Amount, the holders of the Series A Preferred Stock had the right to receive the greater of the original issue price or the amount they would receive if they were to convert into shares of the Company’s common stock in advance of the holders of the Company’s other classes of capital stock outstanding. Conversion Subject to the terms and conditions of the original agreement (the Certificate of Incorporation), each share of Preferred Stock shall be convertible at any time at the option of the holder into such number of fully paid shares of common stock as is determined by dividing the applicable issuance price (the Original Issue Price) by the applicable conversion price in effect at the time of conversion. The initial conversion prices are subject to adjustment as provided in the Certificate of Incorporation for certain diluting issues such as stock splits, combinations, common stock dividends or distributions, distributions payable in securities, mergers, and reorganizations. The conversion ratio at each balance sheet date presented was share of common stock for one share of preferred stock. In addition, the Preferred Stock shall automatically convert into common stock: (i) at any time upon affirmative election of the holders of a majority of the outstanding shares of such Preferred Stock or (ii) immediately upon closing of the sale of the Company’s common stock in a qualified public offering as defined in the Company’s charter. Redemption Option At any time on or after the fifth anniversary of the Closing Date, holders of a majority of the shares Series C Preferred Stock may request a redemption of all or a portion of their shares of Series C Preferred Stock at a redemption price per share equal to the Series C Liquidation Preference, payable in two annual installments. In the event the Company does not consummate such redemption when required, the holders of Series C Preferred Stock shall be entitled to certain additional rights, including, among other rights, the right to receive an interest payment on the unpaid portion of the redemption price at an aggregate per annum rate equal to 10% increasing by one-half At any time after the 66th month anniversary of the Closing Date, holders of a majority of the outstanding shares of Series C Prime Preferred Stock (if any) may request a redemption of all or a portion of their shares of Series C Prime Preferred Stock at a redemption price per share equal to 2.3 multiplied by the Base Price. The Company and the holders of Series C Preferred Stock shall have the right to purchase all or any portion of the outstanding shares of Series B Preferred Stock at any time during the two years following the Closing Date at a price per share equal to (a) with respect to any shares purchased during the 15 months following the Closing Date, the Base Price or (b) with respect to any shares purchased after the 15 month anniversary of the Closing Date and up until the 2nd anniversary of the Closing Date, the Base Price plus interest accruing daily at the rate of 25% per annum from and after the 15 month anniversary of the Closing Date and compounding quarterly on June 26, 2021 and September 26, 2021. If any shares of Series B Preferred Stock are not repurchased by the Company or the holders of Series C Preferred Stock by the second anniversary of the Closing Date, all shares of Series B Preferred Stock will automatically convert to shares of Series C Prime Preferred Stock on a 1:1 basis. The Series C Preferred Stock repurchase price shall be equal to the Series C Liquidation Preference, which was $403.4 million and $247.5 million at December 31, 2020 and 2019, respectively. The Series B Preferred Stock repurchase price shall be equal to the original issue price plus all accrued but unpaid dividends thereon, which was $0 and $32.2 million at December 31, 2020 and December 31, 2019, respectively. All shares of Series A Preferred Stock were redeemed during 2019. All Series B shares were redeemed in 2020. Where fair value at date of issue is less than the mandatory redemption amount, the Company increases the carrying amount of the Preferred Stock by periodic accretions using the interest method so that the carrying amount will equal the mandatory redemption amount at the mandatory redemption date. The Preferred Stock has been presented outside of permanent equity at the accreted value as of December 31, 2020 and December 31, 2019. Representation Rights The holders of the Series C Preferred Stock were granted certain rights, including access to certain periodic Company financial information as well as approval rights on certain transactions such as: mergers, acquisitions, dividends, indebtedness, and capital expenditures. The holders of Preferred Stock also have certain registration rights in the event the Preferred Stock are converted into common stock. The Series C Preferred Stock and common stockholders have the right to Board of Directors representation. Redeemable noncontrolling interest On December 24, 2020, AEPL, an unaffiliated entity, acquired a redeemable noncontrolling interest in EduTech through the contribution of 10.0 million Singapore Dollars, which represents an investment of $7.5 million. At the transaction closing date, AvePoint owns a 77.78% interest in EduTech. Consequently, AEPL owns a 22.22% interest in EduTech. As part of AEPL’s initial investment in EduTech, the Company granted AEPL a put option which allows AEPL to cause the Company to repurchase AEPL’s shares in EduTech at any time between December 24, 2022 and December 24, 2023 at a price equal to AEPL’s initial investment. The Company recorded the initial value of the redeemable noncontrolling interest as $3.0 million, which represents AEPL’s share of EduTech’s net assets immediately following the investment. At each reporting period, the Company increases the carrying amount of the redeemable noncontrolling interest by periodic accretions using the interest method so that the carrying amount will equal the redemption amount on the date that the put option becomes exercisable. At December 31, 2020, the redeemable noncontrolling interest is recorded as $3.0 million. These adjustments are recorded as net income attributable to redeemable noncontrolling interest. The rollforward of the balance of the redeemable noncontrolling interest is as follows: Redeemable (in thousands) Beginning balance (December 24, 2020) $ 3,034 Adjustment to present redemption value as of December 31, 2020 27 Ending balance (December 31, 2020) $ 3,061 |
Apex Technology Acquisition Corp [Member] | ||
Mezzanine Equity and Stockholders' Deficiency | NOTE 7. STOCKHOLDERS’ EQUITY Preferred Stock Class A Common Stock Class B Common Stock Holders of Class A common stock and Class B common stock will vote together as a single class on all other matters submitted to a vote of stockholders except as required by law. The shares of Class B common stock will automatically convert into shares of Class A common stock at the time of a Business Combination on a one-for-one as-converted | NOTE 8. STOCKHOLDERS’ EQUITY Preferred Stock Class A Common Stock Class B Common Stock Holders of Class A common stock and Class B common stock will vote together as a single class on all other matters submitted to a vote of stockholders except as required by law. The shares of Class B common stock will automatically convert into shares of Class A common stock at the time of a Business Combination on a one-for-one as-converted |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | ||
Stock-Based Compensation | 12. Stock-Based Compensation The Company maintains an equity incentive plan established in 2006, the 2006 Equity Incentive Plan (the “2006 Plan”). Under the 2006 Plan, the Company may grant incentive stock options, non-qualified The Company records stock-based compensation in cost of revenue, sales and marketing, general and administrative and research and development. Stock-based compensation was included in the following line items: Three months ended March 31, 2021 2020 (in thousands) Cost of revenue $ 90 $ (88 ) Sales and marketing 1,111 (200 ) General and administrative 1,991 288 Research and development 97 75 Total stock-based compensation $ 3,289 $ 75 Stock Options The compensation costs for stock option awards are accounted for in accordance with ASC 718, Compensation-Stock Compensation The Company’s stock option awards granted in the People’s Republic of China (the “PRC Awards”) contains a performance condition that states that the awards are only exercisable if the Company’s common shares are publicly traded and must be exercised by a cashless sell-all In 2020, the Company granted certain executives stock option awards that contain both service and performance vesting conditions (the “Time and Performance Based Option”). The Time and Performance Based Option granted awards in three tranches. The Time-Based Option vests 25 percent one year after the grant date and, thereafter, in 12 successive equal quarterly installments measured from the first anniversary, subject to the grantee’s continuous service with the Company. The Performance-Based I Option vests contingent upon the Company meeting certain performance goals. The Performance-Based II Option vests contingent upon the grantee achieving certain goals. Both the Performance-Based I Option and Performance-Based II Option are subject to the grantee’s continuous service to the company and approval by the board of directors. For the three months ended March 31, 2021 and 2020, the Company recorded stock-based compensation expense of $2.3 million and $0.5 million respectively, related to these options. These costs have been recorded in cost of revenue in the consolidated statements of operations. As of March 31, 2021 and December 31, 2020, there was $22.6 million and $18.4 million, respectively, in unrecognized compensation costs related to non-vested At March 31, 2021, AvePoint had 3,835,972 options outstanding and 1,576,086 options exercisable with intrinsic values of $248.1 million and $112.5 million, respectively. During the three months ended March 31, 2021, 126,730 options were exercised with a total intrinsic value of $9.4 million. Put and Call Options On December 26, 2019, the Company granted put options, to certain of the Company’s management, to request a redemption of 358,188 shares of Common Stock (“Modified Common Stock”) or 592,399 shares underlying options to acquire Common Stock (Modified Options, collectively, “Eligible Shares”) during the period from March 25, 2025 to April, 2025 (the “Settlement Period”) or, if earlier, the 30 day period following a Qualifying Termination for a redemption price per share equal to the fair market value, as determined by the AvePoint’s Board of Directors; provided, that if a redemption request is delivered following a Qualifying Termination, the Company shall pay the redemption price during the Settlement Period unless the holders of Series C Preferred Stock consent to the payment of the redemption price by the Company within the 30 day period following the Qualifying Termination. In addition, the Company has a right to purchase all or any portion of the Eligible Shares at any time for a purchase price per share equal to the fair market value. Temporary-equity classification is required if stock awards that would otherwise qualify for equity classification are subject to contingent redemption features that are not solely within the control of the issuer. The Company remeasures the Modified Common Stock at each balance sheet date based on the fair value of the Company’s shares and such remeasurements are reflected as an adjustment of the value in temporary equity. As of March 31, 2021 and December 31, 2020, the temporary equity balance related to the Modified Common Stock was $24.9 million and $25.1 million, respectively. The fair values of Modified Options were estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions at March 31, 2021 and December 31, 2020: March 31, December 31, Expected life 4.33 years 4.48 years Expected volatility 44.02 % 42.97 % Risk-free rate 0.78 % 0.37 % Dividend yield — — At March 31, 2021 and December 31, 2020, the liability balance related to Modified Options was $36.8 million and $36.8 million, respectively. For the three months ended March 31, 2021 and 2020, the Company recorded stock-based compensation expense and income of $0.8 million and $0.4 million, respectively, related to these options. These costs have been recorded in costs of revenue and operating expenses in the consolidated statements of operations. During the three months ended March 31, 2021, 12,000 options included in Modified Options were exercised. At March 31, 2021, 91,433 outstanding shares are liability-classified and are remeasured at fair value each period. At March 31, 2021 and December 31, 2020, the liability balance related to this common stock was $7.7 million and $6.7 million, respectively. For the three months ended March 31, 2021, the Company recorded stock-based compensation expense of $0.2 million related to this common stock. | 12. Stock-Based Compensation The Company maintains an equity incentive plan established in 2006, the 2006 Equity Incentive Plan (the “2006 Plan”). Under the 2006 Plan, the Company may grant incentive stock options, non-qualified The Company records stock-based compensation in cost of revenue, sales and marketing, general and administrative and research and development. Stock-based compensation was included in the following line items: Year Ended December 31, 2020 2019 2018 (in thousands) Cost of revenue $ 592 $ 415 $ 157 Sales and marketing 19,973 8,166 384 General and administrative 12,916 5,034 1,036 Research and development 286 278 143 Total stock-based compensation $ 33,767 $ 13,893 $ 1,720 Stock Options The compensation costs for stock option awards are accounted for in accordance with ASC 718, Compensation-Stock Compensation The Company’s stock option awards granted in the People’s Republic of China (the “PRC Awards”) contains a performance condition that states that the awards are only exercisable if the Company’s common shares are publicly traded and must be exercised by a cashless sell-all In 2020, the Company granted certain executives stock option awards that contain both service and performance vesting conditions (the “Time and Performance Based Option”). The Time and Performance Based Option granted awards in three tranches. The Time-Based Option vests 25 percent one year after the grant date and, thereafter, in 12 successive equal quarterly installments measured from the first anniversary, subject to the grantee’s continuous service with the Company. The Performance-Based I Option vests contingent upon the Company meeting certain performance goals. The Performance-Based II Option vests contingent upon the grantee achieving certain goals. Both the Performance-Based I Option and Performance-Based II Option are subject to the grantee’s continuous service to the company and approval by the board of directors. For the years ended December 31, 2020, 2019 and 2018, the Company recorded stock-based compensation expense of $3.3 million, $2.6 million, and $1.7 million respectively, related to these options. These costs have been recorded in cost of revenue in the consolidated statements of operations. As of December 31, 2020 and 2019, there was $18.4 million and $6.1 million, respectively, in unrecognized compensation costs related to non-vested The Company estimates the fair value of stock options that vest based on service conditions using a Black-Scholes valuation model. The fair value of each Performance-Based I Option was estimated on the date of grant using the Black-Scholes model and assumes that performance goals are probable of being achieved. The Performance-Based II Option awards include a discretionary vesting condition. Fair value will be determined using the Black-Scholes model when confirmation of the award is communicated to the grantee and a grant date is established. The fair values of stock options granted were estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions: 2020 2019 2018 Expected life 6.11 years 6.11 years 8.16 years Expected volatility 43.52 % 36.93 % 62.48 % Risk-free rate 0.41 % 2.59 % 2.82 % Dividend yield — — — To estimate the expected life of stock options, the Company considered the vesting term, contractual expiration period, and market conditions. The Company’s historical experience is too limited to be able to reasonably estimate expected life. Expected volatility is based on historical volatility of a group of peer entities. Dividend yields are based upon historical dividend yields. Risk-free interest rates are based on the implied yields currently available on U.S. Treasury zero coupon issues with a remaining term equal to the expected life. To estimate the value of the common stock, the Company obtained a valuation from a third party appraisal firm. Shares Weighted-Average Weighted-Average Aggregate (Aggregate Intrinsic Value figure presented in thousands) Balance, January 1, 2018 2,601,775 8.49 6.27 — Options granted 407,251 6.66 — — Options exercised (57,351 ) 1.69 — — Options forfeited or expired (267,793 ) 8.49 — — Balance, December 31, 2018 2,683,882 8.37 6.12 — Options granted 613,647 13.17 — — Options exercised (52,000 ) 1.69 — — Options forfeited or expired (236,084 ) 6.12 — — Balance, December 31, 2019 2,867,966 9.80 6.42 — Options granted 1,327,432 33.94 — — Options exercised (81,447 ) 6.67 — — Options forfeited or expired (103,427 ) 11.49 — — Balance, December 31, 2020 4,010,524 $ 17.81 6.89 $ 263,316 At December 31, 2020, the following table summarizes information about outstanding and exercisable stock options: Outstanding Exercisable Exercise Stock Weighted Weighted Stock Weighted Weighted $ 0.29 - $ 1.69 446,200 6.50 $ 0.39 — — $ — $ 3.70 - $ 11.61 1,119,898 4.42 9.93 1,065,048 4.28 9.71 $ 13.24 - $ 33.94 2,364,126 8.22 25.11 635,189 5.45 13.81 4,010,524 6.89 $ 17.81 1,700,237 4.72 $ 11.24 The weighted-average grant-date fair values of options granted during the years ended December 31, 2020, 2019 and 2018 were $14.18 per share, $5.92 per share, and $11.06 per share, respectively. The aggregate intrinsic value of those stock options exercised during the years ended December 31, 2020, 2019 and 2018 were $4.6 million, $0.7 million and $0.7 million, respectively. The aggregate intrinsic value of exercisable stock options was $77.2 million at December 31, 2020. Restricted Stock On November 29, 2013, the Company granted restricted stock in the aggregate amount of 300,000 shares (the “Restricted Stock”) to certain of the Company’s founding members (the “Founders”). The shares became unrestricted and vested over 37 months. All awards of Restricted Stock were fully vested as of December 31, 2016. On November 29, 2013, the Founders entered into partially nonrecourse promissory notes in the aggregate amount of $4.0 million due and payable November 29, 2022 (collectively, the “Notes”), as consideration for the Restricted Stock. The promissory notes bear an interest rate of 2% per annum. In December 2020, the Founders repaid the promissory notes and all accrued interest in the aggregate amount of $4.6 million. Put and Call Options On December 26, 2019, the Company granted put options, to certain of the Company’s management, to request a redemption of 358,188 shares of Common Stock (“Modified Common Stock”) or 592,399 shares underlying options to acquire Common Stock (Modified Options, collectively, “Eligible Shares”) during the period from March 25, 2025 to April, 2025 (the “Settlement Period”) or, if earlier, the 30 day period following a Qualifying Termination for a redemption price per share equal to the fair market value, as determined by the AvePoint’s Board of Directors; provided, that if a redemption request is delivered following a Qualifying Termination, the Company shall pay the redemption price during the Settlement Period unless the holders of Series C Preferred Stock consent to the payment of the redemption price by the Company within the 30 day period following the Qualifying Termination. In addition, the Company has a right to purchase all or any portion of the Eligible Shares at any time for a purchase price per share equal to the fair market value. The equity-classified Modified Common Stock are accounted for as modifications to equity-classified awards and incremental compensation cost is determined as the difference between the fair value of the original awards and the Modified Common Stock as of the modification date. In 2019, the Company recorded a one-time Temporary-equity classification is required if stock awards that would otherwise qualify for equity classification are subject to contingent redemption features that are not solely within the control of the issuer. As of December 31, 2019, the Company reclassified the $10.7 million redemption value of the Modified Common Stock to temporary equity. The Company remeasures the Modified Common Stock at each balance sheet date based on the fair value of the Company’s shares and such remeasurements are reflected as an adjustment of the value in temporary equity. As of December 31, 2020 and 2019, the temporary equity balance related to the Modified Common Stock was $25.1 million and $10.1 million, respectively. The Modified Options are accounted for as modifications, which resulted in a change in classification from equity-classified to liability-classified awards. Incremental compensation cost is determined as the difference between the fair value of the original awards and the Modified Options as of the modification date. Subsequently, the Modified Options are remeasured at fair value each period. The fair values of Modified Options were estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions at the modification date and at year end: December 31, December 31, Expected life 4.48 years 2.68 years Expected volatility 42.97 % 36.40 % Risk-free rate 0.37 % 1.66 % Dividend yield — — At December 31, 2020 and 2019, the liability balance related to Modified Options was $36.8 million and $13.0 million, respectively. For the year ended December 31, 2020 and 2019, the Company recorded stock-based compensation expense of $29.6 million and $13.0 million, respectively, related to these options. These costs have been recorded in costs of revenue and operating expenses in the consolidated statements of operations. During 2020, 19,443 options included in Modified Options were exercised and 60,000 restricted shares issued in exchange for the nonrecourse promissory note described above were settled. The total 79,443 outstanding shares are liability-classified and are remeasured at fair value each period. At December 31, 2020 and 2019, the liability balance related to this common stock was $6.7 million and $0, respectively. For the year ended December 31, 2020 and 2019, the Company recorded stock-based compensation expense of $0.9 million and $0, respectively, related to this common stock. |
Financial Instruments
Financial Instruments | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Text Block [Abstract] | ||
Financial Instruments | 13. Financial Instruments Fair value is defined by ASC 820, Fair Value Measurement • Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. • Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. • Level 3 — Unobservable inputs for the asset or liability. The Company’s short-term investments consisted primarily of certificate of deposits held by financial institutions. Certificates of deposits are classified as Level 2 assets in accordance with ASC 820. The balance of certificate of deposits was $1.3 million and $1.0 million as of March 31, 2021 and December 31, 2020. | 13. Financial Instruments Fair value is defined by ASC 820, Fair Value Measurement • Level 1 — Quoted prices (unadjusted) in active markets for identical assets or liabilities that the reporting entity can access at the measurement date. • Level 2 — Inputs other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. • Level 3 — Unobservable inputs for the asset or liability. The Company’s short-term investments consisted primarily of certificate of deposits held by financial institutions. Certificates of deposits are classified as Level 2 assets in accordance with ASC 820. The balance of certificate of deposits was $1.0 million and $3.3 million as of December 31, 2020 and 2019, respectively. |
Segment information
Segment information | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting [Abstract] | ||
Segment information | 14. Segment information The Company operates in one segment. Its products and services are sold throughout the world, through direct and indirect sales channels. The Company’s chief operating decision maker (the “CODM”) is the Chief Executive Officer. The CODM makes operating performance assessment and resource allocation decisions on a global basis. The CODM does not receive discrete financial information about asset allocation, expense allocation or profitability by product or geography. Revenue by geography are based upon the billing address of the customer. All transfers between geographic regions have been eliminated from consolidated revenue. No customers represented greater than 10% of revenue for the three months ended March 31, 2021 and 2020. The following table sets forth revenue by geographic area: Three months ended March 31, 2021 2020 (in thousands) Revenue: North America $ 17,633 $ 13,073 EMEA 11,191 10,215 APAC 9,976 9,373 Total revenue $ 38,800 $ 32,661 The North America region includes revenue from the United States and Canada. Revenue generated to customers based in the United States was $17.6 million and $13.0 million for the three months ended March 31, 2021 and 2020, respectively. The following table sets forth property and equipment, net held within the United States, China and foreign countries: March 31, December 31, (in thousands) Property and equipment, net: United States $ 941 $ 976 China 1,184 1,219 Other 526 468 Total property and equipment, net $ 2,651 $ 2,663 | 14. Segment information The Company operates in one segment. Its products and services are sold throughout the world, through direct and indirect sales channels. The Company’s chief operating decision maker (the “CODM”) is the Chief Executive Officer. The CODM makes operating performance assessment and resource allocation decisions on a global basis. The CODM does not receive discrete financial information about asset allocation, expense allocation or profitability by product or geography. Revenue by geography are based upon the billing address of the customer. All transfers between geographic regions have been eliminated from consolidated revenue. No customers represented greater than 10% of revenue for the years ended December 31, 2020, 2019 and 2018. The following table sets forth revenue by geographic area: Year ended December 31, 2020 2019 2018 (in thousands) Revenue: North America $ 67,823 $ 48,614 $ 48,612 EMEA 42,441 33,661 26,097 APAC 41,269 33,824 32,605 Total revenue $ 151,533 $ 116,099 $ 107,314 The North America region includes revenue from the United States and Canada. Revenue generated to customers based in the United States was $67.5 million, $47.6 million and $46.5 million for the years ended December 31, 2020, 2019 and 2018, respectively. The following table sets forth property and equipment, net held within the United States, China and foreign countries: As of December 31, 2020 2019 (in thousands) Property and equipment, net: United States $ 976 $ 1,157 China 1,219 927 Other 468 569 Total property and equipment, net . . . . . . $ 2,663 $ 2,653 |
Loss Per Share
Loss Per Share | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Loss Per Share | 15. Loss Per Share Basic loss per share available to AvePoint common shareholders (“EPS”) is computed by dividing net loss by the weighted average number of common shares outstanding for the period. In computing diluted EPS, the Company adjusts the denominator, subject to anti-dilution requirements, to include the dilution from potential shares of common stock resulting from outstanding share based payment awards and the conversion of convertible preferred shares. Three months ended March 31, 2021 2020 (in thousands, except share and Numerator: Net loss $ (4,942 ) $ (729 ) Net income attributable to redeemable noncontrolling interest (397 ) — Net loss attributable to AvePoint, Inc. $ (5,339 ) $ (729 ) Deemed dividends on preferred stock (8,794 ) (7,735 ) Total net loss available to common shareholders $ (14,133 ) $ (8,464 ) Denominator: Weighted average common shares outstanding 11,594,532 9,705,383 Basic loss per share available to common shareholders $ (1.22 ) $ (0.87 ) To arrive at net loss available to common shareholders, the Company deducted net income attributable to the redeemable noncontrolling interest in EduTech and deemed dividends, which related to the redemption, extinguishment, and remeasurement of preferred stock. For the three months ended March 31, 2021 and 2020, convertible preferred shares were anti-dilutive. In addition, the impact of outstanding employee stock option awards were deemed to be anti-dilutive given the Company’s net loss position. As such, basic loss per share is equal to diluted loss per share for the periods presented. The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding because such securities has an antidilutive impact due to losses reported: March 31, 2021 2020 Convertible preferred stock 4,832,409 4,832,409 Restricted stock — 300,000 Stock options 3,835,972 2,843,786 Total potentially dilutive securities 8,668,381 7,976,195 | 15. Loss Per Share Basic loss per share available to AvePoint common shareholders (“EPS”) is computed by dividing net loss by the weighted average number of common shares outstanding for the period. In computing diluted EPS, the Company adjusts the denominator, subject to anti-dilution requirements, to include the dilution from potential shares of common stock resulting from outstanding share based payment awards and the conversion of convertible preferred shares. Year ended December 31, 2020 2019 2018 (in thousands, except for share and per share Numerator: Net loss $ (16,969 ) $ (20,174 ) $ (3,948 ) Net income attributable to redeemable noncontrolling interest (27 ) — — Net loss attributable to AvePoint, Inc. $ (16,996 ) $ (20,174 ) $ (3,948 ) Deemed dividends on preferred stock (34,446 ) (107,469 ) — Total net loss available to common shareholders $ (51,442 ) $ (127,643 ) $ (3,948 ) Denominator: Weighted average common shares outstanding 10,313,350 8,514,858 8,449,924 Basic loss per share available to common shareholders $ (4.99 ) $ (14.99 ) $ (0.47 ) To arrive at net loss available to common shareholders, the Company deducted net income attributable to the redeemable noncontrolling interest in EduTech and deemed dividends, which related to the redemption, extinguishment, and remeasurement of preferred stock. For the years ended December 31, 2020, 2019 and 2018, convertible preferred shares were anti-dilutive. In addition, the impact of outstanding employee stock option awards were deemed to be anti-dilutive given the Company’s net loss position. As such, basic loss per share is equal to diluted loss per share for the periods presented. The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding because such securities has an antidilutive impact due to losses reported: December 31, 2020 2019 2018 Convertible preferred stock 4,832,409 5,878,352 6,734,150 Restricted stock — 300,000 300,000 Stock options 4,010,524 2,867,966 2,683,882 Total potentially dilutive securities 8,842,933 9,046,318 9,718,032 |
Apex Technology Acquisition Cor
Apex Technology Acquisition Corp. Merger | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Business Combinations [Abstract] | ||
Apex Technology Acquisition Corp. Merger | 16. Apex Technology Acquisition Corp. Merger On November 23, 2020, Apex Technology Acquisition Corp., a Delaware corporation (“APXT”), along with Athena Technology Merger Sub, Inc., a Delaware corporation, and Athena Technology Merger Sub 2, LLC, a Delaware limited liability company (collectively with APXT referred to as “Apex”), and the Company have entered into a Business Combination Agreement dated as of November 23, 2020, as amended on December 30, 2020, March 8, 2021 and May 18, 2021 (the “Business Combination Agreement”). If the business combination is ultimately completed, the Company would effectively compromise all of Apex’s material operations. In connection with the Business Combination Agreement, each of share of the Company’s Preferred Stock will be cancelled and converted into the right to receive a number of Apex common shares equal to the Per Share Preferred Stock Consideration as defined in the Business Combination Agreement, an amount in cash equal to the Per Share Preferred Cash Consideration as defined in the Business Combination Agreement, and any applicable per share contingent consideration. Additionally, the vested restricted stock and stock options held by certain of the Company’s named executives, as defined in the Business Combination Agreement, shall receive a per share amount less any applicable exercise price upon consummation of the business combination. The PRC Awards will be replaced and substituted for a new award pursuant to the Apex Equity Incentive Plan. All of the Company’s remaining share-based awards will be exchanged for an option to purchase Apex common shares. Outstanding shares of Apex common shares and the Company’s common shares will be converted into shares of the surviving corporation. | 16. Apex Technology Acquisition Corp. Merger On November 23, 2020, Apex Technology Acquisition Corp., a Delaware corporation (“APXT”), along with Athena Technology Merger Sub, Inc., a Delaware corporation, and Athena Technology Merger Sub 2, LLC, a Delaware limited liability company (collectively with APXT referred to as “Apex”), and the Company have entered into a Business Combination Agreement dated as of November 23, 2020, as amended on December 30, 2020, March 8, 2021 and May 18, 2021 (the “Business Combination Agreement”). If the business combination is ultimately completed, the Company would effectively compromise all of Apex’s material operations. In connection with the Business Combination Agreement, each of share of the Company’s Preferred Stock will be cancelled and converted into the right to receive a number of Apex common shares equal to the Per Share Preferred Stock Consideration as defined in the Business Combination Agreement, an amount in cash equal to the Per Share Preferred Cash Consideration as defined in the Business Combination Agreement, and any applicable per share contingent consideration. Additionally, the vested restricted stock and stock options held by certain of the Company’s named executives, as defined in the Business Combination Agreement, shall receive a per share amount less any applicable exercise price upon consummation of the business combination. The PRC Awards will be replaced and substituted for a new award pursuant to the Apex Equity Incentive Plan. All of the Company’s remaining share-based awards will be exchanged for an option to purchase Apex common shares. Outstanding shares of Apex common shares and the Company’s common shares will be converted into shares of the surviving corporation. |
Related Party Transactions
Related Party Transactions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
RELATED PARTY TRANSACTIONS | 17. Related Party Transactions AvePoint has entered into indemnification agreements with its executive officers and directors. The indemnification agreements require AvePoint to indemnify its executive officers and directors to the fullest extent permitted by Delaware law. | 17. Related Party Transactions Promissory Notes In November 2013 and January 2016, AvePoint entered into promissory notes with certain of its executive officers, including Xunkai Gong, AvePoint’s Executive Chairman; Tianyi Jiang, AvePoint’s Chief Executive Officer; and Brian Brown, AvePoint’s Chief Operating Officer and General Counsel. The principal and interest on these promissory notes were repaid by the executive officers in full in December 2020. Borrower Date of Largest Aggregate Amount Amount of Amount of Annual Rate or (in thousands) Xunkai Gong 11/29/2013 $ 1,010 — $ 1,010 $ 150 2 % Tianyi Jiang 11/29/2013 808 — 808 120 2 % Brian Brown 11/29/2013 808 — 808 120 2 % Xunkai Gong 1/1/2016 14 — 14 3 4 % Tianyi Jiang 1/1/2016 59 — 59 12 4 % Put & Call Agreements In December 2019, AvePoint entered into put & call agreements with Brian Brown and certain other officers. The Put & Call Agreements granted to Mr. Brown and certain other officers put options to request redemption of up to 182,432 shares of AvePoint common stock during the period from March 26, 2025 to April 26, 2025 or, if earlier, the 30 day period following a qualifying termination, as defined in the Put & Call Agreements, for a redemption price per share equal to the fair market value of the shares, as determined by AvePoint’s board of directors. The put & call agreements also granted AvePoint call rights to purchase up to the same number of shares from Mr. Brown at a purchase price equal to the fair market value of the shares, subject to the prior written consent of Avatar Investment and its affiliated entities as long as they continue to hold any shares of AvePoint Series C Preferred Stock. Pursuant to the Stockholder Support Agreement, the put & call agreements will be terminated upon the Closing of the Business Combination. Series C Preferred Stock Financing In December 2019, AvePoint entered into a stock purchase and redemption agreement (the “Series C SPA”) pursuant to which it issued and sold an aggregate of 4,832,409 shares of its Series C Preferred Stock to investors affiliated with Sixth Street at a purchase price of $31.0404 per share, for aggregate gross proceeds of $150.0 million. At the same time, AvePoint entered into a non-voting common stock purchase agreement (the “Non-Voting SPA”) with AVPT, LLC, one of AvePoint’s principal stockholders. Messrs. Gong and Jiang are the managers of AVPT Manager, LLC, the sole manager of AVPT, LLC. Pursuant to the Non-Voting SPA, AVPT, LLC purchased 497,735 shares of AvePoint’s common stock at a purchase price of $32.889 per share, for a total purchase price of $16.4 million. The transactions contemplated by the Series C SPA and the Non-Voting SPA are together referred to as the “Series C Financing.” Immediately following the closing of the Series C Financing, AvePoint redeemed 2,631,842 shares of Series B-1 Convertible Preferred Stock and 2,385,032 shares of Series B-2 Convertible Preferred Stock for an aggregate of $165.0 million from entities affiliated with Goldman Sachs & Co., one of AvePoint’s former principal stockholders. Common Stock Financing In June 2020, AvePoint entered into a common stock purchase agreement with AVPT, LLC pursuant to which AVPT, LLC purchased 722,734 shares of AvePoint non-voting common stock at a purchase price of $32.889 per share, for an aggregate purchase price of $23.8 million. In August 2020, AvePoint used the proceeds of the AVPT, LLC investment described above together with available cash resources to redeem an additional 694,498 shares of Series B-1 Convertible Preferred Stock and 351,445 shares of Series B-2 Convertible Preferred Stock held by entities affiliated with Goldman Sachs & Co. for an aggregate redemption price of $34.4 million. In September 2020, AvePoint entered into a common stock purchase agreement with AVPT, LLC pursuant to which AVPT, LLC purchased 631,431 shares of AvePoint non-voting common stock at a purchase price of $53.40 per share, for a total purchase price of $33.7 million. Indemnification Agreements AvePoint has entered into indemnification agreements with its executive officers and directors. The indemnification agreements require AvePoint to indemnify its executive officers and directors to the fullest extent permitted by Delaware law. |
Apex Technology Acquisition Corp [Member] | ||
RELATED PARTY TRANSACTIONS | NOTE 5. RELATED PARTY TRANSACTIONS Founder Shares During the period ended December 31, 2019, the Sponsor purchased 7,187,500 shares (the “Founder Shares”) of the Company’s Class B common stock for an aggregate price of $25,000. The Founder Shares will automatically convert into Class A common stock upon consummation of a Business Combination on a one-for-one The Founder Shares included an aggregate of up to 1,143,750 shares subject to forfeiture to the extent that the underwriters’ over-allotment option was not exercised in full or in part, so that the Sponsor would own, on an as-converted The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of its Founder Shares until the earlier to occur of: (A) one year after the completion of a Business Combination or (B) subsequent to a Business Combination, (x) if the last sale price of the Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading Related Party Loans On June 25, 2019, the Sponsor loaned the Company an aggregate of up to $300,000 to cover expenses related to the Initial Public Offering (the “Promissory Note”). The Promissory Note was non-interest In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into units upon consummation of the Business Combination at a price of $10.00 per unit. The units would be identical to the Placement Units. There are no borrowings outstanding as of March 31, 2021. As of February 3, 2021, the Company issued a convertible promissory note to the Sponsor pursuant to which the Sponsor agreed to loan the Company up to an aggregate principal amount of $300,000 (the “Convertible Promissory Note”). The Convertible Promissory Note is non-interest Administrative Support Agreement The Company entered into an agreement whereby, commencing on September 16, 2019 through the earlier of the Company’s consummation of a Business Combination and its liquidation, the Company will pay an affiliate of the Sponsor a total of $15,000 per month for office space, utilities and secretarial and administrative support. For the three months ended March 31, 2021 and 2020, the Company incurred and paid $45,000 in each three month period in fees for these services. | NOTE 6. RELATED PARTY TRANSACTIONS Founder Shares During the period ended December 31, 2019, the Sponsor purchased 7,187,500 shares (the “Founder Shares”) of the Company’s Class B common stock for an aggregate price of $25,000. The Founder Shares will automatically convert into Class A common stock upon consummation of a Business Combination on a one-for-one The Founder Shares included an aggregate of up to 1,143,750 shares subject to forfeiture to the extent that the underwriters’ over-allotment option was not exercised in full or in part, so that the Sponsor would own, on an as-converted The Sponsor has agreed, subject to limited exceptions, not to transfer, assign or sell any of its Founder Shares until the earlier to occur of: (A) one year after the completion of a Business Combination or (B) subsequent to a Business Combination, (x) if the last sale price of the Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading Related Party Loans On June 25, 2019, the Sponsor loaned the Company an aggregate of up to $300,000 to cover expenses related to the Initial Public Offering (the “Promissory Note”). The Promissory Note was non-interest In addition, in order to finance transaction costs in connection with a Business Combination, the Sponsor or an affiliate of the Sponsor, or certain of the Company’s officers and directors may, but are not obligated to, loan the Company funds as may be required (“Working Capital Loans”). If the Company completes a Business Combination, the Company would repay the Working Capital Loans out of the proceeds of the Trust Account released to the Company. Otherwise, the Working Capital Loans would be repaid only out of funds held outside the Trust Account. In the event that a Business Combination does not close, the Company may use a portion of proceeds held outside the Trust Account to repay the Working Capital Loans but no proceeds held in the Trust Account would be used to repay the Working Capital Loans. Except for the foregoing, the terms of such Working Capital Loans, if any, have not been determined and no written agreements exist with respect to such loans. The Working Capital Loans would either be repaid upon consummation of a Business Combination, without interest, or, at the lender’s discretion, up to $1,500,000 of such Working Capital Loans may be convertible into units upon consummation of the Business Combination at a price of $10.00 per unit. The units would be identical to the Placement Units. There are no borrowings outstanding as of December 31, 2020 and 2019. Administrative Support Agreement The Company entered into an agreement whereby, commencing on September 16, 2019 through the earlier of the Company’s consummation of a Business Combination and its liquidation, the Company will pay an affiliate of the Sponsor a total of $15,000 per month for office space, utilities and secretarial and administrative support. For the year ended December 31, 2020 and for the period from April 5, 2019 (inception) through December 31, 2019, the Company incurred and paid $180,000 and $50,500 in fees for these services, respectively. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
SUBSEQUENT EVENTS | 18. Subsequent Events The Company has evaluated subsequent events through May 18, 2021, which is the date the condensed consolidated financial statements were available for issuance. APXT Share Purchase Program On April 14, 2021, AvePoint announced that its Board of Directors has authorized a share purchase program pursuant to which AvePoint may purchase up to $20.0 million of Apex Technology Acquisition Corporation common stock until the date on which the SEC declares Apex’s S-4 Registration Statement effective. As the date of this filing AvePoint has purchased $1.6 million under this purchase program and does not intend to purchase any additional shares. | 18. Subsequent Events The Company has evaluated subsequent events through March 10, 2021, which is the date the audited consolidated financial statements were available for issuance. EduTech Redeemable Noncontrolling Interest As of December 31, 2020, the Company owned 77.78% and AEPL owned 22.22% of EduTech. On February 11, 2021, AEPL contributed an additional 1.0 million Singapore Dollars, which represents an additional investment of $0.8 million. At the transaction closing date, AvePoint’s ownership was diluted to 76.09% and AEPL’s ownership increased to 23.91%. |
Apex Technology Acquisition Corp [Member] | ||
SUBSEQUENT EVENTS | NOTE 9. SUBSEQUENT EVENTS The Company evaluates subsequent events and transactions that occur after the balance sheet date up to the date that the condensed consolidated financial statements were issued. Based upon this review, the Company did not identify subsequent events that would have required adjustment or disclosure in the condensed consolidated financial statements. | NOTE 12. SUBSEQUENT EVENTS The Company evaluated subsequent events and transactions that occurred after the balance sheet date up to the date that the consolidated financial statements were issued. Based upon this review other than as described in footnote 2, the Company did not identify any subsequent events that would have required adjustment or disclosure in the consolidated financial statements. |
RESTATEMENT OF PREVIOUSLY ISSUE
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS | 12 Months Ended |
Dec. 31, 2020 | |
Apex Technology Acquisition Corp [Member] | |
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS | NOTE 2. RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS The Company previously accounted for its outstanding Public Warrants (as defined in Note 5) and Private Placement Warrants issued in connection with its Initial Public Offering as components of equity instead of as derivative liabilities. The warrant agreement governing the warrants includes a provision that provides for potential changes to the settlement amounts dependent upon the characteristics of the holder of the warrant. In addition, the warrant agreement includes a provision that in the event of a tender or exchange offer made to and accepted by holders of more than 50% of the outstanding shares of a single class of common shares, all holders of the warrants would be entitled to receive cash for their warrants (the “tender offer provision”). In connection with the audit of the Company’s financial statements for the period ended December 31, 2020, the Company’s management further evaluated the warrants under Accounting Standards Codification (“ASC”) Subtopic 815-40, Section 815-40-15 Section 815-40-15, Section 815-40-15 fixed-for-fixed Section 815-40-25. As a result of the above, the Company should have classified the warrants as derivative liabilities in its previously issued financial statements. Under this accounting treatment, the Company is required to measure the fair value of the warrants at the end of each reporting period and recognize changes in the fair value from the prior period in the Company’s operating results for the current period. The Company’s accounting for the warrants as components of equity instead of as derivative liabilities did not have any effect on the Company’s previously reported operating expenses, cash flows or cash. As Previously Adjustments As Restated Balance sheet as of September 19, 2019 (audited) Total Liabilities $ 13,150,815 $ 23,999,950 $ 37,150,765 Class A Common Stock Subject to Possible Redemption 333,314,490 (23,999,950 ) 309,314,540 Class A Common Stock 248 240 488 Additional Paid-in 5,002,945 988,003 5,990,948 Accumulated Deficit (4,065 ) (988,243 ) (992,308 ) Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 33,331,449 (2,399,995 ) 30,931,454 Balance sheet as of September 30, 2019 (unaudited) Total Liabilities $ 13,284,099 $ 23,829,000 $ 37,113,099 Class A Common Stock Subject to Possible Redemption 333,347,150 (23,829,000 ) 309,518,150 Class A Common Stock 248 238 486 Additional Paid-in 4,970,285 817,055 5,787,340 (Accumulated Deficit) Retained Earnings 28,595 (817,293 ) (788,698 ) Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 33,334,715 (2,382,900 ) 30,951,815 Balance sheet as of December 31, 2019 (audited) Total Liabilities $ 13,768,244 $ 20,947,150 $ 34,715,394 Class A Common Stock Subject to Possible Redemption 334,219,360 (20,947,150 ) 313,272,210 Class A Common Stock 239 209 448 Additional Paid-in 4,098,084 (2,064,767 ) 2,033,317 Retained Earnings 900,810 2,064,558 2,965,368 Total Stockholders’ Equity 5,000,008 — 5,000,008 Number of Class A common stock subject to redemption 33,421,936 (2,094,715 ) 31,327,221 Balance sheet as of March 31, 2020 (unaudited) Total Liabilities $ 14,063,126 $ 16,653,150 $ 30,716,276 Class A Common Stock Subject to Possible Redemption 335,035,050 (16,653,150 ) 318,381,900 Class A Common Stock 231 166 397 Additional Paid-in 3,282,402 (6,358,723 ) (3,076,321 ) Retained Earnings 1,716,495 6,358,557 8,075,052 Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 33,503,505 (1,665,315 ) 31,838,190 Balance sheet as of June 30, 2020 (unaudited) Total Liabilities $ 14,082,333 $ 30,863,750 $ 44,946,083 Class A Common Stock Subject to Possible Redemption 334,879,810 (30,863,750 ) 304,016,060 Class A Common Stock 232 309 541 Additional Paid-in 3,437,641 7,851,734 11,289,375 (Accumulated Deficit) Retained Earnings 1,561,255 (7,852,043 ) (6,290,788 ) Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 33,487,981 (3,086,375 ) 30,401,606 Balance sheet as of September 30, 2020 (unaudited) Total Liabilities $ 13,252,231 35,173,100 48,425,331 Class A Common Stock Subject to Possible Redemption 334,703,480 (35,173,100 ) 299,530,380 Class A Common Stock 234 352 586 Additional Paid-in 3,613,969 12,161,041 15,775,010 (Accumulated Deficit) Retained Earnings 1,384,926 (12,161,393 ) (10,776,467 ) Total Stockholders’ Equity 5,000,004 — 5,000,004 Number of Class A common stock subject to redemption 33,470,348 (3,517,310 ) 29,953,038 Balance sheet as of December 31, 2020 (audited) Total Liabilities $ 17,639,744 $ 77,419,100 $ 95,058,844 Class A Common Stock Subject to Possible Redemption 329,968,280 (77,419,100 ) 252,549,180 Class A Common Stock 281 775 1,056 Additional Paid-in 8,349,122 54,406,617 62,755,739 Accumulated Deficit (3,350,275 ) (54,407,392 ) (57,757,667 ) Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 32,996,828 (7,741,910 ) 25,254,918 Three months ended September 30, 2019 (unaudited) Net income (loss) $ 29,595 $ (817,293 ) $ (787,698 ) Weighted average shares outstanding of Class A and Class B non-redeemable 8,855,652 — 8,855,652 Basic and diluted net loss per share, Class A and Class B non-redeemable 0.00 (0.10 ) (0.10 ) Period from April 5, 2019 (inception) to September 30, 2019 (unaudited) Net income (loss) $ 28,595 $ (817,293 ) $ (788,698 ) Weighted average shares outstanding of Class A and Class B non-redeemable 8,804,607 — 8,804,607 Basic and diluted net loss per share, Class A and Class B non-redeemable 0.00 (0.10 ) (0.10 ) Period from April 5, 2019 (inception) to December 31, 2019 (audited) Net income (loss) $ 900,810 $ 2,064,558 $ 2,965,368 Weighted average shares outstanding of Class A and Class B non-redeemable 9,062,000 — 9,062,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.03 ) 0.23 0.20 Three months ended March 31, 2020 (unaudited) Net income (loss) $ 815,685 4,294,000 $ 5,109,685 Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.02 ) 0.45 0.43 Three months ended June 30, 2020 (unaudited) Net income (loss) $ (155,240 ) (9,916,600 ) $ (10,071,840 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.02 ) (1.04 ) (1.06 ) Six months ended June 30, 2020 (unaudited) Net income (loss) $ 660,445 $ (9,916,600 ) $ (9,256,155 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.04 ) (1.04 ) (1.08 ) Three months ended September 30, 2020 (unaudited) Net income (loss) (176,329 ) (14,225,950 ) (14,402,279 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.02 ) (1.49 ) (1.51 ) Nine months ended September 30, 2020 (unaudited) Net income (loss) $ 484,116 $ (14,225,950 ) $ (13,741,834 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.06 ) (1.49 ) (1.55 ) Year ended December 31, 2020 (audited) Net income (loss) $ (4,251,085 ) $ (56,471,950 ) $ (60,723,035 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.56 ) (5.90 ) (6.46 ) |
INITIAL PUBLIC OFFERING
INITIAL PUBLIC OFFERING | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Apex Technology Acquisition Corp [Member] | ||
INITIAL PUBLIC OFFERING | NOTE 3. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 35,000,000 Units, which includes the partial exercise by the underwriters of its option to purchase an additional 4,500,000 Units, at a price of $10.00 per Unit. Each Unit consists of one share of Class A common stock and one-half | NOTE 4. INITIAL PUBLIC OFFERING Pursuant to the Initial Public Offering, the Company sold 35,000,000 Units, which includes the partial exercise by the underwriters of its option to purchase an additional 4,500,000 Units, at a price of $10.00 per Unit. Each Unit consists of one share of Class A common stock and one-half |
PRIVATE PLACEMENT
PRIVATE PLACEMENT | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Apex Technology Acquisition Corp [Member] | ||
PRIVATE PLACEMENT | NOTE 4. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsor and Cantor purchased an aggregate of 810,000 Placement Units at a price of $10.00 per Placement Unit, for an aggregate purchase price of $8,100,000, of which the Sponsor purchased 657,500 Placement Units and Cantor purchased 152,500 Placement Units. Each Placement Unit consists of one share of Class A common stock (“Placement Share”) and one-half | NOTE 5. PRIVATE PLACEMENT Simultaneously with the closing of the Initial Public Offering, the Sponsor and Cantor purchased an aggregate of 810,000 Placement Units at a price of $10.00 per Placement Unit, for an aggregate purchase price of $8,100,000, of which the Sponsor purchased 657,500 Placement Units and Cantor purchased 152,500 Placement Units. Each Placement Unit consists of one share of Class A common stock (“Placement Share”) and one-half |
WARRANT LIABILITIES
WARRANT LIABILITIES | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Apex Technology Acquisition Corp [Member] | ||
WARRANT LIABILITIES | NOTE 8. WARRANT LIABILITIES Public Warrants may only be exercised for a whole number of shares. No fractional warrants will be issued upon separation of the Units and only whole warrants will trade. The Public Warrants will become exercisable on the later of (a) 30 days after the completion of a Business Combination or (b) 12 months from the closing of the Initial Public Offering. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. The Company will not be obligated to deliver any shares of Class A common stock pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the shares of Class A common stock underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No warrant will be exercisable and the Company will not be obligated to issue shares of Class A common stock upon exercise of a warrant unless Class A common stock issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of a Business Combination, the Company will use its best efforts to file with the SEC a registration statement covering the shares of Class A common stock issuable upon exercise of the warrants, to cause such registration statement to become effective and to maintain a current prospectus relating to those shares of Class A common stock until the warrants expire or are redeemed, as specified in the warrant agreement. If a registration statement covering the shares of Class A common stock issuable upon exercise of the warrants is not effective by the 60 th Once the warrants become exercisable, the Company may redeem the Public Warrants: • in whole and not in part; • at a price of $0.01 per warrant; • upon not less than 30 days’ prior written notice of redemption given after the warrants become exercisable; and • if, and only if, the reported last sale price of the Company’s Class A common stock equals or exceeds $18.00 per share for any 20 trading days within a 30-trading If and when the warrants become redeemable by the Company, the Company may not exercise its redemption right if the issuance of shares of common stock upon exercise of the warrants is not exempt from registration or qualification under applicable state blue sky laws or the Company is unable to effect such registration or qualification. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of Class A common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuance of Class A common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. In addition, if (x) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of the shares of Class A common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price. The Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Placement Warrants and the Class A common stock issuable upon the exercise of the Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Placement Warrants will be exercisable on a cashless basis and be non-redeemable | NOTE 9. WARRANTS Warrants The Company will not be obligated to deliver any shares of Class A common stock pursuant to the exercise of a warrant and will have no obligation to settle such warrant exercise unless a registration statement under the Securities Act with respect to the shares of Class A common stock underlying the warrants is then effective and a prospectus relating thereto is current, subject to the Company satisfying its obligations with respect to registration. No warrant will be exercisable and the Company will not be obligated to issue shares of Class A common stock upon exercise of a warrant unless Class A common stock issuable upon such warrant exercise has been registered, qualified or deemed to be exempt under the securities laws of the state of residence of the registered holder of the warrants. The Company has agreed that as soon as practicable, but in no event later than 15 business days after the closing of a Business Combination, the Company will use its best efforts to file with the SEC a registration statement covering the shares of Class A common stock issuable upon exercise of the warrants, to cause such registration statement to become effective and to maintain a current prospectus relating to those shares of Class A common stock until the warrants expire or are redeemed, as specified in the warrant agreement. If a registration statement covering the shares of Class A common stock issuable upon exercise of the warrants is not effective by the 60th business day after the closing of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company will have failed to maintain an effective registration statement, exercise warrants on a “cashless basis” in accordance with Section 3(a)(9) of the Securities Act or another exemption. Notwithstanding the foregoing, if a registration statement covering the Class A common stock issuable upon exercise of the warrants is not effective within a specified period following the consummation of a Business Combination, warrant holders may, until such time as there is an effective registration statement and during any period when the Company shall have failed to maintain an effective registration statement, exercise warrants on a cashless basis pursuant to the exemption provided by Section 3(a)(9) of the Securities Act, provided that such exemption is available. If that exemption, or another exemption, is not available, holders will not be able to exercise their warrants on a cashless basis. The Public Warrants will expire five years after the completion of a Business Combination or earlier upon redemption or liquidation. Once the warrants become exercisable, the Company may redeem the Public Warrants: • in whole and not in part; • at a price of $0.01 per warrant; • upon not less than 30 days’ prior written notice of redemption given after the warrants become exercisable; and • if, and only if, the reported last sale price of the Company’s Class A common stock equals or exceeds $18.00 per share for any 20 trading days within a 30-trading If and when the warrants become redeemable by the Company, the Company may not exercise its redemption right if the issuance of shares of common stock upon exercise of the warrants is not exempt from registration or qualification under applicable state blue sky laws or the Company is unable to effect such registration or qualification. If the Company calls the Public Warrants for redemption, management will have the option to require all holders that wish to exercise the Public Warrants to do so on a “cashless basis,” as described in the warrant agreement. The exercise price and number of shares of Class A common stock issuable upon exercise of the warrants may be adjusted in certain circumstances including in the event of a stock dividend, or recapitalization, reorganization, merger or consolidation. However, the warrants will not be adjusted for issuance of Class A common stock at a price below its exercise price. Additionally, in no event will the Company be required to net cash settle the warrants. If the Company is unable to complete a Business Combination within the Combination Period and the Company liquidates the funds held in the Trust Account, holders of warrants will not receive any of such funds with respect to their warrants, nor will they receive any distribution from the Company’s assets held outside of the Trust Account with the respect to such warrants. Accordingly, the warrants may expire worthless. In addition, if (x) the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of the shares of Class A common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price. The Placement Warrants are identical to the Public Warrants underlying the Units sold in the Initial Public Offering, except that the Placement Warrants and the Class A common stock issuable upon the exercise of the Placement Warrants will not be transferable, assignable or salable until 30 days after the completion of a Business Combination, subject to certain limited exceptions. Additionally, the Placement Warrants will be exercisable on a cashless basis and be non-redeemable |
FAIR VALUE MEASUREMENTS
FAIR VALUE MEASUREMENTS | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Apex Technology Acquisition Corp [Member] | ||
FAIR VALUE MEASUREMENTS | NOTE 9. FAIR VALUE MEASUREMENTS The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured non-financial re-measured The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The Company classifies its U.S. Treasury and equivalent securities as held-to-maturity Held-to-maturity Held-to-maturity At March 31, 2021, assets held in the Trust Account were comprised of $680 in cash and $351,889,481 in money market funds, which are invested in U.S. Treasury Securities. At December 31, 2020, assets held in the Trust Account were comprised of $1,455 in cash and $175,325,383 in money market funds, which are invested in U.S. Treasury Securities and $176,531,482 in U.S. Treasury Bills. During the three months ended March 31, 2021, the Company did not withdraw any interest income on the Trust Account. During the three months ended March 31, 2020, the Company withdrew $148,743 of interest earned on the Trust Account to pay its franchise taxes. The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at March 31, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level March 31, December 31, Assets: Investments – U.S. Treasury Securities Money Market Fund 1 $ 351,889,481 $ 175,325,383 Liabilities: Warrant Liability – Public Warrants 1 45,850,000 74,900,000 Warrant Liability – Private Placement Warrants 3 1,397,250 2,519,100 The Warrants were accounted for as liabilities in accordance with ASC 815-40 The Warrants were valued using a Modified Black Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement. The Modified Black Scholes model’s primary unobservable input utilized in determining the fair value of the Warrants is the expected volatility of the common stock. The expected volatility as of the date of the Initial Public Offering date was derived from observable public warrant pricing on comparable ‘blank-check’ companies without an identified target. The expected volatility as of subsequent valuation dates was estimated through comparable guideline companies. The key inputs into the Modified Black-Scholes Option Pricing Model for the Warrants were as follows: Input: March 31, December 31, Risk-free interest rate 0.95 % 0.42 % Expected term (years) 5.1 5.4 Expected volatility 34.8 % 34.5 % Exercise price $ 11.50 $ 11.50 Fair value of Units $ 11.08 $ 15.01 The following table presents the changes in the fair value of warrant liabilities: Private Placement Public Warrant Liabilities Fair value as of January 1, 2021 $ 2,519,000 $ 74,900,000 $ 77,419,100 Change in valuation inputs or other assumptions (1) (1,121,850 ) (29,050,000 ) (30,171,850 ) Fair value as of March 31, 2021 $ 1,397,250 $ 45,850,000 $ 47,247,250 (1) Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the consolidated statement of operations. There were no transfers in or out of Level 3 from other levels in the fair value hierarchy. | NOTE 11. FAIR VALUE MEASUREMENTS The Company follows the guidance in ASC 820 for its financial assets and liabilities that are re-measured non-financial re-measured The fair value of the Company’s financial assets and liabilities reflects management’s estimate of amounts that the Company would have received in connection with the sale of the assets or paid in connection with the transfer of the liabilities in an orderly transaction between market participants at the measurement date. In connection with measuring the fair value of its assets and liabilities, the Company seeks to maximize the use of observable inputs (market data obtained from independent sources) and to minimize the use of unobservable inputs (internal assumptions about how market participants would price assets and liabilities). The following fair value hierarchy is used to classify assets and liabilities based on the observable inputs and unobservable inputs used in order to value the assets and liabilities: Level 1: Quoted prices in active markets for identical assets or liabilities. An active market for an asset or liability is a market in which transactions for the asset or liability occur with sufficient frequency and volume to provide pricing information on an ongoing basis. Level 2: Observable inputs other than Level 1 inputs. Examples of Level 2 inputs include quoted prices in active markets for similar assets or liabilities and quoted prices for identical assets or liabilities in markets that are not active. Level 3: Unobservable inputs based on our assessment of the assumptions that market participants would use in pricing the asset or liability. The Company classifies its U.S. Treasury and equivalent securities as held-to-maturity Held-to-maturity Held-to-maturity At December 31, 2020, assets held in the Trust Account were comprised of $1,455 in cash and $175,325,383 in money market funds, which are invested in U.S. Treasury Securities and $176,531,482 in U.S. Treasury Bills. At December 31, 2019, assets held in the Trust Account were comprised of $532 in cash, $94,650 in money market funds, which are invested in U.S. Treasury Securities, and $351,713,981 in U.S. Treasury Bills. During the year ended December 31, 2020, the Company withdrew $1,621,881 of interest earned on the Trust Account to pay its franchise and income taxes. During the period ended December 31, 2019, the Company did not withdraw any interest income from the Trust Account to pay its taxes. The gross holding losses and fair value of held-to-maturity Held-To-Maturity Amortized Cost Gross Holding Fair Value December 31, 2020 U.S. Treasury Securities $ 176,531,482 $ 2,987 $ 176,534,469 December 31, 2019 U.S. Treasury Securities $ 351,713,981 $ 281,644 $ 351,995,625 The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2020 and 2019 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level December 31, December 31, Assets: Investments – U.S. Treasury Securities Money Market Fund 1 $ 175,325,383 $ 94,650 Liabilities: Warrant Liability – Public Warrants 1 74,900,000 20,125,000 Warrant Liability – Private Placement Warrants 3 2,519,100 822,150 The Warrants were accounted for as liabilities in accordance with ASC 815-40 The Private Warrants were initially valued using a Modified Black Scholes Option Pricing Model, which is considered to be a Level 3 fair value measurement. The Modified Black Scholes model’s primary unobservable input utilized in determining the fair value of the Private Warrants is the expected volatility of the common stock. The expected volatility as of the Initial Public Offering date was derived from observable public warrant pricing on comparable ‘blank-check’ companies without an identified target. The expected volatility as of subsequent valuation dates was implied from the Company’s own public warrant pricing. A Monte Carlo simulation methodology was used in estimating the fair value of the public warrants for periods where no observable traded price was available, using the same expected volatility as was used in measuring the fair value of the Private Warrants. For periods subsequent to the detachment of the warrants from the Units, the closing price of the Public Warrant was used as the fair value as of each relevant date. The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Public Warrant Liabilities (Level 3) Fair value as of April 5, 2019 (inception) $ — $ — $ — Initial measurement on September 19, 2019 724,950 23,275,000 23,299,950 Change in valuation inputs or other assumptions 97,200 (175,000 ) (77,800 ) Transfer from Level 3 to Level 2 measurement — (23,100,000 ) (23,100,000 ) Fair value as of December 31, 2019 822,150 — 82,500 Change in valuation inputs or other assumptions (1) 1,696,950 — 1,696,950 Fair value as of December 31, 2020 2,519,000 — 2,519,000 (1) Due to the use of quoted prices in an active market (Level 1) to measure the fair value of the Public Warrants, subsequent to initial measurement, the Company had transfers out of Level 3 totaling $23,100,000 during the period from April 5, 2019 through December 31, 2019. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated balance sheet as of December 31, 2020, which has been derived from audited financial statements, and the unaudited interim condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the SEC for interim financial information and include the accounts of the Company. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with accounting principles generally accepted in the U.S. (“GAAP”) have been condensed or omitted. In the opinion of management, these financial statements contain all adjustments, consisting of normal recurring accruals, necessary to present fairly the financial position, results of operations and cash flows for the periods indicated. Operating results for the three months ended March 31, 2021 are not necessarily indicative of results that may be expected for any other interim period or for the year ending December 31, 2021. These unaudited interim condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements as of December 31, 2020 and 2019 and for the years ended December 31, 2020, 2019 and 2018 and the related notes included elsewhere in this proxy statement/prospectus. | Basis of Presentation The consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (GAAP) and include the consolidated accounts of AvePoint, Inc. and its wholly owned subsidiaries. All intercompany transactions and balances have been eliminated in consolidation. In the year ended December 31, 2019, the Company adopted the Accounting Standards Update (ASU) 2014-09, 2015-14, 2016-08, 2016-10, 2016-12, 2016-20, 2017-10, 2017-13 2017-14 The impact of adopting ASC 606 for select consolidated balance sheet line items was as follows: January 1, 2019 December 31, 2019 Unadjusted Adjustments Adjusted Unadjusted Adjustments Adjusted (in thousands) Accounts receivable, net $ 20,240 $ 7,600 $ 27,840 $ 34,811 $ 5,123 $ 39,934 Deferred contract costs — 21,281 21,281 — 28,351 28,351 Long-term unbilled receivables — 2,740 2,740 — 3,685 3,685 Other assets 10,193 (3,795 ) 6,398 9,221 (4,424 ) 4,797 Deferred revenue 66,623 20,390 46,233 84,074 23,474 60,600 Accounts receivable, net increased as a result of increases in unbilled receivables. Deferred contracts costs increased as a result of deferred sales commissions. Other assets decreased as a result of the adoption’s impact to deferred taxes. Deferred revenue decreased as a result of recognition of revenue related to on-premises termed license offerings, which under ASC 605 were generally recognized over the life of the related customer agreements, but under ASC 606 are recognized at a point in time upon delivery of an on-premises termed license. In addition, deferred revenue decreased as a result of recognition of revenue related to certain service offerings, which under ASC 605 were generally recognized under the completed contract method, but under ASC 606 are recognized based on a measure of progress, such as labor hours, to determine the percentage of completion of the projects. Revenue for the year ended December 31, 2019 in accordance with the previous revenue recognition policy was $114.5 million, compared to $116.1 million recorded under ASC 606. The adoption of ASC 606 decreased the Commission expense, which is included in Sales and Marketing on the Statement of Operations, from $13.9 million to $11.0 million. The Company revised its presentation of revenue to identify revenue generated from SaaS, termed license and support, services, maintenance and OEM and perpetual license. Previously, the Company presented revenue generated from subscription, which included SaaS and termed license and support revenue, services and license, maintenance, and OEM, which included perpetual license, maintenance and OEM revenue. The Company made corresponding revisions to its presentation of cost of revenue to identify costs associated with SaaS, termed license and support, services and maintenance and OEM. Previously, the Company presented cost of revenue associated with subscription, services and license, maintenance and OEM. |
Use of Estimates | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes. The Company bases its estimates and assumptions on historical experience and on various other assumptions that it believes are reasonable under the circumstances. The amounts of assets and liabilities reported in the Company’s consolidated balance sheets and the amounts of revenue and expenses reported for each of its periods presented are affected by estimates and assumptions, which are used for, but not limited to, the accounting for revenue recognition, allowance for doubtful accounts, deferred contract costs, income taxes and related reserves, stock-based compensation and accounting for research and development costs. Actual results could differ from those estimates. Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment due to the outbreak of a novel strain of the coronavirus (“COVID-19”). | Use of Estimates The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the Company’s consolidated financial statements and accompanying notes. The Company bases its estimates and assumptions on historical experience and on various other assumptions that it believes are reasonable under the circumstances. The amounts of assets and liabilities reported in the Company’s consolidated balance sheets and the amounts of revenue and expenses reported for each of its periods presented are affected by estimates and assumptions, which are used for, but not limited to, the accounting for revenue recognition, allowance for doubtful accounts, deferred contract costs, income taxes and related reserves, stock-based compensation and accounting for research and development costs. Actual results could differ from those estimates. Actual results and outcomes may differ from management’s estimates and assumptions due to risks and uncertainties, including uncertainty in the current economic environment due to the outbreak of a novel strain of the coronavirus (“COVID-19”). |
Foreign Currency | Foreign Currency The Company has foreign operations where the functional currency has been determined to be the local currency, in accordance with FASB ASC 830, Foreign Currency Matters | Foreign Currency The Company has foreign operations where the functional currency has been determined to be the local currency, in accordance with FASB ASC 830, Foreign Currency Matters |
Cash and Cash Equivalents | Cash and Cash Equivalents The Company maintains cash with several high credit-quality financial institutions. The Company considers all cash investments available with original maturities of three months or less to be cash equivalents. These investments are not subject to significant market risk. The Company maintains its cash and cash equivalents in bank accounts which, at times, exceed the federally insured limits. The Company has not experienced any losses in such accounts. The Company maintains cash balances used in operations at entities based in the People’s Republic of China, which imposes regulations that limit the ability to transfer cash out of the country. As of March 31, 2021 and December 31, 2020, the Company’s cash balances at these entities were $7.9 million and $6.8 million, respectively. For purposes of the consolidated statements of cash flows, cash includes all amounts in the consolidated balance sheets captioned cash and cash equivalents. | Cash and Cash Equivalents The Company maintains cash with several high credit-quality financial institutions. The Company considers all cash investments available with original maturities of three months or less to be cash equivalents. These investments are not subject to significant market risk. The Company maintains its cash and cash equivalents in bank accounts which, at times, exceed the federally insured limits. The Company has not experienced any losses in such accounts. The Company maintains cash balances used in operations at entities based in the People’s Republic of China, which imposes regulations that limit the ability to transfer cash out of the country. As of December 31, 2020 and 2019, the Company’s cash balances at these entities were $6.8 million and $3.6 million, respectively. For purposes of the consolidated statements of cash flows, cash includes all amounts in the consolidated balance sheets captioned cash and cash equivalents. |
Deferred Sales Commissions | Deferred Sales Commissions The Company defers sales commissions earned by its sales force that are considered to be incremental and recoverable costs of obtaining SaaS, termed license and support, service, perpetual license and maintenance contracts. The Company has structured commissions plans such that the commission rate paid on renewal contracts are less than those paid on the initial contract; therefore, it is determined that the renewal commissions are not commensurate with the initial commission. The Company determines the estimated average customer relationship period and average renewal term utilizing a portfolio approach. The amortization of commissions are included in sales and marketing expense in the consolidated statements of operations. Deferred costs are periodically reviewed for impairment. Amortization of deferred sales commissions of $2.2 million and $2.5 million for the three months ended March 31, 2021 and 2020, respectively, is included as a component of sales and marketing expenses in the Company’s consolidated statements of operations. Deferred sales commissions recognized as a contract asset on the Company’s balance sheet was $32.8 million and $31.9 million at March 31, 2021 and December 31, 2020, respectively. | Deferred Sales Commissions The Company defers sales commissions earned by its sales force that are considered to be incremental and recoverable costs of obtaining SaaS, termed license and support, service, license and maintenance contracts. The Company has structured commissions plans such that the commission rate paid on renewal contracts are less than those paid on the initial contract; therefore, it is determined that the renewal commissions are not commensurate with the initial commission. Initial sales commissions for the majority of these aforementioned contracts are generally deferred and amortized on a straight-line basis over the average customer relationship period, which is estimated to be 5.4 years. Sales commissions for renewal contracts relating to SaaS, termed license and support, and maintenance arrangements are generally deferred and then amortized on a straight-line basis over the average renewal term, estimated to be 1.7 years. The Company determines the estimated average customer relationship period and average renewal term utilizing a portfolio approach. The amortization of commissions are included in sales and marketing expense in the consolidated statements of operations. Deferred costs are periodically reviewed for impairment. Amortization of deferred sales commissions of $10.5 million and $7.7 million for the years ended December 31, 2020 and 2019, respectively, is included as a component of sales and marketing expenses in the Company’s consolidated statements of operations. Deferred sales commissions recognized as a contract asset on the Company’s balance sheet was $31.9 million and $28.4 million at December 31, 2020 and 2019, respectively. |
Revenue Recognition | Revenue Recognition The Company derives revenue from four primary sources: SaaS, termed license and support, services, and maintenance. Services include installation services, training and other consulting services. The following table presents AvePoint’s revenue by source: For the Three Months 2021 2020 Revenue: SaaS $ 18,259 $ 10,243 Termed license and support 8,727 7,744 Services 5,916 7,579 Maintenance and OEM 5,409 6,005 Perpetual license 489 1,090 Total revenue $ 38,800 $ 32,661 Termed license and support revenue for the three months ended March 31, 2021 and 2020 includes $5.7 million and $5.2 million of revenue recognized at a point of time, respectively. Revenue deferred under contracts with customers as of March 31, 2021 and December 31, 2020 was $73.2 million and $74.7 million, respectively. Revenue recognized that was included in the opening deferred revenue balance was $22.9 million and $20.5 million for the three months ended March 31, 2021 and 2020, respectively. The opening and closing balances of the Company’s accounts receivable, net, deferred revenue and deferred sales commissions are as follows: Accounts Deferred Deferred (in thousands) Opening (January 1, 2020) $ 43,619 $ 60,600 $ 28,351 Closing (December 31, 2020) 53,749 74,688 31,943 Increase/(decrease) 10,130 14,088 3,592 Opening (January 1, 2021) $ 53,749 $ 74,688 $ 31,943 Closing (March 31, 2021) 46,915 73,221 32,800 Increase/(decrease) (6,834 ) (1,467 ) 857 There were no significant changes to the Company’s contract assets or liabilities during the year ended December 31, 2020 and the three months ended March 31, 2021 outside of its sales activities. As of March 31, 2021, transaction price allocated to remaining performance obligations, which includes deferred revenue and amounts that will be invoiced and recognized as revenue in future periods, was $156.1 million, of which $120.1 million is related to SaaS and termed license and support revenue. AvePoint expects to recognize approximately 63% of this revenue over the next twelve months and the remainder thereafter. | Revenue Recognition Revenue recognition after the adoption of ASC 606 The Company derives revenue from four primary sources: SaaS, termed license and support, services, and maintenance. Services include installation services, training and other consulting services. The following table presents AvePoint’s revenue by source: Year Ended December 31, 2020 2019 2018 (in thousands) Revenue: SaaS $ 52,074 $ 27,744 $ 15,558 Termed license and support 38,949 26,985 21,802 Services 34,140 26,662 27,228 Maintenance and OEM 23,462 29,122 36,161 Perpetual license 2,908 5,586 6,565 Total revenue $ 151,533 $ 116,099 $ 107,314 Termed license and support revenue for the years ended December 31, 2020 and 2019 includes $29.5 million and $20.8 million of revenue recognized at a point of time, respectively. The Company’s sources of revenue mainly include: • SaaS and termed license and support revenue includes revenue from sale of SaaS and termed license and support, versions of the Company’s software and related customer support. SaaS revenue is recognized ratably over the term of the of the contract. Termed License revenue includes distinct on-premises • Perpetual license revenue includes software licenses that provide for a perpetual right to use the Company’s software and are sold on a per-copy • Maintenance revenue includes customer support, which includes software updates and upgrades on a when-and-if-available web-based • Services revenue includes revenue derived primarily from the implementation of software, training, consulting and migrations. AvePoint also offers license customization and managed services. Services revenue from implementation, training, consulting, migration, and license customization is recognized by applying a measure of progress, such as labor hours to determine the percentage of completion of each contract. Services revenue from managed services is recognized ratably on a straight line basis over the contract term. • Revenue from software sold through original equipment manufacturer (OEM) partners is recognized upon receipt of a royalty report from the OEM partner and over a period equal to the contractual obligation for customer support or the estimated useful life of the software. ASC 606 is a single standard for revenue recognition that applies to all of the Company’s SaaS, termed license and support, services, perpetual license and maintenance arrangements and generally requires revenue to be recognized upon the transfer of control of promised goods or services provided to its customers, reflecting the amount of consideration it expects to receive for those goods or services. Pursuant to ASC 606, revenue are recognized upon the application of the following steps: • identification of the contract, or contracts, with a customer; • identification of the performance obligations in the contract; • determination of the transaction price; • allocation of the transaction price to the performance obligations in the contract; and • recognition of revenue when, or as, the contractual performance obligations are satisfied. The timing of revenue recognition may differ from the timing of invoicing to the Company’s customers. The Company records an unbilled receivable, which is included within accounts receivable on its consolidated balance sheets, when revenue is recognized prior to invoicing. The Company records deferred revenue on its consolidated balance sheets when cash is collected or invoiced before revenue is earned. The Company’s standard payment terms are generally net 30 days but may vary. Invoices for SaaS, termed license and support and maintenance are generally issued annually in advance or when the license is made available for customer use. Invoices for license contracts are generally issued when the license is available for the customer for download. Services are generally invoiced in advance or as the services are performed. Revenue deferred under contracts with customers as of December 31, 2020 and 2019 was $74.7 million and $60.6 million, respectively. Revenue recognized that was included in the opening deferred revenue balance was $52.2 million and $54.7 million for the years ended December 31, 2020 and 2019, respectively. The opening and closing balances of the Company’s accounts receivable, net, deferred revenue and deferred sales commissions are as follows: Accounts Deferred Deferred (in thousands) Opening (January 1, 2018) $ 19,274 $ 73,199 $ — Closing (December 31, 2018) 20,240 66,623 — Increase/(decrease) 966 (6,576 ) — Opening (January 1, 2019) $ 30,580 $ 46,233 $ 21,281 Closing (December 31, 2019) 43,619 60,600 28,351 Increase/(decrease) 13,039 14,367 7,070 Opening (January 1, 2020) $ 43,619 $ 60,600 $ 28,351 Closing (December 31, 2020) 53,749 74,688 31,943 Increase/(decrease) 10,130 14,088 3,592 There were no significant changes to the Company’s contract assets or liabilities during the years ended December 31, 2020, 2019 and 2018 outside of its sales activities and adjustments related to its adoption of ASC 606, which affected January 1, 2019 contract balances. The Company’s revenue arrangements generally include standard warranty or service level provisions that its arrangements will perform and operate in all material respects as defined in the respective agreements, the financial impacts of which have historically been and are expected to continue to be insignificant. The Company’s arrangements generally do not include a general right of return relative to the delivered products or services. The Company recognizes revenue net of any taxes collected from customers, which are subsequently remitted to governmental authorities. Many of the Company’s contracts include multiple performance obligations. Judgment is required in determining whether each performance obligation is distinct. The Company’s products and services generally do not require a significant amount of integration or interdependency; therefore, the Company’s products and services are generally not combined. The Company allocates the transaction price for each contract to each performance obligation based on the relative standalone selling price (“SSP”) for each performance obligation within each contract. The Company uses judgment in determining the SSP for products and services. For substantially all performance obligations except on-premises on-premises on-premises on-premises on-premises on-premises On-premises As of December 31, 2020, transaction price allocated to remaining performance obligations, which includes deferred revenue and amounts that will be invoiced and recognized as revenue in future periods, was $153.6 million, of which $118.8 million is related to SaaS and termed license and support revenue. AvePoint expects to recognize approximately 66% of this revenue over the next twelve months and the remainder thereafter. AvePoint utilizes indirect sales channels which utilize channel partners. These deals are executed in one of two ways. In the first form of these arrangements, the channel partner purchases the products from AvePoint at a discounted price and resells the products to end users at a price determined by the channel partner. In this scenario, the channel partner is the entity that has contracted with AvePoint and therefore is determined to be the customer of AvePoint. In the second form, AvePoint bills the end user and the channel partner receives a commission. Upon analysis of deals executed through the second form of these channels, the Company determined that the end user represents the customer of AvePoint due to the fact that the end user purchased goods and/or services that are outputs of AvePoint’s ordinary activities. Consequently, channel partners utilized in deals executed through this second model are deemed to be agents of the transaction. AvePoint recognizes revenue when control of the goods and/or services are transferred to the customer. In the first form of these arrangements, this occurs upon transfer to the reseller or to the end user at the reseller’s direction. In the second form of these arrangements, this occurs upon transfer to the end user. Revenue Recognition Prior to the Adoption of ASC 606 During the year ended December 31, 2018, revenue from long-term contracts were recognized primarily using ASC 605-35, Revenue Recognition - Construction-Type and Production-Type Contracts Under ASC 605-35, For sales arrangements involving multiple elements, the Company recognizes revenue in accordance with the following policy: A software multiple-element arrangement is separated into more than one unit of accounting if all of the following criteria are met: • The functionality of the delivered elements is not dependent on the undelivered elements. • There is VSOE of fair value of the undelivered elements. VSOE of fair value is based on the price charged when the deliverable is sold separately by the Company on a regular basis and not as part of the multiple-element arrangement. • Delivery of the delivered elements represents the culmination of the earnings process for that element. If these criteria are met, the Company recognized revenue using the residual method for delivered elements. Under the residual method, the Company allocates and defers revenue for the undelivered elements based on their fair values and recognizes the difference between the total arrangement fee and the amount deferred for the undelivered elements as revenue. The determination of fair value of the undelivered elements in multiple element arrangements is based on the price charged when such elements are sold separately, which is commonly referred to as VSOE. To determine the price for the customer support element when sold separately, the Company primarily uses the bell-shaped curve approach which is based on historical renewal rates for the Company’s entire population of stand-alone customer support renewals over the past twelve months. Under the Bell-Shaped Curve Approach, VSOE of fair value of post-contract customer support (“PCS”) exists when a substantial majority of a company’s actual customer support renewals are within a narrow range of pricing. Renewal rates are supported by performing an analysis in which the Company segregates its customer support renewal contracts into different classes based on specific criteria including, but not limited to, the level of customer support being provided and the geographic location of the sale. As a result of this analysis, the Company has concluded that it has established VSOE for the different classes of customer support when the support is sold as part of a multiple-element sales arrangement. The Company recognizes software revenue through all indirect sales channels on a sell-through model. A sell-through model requires the Company to recognize revenue when the basic revenue recognition criteria are met as described below and these channels complete the sale of the Company’s software products to the end user. Revenue from software sold through original equipment manufacturer (OEM) partners is recognized upon receipt of a royalty report from the OEM partner and over a period equal to the contractual obligation for customer support or the estimated useful life of the software. These sales are treated as a separate customer class for purposes of establishing vendor-specific objective evidence (VSOE). Due to terms of the contracts with its OEM partners, the Company determined that VSOE had not been established for customer support. As a result, OEM revenue is recognized on a straight-line basis over a period equal to the contractual obligation for customer support or the estimated useful life of the software. The Company has analyzed all of the undelivered elements included in its multiple-element arrangements and determined that, with the exception of revenue sold through OEM partners, VSOE of fair value exists to allocate revenue to maintenance and services. Accordingly, assuming all basic revenue recognition criteria are met, software revenue is recognized upon delivery of the software license using the residual method in accordance with Accounting Standards Codification (ASC) 985-605, If the criteria for separating a multi-element arrangement into more than one unit of accounting are not met, the arrangement is accounted for as a single unit of accounting which would result in revenue being recognized on a straight-line basis until the last element is delivered or being deferred until the earlier of when such criteria are met or when the last undelivered elements are delivered. The Company considers the four basic revenue recognition criteria for each of the elements as follows: • Persuasive Evidence of an Arrangement with the Customer Exists • Delivery or Performance has Occurred: • Vendor’s Fee is Fixed or Determinable: • Collection is Probable: non-payment |
Legal Proceedings | Legal Proceedings In the normal course of its business, the Company may be involved in various claims, negotiations and legal actions. Except for such claims that arise in the normal course of business, as of March 31, 2021, the Company is not a party to any other litigation for which a material claim is reasonably possible, probable or estimable. | Legal Proceedings In the normal course of its business, the Company may be involved in various claims, negotiations and legal actions. Except for such claims that arise in the normal course of business, as of December 31, 2020, the Company is not a party to any other litigation for which a material claim is reasonably possible, probable or estimable. |
Income Taxes | Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to difference between financial statement carrying amounts of existing assets and liabilities and their respective tax basis. Deferred tax assets and liabilities are measured using enacted tax rates expected to be applied to taxable income in the years in which those temporary differences are expected to be recovered or settled. AvePoint recognizes liabilities for uncertain tax positions taken or expected to be taken in income tax returns. Accrued interest and penalties related to unrecognized tax benefits are recognized as part of the provision for income taxes. Judgment is required in determining the provision for income taxes, deferred tax assets and liabilities and unrecognize tax benefits. In determining the need for a valuation allowance, the historical and projected financial performance of the operation that is recording a net deferred tax asset is considered along with any other pertinent information. AvePoint files income tax returns in the U.S. federal jurisdiction, various states and foreign jurisdictions. The tax years 2016 through 2020 are open and subject to audit by US federal, state and local authorities. The tax years 2010 through 2020 are open and subject to audit by major foreign tax jurisdictions. | |
Redeemable Noncontrolling Interest | Redeemable Noncontrolling Interest At March 31, 2021, the Company owned 76.09% and AEPL PTE. LTD. (“AEPL”) owned 23.91% of a subsidiary of the Company, AvePoint EduTech PTE. LTD. (“EduTech”). As part of AEPL’s investment in EduTech, the Company granted AEPL a put option which allows AEPL to cause the Company to repurchase AEPL’s shares in EduTech at any time between December 24, 2022 and December 24, 2023 at a price equal to AEPL’s initial investment. Consequently, the Company records redeemable noncontrolling interest as mezzanine equity in its consolidated statement of mezzanine equity and stockholders’ deficiency. At each reporting period, the Company increases the carrying amount of the redeemable noncontrolling interest by periodic accretions using the interest method so that the carrying amount will equal the redemption amount on the date that the put option becomes exercisable, and adjustments to the value are recorded as net income attributable to redeemable noncontrolling interest. | |
Emerging Growth Company | Emerging Growth Company Upon successful completion of the business combination discussed in the Subsequent Events section, AvePoint is expected to be considered an emerging growth company. Section 102(b)(1) of the Jobs Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging | Emerging Growth Company Upon successful completion of the business combination discussed in the Subsequent Events section, AvePoint is expected to be considered an emerging growth company. Section 102(b)(1) of the Jobs Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging |
Recent Accounting Pronouncements | Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, “Debt — Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging — Contracts in Entity’s Own Equity (Subtopic 815 — 40)” (“ASU 2020-06”). ASU 2020-06 simplifies the accounting for certain financial instruments with characteristics of liabilities and equity, including convertible instruments and contracts on an entity’s own equity. The ASU is part of the FASB’s simplification initiative, which aims to reduce unnecessary complexity in U.S. GAAP. The amendments in this ASU are effective for public business entities, excluding entities eligible to be smaller reporting companies, for fiscal years beginning after December 15, 2021. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2023. Early adoption is permitted, but no earlier than fiscal years beginning after December 15, 2020, including interim periods within those fiscal years. The Company is currently evaluating the impact ASU 2020-06 will have on its financial statements. In December 2019, the FASB issued ASU 2019-12, Income Taxes (ASC 740): Simplifying the Accounting for Income Taxes (ASU 2019-12), which is intended to simplify various areas related to the accounting for income taxes and improve consistent application of ASC 740. The amendments in this ASU are effective for public business entities for fiscal years beginning after December 15, 2020. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. Early adoption of the amendments is permitted, including adoption in any interim period for public business entities for periods for which financial statements have not yet been issued and all other entities for periods for which financial statements have not yet been made available for issuance. The Company is currently evaluating the impact of its pending adoption of ASU 2019-12 on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, Leases (ASC 842) and also issued subsequent amendments to the initial guidance: ASU 2017-13, ASU 2018-10, ASU 2018-11, ASU 2018-20, ASU 2019-01, ASU 2020-02, and ASU 2020-05 (collectively, ASC 842). ASC 842 requires companies to generally recognize on the balance sheet operating and financing lease liabilities and corresponding right-of-use assets. ASC 842 was effective for public business entities for fiscal years beginning after December 15, 2018. For all other for-profit entities, the amendments are effective for fiscal years beginning after December 15, 2021, and interim periods within fiscal years beginning after December 15, 2022. ASC 842 must be adopted using a modified retrospective method and its early adoption is permitted. The Company is currently evaluating the impact of adoption of this ASU on its consolidated financial statements. While the Company generally expects the financial records to be impacted by the requirements highlighted above, the Company cannot reasonably estimate the impact that adoption of the ASUs referenced in this announcement is expected to have on the financial statements at this time. In January 2016, the FASB issued ASU 2016-13, “Financial Instruments — Credit Losses on Financial Instruments,” which replaces incurred loss methodology to estimate credit losses on financial instruments with a methodology that reflects expected credit losses. This amendment affects entities holding financial assets that are not accounted for at fair value through net income including trade receivables. The amendments in this ASU were effective for public business entities, excluding entities eligible to be smaller reporting companies, for fiscal years beginning after December 15, 2019. For all other entities, the amendments are effective for fiscal years beginning after December 15, 2022. Early application of the amendments is permitted. The Company is currently evaluating the impact of adoption of this ASU on its consolidated financial statements. While the Company generally expects the financial records to be impacted by the requirements highlighted above, the Company cannot reasonably estimate the impact that adoption of the ASUs referenced in this announcement is expected to have on the financial statements at this time. | Recent Accounting Pronouncements In August 2020, the FASB issued ASU 2020-06, (Subtopic 470-20) (“ASU 2020-06”). 2020-06 2020-06 In December 2019, the FASB issued ASU 2019-12, 2019-12), 2019-12 In February 2016, the FASB issued ASU 2016-02, Leases (ASC 2017-13, 2018-10, 2018-11, 2018-20, 2019-01, 2020-02, 2020-05 right-of-use for-profit In January 2016, the FASB issued ASU 2016-13, |
Short-Term Investments | Short-Term Investments Short-term investments consist mainly of certificate of deposits held by financial institutions which have an initial maturity of greater than three months but less than or equal to one year at period end. | |
Property and Equipment | Property and Equipment Property and equipment are stated at cost and depreciated on a straight-line basis over the shorter of their estimated useful lives or related contract terms beginning in the year the asset was placed into service. Computer equipment 3.0 years Leasehold improvements 5.0-11.0 years Furniture and fixture 7.0 years Office equipment 5.0 years Software 3.0 years Buildings 39.5 years Normal repair and maintenance costs are expensed as incurred. The Company writes off depreciated assets that are no longer in service. Leasehold improvements are amortized over the lesser of the lease term or the estimated useful life of the improvements and such amortization is included in depreciation and amortization expense. The Company evaluates long-lived assets, which include leasehold improvements and equipment subject to amortization, for impairment whenever events or changes in business circumstances indicate that the carrying value of an asset may not be recoverable. An impairment loss will be recognized when the aggregate of estimated undiscounted future cash flows expected to result from the use and the eventual disposition of the long-lived assets less than its carrying amount. Impairment, if any, is determined based on the fair value of the long-lived asset. There were no impairment charges recognized during the years ended December 31, 2020, 2019 and 2018. The Company evaluates the portion of depreciation and amortization expense attributable to cost of revenue based on organizational headcount directly attributable to the generation of revenue. Based on this evaluation, the Company has determined that depreciation and amortization attributable to cost of revenue is not material; therefore, the full expense has been recorded in operating expenses in the consolidated statements of operations. | |
Software Development Costs | Software Development Costs The Company expenses software development costs, including costs to develop software products or the software component of products to be marketed to external users, before technological feasibility of such products is reached. The Company has determined that technological feasibility is reached shortly before the release of those products and as a result, the development costs incurred after the establishment of technological feasibility and before the release of those products are not material. Software development costs also include costs to develop software programs to be used solely to meet the Company’s internal needs and cloud based applications used to deliver its services. The Company capitalizes development costs related to these software applications once the preliminary project stage is complete and it is probable that the project will be completed and the software will be used to perform the function intended. Costs capitalized for developing such software applications were not material for the periods presented. | |
Stock-Based Compensation | Stock-Based Compensation Stock-based compensation represents the cost related to stock-based awards granted to employees. To date, the Company has issued both stock options and restricted stock. With respect to equity-classified awards, the Company measures stock-based compensation cost at the grant date based on the estimated fair value of the award and recognizes the cost as expense ratably (net of estimated forfeitures) over the requisite service period. With respect to liability-classified awards, the Company measures stock-based compensation cost at the grant date and at each reporting period based on the estimated fair value of the award and recognizes the cost as an expense ratably (net of estimated forfeitures) over the requisite service period. The Company estimates the fair value of stock options using a Black-Scholes valuation model. The Black-Scholes model requires highly subjective assumptions in order to derive the inputs necessary to the calculate the fair value of stock options. To estimate the expected life of stock options, the Company considered contractual terms of the options, including the vesting and expiration periods, as well as historical option exercise data and current market conditions to determine an estimated expected life. The Company’s historical experience is too limited to be able to reasonably estimate expected life. Expected volatility is based on historical volatility of a group of peer entities. Dividend yields are based upon historical dividend yields. Risk-free interest rates are based on the implied yields currently available on U.S. Treasury zero coupon issues with a remaining term equal to the expected life. To estimate the value of the common stock, the Company obtained a valuation from a third party appraisal firm. The assumptions are based on the following: • Expected Volatility. • Risk-Free Interest Rate . • Dividend Yield . • Expected Life . • Fair Value of Common Stock . • Forfeitures . The fair value of the shares of common stock underlying the stock options is a subjective estimate given that there is no public market for the underlying common stock. In consideration of the absence of a public market for AvePoint common stock, the Company has engaged a third-party appraisal firm to provide a valuation of AvePoint common shares. The assumptions used in the valuation models were based on future expectations and management judgment, including input from management on the following factors: • Contemporaneous valuations performed at periodic intervals by independent, third-party specialists; • AvePoint’s actual operating results and financial performance; • The prices, preferences, and privileges of shares of AvePoint’s convertible preferred stock relative to shares of AvePoint’s common stock; • Current business conditions and projections; • Stage of development; • Likelihood of achieving a liquidity event, such as an initial public offering or a sale of AvePoint, given prevailing market conditions and the nature and history of AvePoint’s business; • Market multiples of comparable companies in AvePoint’s industry; • Industry information such as market size and growth; • Secondary sales of AvePoint’s shares in arm’s length transactions; • Adjustments, if any, necessary to recognize a lack of marketability for AvePoint’s shares; and • Macroeconomic conditions. In preparing AvePoint’s full year 2020 financial statements, the Company determined that an error existed in the allocation methodology of its stock-based compensation expense in prior years. The Company evaluated the error and determined that it is not material to its financial statements. Although not material, certain amounts from prior periods related to stock-based compensation have been adjusted to conform with the appropriate allocation methodology which results in the presentation of the stock-based compensation expense in the same financial statement line items as cash compensation paid to the same employees. The reclassification of stock-based compensation resulted in the following changes: Year Ended December 31, 2020 Year Ended December 31, 2019 Year Ended December 31, 2018 (in thousands) Pre- Adjustment Adjustment Post- Pre- Adjustment Adjustment Post- Pre- Adjustment Adjustment Post- Cost of services $ 19,289 $ 316 $ 19,605 $ 24,312 $ 415 $ 24,727 $ 21,567 $ 157 $ 21,724 Gross Profit 76,031 (316 ) 75,715 80,115 (415 ) 79,700 76,674 (157 ) 76,517 Sales and marketing 40,654 9,227 49,881 53,735 8,166 61,901 49,884 385 50,269 General and administrative 30,656 (9,738 ) 20,918 33,473 (8,859 ) 24,614 19,786 (684 ) 19,102 Research and development 8,564 196 8,760 10,870 278 11,148 8,101 143 8,244 | |
Redeemable Noncontrolling Interest | Redeemable Noncontrolling Interest At December 31, 2020, the Company owned 77.78% and AEPL PTE. LTD. (“AEPL”) owned 22.22% of a subsidiary of the Company, AvePoint EduTech PTE. LTD. (“EduTech”). As part of AEPL’s initial investment in EduTech, the Company granted AEPL a put option which allows AEPL to cause the Company to repurchase AEPL’s shares in EduTech at any time between December 24, 2022 and December 24, 2023 at a price equal to AEPL’s initial investment. Consequently, the Company records redeemable noncontrolling interest as mezzanine equity in its consolidated statement of mezzanine equity and stockholders’ deficiency for the year ended December 31, 2020. At each reporting period, the Company increases the carrying amount of the redeemable noncontrolling interest by periodic accretions using the interest method so that the carrying amount will equal the redemption amount on the date that the put option becomes exercisable, and adjustments to the value are recorded as net income attributable to redeemable noncontrolling interest. | |
Apex Technology Acquisition Corp [Member] | ||
Basis of Presentation | Basis of Presentation The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and in accordance with the instructions to Form 10-Q S-X The accompanying unaudited condensed consolidated financial statements should be read in conjunction with the Company’s Annual Report on Form 10-K/A 10-K | Basis of Presentation The accompanying consolidated financial statements are presented in U.S. dollars and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and pursuant to the accounting and disclosure rules and regulations of the Securities and Exchange Commission (the “SEC”). |
Use of Estimates | Use of Estimates The preparation of 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 at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the condensed consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future events. Accordingly, the actual results could differ significantly from the Company’s estimates. | Use of Estimates The preparation of 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 at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reporting periods. Making estimates requires management to exercise significant judgment. It is at least reasonably possible that the estimate of the effect of a condition, situation or set of circumstances that existed at the date of the consolidated financial statements, which management considered in formulating its estimate, could change in the near term due to one or more future events. Accordingly, the actual results could differ significantly from the Company’s estimates. |
Cash and Cash Equivalents | Cash and cash equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. Cash equivalents are stated at cost, which approximates market value. Cash equivalents consist of money market accounts. As of March 31, 2021 and December 31, 2020, cash equivalents amounted to $50,000. | Cash and Cash Equivalents The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. The Company did not have any cash equivalents as of December 31, 2020 and 2019. |
Income Taxes | Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the consolidated financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. As of March 31, 2021 and December 31, 2020, the Company had a deferred tax asset of approximately $2,099,000 and $137,000, respectively, which had a full valuation allowance recorded against it of approximately $2,099,000 and $137,000, respectively. The Company’s taxable income primarily consists of interest income on the Trust Account. The Company’s general and administrative costs are generally considered start-up costs and are not currently deductible. The Company did not record an income tax provision during the three months ended March 31, 2021. During the three months ended March 31, 2020, the Company recorded income tax expense of approximately $392,000, primarily related to interest income earned on the Trust Account. The Company’s effective tax rate of 0% and 7% for the three months ended March 31, 2021 and 2020 respectively, differs from the expected income tax rate due to the start-up costs (discussed above) which are not currently deductible. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of March 31, 2021 and December 31, 2020. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. | Income Taxes The Company follows the asset and liability method of accounting for income taxes under ASC 740, “Income Taxes.” Deferred tax assets and liabilities are recognized for the estimated future tax consequences attributable to differences between the consolidated financial statements carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that included the enactment date. Valuation allowances are established, when necessary, to reduce deferred tax assets to the amount expected to be realized. ASC 740 prescribes a recognition threshold and a measurement attribute for the financial statement recognition and measurement of tax positions taken or expected to be taken in a tax return. For those benefits to be recognized, a tax position must be more likely than not to be sustained upon examination by taxing authorities. The Company recognizes accrued interest and penalties related to unrecognized tax benefits as income tax expense. There were no unrecognized tax benefits and no amounts accrued for interest and penalties as of December 31, 2020 and 2019. The Company is currently not aware of any issues under review that could result in significant payments, accruals or material deviation from its position. The Company is subject to income tax examinations by major taxing authorities since inception. The Company may be subject to potential examination by foreign taxing authorities in the area of income taxes. These potential examinations may include questioning the timing and amount of deductions, the nexus of income among various tax jurisdictions and compliance with foreign tax laws. The Company’s management does not expect that the total amount of unrecognized tax benefits will materially change over the next twelve months. |
Emerging Growth Company | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging | Emerging Growth Company The Company is an “emerging growth company,” as defined in Section 2(a) of the Securities Act, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”), and it may take advantage of certain exemptions from various reporting requirements that are applicable to other public companies that are not emerging growth companies including, but not limited to, not being required to comply with the independent registered public accounting firm attestation requirements of Section 404 of the Sarbanes-Oxley Act, reduced disclosure obligations regarding executive compensation in its periodic reports and proxy statements, and exemptions from the requirements of holding a nonbinding advisory vote on executive compensation and stockholder approval of any golden parachute payments not previously approved. Further, Section 102(b)(1) of the JOBS Act exempts emerging growth companies from being required to comply with new or revised financial accounting standards until private companies (that is, those that have not had a Securities Act registration statement declared effective or do not have a class of securities registered under the Exchange Act) are required to comply with the new or revised financial accounting standards. The JOBS Act provides that a company can elect to opt out of the extended transition period and comply with the requirements that apply to non-emerging |
Recent Accounting Pronouncements | Recent Accounting Standards In August 2020, the FASB issued ASU No. 2020-06, “Debt—Debt 470-20) 815-40): 2020-06”), 2020-06 2020-06 2020-06 2020-06 Management does not believe that any other recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s condensed consolidated financial statements. | Recent Accounting Standards Management does not believe that any recently issued, but not yet effective, accounting standards, if currently adopted, would have a material effect on the Company’s consolidated financial statements. |
Principles of Consolidation | Principles of Consolidation The accompanying condensed consolidated financial statements include the accounts of the Company and its wholly owned subsidiaries. All significant intercompany balances and transactions have been eliminated in consolidation. | Principles of Consolidation The accompanying consolidated financial statements include the accounts of the Company and its majority owned subsidiary where the Company has the ability to exercise control. All significant intercompany balances and transactions have been eliminated in consolidation. Activities in relation to the noncontrolling interest are not considered to be significant and are, therefore, not presented in the accompanying consolidated financial statements. |
Class A Common Stock Subject to Possible Redemption | Class A Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at March 31, 2021 and December 31, 2020, Class A common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ equity section of the Company’s condensed consolidated balance sheets. | Class A Common Stock Subject to Possible Redemption The Company accounts for its common stock subject to possible redemption in accordance with the guidance in the Financial Accounting Standards Board’s (“FASB”) Accounting Standards Codification (“ASC”) Topic 480 “Distinguishing Liabilities from Equity.” Common stock subject to mandatory redemption is classified as a liability instrument and is measured at fair value. Conditionally redeemable common stock (including common stock that features redemption rights that are either within the control of the holder or subject to redemption upon the occurrence of uncertain events not solely within the Company’s control) is classified as temporary equity. At all other times, common stock is classified as stockholders’ equity. The Company’s Class A common stock features certain redemption rights that are considered to be outside of the Company’s control and subject to occurrence of uncertain future events. Accordingly, at December 31, 2020 and 2019, Class A common stock subject to possible redemption is presented as temporary equity, outside of the stockholders’ equity section of the Company’s consolidated balance sheets. |
Offering Costs | Offering Costs Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Offering costs amounted to $19,806,442, of which $18,818,200 were charged to stockholders’ equity upon the completion of the Initial Public Offering and $988,242 were charged as transaction costs to the statement of operations. | Offering Costs Offering costs consist of legal, accounting, underwriting fees and other costs incurred through the balance sheet date that are directly related to the Initial Public Offering. Offering costs amounted to $19,806,442, of which $18,818,200 were charged to stockholders’ equity upon the completion of the Initial Public Offering and $988,242 were charged as transaction costs to the statement of operations. |
Warrant Liability | Warrant Liability The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-cash | Warrant Liability The Company accounts for warrants as either equity-classified or liability-classified instruments based on an assessment of the warrant’s specific terms and applicable authoritative guidance in Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) 480, Distinguishing Liabilities from Equity (“ASC 480”) and ASC 815, Derivatives and Hedging (“ASC 815”). The assessment considers whether the warrants are freestanding financial instruments pursuant to ASC 480, meet the definition of a liability pursuant to ASC 480, and whether the warrants meet all of the requirements for equity classification under ASC 815, including whether the warrants are indexed to the Company’s own common shares and whether the warrant holders could potentially require “net cash settlement” in a circumstance outside of the Company’s control, among other conditions for equity classification. This assessment, which requires the use of professional judgment, is conducted at the time of warrant issuance and as of each subsequent quarterly period end date while the warrants are outstanding. For issued or modified warrants that meet all of the criteria for equity classification, the warrants are required to be recorded as a component of additional paid-in non-cash |
Net Income (Loss) Per Common Share | Net Income Per Common Share Net income per common share is computed by dividing net income by the weighted average number of common shares outstanding for the period. The Company’s statements of operations includes a presentation of income per share for common shares subject to redemption in a manner similar to the two-class non-redeemable non-redeemable non-redeemable The following table reflects the calculation of basic and diluted net income per share for common shares (in dollars, except per share amounts): Three Months Three Months Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A Common Stock Interest Income $ 31,841 $ 1,452,414 Income Tax and Franchise Tax (31,841 ) (442,446 ) Net Earnings $ — $ 1,009,968 Denominator: Weighted Average Redeemable Class A Common Stock Redeemable Class A Common Stock, Basic and Diluted 35,000,000 35,000,000 Earnings/Basic and Diluted Redeemable Class A Common Stock $ 0.00 $ 0.03 Non-Redeemable Basic Earnings per Share Numerator: Net Income minus Redeemable Net Earnings Net Income $ 28,311,612 $ 5,109,685 Net Earnings allocable to Redeemable Class A Common Stock — (1,009,968 ) Non-Redeemable $ 28,311,612 $ 4,099,717 Denominator: Weighted Average Non-Redeemable Class A and B Non-Redeemable (1) 9,560,000 9,560,000 Income/Basic Non-Redeemable $ 2.96 $ 0.43 Diluted Loss per Share Numerator: Non-Redeemable Net Income – Basic minus Change in fair value of warrant liabilities Non-Redeemable $ 28,311,612 $ 4,099,717 Less: Change in fair value of warrant liabilities (30,171,850 ) (4,294,000 ) Non-Redeemable $ (1,860,238 ) $ (194,283 ) Denominator: Weighted Average Non-Redeemable Class A and B Non-Redeemable (2) 12,757,321 9,560,000 Loss/Diluted Non-Redeemable $ (0.15 ) $ (0.02 ) (1) The weighted average non-redeemable (2) As of March 31, 2021, diluted weighted average shares outstanding was calculated using the treasury stock method utilizing a weighted average share price of $14.00 and the effect of the warrants sold in the Initial Public Offering and the private placement to purchase an aggregate of 17,905,000 shares. As of March 31, 2020, basic and diluted shares are the same as there are no securities that are dilutive to the Company’s common stockholders. | Net Income (Loss) Per Common Share Net income (loss) per common share is computed by dividing net income (loss) by the weighted average number of common shares outstanding for the period. The Company has not considered the effect of warrants sold in the Initial Public Offering and private placement to purchase 17,905,000 shares of Class A common stock in the calculation of diluted income (loss) per share, since the exercise of the warrants are contingent upon the occurrence of future events and the inclusion of such warrants would be anti-dilutive. The Company’s statements of operations includes a presentation of income (loss) per share for common shares subject to redemption in a manner similar to the two-class non-redeemable non-redeemable non-redeemable The following table reflects the calculation of basic and diluted net income (loss) per share for common shares (in dollars, except per share amounts): Year Ended For the Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A Common Stock Interest Income $ 1,671,038 $ 1,809,163 Income Tax and Franchise Tax (612,511 ) (613,244 ) Net Earnings $ 1,058,527 $ 1,195,919 Denominator: Weighted Average Redeemable Class A Common Stock Redeemable Class A Common Stock, Basic and Diluted 35,000,000 35,000,000 Earnings/Basic and Diluted Redeemable Class A Common Stock $ 0.03 $ 0.03 Non-Redeemable Numerator: Net Income minus Redeemable Net Earnings Net (Loss) Income $ (60,723,035 ) $ 2,965,368 Net Earnings applicable to Redeemable Class A Common Stock (1,058,527 ) (1,195,919 ) Non-Redeemable $ (61,781,562 ) $ 1,769,49 Denominator: Weighted Average Non-Redeemable Class A and B Non-Redeemable (1) 9,560,000 9,062,000 Loss/Basic and Diluted Non-Redeemable $ (6.46 ) $ 0.20 Note: As of December 31, 2020 and 2019, basic and diluted shares are the same as there are no securities that are dilutive to the Company’s common stockholders. (1) The weighted average non-redeemable |
Concentration of Credit Risk | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. At March 31, 2021 and December 31, 2020, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. | Concentration of Credit Risk Financial instruments that potentially subject the Company to concentrations of credit risk consist of a cash account in a financial institution, which, at times, may exceed the Federal Depository Insurance Corporation coverage limit of $250,000. At December 31, 2020 and 2019, the Company has not experienced losses on this account and management believes the Company is not exposed to significant risks on such account. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying condensed consolidated balance sheets, primarily due to their short-term nature. | Fair Value of Financial Instruments The fair value of the Company’s assets and liabilities, which qualify as financial instruments under ASC Topic 820, “Fair Value Measurement,” approximates the carrying amounts represented in the accompanying consolidated balance sheets, primarily due to their short-term nature. |
Fair Value Measurements | Fair Value Measurements Fair value is defined as the price that would be received for sale of an asset or paid for transfer of a liability, in an orderly transaction between market participants at the measurement date. GAAP establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value. The hierarchy gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities (Level 1 measurements) and the lowest priority to unobservable inputs (Level 3 measurements). These tiers include: • Level 1, defined as observable inputs such as quoted prices (unadjusted) for identical instruments in active markets; • Level 2, defined as inputs other than quoted prices in active markets that are either directly or indirectly observable such as quoted prices for similar instruments in active markets or quoted prices for identical or similar instruments in markets that are not active; and • Level 3, defined as unobservable inputs in which little or no market data exists, therefore requiring an entity to develop its own assumptions, such as valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable. In some circumstances, the inputs used to measure fair value might be categorized within different levels of the fair value hierarchy. In those instances, the fair value measurement is categorized in its entirety in the fair value hierarchy based on the lowest level input that is significant to the fair value measurement. | |
Derivative Financial Instruments | Derivative Financial Instruments The Company evaluates its financial instruments to determine if such instruments are derivatives or contain features that qualify as embedded derivatives in accordance with ASC Topic 815, “Derivatives and Hedging”. For derivative financial instruments that are accounted for as liabilities, the derivative instrument is initially recorded at its fair value on the grant date and is then re-valued non-current net-cash |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Schedule of Revenue by Source | The following table presents AvePoint’s revenue by source: For the Three Months 2021 2020 Revenue: SaaS $ 18,259 $ 10,243 Termed license and support 8,727 7,744 Services 5,916 7,579 Maintenance and OEM 5,409 6,005 Perpetual license 489 1,090 Total revenue $ 38,800 $ 32,661 | The following table presents AvePoint’s revenue by source: Year Ended December 31, 2020 2019 2018 (in thousands) Revenue: SaaS $ 52,074 $ 27,744 $ 15,558 Termed license and support 38,949 26,985 21,802 Services 34,140 26,662 27,228 Maintenance and OEM 23,462 29,122 36,161 Perpetual license 2,908 5,586 6,565 Total revenue $ 151,533 $ 116,099 $ 107,314 |
Schedule of Balances of Accounts Receivable, Net, Deferred Revenue and Deferred Sales Commissions | The opening and closing balances of the Company’s accounts receivable, net, deferred revenue and deferred sales commissions are as follows: Accounts Deferred Deferred (in thousands) Opening (January 1, 2020) $ 43,619 $ 60,600 $ 28,351 Closing (December 31, 2020) 53,749 74,688 31,943 Increase/(decrease) 10,130 14,088 3,592 Opening (January 1, 2021) $ 53,749 $ 74,688 $ 31,943 Closing (March 31, 2021) 46,915 73,221 32,800 Increase/(decrease) (6,834 ) (1,467 ) 857 | The opening and closing balances of the Company’s accounts receivable, net, deferred revenue and deferred sales commissions are as follows: Accounts Deferred Deferred (in thousands) Opening (January 1, 2018) $ 19,274 $ 73,199 $ — Closing (December 31, 2018) 20,240 66,623 — Increase/(decrease) 966 (6,576 ) — Opening (January 1, 2019) $ 30,580 $ 46,233 $ 21,281 Closing (December 31, 2019) 43,619 60,600 28,351 Increase/(decrease) 13,039 14,367 7,070 Opening (January 1, 2020) $ 43,619 $ 60,600 $ 28,351 Closing (December 31, 2020) 53,749 74,688 31,943 Increase/(decrease) 10,130 14,088 3,592 |
Schedule of Impact of Adopting ASC 606 For Consolidated Balance Sheet | The impact of adopting ASC 606 for select consolidated balance sheet line items was as follows: January 1, 2019 December 31, 2019 Unadjusted Adjustments Adjusted Unadjusted Adjustments Adjusted (in thousands) Accounts receivable, net $ 20,240 $ 7,600 $ 27,840 $ 34,811 $ 5,123 $ 39,934 Deferred contract costs — 21,281 21,281 — 28,351 28,351 Long-term unbilled receivables — 2,740 2,740 — 3,685 3,685 Other assets 10,193 (3,795 ) 6,398 9,221 (4,424 ) 4,797 Deferred revenue 66,623 20,390 46,233 84,074 23,474 60,600 | |
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts The Company evaluates the collectability of its accounts receivable based on a combination of factors. Where the Company is aware of circumstances that may impair a specific customer’s ability to meet its financial obligations, the Company records a specific allowance against amounts due. For all other customers, the Company recognizes allowances for doubtful accounts based on the length of time the receivables are outstanding, the current business environment and its historical experience. Accounts are written off when deemed uncollectible. Recoveries of accounts receivable previously written off are recorded when received. As such, the Company presents trade receivables at their net estimated realizable value through use of the allowance for doubtful accounts. | |
Schedule Of Property And Equipment | Property and equipment are stated at cost and depreciated on a straight-line basis over the shorter of their estimated useful lives or related contract terms beginning in the year the asset was placed into service. Computer equipment 3.0 years Leasehold improvements 5.0-11.0 years Furniture and fixture 7.0 years Office equipment 5.0 years Software 3.0 years Buildings 39.5 years | |
Apex Technology Acquisition Corp [Member] | ||
Schedule of basic and diluted net income (loss) per share for common shares | The following table reflects the calculation of basic and diluted net income per share for common shares (in dollars, except per share amounts): Three Months Three Months Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A Common Stock Interest Income $ 31,841 $ 1,452,414 Income Tax and Franchise Tax (31,841 ) (442,446 ) Net Earnings $ — $ 1,009,968 Denominator: Weighted Average Redeemable Class A Common Stock Redeemable Class A Common Stock, Basic and Diluted 35,000,000 35,000,000 Earnings/Basic and Diluted Redeemable Class A Common Stock $ 0.00 $ 0.03 Non-Redeemable Basic Earnings per Share Numerator: Net Income minus Redeemable Net Earnings Net Income $ 28,311,612 $ 5,109,685 Net Earnings allocable to Redeemable Class A Common Stock — (1,009,968 ) Non-Redeemable $ 28,311,612 $ 4,099,717 Denominator: Weighted Average Non-Redeemable Class A and B Non-Redeemable (1) 9,560,000 9,560,000 Income/Basic Non-Redeemable $ 2.96 $ 0.43 Diluted Loss per Share Numerator: Non-Redeemable Net Income – Basic minus Change in fair value of warrant liabilities Non-Redeemable $ 28,311,612 $ 4,099,717 Less: Change in fair value of warrant liabilities (30,171,850 ) (4,294,000 ) Non-Redeemable $ (1,860,238 ) $ (194,283 ) Denominator: Weighted Average Non-Redeemable Class A and B Non-Redeemable (2) 12,757,321 9,560,000 Loss/Diluted Non-Redeemable $ (0.15 ) $ (0.02 ) (1) The weighted average non-redeemable (2) As of March 31, 2021, diluted weighted average shares outstanding was calculated using the treasury stock method utilizing a weighted average share price of $14.00 and the effect of the warrants sold in the Initial Public Offering and the private placement to purchase an aggregate of 17,905,000 shares. As of March 31, 2020, basic and diluted shares are the same as there are no securities that are dilutive to the Company’s common stockholders. | Year Ended For the Redeemable Class A Common Stock Numerator: Earnings allocable to Redeemable Class A Common Stock Interest Income $ 1,671,038 $ 1,809,163 Income Tax and Franchise Tax (612,511 ) (613,244 ) Net Earnings $ 1,058,527 $ 1,195,919 Denominator: Weighted Average Redeemable Class A Common Stock Redeemable Class A Common Stock, Basic and Diluted 35,000,000 35,000,000 Earnings/Basic and Diluted Redeemable Class A Common Stock $ 0.03 $ 0.03 Non-Redeemable Numerator: Net Income minus Redeemable Net Earnings Net (Loss) Income $ (60,723,035 ) $ 2,965,368 Net Earnings applicable to Redeemable Class A Common Stock (1,058,527 ) (1,195,919 ) Non-Redeemable $ (61,781,562 ) $ 1,769,49 Denominator: Weighted Average Non-Redeemable Class A and B Non-Redeemable (1) 9,560,000 9,062,000 Loss/Basic and Diluted Non-Redeemable $ (6.46 ) $ 0.20 Note: As of December 31, 2020 and 2019, basic and diluted shares are the same as there are no securities that are dilutive to the Company’s common stockholders. (1) The weighted average non-redeemable |
Accounts Receivable, Net (Table
Accounts Receivable, Net (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Text Block [Abstract] | ||
Summary of Accounts Receivable, Net | Accounts receivable, net, consists of the following components: March 31, December 31, (in thousands) Trade receivables $ 26,111 $ 33,521 Current portion of unbilled receivables 16,629 16,496 Allowance for doubtful accounts (1,368 ) (1,767 ) $ 41,372 $ 48,250 | Accounts receivable, net, consists of the following components: December December 31, (in thousands) Trade receivables $ 33,521 $ 29,921 Current portion of unbilled receivables 16,496 11,055 Allowance for doubtful accounts (1,767 ) (1,042 ) $ 48,250 $ 39,934 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Schedule of Property, and Equipment, Net | Property and equipment, net, consists of the following: March 31, December 31, (in thousands) Computer equipment $ 4,229 $ 4,030 Leasehold improvements 2,603 2,633 Furniture and fixtures 879 887 Building 763 766 Office equipment 384 384 Software 244 245 9,102 8,945 Less accumulated depreciation and amortization (6,451 ) (6,282 ) $ 2,651 $ 2,663 | Property and equipment, net, consists of the following: December December 31, (in thousands) Computer equipment $ 4,030 $ 8,376 Leasehold improvements 2,633 3,155 Furniture and fixtures 887 1,574 Building 766 718 Office equipment 384 632 Software 245 491 8,945 14,946 Less accumulated depreciation and amortization (6,282 ) (12,293 ) $ 2,663 $ 2,653 |
Geographical Area [Member] | ||
Schedule of Property, and Equipment, Net | The following table sets forth property and equipment, net held within the United States, China and foreign countries: March 31, December 31, (in thousands) Property and equipment, net: United States $ 941 $ 976 China 1,184 1,219 Other 526 468 Total property and equipment, net $ 2,651 $ 2,663 | The following table sets forth property and equipment, net held within the United States, China and foreign countries: As of December 31, 2020 2019 (in thousands) Property and equipment, net: United States $ 976 $ 1,157 China 1,219 927 Other 468 569 Total property and equipment, net . . . . . . $ 2,663 $ 2,653 |
Other Assets (Tables)
Other Assets (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Summary of Other assets | Other assets consists of the following components: March 31, December 31, (in thousands) Deferred costs $ 3,323 $ 2,089 Deferred tax asset 2,862 2,963 Security deposit 1,684 1,850 Long-term investments 607 900 Foreign income taxes receivable 146 147 Other 219 303 $ 8,841 $ 8,252 | Other assets consists of the following components: December 31, December 31, (in thousands) Deferred tax asset $ 2,963 $ 2,337 Deferred costs 2,089 — Security deposit 1,850 1,629 Long-term investments 900 57 Foreign income taxes receivable 147 459 Other 303 316 $ 8,252 $ 4,798 |
Accrued Expenses and Other Li_2
Accrued Expenses and Other Liabilities (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Payables and Accruals [Abstract] | ||
Summary of Accrued Expenses and Other Liabilities | Accrued expenses and other liabilities consists of the following components: March 31, December 31, (in thousands) Accrued compensation $ 10,185 $ 16,738 Indirect taxes 1,891 2,571 Professional service fees 1,564 500 Cloud service fees 965 994 Accrued partner expenses 876 1,253 Income taxes payable 281 1,713 Current portion of capital lease and deferred rent 183 203 Other 1,715 2,273 $ 17,660 $ 26,245 | Accrued expenses and other liabilities consists of the following components: December 31, December 31, (in thousands) Accrued compensation $ 16,738 $ 13,734 Indirect taxes 2,571 1,875 Income taxes payable 1,713 1,587 Accrued partner expenses 1,253 1,117 Cloud service fees 994 1,735 Professional service fees 500 569 Current portion of capital lease and deferred rent 203 247 Other 2,273 3,864 $ 26,245 $ 24,728 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Summary of Future Minimum Rental Payments for All Long-term Non-Cancelable Property Leases | The future minimum rental payments for all long-term non-cancelable Year Ending December 31: (in thousands) 2021 (nine months) 4,396 2022 3,610 2023 2,301 2024 1,405 2025 667 2026 330 Thereafter 281 $ 12,990 | |
Summary of Future Minimum Payments Under Non-cancelable Terms of Contracts | The Company is obligated to make the following future minimum payments under the non-cancelable Years ending December 31, (in thousands) 2021 (nine months) $ 10,497 2022 6,443 2023 — 2024 — 2025 — 2026 — Thereafter — $ 16,940 | |
Schedule of Future Minimum Rental Payments for Operating Leases | The future minimum rental payments for all long-term non-cancelable Year Ending December 31: (in thousands) 2021 5,288 2022 3,176 2023 1,950 2024 1,376 2025 668 Thereafter 610 $ 13,068 | |
Long-term Purchase Commitment | The Company is obligated to make the following future minimum payments under the non-cancelable Years ending December 31, (in thousands) 2021 $ 700 2022 — 2023 18,931 2024 — 2025 — Thereafter — $ 19,631 |
Mezzanine Equity and Stockhol_2
Mezzanine Equity and Stockholders' Deficiency (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Equity [Abstract] | ||
Summary of Rollforward of Balance of Redeemable Noncontrolling Interest | The rollforward of the balance of the redeemable noncontrolling interest is as follows: Redeemable (in thousands) Beginning balance (December 31, 2020) $ 3,061 Issuance of redeemable noncontrolling interest in EduTech 238 Net income (loss) attributable to redeemable noncontrolling interest (178 ) Other comprehensive income (loss) attributable to redeemable noncontrolling interest 0 Adjustment to present redemption value as of March 31, 2021 575 Ending balance (March 31, 2021) $ 3,696 | The rollforward of the balance of the redeemable noncontrolling interest is as follows: Redeemable (in thousands) Beginning balance (December 24, 2020) $ 3,034 Adjustment to present redemption value as of December 31, 2020 27 Ending balance (December 31, 2020) $ 3,061 |
Summary of Redeemable Convertible Preferred Stock | The following table summarizes the redeemable convertible preferred stock with balances outstanding at December 31, 2020 or December 31, 2019: December 31, 2020 December 31, 2019 (in thousands, except share amounts) Preferred shares issued and outstanding: Shares Liquidation Recorded Shares Liquidation Recorded Series B-1 — — — 694,498 22,841 21,456 Series B-2 — — — 351,445 11,559 10,858 Series C Preferred Stock 4,832,409 403,361 183,390 4,832,409 247,500 150,342 4,832,409 $ 403,361 $ 183,390 5,878,352 $ 281,900 $ 182,656 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Summary of Stock Based Compensation Expense | Stock-based compensation was included in the following line items: Three months ended March 31, 2021 2020 (in thousands) Cost of revenue $ 90 $ (88 ) Sales and marketing 1,111 (200 ) General and administrative 1,991 288 Research and development 97 75 Total stock-based compensation $ 3,289 $ 75 | Stock-based compensation was included in the following line items: Year Ended December 31, 2020 2019 2018 (in thousands) Cost of revenue $ 592 $ 415 $ 157 Sales and marketing 19,973 8,166 384 General and administrative 12,916 5,034 1,036 Research and development 286 278 143 Total stock-based compensation $ 33,767 $ 13,893 $ 1,720 |
Schedule of Stock Option Grant Using Black-Scholes Option Pricing Model With Assumptions | The fair values of Modified Options were estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions at March 31, 2021 and December 31, 2020: March 31, December 31, Expected life 4.33 years 4.48 years Expected volatility 44.02 % 42.97 % Risk-free rate 0.78 % 0.37 % Dividend yield — — | The fair values of stock options granted were estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions: 2020 2019 2018 Expected life 6.11 years 6.11 years 8.16 years Expected volatility 43.52 % 36.93 % 62.48 % Risk-free rate 0.41 % 2.59 % 2.82 % Dividend yield — — — |
Schedule of Stock-based Compensation Arrangement | Shares Weighted-Average Weighted-Average Aggregate (Aggregate Intrinsic Value figure presented in thousands) Balance, January 1, 2018 2,601,775 8.49 6.27 — Options granted 407,251 6.66 — — Options exercised (57,351 ) 1.69 — — Options forfeited or expired (267,793 ) 8.49 — — Balance, December 31, 2018 2,683,882 8.37 6.12 — Options granted 613,647 13.17 — — Options exercised (52,000 ) 1.69 — — Options forfeited or expired (236,084 ) 6.12 — — Balance, December 31, 2019 2,867,966 9.80 6.42 — Options granted 1,327,432 33.94 — — Options exercised (81,447 ) 6.67 — — Options forfeited or expired (103,427 ) 11.49 — — Balance, December 31, 2020 4,010,524 $ 17.81 6.89 $ 263,316 | |
Schedule of Outstanding and Exercisable Stock Options | At December 31, 2020, the following table summarizes information about outstanding and exercisable stock options: Outstanding Exercisable Exercise Stock Weighted Weighted Stock Weighted Weighted $ 0.29 - $ 1.69 446,200 6.50 $ 0.39 — — $ — $ 3.70 - $ 11.61 1,119,898 4.42 9.93 1,065,048 4.28 9.71 $ 13.24 - $ 33.94 2,364,126 8.22 25.11 635,189 5.45 13.81 4,010,524 6.89 $ 17.81 1,700,237 4.72 $ 11.24 | |
Modified Stock Options [Member] | ||
Schedule of Stock Option Grant Using Black-Scholes Option Pricing Model With Assumptions | The fair values of Modified Options were estimated using a Black-Scholes option-pricing model with the following weighted-average assumptions at the modification date and at year end: December 31, December 31, Expected life 4.48 years 2.68 years Expected volatility 42.97 % 36.40 % Risk-free rate 0.37 % 1.66 % Dividend yield — — |
Segment information (Tables)
Segment information (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Segment Reporting [Abstract] | ||
Summary of Revenue by Geographic Area | The following table sets forth revenue by geographic area: Three months ended March 31, 2021 2020 (in thousands) Revenue: North America $ 17,633 $ 13,073 EMEA 11,191 10,215 APAC 9,976 9,373 Total revenue $ 38,800 $ 32,661 | The following table sets forth revenue by geographic area: Year ended December 31, 2020 2019 2018 (in thousands) Revenue: North America $ 67,823 $ 48,614 $ 48,612 EMEA 42,441 33,661 26,097 APAC 41,269 33,824 32,605 Total revenue $ 151,533 $ 116,099 $ 107,314 |
Loss Per Share (Tables)
Loss Per Share (Tables) | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Earnings Per Share [Abstract] | ||
Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders | Three months ended March 31, 2021 2020 (in thousands, except share and Numerator: Net loss $ (4,942 ) $ (729 ) Net income attributable to redeemable noncontrolling interest (397 ) — Net loss attributable to AvePoint, Inc. $ (5,339 ) $ (729 ) Deemed dividends on preferred stock (8,794 ) (7,735 ) Total net loss available to common shareholders $ (14,133 ) $ (8,464 ) Denominator: Weighted average common shares outstanding 11,594,532 9,705,383 Basic loss per share available to common shareholders $ (1.22 ) $ (0.87 ) | Year ended December 31, 2020 2019 2018 (in thousands, except for share and per share Numerator: Net loss $ (16,969 ) $ (20,174 ) $ (3,948 ) Net income attributable to redeemable noncontrolling interest (27 ) — — Net loss attributable to AvePoint, Inc. $ (16,996 ) $ (20,174 ) $ (3,948 ) Deemed dividends on preferred stock (34,446 ) (107,469 ) — Total net loss available to common shareholders $ (51,442 ) $ (127,643 ) $ (3,948 ) Denominator: Weighted average common shares outstanding 10,313,350 8,514,858 8,449,924 Basic loss per share available to common shareholders $ (4.99 ) $ (14.99 ) $ (0.47 ) |
Summary of Potentially Dilutive Securities Outstanding Excluded from Computation of Diluted Weighted-Average Shares Outstanding | The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding because such securities has an antidilutive impact due to losses reported: March 31, 2021 2020 Convertible preferred stock 4,832,409 4,832,409 Restricted stock — 300,000 Stock options 3,835,972 2,843,786 Total potentially dilutive securities 8,668,381 7,976,195 | The following potentially dilutive securities outstanding have been excluded from the computation of diluted weighted-average shares outstanding because such securities has an antidilutive impact due to losses reported: December 31, 2020 2019 2018 Convertible preferred stock 4,832,409 5,878,352 6,734,150 Restricted stock — 300,000 300,000 Stock options 4,010,524 2,867,966 2,683,882 Total potentially dilutive securities 8,842,933 9,046,318 9,718,032 |
INCOME TAX (Tables)
INCOME TAX (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Schedule of Pretax loss resulting from domestic and foreign operations | Pretax loss resulting from domestic and foreign operations is as follows: Year Ended December 31, 2020 2019 2018 (in thousands) Domestic $ (19,107 ) $ (13,320 ) $ 2,292 Foreign 3,200 (6,240 ) (4,310 ) Pretax loss from continuing operations $ (15,907 ) $ (19,560 ) $ (2,018 ) |
Schedule of components of the provision (benefit) for income taxes | The components of the provision (benefit) for income taxes consists of the following: Year Ended December 31, 2020 2019 2018 (in thousands) Current income tax expense: Federal $ — $ — $ — State and local 411 80 83 Foreign 1,096 1,813 1,148 Total current income tax expense 1,507 1,893 1,231 Deferred income tax expense (benefit) : Federal (175 ) — — State and local (843 ) — — Foreign 573 (1,279 ) 699 Total deferred income tax expense (benefit) (445 ) (1,279 ) 699 Total income tax expense $ 1,062 $ 614 $ 1,930 |
Schedule of effective income tax rate reconciliation | The reconciliation of the amounts at the U.S. federal statutory income tax rate to the company’s effective income tax rate is as follows: Year Ended December 31, 2020 2019 2018 (in thousands) U.S. federal statutory tax rate $ (3,340 ) $ (4,108 ) $ (424 ) State and local income taxes, net (519 ) 80 83 Stock-based compensation 6,770 2,748 219 Change in valuation allowance (3,216 ) 1,516 2,561 Foreign operations 1,575 (375 ) (433 ) True-up adjustments (538 ) 497 (167 ) Permanent differences 65 157 114 Other, net 265 99 (23 ) Total $ 1,062 $ 614 $ 1,930 |
Schedule of deferred tax assets | Significant components of the Company’s deferred tax assets and (liabilities) are as follows: December 31, December 31, (in thousands) Deferred tax asset: Net operating loss carryforwards $ 6,814 $ 8,710 Deferred revenue 4,886 5,485 Compensation and benefits 1,792 740 Foreign tax credit 720 720 Other 1,066 1,098 Total deferred tax asset 15,278 16,753 Deferred tax liability: Property and equipment (140 ) (112 ) Commissions (5,285 ) (4,171 ) Prepaid subscription (580 ) — Unbilled receivable (1,632 ) — Total deferred tax liability (7,637 ) (4,283 ) Net deferred tax asset before valuation allowance 7,641 12,470 Less valuation allowance (5,530 ) (10,133 ) Total net deferred tax asset $ 2,111 $ 2,337 |
Schedule of Unrecognized Tax Benefits [Roll Forward] | A reconciliation of the beginning and ending amounts of unrecognized tax benefits, excluding interest and penalties is as follows: December 31, December 31, (in thousands) Beginning balance $ 5,230 $ 999 Additions based on tax provisions related to the current year — 4,236 Additions for tax positions of prior years 139 — Reduction for tax positions of prior years — (5 ) Reduction for settlements — — Expiration of applicable statute of limitations — — Ending balance $ 5,369 $ 5,230 |
Apex Technology Acquisition Corp [Member] | |
Schedule of components of the provision (benefit) for income taxes | The income tax provision consists of the following: As of December 31, 2020 2019 Federal Current $ 281,381 $ 317,902 Deferred (1,115,020 ) (61,973 ) State Current $ 129,934 $ — Deferred (391,209 ) — Change in valuation allowance 1,506,229 61,973 Income tax provision $ 411,315 $ 317,902 |
Schedule of effective income tax rate reconciliation | A reconciliation of the federal income tax rate to the Company’s effective tax rate is as follows: As of December 31, 2020 2019 Statutory federal income tax rate 21.0 % 21.0 % State taxes, net of federal tax benefit 7.0 % 0.0 % Change in fair value of warrant liability (26.2 )% 0.0 % Change in valuation allowance (2.5 )% 5.1 % Income tax provision (0.7 )% 26.1 % |
Schedule of deferred tax assets | The Company’s net deferred tax assets are as follows: As of December 31, 2020 2019 Deferred tax asset Organizational costs/Startup expenses $ 1,568,202 $ 61,973 Total deferred tax asset 1,568,202 61,973 Valuation allowance (1,568,202 ) (61,973 ) Deferred tax asset, net of allowance $ — $ — |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Related Party Transactions [Abstract] | |
Schedule Of Promissory Notes | The principal and interest on these promissory notes were repaid by the executive officers in full in December 2020. Borrower Date of Largest Aggregate Amount Amount of Amount of Annual Rate or (in thousands) Xunkai Gong 11/29/2013 $ 1,010 — $ 1,010 $ 150 2 % Tianyi Jiang 11/29/2013 808 — 808 120 2 % Brian Brown 11/29/2013 808 — 808 120 2 % Xunkai Gong 1/1/2016 14 — 14 3 4 % Tianyi Jiang 1/1/2016 59 — 59 12 4 % |
RESTATEMENT OF PREVIOUSLY ISS_2
RESTATEMENT OF PREVIOUSLY ISSUED FINANCIAL STATEMENTS (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Apex Technology Acquisition Corp [Member] | |
Schedule of financial statements of balance sheet, income statement | As Previously Adjustments As Restated Balance sheet as of September 19, 2019 (audited) Total Liabilities $ 13,150,815 $ 23,999,950 $ 37,150,765 Class A Common Stock Subject to Possible Redemption 333,314,490 (23,999,950 ) 309,314,540 Class A Common Stock 248 240 488 Additional Paid-in 5,002,945 988,003 5,990,948 Accumulated Deficit (4,065 ) (988,243 ) (992,308 ) Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 33,331,449 (2,399,995 ) 30,931,454 Balance sheet as of September 30, 2019 (unaudited) Total Liabilities $ 13,284,099 $ 23,829,000 $ 37,113,099 Class A Common Stock Subject to Possible Redemption 333,347,150 (23,829,000 ) 309,518,150 Class A Common Stock 248 238 486 Additional Paid-in 4,970,285 817,055 5,787,340 (Accumulated Deficit) Retained Earnings 28,595 (817,293 ) (788,698 ) Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 33,334,715 (2,382,900 ) 30,951,815 Balance sheet as of December 31, 2019 (audited) Total Liabilities $ 13,768,244 $ 20,947,150 $ 34,715,394 Class A Common Stock Subject to Possible Redemption 334,219,360 (20,947,150 ) 313,272,210 Class A Common Stock 239 209 448 Additional Paid-in 4,098,084 (2,064,767 ) 2,033,317 Retained Earnings 900,810 2,064,558 2,965,368 Total Stockholders’ Equity 5,000,008 — 5,000,008 Number of Class A common stock subject to redemption 33,421,936 (2,094,715 ) 31,327,221 Balance sheet as of March 31, 2020 (unaudited) Total Liabilities $ 14,063,126 $ 16,653,150 $ 30,716,276 Class A Common Stock Subject to Possible Redemption 335,035,050 (16,653,150 ) 318,381,900 Class A Common Stock 231 166 397 Additional Paid-in 3,282,402 (6,358,723 ) (3,076,321 ) Retained Earnings 1,716,495 6,358,557 8,075,052 Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 33,503,505 (1,665,315 ) 31,838,190 Balance sheet as of June 30, 2020 (unaudited) Total Liabilities $ 14,082,333 $ 30,863,750 $ 44,946,083 Class A Common Stock Subject to Possible Redemption 334,879,810 (30,863,750 ) 304,016,060 Class A Common Stock 232 309 541 Additional Paid-in 3,437,641 7,851,734 11,289,375 (Accumulated Deficit) Retained Earnings 1,561,255 (7,852,043 ) (6,290,788 ) Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 33,487,981 (3,086,375 ) 30,401,606 Balance sheet as of September 30, 2020 (unaudited) Total Liabilities $ 13,252,231 35,173,100 48,425,331 Class A Common Stock Subject to Possible Redemption 334,703,480 (35,173,100 ) 299,530,380 Class A Common Stock 234 352 586 Additional Paid-in 3,613,969 12,161,041 15,775,010 (Accumulated Deficit) Retained Earnings 1,384,926 (12,161,393 ) (10,776,467 ) Total Stockholders’ Equity 5,000,004 — 5,000,004 Number of Class A common stock subject to redemption 33,470,348 (3,517,310 ) 29,953,038 Balance sheet as of December 31, 2020 (audited) Total Liabilities $ 17,639,744 $ 77,419,100 $ 95,058,844 Class A Common Stock Subject to Possible Redemption 329,968,280 (77,419,100 ) 252,549,180 Class A Common Stock 281 775 1,056 Additional Paid-in 8,349,122 54,406,617 62,755,739 Accumulated Deficit (3,350,275 ) (54,407,392 ) (57,757,667 ) Total Stockholders’ Equity 5,000,003 — 5,000,003 Number of Class A common stock subject to redemption 32,996,828 (7,741,910 ) 25,254,918 Three months ended September 30, 2019 (unaudited) Net income (loss) $ 29,595 $ (817,293 ) $ (787,698 ) Weighted average shares outstanding of Class A and Class B non-redeemable 8,855,652 — 8,855,652 Basic and diluted net loss per share, Class A and Class B non-redeemable 0.00 (0.10 ) (0.10 ) Period from April 5, 2019 (inception) to September 30, 2019 (unaudited) Net income (loss) $ 28,595 $ (817,293 ) $ (788,698 ) Weighted average shares outstanding of Class A and Class B non-redeemable 8,804,607 — 8,804,607 Basic and diluted net loss per share, Class A and Class B non-redeemable 0.00 (0.10 ) (0.10 ) Period from April 5, 2019 (inception) to December 31, 2019 (audited) Net income (loss) $ 900,810 $ 2,064,558 $ 2,965,368 Weighted average shares outstanding of Class A and Class B non-redeemable 9,062,000 — 9,062,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.03 ) 0.23 0.20 Three months ended March 31, 2020 (unaudited) Net income (loss) $ 815,685 4,294,000 $ 5,109,685 Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.02 ) 0.45 0.43 Three months ended June 30, 2020 (unaudited) Net income (loss) $ (155,240 ) (9,916,600 ) $ (10,071,840 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.02 ) (1.04 ) (1.06 ) Six months ended June 30, 2020 (unaudited) Net income (loss) $ 660,445 $ (9,916,600 ) $ (9,256,155 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.04 ) (1.04 ) (1.08 ) Three months ended September 30, 2020 (unaudited) Net income (loss) (176,329 ) (14,225,950 ) (14,402,279 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.02 ) (1.49 ) (1.51 ) Nine months ended September 30, 2020 (unaudited) Net income (loss) $ 484,116 $ (14,225,950 ) $ (13,741,834 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.06 ) (1.49 ) (1.55 ) Year ended December 31, 2020 (audited) Net income (loss) $ (4,251,085 ) $ (56,471,950 ) $ (60,723,035 ) Weighted average shares outstanding of Class A and Class B non-redeemable 9,560,000 — 9,560,000 Basic and diluted net loss per share, Class A and Class B non-redeemable (0.56 ) (5.90 ) (6.46 ) |
FAIR VALUE MEASUREMENTS (Tables
FAIR VALUE MEASUREMENTS (Tables) - Apex Technology Acquisition Corp [Member] | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Schedule of fair value of held-to-maturity securities | The gross holding losses and fair value of held-to-maturity Held-To-Maturity Amortized Cost Gross Holding Fair Value December 31, 2020 U.S. Treasury Securities $ 176,531,482 $ 2,987 $ 176,534,469 December 31, 2019 U.S. Treasury Securities $ 351,713,981 $ 281,644 $ 351,995,625 | |
Schedule of fair value measured on recurring basis | The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at March 31, 2021 and December 31, 2020 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level March 31, December 31, Assets: Investments – U.S. Treasury Securities Money Market Fund 1 $ 351,889,481 $ 175,325,383 Liabilities: Warrant Liability – Public Warrants 1 45,850,000 74,900,000 Warrant Liability – Private Placement Warrants 3 1,397,250 2,519,100 | The following table presents information about the Company’s assets and liabilities that are measured at fair value on a recurring basis at December 31, 2020 and 2019 and indicates the fair value hierarchy of the valuation inputs the Company utilized to determine such fair value: Description Level December 31, December 31, Assets: Investments – U.S. Treasury Securities Money Market Fund 1 $ 175,325,383 $ 94,650 Liabilities: Warrant Liability – Public Warrants 1 74,900,000 20,125,000 Warrant Liability – Private Placement Warrants 3 2,519,100 822,150 |
Schedule of changes in fair value of Level 3 warrant liabilities | The following table presents the changes in the fair value of Level 3 warrant liabilities: Private Placement Public Warrant Liabilities (Level 3) Fair value as of April 5, 2019 (inception) $ — $ — $ — Initial measurement on September 19, 2019 724,950 23,275,000 23,299,950 Change in valuation inputs or other assumptions 97,200 (175,000 ) (77,800 ) Transfer from Level 3 to Level 2 measurement — (23,100,000 ) (23,100,000 ) Fair value as of December 31, 2019 822,150 — 82,500 Change in valuation inputs or other assumptions (1) 1,696,950 — 1,696,950 Fair value as of December 31, 2020 2,519,000 — 2,519,000 (1) Due to the use of quoted prices in an active market (Level 1) to measure the fair value of the Public Warrants, subsequent to initial measurement, the Company had transfers out of Level 3 totaling $23,100,000 during the period from April 5, 2019 through December 31, 2019. | |
Schedule of modified black- scholes option pricing model | The key inputs into the Modified Black-Scholes Option Pricing Model for the Warrants were as follows: Input: March 31, December 31, Risk-free interest rate 0.95 % 0.42 % Expected term (years) 5.1 5.4 Expected volatility 34.8 % 34.5 % Exercise price $ 11.50 $ 11.50 Fair value of Units $ 11.08 $ 15.01 | |
Schedule of fair value of warrant liabilities | The following table presents the changes in the fair value of warrant liabilities: Private Placement Public Warrant Liabilities Fair value as of January 1, 2021 $ 2,519,000 $ 74,900,000 $ 77,419,100 Change in valuation inputs or other assumptions (1) (1,121,850 ) (29,050,000 ) (30,171,850 ) Fair value as of March 31, 2021 $ 1,397,250 $ 45,850,000 $ 47,247,250 (1) Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the consolidated statement of operations. |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 | Sep. 19, 2019 | |
Significant Accounting Policies [Line Items] | ||||||||||
Foreign currency transaction, losses | $ (71,000) | $ 790,000 | $ (378,000) | $ 362,000 | $ (496,000) | |||||
Cash | 7,900,000 | $ 3,600,000 | 6,800,000 | 3,600,000 | ||||||
Revenue | 38,800,000 | 32,661,000 | 151,533,000 | 116,099,000 | 107,314,000 | |||||
Revenue deferred under contracts with customers | 73,200,000 | 60,600,000 | 74,700,000 | 60,600,000 | ||||||
Revenue recognized | 22,900,000 | 20,500,000 | 52,200,000 | 54,700,000 | ||||||
Revenue in future periods | $ 156,100,000 | $ 153,600,000 | ||||||||
Percentage of revenue recognize | 63.00% | 66.00% | ||||||||
Accumulated deficit | $ (313,739,000) | (233,957,000) | $ (299,789,000) | (233,957,000) | ||||||
Commission expense | 11,000,000 | |||||||||
Impairment Charges | 0 | 0 | 0 | |||||||
Revenue | 7,600,000 | |||||||||
Deferred tax assets | 16,753,000 | 15,278,000 | 16,753,000 | |||||||
Full valuation allowance | 10,133,000 | 5,530,000 | 10,133,000 | |||||||
Effective tax rate | 21.00% | |||||||||
Termed License and Support [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Revenue | $ 8,727,000 | 7,744,000 | 38,949,000 | 26,985,000 | 21,802,000 | |||||
SaaS and Termed License And Support [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Revenue in future periods | 120,100,000 | 118,800,000 | ||||||||
Deferred contract costs [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Deferred sales commissions | $ 32,800,000 | 28,400,000 | $ 31,900,000 | 28,400,000 | ||||||
Accounting Standards Update 2014-09 [Member] | Cumulative Effect, Period of Adoption, Adjustment [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Accumulated deficit | (48,000,000) | (48,000,000) | ||||||||
AvePoint EduTech PTE. LTD. [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Ownership percentage | 76.09% | 77.78% | ||||||||
AvePoint EduTech PTE. LTD. [Member] | AEPL PTE. LTD. [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Ownership percentage | 23.91% | 22.22% | ||||||||
Transferred at Point in Time [Member] | Termed License and Support [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Revenue | $ 5,700,000 | 5,200,000 | $ 29,500,000 | 20,800,000 | ||||||
Other Income (Expense) [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Foreign currency transaction, losses | 100,000 | 900,000 | 600,000 | 700,000 | $ 200,000 | |||||
Sales and Marketing Expense [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Amortization of deferred sales commissions | 2,200,000 | 2,500,000 | 10,500,000 | 7,700,000 | ||||||
As Previously Reported [Member] | Accounting Standards Update 2014-09 [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Revenue | 114,500,000 | |||||||||
Commission expense | 13,900,000 | |||||||||
Apex Technology Acquisition Corp [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Cash | 50,000 | 50,000 | ||||||||
Accumulated deficit | $ (29,446,055) | $ 2,965,368 | $ (57,757,667) | 2,965,368 | ||||||
Maturity period of short term investments, description | The Company considers all short-term investments with an original maturity of three months or less when purchased to be cash equivalents. | |||||||||
Weighted average number of common shares outstanding | 35,000,000 | 35,000,000 | 35,000,000 | |||||||
Federal depository insurance coverage | $ 250,000 | $ 250,000 | $ 250,000 | 250,000 | ||||||
Deferred tax assets | 61,973 | 1,568,202 | 61,973 | |||||||
Full valuation allowance | 61,973 | $ 1,568,202 | 61,973 | |||||||
Income tax expenses | $ 392,000 | |||||||||
Effective tax rate | 0.00% | 7.00% | ||||||||
Weighted average share price (in Dollars per share) | $ 14 | |||||||||
Apex Technology Acquisition Corp [Member] | Private Placement Warrants [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Proposed public offering number of shares (in Shares) | 17,905,000 | 17,905,000 | ||||||||
Apex Technology Acquisition Corp [Member] | Initial Public Offering [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Offering costs | $ 19,806,442 | $ 19,806,442 | ||||||||
Offering cost stockholders equity amount | 18,818,200 | 18,818,200 | ||||||||
Offering cost expenses | 988,242 | 988,242 | ||||||||
Apex Technology Acquisition Corp [Member] | As Previously Reported [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Accumulated deficit | $ 1,716,495 | $ 900,810 | (3,350,275) | $ 900,810 | $ 1,384,926 | $ 1,561,255 | $ 28,595 | $ (4,065) | ||
Deferred tax assets | 2,099,000 | 137,000 | ||||||||
Full valuation allowance | $ 2,099,000 | $ 137,000 | ||||||||
Non Redeemable Common Stock [Member] | Apex Technology Acquisition Corp [Member] | ||||||||||
Significant Accounting Policies [Line Items] | ||||||||||
Non redeemable common stock (in Shares) | 810,000 | 810,000 | 810,000 | 810,000 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Schedule of Revenue by Source (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 38,800 | $ 32,661 | $ 151,533 | $ 116,099 | $ 107,314 |
SaaS [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | 18,259 | 10,243 | 52,074 | 27,744 | 15,558 |
Termed License and Support [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | 8,727 | 7,744 | 38,949 | 26,985 | 21,802 |
Services [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | 5,916 | 7,579 | 34,140 | 26,662 | 27,228 |
Maintenance and OEM [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | 5,409 | 6,005 | 23,462 | 29,122 | 36,161 |
Perpetual License [Member] | |||||
Disaggregation of Revenue [Line Items] | |||||
Total revenue | $ 489 | $ 1,090 | $ 2,908 | $ 5,586 | $ 6,565 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Schedule of Balances of Accounts Receivable, Net, Deferred Revenue and Deferred Sales Commissions (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Jan. 01, 2021 | Jan. 01, 2020 | Jan. 01, 2019 | Jan. 01, 2018 | |
Increase/(decrease) | $ (6,224) | $ (7,559) | $ 8,946 | $ 13,150 | $ 1,137 | ||||
Deferred revenue | 60,600 | $ 46,233 | |||||||
Increase/(decrease) | 179 | $ (1,473) | 11,311 | 14,365 | (5,267) | ||||
Deferred sales commissions | 32,800 | 31,943 | 28,351 | 21,281 | |||||
Deferred contract costs [Member] | |||||||||
Deferred sales commissions | 32,800 | 31,943 | 28,351 | $ 31,943 | $ 28,351 | 21,281 | |||
Increase/(decrease) | 857 | 3,592 | 7,070 | ||||||
Deferred Revenue | |||||||||
Deferred revenue | 73,221 | 74,688 | 60,600 | 66,623 | 74,688 | 60,600 | 46,233 | $ 73,199 | |
Increase/(decrease) | (1,467) | 14,088 | 14,367 | (6,576) | |||||
Accounts Receivable, Net | |||||||||
Accounts receivable, net | 46,915 | 53,749 | 43,619 | 20,240 | $ 53,749 | $ 43,619 | $ 30,580 | $ 19,274 | |
Increase/(decrease) | $ (6,834) | $ 10,130 | $ 13,039 | $ 966 |
Concentration of Credit Risk (D
Concentration of Credit Risk (Detail) - Customer Concentration Risk [Member] | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenue Benchmark [Member] | ||||
Concentration Risk [Line Items] | ||||
Customer concentration | No customer accounted for more than 10% of revenue | No customer accounted for more than 10% of billings | No customer accounted for more than 10% of billings | No customer accounted for more than 10% of billings |
Accounts Receivable [Member] | ||||
Concentration Risk [Line Items] | ||||
Customer concentration | No customer was more than 10% of accounts receivable | No customer was more than 10% of accounts receivable | No customer was more than 10% of accounts receivable | No customer was more than 10% of accounts receivable |
Accounts Receivable, Net - Summ
Accounts Receivable, Net - Summary of Accounts Receivable, Net (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Accounts Receivable, after Allowance for Credit Loss [Abstract] | ||||
Trade receivables | $ 26,111 | $ 33,521 | $ 29,921 | |
Current portion of unbilled receivables | 16,629 | 16,496 | 11,055 | |
Allowance for doubtful accounts | (1,368) | (1,767) | (1,042) | |
Accounts receivable, net | $ 41,372 | $ 48,250 | $ 39,934 | $ 27,840 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property, and Equipment, Net (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 9,102 | $ 8,945 | $ 14,946 |
Less accumulated depreciation and amortization | (6,451) | (6,282) | (12,293) |
Property and equipment, net | 2,651 | 2,663 | 2,653 |
Computer Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | 4,229 | 4,030 | 8,376 |
Leasehold Improvements [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | 2,603 | 2,633 | 3,155 |
Furniture and Fixtures [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | 879 | 887 | 1,574 |
Building [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | 763 | 766 | 718 |
Office Equipment [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | 384 | 384 | 632 |
Software [Member] | |||
Property, Plant and Equipment [Line Items] | |||
Property and equipment | $ 244 | $ 245 | $ 491 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Property, Plant and Equipment [Abstract] | |||||
Depreciation and amortization expense | $ 258 | $ 273 | $ 1,059 | $ 1,049 | $ 1,209 |
Other Assets - Summary of Other
Other Assets - Summary of Other assets (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
Other Assets, Noncurrent [Abstract] | ||||
Deferred costs | $ 3,323 | $ 2,089 | ||
Deferred tax asset | 2,862 | 2,963 | $ 2,337 | |
Security deposit | 1,684 | 1,850 | 1,629 | |
Long-term investments | 607 | 900 | 57 | |
Foreign income taxes receivable | 146 | 147 | 459 | |
Other | 219 | 303 | 316 | |
Other Assets | $ 8,841 | $ 8,252 | $ 4,798 | $ 6,398 |
Accrued Expenses and Other Li_3
Accrued Expenses and Other Liabilities - Summary of Accrued Expenses and Other Liabilities (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Accrued Liabilities and Other Liabilities [Abstract] | |||
Accrued compensation | $ 10,185 | $ 16,738 | $ 13,734 |
Indirect taxes | 1,891 | 2,571 | 1,875 |
Professional service fees | 1,564 | 500 | 569 |
Cloud service fees | 965 | 994 | 1,735 |
Accrued partner expenses | 876 | 1,253 | 1,117 |
Income taxes payable | 281 | 1,713 | 1,587 |
Current portion of capital lease and deferred rent | 183 | 203 | 247 |
Other | 1,715 | 2,273 | 3,864 |
Accrued expenses and other liabilities | $ 17,660 | $ 26,245 | $ 24,728 |
Line of Credit (Detail)
Line of Credit (Detail) - Revolving Credit Facility [Member] $ in Millions | Apr. 07, 2020USD ($) |
Line of Credit Facility [Line Items] | |
Line of credit | $ 30 |
line of credit, Interest rate of unused fee | 0.50% |
Line of credit, maturity date | Apr. 7, 2023 |
London Interbank Offered Rate (LIBOR) [Member] | |
Line of Credit Facility [Line Items] | |
line of credit, Interest rate | 3.50% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Contingency [Line Items] | |||||
Income tax benefit | $ (1,039) | $ (167) | $ 1,062 | $ 614 | $ 1,930 |
U.S. federal statutory rate | 21.00% | ||||
Federal and foreign unrecognized tax benefits | 5,369 | 5,230 | $ 999 | ||
Accrued interest and penalties associated with unrecognized tax benefits | $ 1,300 | $ 1,200 | 1,000 | ||
Changes in unrecognized tax benefit | 4,000 | ||||
Federal Tax rate | 21.00% | ||||
Net operating loss carryforwards, U.S. federal | $ 1,200 | ||||
Net operating loss carryforwards, state and local | 12,200 | ||||
Deferred tax assets, tax credit carryforwards, foreign | 720 | 720 | |||
Valuation allowance | (5,530) | (10,133) | |||
Valuation allowance, decrease | 4,600 | $ 10,000 | |||
Unrecognized tax benefit, period decrease | 4,000 | ||||
Domestic And Foreign Tax Authority [Member] | |||||
Income Tax Contingency [Line Items] | |||||
Federal and foreign unrecognized tax benefits | $ 5,400 | 5,400 | |||
Domestic Tax Authority [Member] | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards, subject to expiration | $ 200 | ||||
Net operating loss carryforwards, date | Mar. 31, 2037 | ||||
Net operating loss carryforwards, not subject to expiration | $ 900 | ||||
Taxable income limitation | 80 | ||||
Foreign Tax Authority [Member] | |||||
Income Tax Contingency [Line Items] | |||||
Net operating loss carryforwards, date | Mar. 31, 2024 | ||||
Net operating loss carryforwards, foreign | $ 23,200 |
Commitments and Contingencies_2
Commitments and Contingencies (Detail) | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||||||
May 31, 2023 | Nov. 23, 2020 | May 31, 2020USD ($) | Mar. 31, 2021USD ($)$ / shares | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)$ / shares | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Sep. 19, 2019USD ($) | Apr. 30, 2019USD ($) | Jun. 30, 2017USD ($) | |
Commitments and contingencies (Details) [Line Items] | |||||||||||
Total rent expense for operating lease facilities | $ 1,500,000 | $ 1,400,000 | $ 5,600,000 | $ 5,400,000 | $ 5,500,000 | ||||||
Letters of credit issued amount | $ 500,000 | $ 500,000 | |||||||||
Unconditional purchase commitment amount | $ 8,000,000 | ||||||||||
Commitment amount paid under the agreement | $ 1,700,000 | 5,500,000 | $ 0 | ||||||||
Description of purchase commitment, term | In April 2019, the Company signed an unconditional purchase commitment related to the use of Microsoft Office 365 in the amount of $2.1 million payable in three equal installments during 2019, 2020, and 2021. In May 2020, the Company signed an unconditional purchased commitment in the amount of $22.0 million to purchase IT solutions over a three-year term. Under this agreement, payments are made upon receipt of licenses and any remaining obligations due at the end of the three-year term in May 2023. Given the Company's history of procuring similar products, it is expected that cash payments to the supplier will occur in 2021 and 2022 with any remaining amounts coming due in 2023. During the year ended December 31, 2019, the Company paid $0.7 million under the 2019 agreement. During the year ended December 31, 2020, the Company paid $0.7 million related to the 2019 agreement and $3.1 million under the 2020 agreement for a total of $3.8 million. During the three months ended March 31, 2021, the Company paid $2.7 million related to the 2020 agreement. | In April 2019, the Company signed an unconditional purchase commitment related to the use of Microsoft Office 365 in the amount of $2.1 million payable in three equal installments during 2019, 2020, and 2021. In May 2020, the Company signed an unconditional purchased commitment in the amount of $22.0 million to purchase IT solutions over a three-year term. Under this agreement, payments are made upon receipt of licenses and any remaining obligations due at the end of the three-year term in May 2023. Given the Company's history of procuring similar products, it is expected that cash payments to the supplier will occur in 2021 and 2022 with any remaining amounts coming due in 2023. During the year ended December 31, 2020, the Company paid $0.7 million related to the 2019 agreement and $3.1 million under the 2020 agreement for a total of $3.8 million. For the year ended December 31, 2019, the Company paid $0.7 million under the 2019 agreement. | |||||||||
Unconditional purchase commitment, paid | $ 3,800,000 | ||||||||||
2019 Agreement [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Unconditional purchase commitment, paid | 700,000 | $ 700,000 | |||||||||
2020 Agreement [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Unconditional purchase commitment, paid | $ 2,700,000 | $ 3,100,000 | |||||||||
Microsoft Office 365 [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Unconditional purchase commitment amount | $ 2,100,000 | ||||||||||
IT solutions [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Unconditional purchase commitment amount | $ 22,000,000 | ||||||||||
Unconditional purchase commitment, term | 3 years | ||||||||||
IT solutions [Member] | Subsequent Event [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Unconditional purchase commitment, term | 3 years | ||||||||||
Apex Technology Acquisition Corp [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Underwriting agreement description | The Company granted the underwriters a 45-day option to purchase up to 4,575,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions. On September 19, 2019, the underwriters partially exercised their over-allotment option to purchase an additional 4,500,000 Units at $10.00 per Unit and forfeited the option to exercise the remaining 75,000 Units. | The Company granted the underwriters a 45-day option to purchase up to 4,575,000 additional Units to cover over-allotments, if any, at the Initial Public Offering price less the underwriting discounts and commissions. On September 19, 2019, the underwriters partially exercised their over-allotment option to purchase an additional 4,500,000 Units at $10.00 per Unit and forfeited the option to exercise the remaining 75,000 Units. | |||||||||
Underwriting discount | $ 6,100,000 | $ 6,100,000 | |||||||||
Deferred underwriting fees | $ 13,150,000 | $ 13,150,000 | $ 13,150,000 | ||||||||
Underwriting discount per units (in Dollars per share) | $ / shares | $ 0.20 | $ 0.20 | |||||||||
Business Combination Agreement [Member] | Apex Technology Acquisition Corp [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Aggregate cash consideration | $ 35,000,000 | ||||||||||
Divided exercise price (in Dollars per share) | $ / shares | $ 10 | $ 10 | |||||||||
Aggregate cash consideration, description | All holders of shares of common stock of AvePoint, par value $0.001 per share ("AvePoint Common Stock") other than the Named Executives will receive an aggregate amount of between $75 million and approximately $93 million in cash (subject to deduction for certain expenses) based on an election ("Cash Election") from the balance of the Aggregate Cash Consideration and will receive the remainder of their consideration in shares of Apex Common Stock from the Aggregate Stock Consideration; | All holders of shares of common stock of AvePoint, par value $0.001 per share ("AvePoint Common Stock") other than the Named Executives will receive an aggregate amount of between $75 million and approximately $92 million in cash (subject to deduction for certain expenses) | |||||||||
Subscription agreements, description | Pursuant to which the PIPE Investors agreed to purchase an aggregate of 14,000,000 shares of Apex Common Stock (the "PIPE Shares"), at a purchase price of $10.00 per share for an aggregate purchase price of $140,000,000, in one or more private placement transactions (the "Private Placements"). | ||||||||||
Business Combination Agreement [Member] | Apex Technology Acquisition Corp [Member] | AvePoint Preferred Stock [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Aggregate cash consideration | $ 263,000,000 | $ 262,000,000 | |||||||||
Aggregate cash consideration, description | (a) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $12.50 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $12.50 per share (the “First Milestone”) (such 1,000,000 shares of Apex Common Stock, the “First Milestone Contingent Consideration”); (b) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $15.00 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $15.00 per share (the “Second Milestone”) (such 1,000,000 shares of Apex Common Stock, the “Second Milestone Contingent Consideration”); and (c) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $17.50 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $17.50 per share (the “Third Milestone”) (such 1,000,000 shares of Apex Common Stock, the “Third Milestone Contingent Consideration” and together with the First Milestone Contingent Consideration and the Second Milestone Contingent Consideration, the “Contingent Consideration”). For the avoidance of doubt, the maximum amount of the Contingent Consideration is 3,000,000 shares of Apex Common Stock, in the aggregate. | (a) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $12.50 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $12.50 per share (the “First Milestone”) (such 1,000,000 shares of Apex Common Stock, the “First Milestone Contingent Consideration”); (b) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $15.00 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $15.00 per share (the “Second Milestone”) (such 1,000,000 shares of Apex Common Stock, the “Second Milestone Contingent Consideration”); and (c) 1,000,000 shares of Apex Common Stock, in the aggregate, if at any time from and after the Closing through the seventh anniversary thereof (x) the Closing Price is greater than or equal to $17.50 over any 20 Trading Days within any 30 Trading Day period or (y) Apex consummates a Subsequent Transaction, which results in the stockholders of Apex having the right to exchange their shares for cash, securities or other property having a value equaling or exceeding $17.50 per share (the “Third Milestone”) (such 1,000,000 shares of Apex Common Stock, the “Third Milestone Contingent Consideration” and together with the First Milestone Contingent Consideration and the Second Milestone Contingent Consideration, the “Contingent Consideration”). For the avoidance of doubt, the maximum amount of the Contingent Consideration is 3,000,000 shares of Apex Common Stock, in the aggregate. | |||||||||
Business Combination Agreement [Member] | Apex Technology Acquisition Corp [Member] | AvePoint Preferred Stock [Member] | Series C Preferred Stock [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Aggregate cash consideration | $ 135,000,000 | $ 135,000,000 | |||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | |||||||||
Business Combination Agreement [Member] | Apex Technology Acquisition Corp [Member] | Apex Common Stock [Member] | |||||||||||
Commitments and contingencies (Details) [Line Items] | |||||||||||
Aggregate cash consideration | $ 35,000,000 | ||||||||||
Share of common stock (in Shares) | 143,210,835 | 143,261,093 | |||||||||
Common stock, par value | $ / shares | $ 0.0001 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Future Minimum Rental Payments for All Long-term Non-Cancelable Property Leases (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Operating Leases, Future Minimum Payments, Remainder of Fiscal Year | $ 4,396 | |
Operating Leases, Future Minimum Payments Due, Next Twelve Months | $ 5,288 | |
Operating Leases, Future Minimum Payments, Due in Two Years | 3,610 | 3,176 |
Operating Leases, Future Minimum Payments, Due in Three Years | 2,301 | 1,950 |
Operating Leases, Future Minimum Payments, Due in Four Years | 1,405 | 1,376 |
Operating Leases, Future Minimum Payments, Due in Five Years | 667 | 668 |
Operating Leases, Future Minimum Payments, Due in Six Years | 330 | |
Thereafter | 281 | 610 |
Operating Leases, Future Minimum Payments Due | $ 12,990 | $ 13,068 |
Commitments and Contingencies_3
Commitments and Contingencies - Summary of Future Minimum Payments Under Non-cancelable Terms of Contracts (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Commitments and Contingencies Disclosure [Abstract] | ||
Purchase Obligation, to be Paid, Remainder of Fiscal Year | $ 10,497 | |
Purchase Obligation, to be Paid, Year One | 6,443 | $ 700 |
Purchase Obligation, to be Paid, Year Two | 0 | 0 |
Purchase Obligation, to be Paid, Year Three | 18,931 | |
Purchase Obligation, to be Paid, Year Four | 0 | 0 |
Purchase Obligation, to be Paid, Year Five | 0 | 0 |
Thereafter | 0 | 0 |
Total | $ 16,940 | $ 19,631 |
Mezzanine Equity and Stockhol_3
Mezzanine Equity and Stockholders' Deficiency - Additional Information (Detail) $ / shares in Units, $ in Millions | Feb. 11, 2021USD ($) | Feb. 11, 2021SGD ($) | Dec. 24, 2020USD ($) | Dec. 24, 2020SGD ($) | Dec. 26, 2019USD ($)$ / sharesshares | Dec. 31, 2020USD ($)$ / sharesshares | Aug. 31, 2020USD ($) | Dec. 31, 2019USD ($)$ / sharesshares | Mar. 31, 2021USD ($)$ / sharesshares | Mar. 31, 2020USD ($) | Dec. 31, 2020USD ($)Installment$ / sharesshares | Dec. 31, 2019USD ($)$ / sharesshares | Dec. 31, 2018USD ($) |
Class of Stock [Line Items] | |||||||||||||
Common stock, shares authorized | 28,000,000 | 21,192,519 | 28,000,000 | 28,000,000 | 21,192,519 | ||||||||
Common stock, par value | $ / shares | $ 0.0001 | $ 0.001 | $ 0.0001 | $ 0.0001 | $ 0.001 | ||||||||
Common stock, shares issued | 11,513,451 | 9,702,831 | 11,640,181 | 11,513,451 | 9,702,831 | ||||||||
Common stock, shares outstanding | 11,513,451 | 9,702,831 | 11,640,181 | 11,513,451 | 9,702,831 | ||||||||
Redeemable convertible preferred stock, shares authorized | 10,895,226 | 10,895,226 | 10,895,226 | 10,895,226 | 10,895,226 | ||||||||
Redeemable convertible preferred stock, par value | $ / shares | $ 0.0001 | $ 0.001 | $ 0.0001 | $ 0.0001 | $ 0.001 | ||||||||
Redeemable convertible preferred stock, shares issued | 4,832,409 | 5,878,352 | 4,832,409 | 4,832,409 | 5,878,352 | ||||||||
Redeemable convertible preferred stock, shares outstanding | 4,832,409 | 5,878,352 | 4,832,409 | 4,832,409 | 5,878,352 | ||||||||
Redeemable covertible preferred stock, aggregate liquidation preference | $ | $ 403,361,000 | $ 281,900,000 | $ 400,317,000 | $ 403,361,000 | $ 281,900,000 | ||||||||
Dividends declared related to preferred stock | $ | 0 | $ 0 | |||||||||||
Preferred stock, redemption value | $ | $ 400,300,000 | $ 403,400,000 | |||||||||||
Aggregate purchase price | $ | 58,770,000 | 33,670,000 | |||||||||||
Banking and legal service expense | $ | $ 101,000 | 4,770,000 | |||||||||||
Voting rights | Together with the holders of voting common stock, holders of Preferred Stock (except for the holders of Series B-2 Preferred Stock) are entitled to vote, as a single class, on all matters and are entitled to one vote equal to the number of shares of common stock into which they could be converted. | ||||||||||||
Dividends declared | $ | $ 0 | $ 0 | $ 0 | ||||||||||
Common stock, conversion basis | The conversion ratio at each balance sheet date presented was share of common stock for one share of preferred stock. | ||||||||||||
Common Stock | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Common stock, shares issued | 657,514 | 1,378,259 | 1,155,249 | ||||||||||
Aggregate purchase price | $ | $ 17,300,000 | $ 1,000 | $ 1,000 | ||||||||||
Weighted-average purchase price | $ / shares | $ 26.31 | ||||||||||||
Common Stock | Investor [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Common stock, shares issued | 1,423,259 | ||||||||||||
Aggregate purchase price | $ | $ 61,200,000 | ||||||||||||
Weighted-average share price | $ / shares | $ 42.98 | $ 42.98 | |||||||||||
Banking and legal service expense | $ | $ 2,500,000 | ||||||||||||
EduTech [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Acquired redeemable noncontrolling interest through contribution | $ 7,500,000 | $ 10 | |||||||||||
Ownership interest in investment | 76.09% | 76.09% | 77.78% | 77.78% | |||||||||
Additional acquired redeemable noncontrolling interest through contribution | $ 800,000 | $ 1 | |||||||||||
Initial value of redeemable noncontrolling interest | $ | $ 3,000,000 | $ 3,000,000 | |||||||||||
EduTech [Member] | AEPL PTE. LTD. [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Ownership interest in investment | 23.91% | 23.91% | 22.22% | 22.22% | |||||||||
Initial value of redeemable noncontrolling interest | $ | $ 3,000,000 | $ 3,000,000 | |||||||||||
Series C Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Redeemable convertible preferred stock, shares authorized | 4,832,409 | 4,832,409 | 4,832,409 | ||||||||||
Redeemable convertible preferred stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | ||||||||||
Redeemable convertible preferred stock, shares issued | 4,832,409 | 4,832,409 | 4,832,409 | 4,832,409 | 4,832,409 | ||||||||
Redeemable convertible preferred stock, shares outstanding | 4,832,409 | 4,832,409 | 4,832,409 | 4,832,409 | 4,832,409 | ||||||||
Redeemable covertible preferred stock, aggregate liquidation preference | $ | $ 403,361,000 | $ 247,500,000 | $ 400,300,000 | $ 403,361,000 | $ 247,500,000 | ||||||||
Preferred stock, redemption value | $ | $ 403,400,000 | $ 247,500,000 | $ 403,400,000 | $ 247,500,000 | |||||||||
Common stock, shares issued | 4,832,409 | ||||||||||||
Weighted-average share price | $ / shares | $ 31.04 | $ 31.0404 | $ 31.0404 | ||||||||||
Preferred stock, shares issued | 4,832,409 | ||||||||||||
Aggregate purchase price | $ | $ 150,000,000 | ||||||||||||
Redemption amount | $ | $ 179,000,000 | ||||||||||||
Liquidation preference description | 1.65 multiplied by the original issuance price for the Series C Financing (the Series C Original Issue Price) for the first 18 months after the Closing Date and, thereafter, increasing at a rate of 10% per annum, accruing daily and compounding quarterly, commencing on September 26, 2021, plus any dividends declared but unpaid thereon, up to an aggregate amount of 2.3 multiplied by the Series C Original Issue Pric | ||||||||||||
Number of installment | Installment | 2 | ||||||||||||
Redemption terms | In the event the Company does not consummate such redemption when required, the holders of Series C Preferred Stock shall be entitled to certain additional rights, including, among other rights, the right to receive an interest payment on the unpaid portion of the redemption price at an aggregate per annum rate equal to 10% increasing by one-half percent every 6 months up to an aggregate per annum rate equal to 12.5%, with such interest to accrue daily from the date on which such unpaid portion of the redemption price should have been paid and compounded quarterly, and if the redemption price has not been paid in full on the date that is 1.5 years after the date on which the initial redemption should have occurred, then the Company shall pay the holders of such shares an amount equal to 13% of the consolidated revenue of the Company each month. | ||||||||||||
Series B-1 Convertible Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Redeemable convertible preferred stock, shares authorized | 3,326,340 | 3,326,340 | 3,326,340 | 3,326,340 | 3,326,340 | ||||||||
Redeemable convertible preferred stock, shares issued | 0 | ||||||||||||
Redeemable convertible preferred stock, shares outstanding | 2,631,842 | 0 | |||||||||||
Series B-2 Convertible Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Redeemable convertible preferred stock, shares authorized | 2,736,477 | 2,736,477 | 2,736,477 | 2,736,477 | 2,736,477 | ||||||||
Redeemable convertible preferred stock, shares issued | 0 | ||||||||||||
Redeemable convertible preferred stock, shares outstanding | 2,385,032 | 0 | |||||||||||
Nonvoting Common Stock [Member] | Common Stock | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Common stock, shares issued | 497,735 | ||||||||||||
Aggregate purchase price | $ | $ 16,400,000 | ||||||||||||
Weighted-average share price | $ / shares | $ 32.89 | ||||||||||||
Series A-1 Convertible Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Redeemable convertible preferred stock, shares authorized | 547,283 | 547,283 | 547,283 | 547,283 | |||||||||
Redeemable convertible preferred stock, shares outstanding | 547,283 | ||||||||||||
Series A-2 convertible preferred stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Redeemable convertible preferred stock, shares authorized | 124,050 | 124,050 | 124,050 | 124,050 | |||||||||
Redeemable convertible preferred stock, shares outstanding | 124,050 | ||||||||||||
Series C Convertible Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Redeemable convertible preferred stock, shares authorized | 4,832,409 | 4,832,409 | 4,832,409 | 4,832,409 | |||||||||
Series C Prime Convertible Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Redeemable convertible preferred stock, shares authorized | 1,045,943 | 1,045,943 | 1,045,943 | 1,045,943 | |||||||||
Liquidation preference description | 1.65 multiplied by $32.889 per share (the "Base Price"), increasing at a rate of 10% per annum, accruing daily and compounding quarterly, commencing on March 26, 2022, plus any dividends declared but unpaid thereon, up to an aggregate amount of 2.30 multiplied by the Base Price | ||||||||||||
Base price | $ / shares | $ 32.889 | $ 32.889 | |||||||||||
Redemption terms | With respect to any shares purchased during the 15 months following the Closing Date, the Base Price or (b) with respect to any shares purchased after the 15 month anniversary of the Closing Date and up until the 2nd anniversary of the Closing Date, the Base Price plus interest accruing daily at the rate of 25% per annum from and after the 15 month anniversary of the Closing Date and compounding quarterly on June 26, 2021 and September 26, 2021. | ||||||||||||
Convertible Preferred Stock | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Redeemable convertible preferred stock, par value | $ / shares | 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | |||||||||
Banking and legal service expense | $ | $ 4,800,000 | ||||||||||||
Aggregate purchase price | $ | $ 34.4 | $ 165 | |||||||||||
Series B Preferred Stock [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Weighted-average share price | $ / shares | $ 32.23 | $ 32.23 | |||||||||||
Shares redeemed | 1,045,943 | ||||||||||||
Aggregate purchase price | $ | $ 33,700,000 | ||||||||||||
Liquidation preference description | The Base Price plus any dividends declared but unpaid thereon and (ii) such amount per share as would have been payable had all shares of Series B Preferred Stock been converted into common stock or (b) on any date following the date that is 15 months after the Closing Date and ending on the 2nd anniversary of the Closing Date, the greater of (i) the Base Price, plus interest at the rate of 25% per annum, and compounding quarterly on June 26, 2021 and September 26, 2021 | ||||||||||||
Accrued and unpaid dividends | $ | $ 0 | $ 32,200,000 | $ 0 | $ 32,200,000 | |||||||||
Maximum [Member] | |||||||||||||
Class of Stock [Line Items] | |||||||||||||
Common stock, shares authorized | 28,000,000 | 28,000,000 | 28,000,000 | 28,000,000 | 28,000,000 | ||||||||
Common stock, par value | $ / shares | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 | $ 0.001 |
Mezzanine Equity and Stockhol_4
Mezzanine Equity and Stockholders' Deficiency - Summary of Rollforward of Balance of Redeemable Noncontrolling Interest (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Mar. 31, 2021 | Dec. 31, 2020 |
Redeemable Noncontrolling Interest [Line Items] | |||
Beginning balance | $ 3,061 | ||
Issuance of redeemable noncontrolling interest in EduTech | 515 | $ 4,471 | |
Net income (loss) attributable to redeemable noncontrolling interest | (397) | (27) | |
Other comprehensive income (loss) attributable to redeemable noncontrolling interest | (397) | (27) | |
Ending balance | $ 3,061 | 3,696 | 3,061 |
Redeemable Noncontrolling Interest | |||
Redeemable Noncontrolling Interest [Line Items] | |||
Beginning balance | 3,034 | 3,061 | |
Issuance of redeemable noncontrolling interest in EduTech | 238 | ||
Net income (loss) attributable to redeemable noncontrolling interest | (178) | ||
Other comprehensive income (loss) attributable to redeemable noncontrolling interest | 0 | ||
Adjustment to present redemption value | 27 | 575 | |
Ending balance | $ 3,061 | $ 3,696 | $ 3,061 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Thousands | Dec. 26, 2019 | Nov. 29, 2013 | Dec. 31, 2020 | Dec. 31, 2019 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Unrecognized stock-based compensation cost | $ 18,400 | $ 6,100 | $ 22,600 | $ 18,400 | $ 6,100 | |||||
Stock-based compensation expense | $ 3,289 | $ 75 | $ 33,767 | $ 13,893 | $ 1,720 | |||||
Options outstanding | 4,010,524 | 2,867,966 | 3,835,972 | 4,010,524 | 2,867,966 | 2,683,882 | 2,601,775 | |||
Options exercisable | 1,700,237 | 1,576,086 | 1,700,237 | |||||||
Options outstanding with intrinsic value | $ 248,100 | |||||||||
Exercisable, intrinsic value | $ 77,200 | $ 112,500 | $ 77,200 | |||||||
Options exercised | 126,730 | 81,447 | 52,000 | 57,351 | ||||||
Exercises in period, intrinsic value | $ 9,400 | $ 4,600 | $ 700 | $ 700 | ||||||
Liability balance related to Modified Options | 36,800 | $ 13,000 | 36,800 | 36,800 | 13,000 | |||||
Stock-based compensation expense and income | 800 | 400 | $ 29,600 | $ 13,000 | ||||||
Weighted average grant date fair value, grants in period | $ 14.18 | $ 5.92 | $ 11.06 | |||||||
Shares granted | 1,327,432 | 613,647 | 407,251 | |||||||
Put Option [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Redemption of common stock | 358,188 | |||||||||
Options to acquire common stock | 592,399 | |||||||||
Termination period | 30 days | |||||||||
Redeemable Common Shares | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Temporary equity balance | 25,100 | 24,900 | $ 25,100 | |||||||
Unexercisable Awards [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Unrecognized stock-based compensation cost | 1,400 | 1,400 | 1,400 | 1,400 | $ 1,400 | |||||
Time and Performance Based Stock Options [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock-based compensation expense | 2,300 | $ 500 | 3,300 | 2,600 | $ 1,700 | |||||
Modified Stock Options [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Temporary equity balance | $ 25,100 | 10,100 | 25,100 | 10,100 | ||||||
Reclassifications of temporary equity | 10,700 | |||||||||
Modified Stock Options [Member] | Common Stock | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock-based compensation expense | $ 200 | $ 900 | 0 | |||||||
Options outstanding | 79,443 | 91,433 | 79,443 | |||||||
Options exercised | 12,000 | 19,443 | ||||||||
Liability balance related to Modified Options | $ 6,700 | 0 | $ 7,700 | $ 6,700 | $ 0 | |||||
Options issued | 60,000 | |||||||||
Modified Stock Options [Member] | One-time Termination Benefits [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock-based compensation expense | $ 500 | |||||||||
Restricted Stock [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Shares granted | 300,000 | |||||||||
Vesting period | 37 months | |||||||||
Expiration period | Dec. 31, 2016 | |||||||||
Restricted Stock [Member] | Promissory Note [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Notes payable | $ 4,000 | |||||||||
Maturity date | Nov. 29, 2022 | |||||||||
Debt instrument, interest rate, stated percentage | 2.00% | |||||||||
Repayment of promissory note | $ 4,600 | |||||||||
2016 Equity Incentive Plan [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Shares of common stock reserved for future issuance | 2,202,882 | 2,243,877 | 2,202,882 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Stock Based Compensation Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total stock-based compensation | $ 3,289 | $ 75 | $ 33,767 | $ 13,893 | $ 1,720 |
Cost of Revenue [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total stock-based compensation | 90 | (88) | 592 | 415 | 157 |
Sales and Marketing [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total stock-based compensation | 1,111 | (200) | 19,973 | 8,166 | 384 |
General and Administrative [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total stock-based compensation | 1,991 | 288 | 12,916 | 5,034 | 1,036 |
Research and Development [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Total stock-based compensation | $ 97 | $ 75 | $ 286 | $ 278 | $ 143 |
Stock-Based Compensation - Su_2
Stock-Based Compensation - Summary of the Value Stock Options (Detail) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life | 6 years 1 month 9 days | 6 years 1 month 9 days | 8 years 1 month 28 days | |
Expected volatility | 43.52% | 36.93% | 62.48% | |
Risk-free rate | 0.41% | 2.59% | 2.82% | |
Dividend yield | 0.00% | 0.00% | 0.00% | |
Modified Stock Options [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Expected life | 4 years 3 months 29 days | 4 years 5 months 23 days | 2 years 8 months 4 days | |
Expected volatility | 44.02% | 42.97% | 36.40% | |
Risk-free rate | 0.78% | 0.37% | 1.66% | |
Dividend yield | 0.00% | 0.00% | 0.00% |
Financial Instruments - Additio
Financial Instruments - Additional Information (Detail) - USD ($) $ in Millions | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Deposits [Abstract] | |||
Balance of certificate of deposits | $ 1.3 | $ 1 | $ 3.3 |
Segment Information - Additiona
Segment Information - Additional Information (Detail) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021USD ($)CustomerSegment | Mar. 31, 2020USD ($)Customer | Dec. 31, 2020USD ($)Customer | Dec. 31, 2019USD ($)Customer | Dec. 31, 2018USD ($)Customer | |
Segment Reporting Information [Line Items] | |||||
Number of operating segments | Segment | 1 | ||||
Number of customers | Customer | 0 | 0 | 0 | 0 | 0 |
Total revenue | $ 38,800 | $ 32,661 | $ 151,533 | $ 116,099 | $ 107,314 |
North America [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | $ 17,633 | $ 13,073 | $ 67,823 | $ 48,614 | $ 48,612 |
Segment Information - Summary o
Segment Information - Summary of Revenue by Geographic Area (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||||
Total revenue | $ 38,800 | $ 32,661 | $ 151,533 | $ 116,099 | $ 107,314 |
North America [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 17,633 | 13,073 | 67,823 | 48,614 | 48,612 |
EMEA [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | 11,191 | 10,215 | 42,441 | 33,661 | 26,097 |
APAC [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Total revenue | $ 9,976 | $ 9,373 | $ 41,269 | $ 33,824 | $ 32,605 |
Segment Information - Summary_2
Segment Information - Summary of Property and Equipment by Geographic Area (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Cash Cash Equivalents Short and Long Term Investments and Restricted Investments [Line Items] | |||
Total property and equipment, net | $ 2,651 | $ 2,663 | $ 2,653 |
UNITED STATES | |||
Cash Cash Equivalents Short and Long Term Investments and Restricted Investments [Line Items] | |||
Total property and equipment, net | 941 | 976 | 1,157 |
CHINA | |||
Cash Cash Equivalents Short and Long Term Investments and Restricted Investments [Line Items] | |||
Total property and equipment, net | 1,184 | 1,219 | 927 |
Other [Member] | |||
Cash Cash Equivalents Short and Long Term Investments and Restricted Investments [Line Items] | |||
Total property and equipment, net | $ 526 | $ 468 | $ 569 |
Loss Per Share - Computation of
Loss Per Share - Computation of Basic and Diluted Net Loss Per Share Attributable to Common Stockholders (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |||||
Net loss | $ (4,942) | $ (729) | $ (16,969) | $ (20,174) | $ (3,948) |
Net income attributable to redeemable noncontrolling interest | (397) | (27) | |||
Net loss attributable to AvePoint, Inc. | (5,339) | (729) | (16,996) | (20,174) | (3,948) |
Deemed dividends on preferred stock | (8,794) | (7,735) | (34,446) | (107,469) | |
Net loss available to common shareholders | $ (14,133) | $ (8,464) | $ (51,442) | $ (127,643) | $ (3,948) |
Weighted average common shares outstanding | 11,594,532 | 9,705,383 | 10,313,350 | 8,514,858 | 8,449,924 |
Basic loss per share available to common shareholders | $ (1.22) | $ (0.87) | $ (4.99) | $ (14.99) | $ (0.47) |
Loss Per Share - Summary of Pot
Loss Per Share - Summary of Potentially Dilutive Securities Outstanding Excluded from Computation of Diluted Weighted-Average Shares Outstanding (Detail) - shares | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Total potentially dilutive securities | 8,668,381 | 7,976,195 | 8,842,933 | 9,046,318 | 9,718,032 |
Convertible Preferred Stock | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Total potentially dilutive securities | 4,832,409 | 4,832,409 | 4,832,409 | 5,878,352 | 6,734,150 |
Restricted Stock [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Total potentially dilutive securities | 300,000 | 300,000 | 300,000 | ||
Equity Option [Member] | |||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |||||
Total potentially dilutive securities | 3,835,972 | 2,843,786 | 4,010,524 | 2,867,966 | 2,683,882 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) $ in Millions, $ in Millions | Feb. 11, 2021USD ($) | Feb. 11, 2021SGD ($) | Apr. 14, 2021USD ($) | Dec. 31, 2020 |
EduTech [Member] | ||||
Subsequent Event [Line Items] | ||||
Ownership interest in investment | 76.09% | 76.09% | 77.78% | |
Additional acquired redeemable noncontrolling interest through contribution | $ 0.8 | $ 1 | ||
EduTech [Member] | AEPL PTE. LTD. [Member] | ||||
Subsequent Event [Line Items] | ||||
Ownership interest in investment | 23.91% | 23.91% | 22.22% | |
Subsequent Event [Member] | ||||
Subsequent Event [Line Items] | ||||
Stock repurchase program, authorized amount | $ 20 | |||
Purchase of common stock under share purchase program | $ 1.6 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Impact of Adopting ASC 606 For Consolidated Balance Sheet (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Jan. 01, 2019 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Accounts receivable, net | $ 41,372 | $ 48,250 | $ 39,934 | $ 27,840 |
Deferred contract costs | 32,800 | 31,943 | 28,351 | 21,281 |
Long-term unbilled receivables | 5,499 | 3,685 | 2,740 | |
Other assets | $ 8,841 | $ 8,252 | 4,798 | 6,398 |
Deferred revenue | 60,600 | 46,233 | ||
As Previously Reported [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Accounts receivable, net | 34,811 | 20,240 | ||
Other assets | 9,221 | 10,193 | ||
Deferred revenue | 84,074 | 66,623 | ||
Revision of Prior Period, Accounting Standards Update, Adjustment [Member] | ||||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | ||||
Accounts receivable, net | 5,123 | 7,600 | ||
Deferred contract costs | 28,351 | 21,281 | ||
Long-term unbilled receivables | 3,685 | 2,740 | ||
Other assets | (4,424) | (3,795) | ||
Deferred revenue | $ 23,474 | $ 20,390 |
Summary Of Significant Accoun_8
Summary Of Significant Accounting Policies - Schedule Of Property And Equipment (Detail) | 12 Months Ended |
Dec. 31, 2020 | |
Computer Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property And Equipment | 3 years |
Furniture and Fixtures [Member] | |
Property, Plant and Equipment [Line Items] | |
Property And Equipment | 7 years |
Office Equipment [Member] | |
Property, Plant and Equipment [Line Items] | |
Property And Equipment | 5 years |
Software [Member] | |
Property, Plant and Equipment [Line Items] | |
Property And Equipment | 3 years |
Building [Member] | |
Property, Plant and Equipment [Line Items] | |
Property And Equipment | 39 years 6 months |
Minimum [Member] | Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property And Equipment | 5 years |
Maximum [Member] | Leasehold Improvements [Member] | |
Property, Plant and Equipment [Line Items] | |
Property And Equipment | 11 years |
Summary Of Significant Accoun_9
Summary Of Significant Accounting Policies - Schedule Of Reclassification of Stock Based Compensation (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Cost of services | $ 10,778 | $ 10,367 | $ 40,290 | $ 36,399 | $ 30,797 |
Gross Profit | 28,022 | 22,294 | 111,243 | 79,700 | 76,517 |
Sales and marketing | 19,301 | 14,041 | 76,545 | 61,901 | 50,269 |
General and administrative | 36,872 | 24,614 | 19,102 | ||
Research and development | 4,102 | 2,894 | 12,204 | 11,148 | 8,244 |
Services [Member] | |||||
Cost of services | $ 5,585 | $ 7,012 | 26,089 | 24,727 | 21,724 |
Stock Based Compensation Expense [Member] | |||||
Gross Profit | 75,715 | 79,700 | 76,517 | ||
Sales and marketing | 49,881 | 61,901 | 50,269 | ||
General and administrative | 20,918 | 24,614 | 19,102 | ||
Research and development | 8,760 | 11,148 | 8,244 | ||
Stock Based Compensation Expense [Member] | As Previously Reported [Member] | |||||
Gross Profit | 76,031 | 80,115 | 76,674 | ||
Sales and marketing | 40,654 | 53,735 | 49,884 | ||
General and administrative | 30,656 | 33,473 | 19,786 | ||
Research and development | 8,564 | 10,870 | 8,101 | ||
Stock Based Compensation Expense [Member] | Revision of Prior Period, Error Correction, Adjustment [Member] | |||||
Gross Profit | (316) | (415) | (157) | ||
Sales and marketing | 9,227 | 8,166 | 385 | ||
General and administrative | (9,738) | (8,859) | (684) | ||
Research and development | 196 | 278 | 143 | ||
Stock Based Compensation Expense [Member] | Services [Member] | |||||
Cost of services | 19,605 | 24,727 | 21,724 | ||
Stock Based Compensation Expense [Member] | Services [Member] | As Previously Reported [Member] | |||||
Cost of services | 19,289 | 24,312 | 21,567 | ||
Stock Based Compensation Expense [Member] | Services [Member] | Revision of Prior Period, Error Correction, Adjustment [Member] | |||||
Cost of services | $ 316 | $ 415 | $ 157 |
Income Taxes - Table 1 (Detail)
Income Taxes - Table 1 (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||||
Pretax loss from continuing operations, Domestic | $ (19,107) | $ (13,320) | $ 2,292 | ||
Pretax loss from continuing operations, Foreign | 3,200 | (6,240) | (4,310) | ||
(Loss) income before provision for income taxes | $ (5,981) | $ (896) | $ (15,907) | $ (19,560) | $ (2,018) |
Income Taxes - Table 2 (Detail)
Income Taxes - Table 2 (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current income tax expense: | |||||
Federal | $ 0 | $ 0 | $ 0 | ||
State and local | 411 | 80 | 83 | ||
Foreign | 1,096 | 1,813 | 1,148 | ||
Total current income tax expense | 1,507 | 1,893 | 1,231 | ||
Deferred income tax expense (benefit) : | |||||
Federal | (175) | ||||
State and local | (843) | ||||
Foreign | 573 | (1,279) | 699 | ||
Total deferred income tax expense (benefit) | (445) | (1,279) | 699 | ||
Total | $ (1,039) | $ (167) | $ 1,062 | $ 614 | $ 1,930 |
Income Taxes - Table 3 (Detail)
Income Taxes - Table 3 (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Tax Disclosure [Abstract] | |||||
U.S. federal statutory tax rate | $ (3,340) | $ (4,108) | $ (424) | ||
State and local income taxes, net | (519) | 80 | 83 | ||
Stock-based compensation | 6,770 | 2,748 | 219 | ||
Change in valuation allowance | (3,216) | 1,516 | 2,561 | ||
Foreign operations | 1,575 | (375) | (433) | ||
True-up adjustments | (538) | 497 | (167) | ||
Permanent differences | 65 | 157 | 114 | ||
Other, net | 265 | 99 | (23) | ||
Total | $ (1,039) | $ (167) | $ 1,062 | $ 614 | $ 1,930 |
Income Taxes - Table 4 (Detail)
Income Taxes - Table 4 (Detail) - USD ($) $ in Thousands | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax asset: | ||
Net operating loss carryforwards | $ 6,814 | $ 8,710 |
Deferred revenue | 4,886 | 5,485 |
Compensation and benefits | 1,792 | 740 |
Foreign tax credit | 720 | 720 |
Other | 1,066 | 1,098 |
Total deferred tax asset | 15,278 | 16,753 |
Deferred tax liability: | ||
Property and equipment | (140) | (112) |
Commissions | (5,285) | (4,171) |
Prepaid subscription | (580) | |
Unbilled receivable | (1,632) | |
Total deferred tax liability | (7,637) | (4,283) |
Net deferred tax asset before valuation allowance | 7,641 | 12,470 |
Less valuation allowance | (5,530) | (10,133) |
Total net deferred tax asset | $ 2,111 | $ 2,337 |
Income Taxes - Table5 (Detail)
Income Taxes - Table5 (Detail) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax Disclosure [Abstract] | ||
Beginning balance | $ 5,230 | $ 999 |
Additions based on tax provisions related to the current year | 4,236 | |
Additions for tax positions of prior years | 139 | |
Reduction for tax positions of prior years | (5) | |
Reduction for settlements | 0 | 0 |
Expiration of applicable statute of limitations | 0 | 0 |
Ending balance | $ 5,369 | $ 5,230 |
Mezzanine Equity and Stockhol_5
Mezzanine Equity and Stockholders' Deficiency - Summary of Redeemable Convertible Preferred Stock (Detail) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Temporary Equity [Line Items] | |||
Shares issued | 4,832,409 | 4,832,409 | 5,878,352 |
Shares outstanding | 4,832,409 | 4,832,409 | 5,878,352 |
Liquidation preference | $ 400,317 | $ 403,361 | $ 281,900 |
Recorded amount | $ 192,184 | $ 183,390 | $ 182,656 |
Series B-1 Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares issued | 694,498 | ||
Shares outstanding | 694,498 | ||
Liquidation preference | $ 22,841 | ||
Recorded amount | $ 21,456 | ||
Series B-2 Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares issued | 351,445 | ||
Shares outstanding | 351,445 | ||
Liquidation preference | $ 11,559 | ||
Recorded amount | $ 10,858 | ||
Series C Preferred Stock [Member] | |||
Temporary Equity [Line Items] | |||
Shares issued | 4,832,409 | 4,832,409 | 4,832,409 |
Shares outstanding | 4,832,409 | 4,832,409 | 4,832,409 |
Liquidation preference | $ 400,300 | $ 403,361 | $ 247,500 |
Recorded amount | $ 183,390 | $ 150,342 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Share-based Compensation Arrangement (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Shares | |||||
Shares, balance beginning of period | 4,010,524 | 2,867,966 | 2,683,882 | 2,601,775 | |
Shares, Options granted | 1,327,432 | 613,647 | 407,251 | ||
Shares, Options exercised | (126,730) | (81,447) | (52,000) | (57,351) | |
Shares, Options forfeited or expired | (103,427) | (236,084) | (267,793) | ||
Shares, balance end of period | 3,835,972 | 4,010,524 | 2,867,966 | 2,683,882 | 2,601,775 |
Weighted Average Exercise Price | |||||
Weighted-Average Exercise Price, Balance | $ 17.81 | $ 9.80 | $ 8.37 | $ 8.49 | |
Weighted-Average Exercise Price, Options granted | 33.94 | 13.17 | 6.66 | ||
Weighted-Average Exercise Price, Options exercised | 6.67 | 1.69 | 1.69 | ||
Weighted-Average Exercise Price, Options forfeited or expired | 11.49 | 6.12 | 8.49 | ||
Weighted-Average Exercise Price, Balance | $ 17.81 | $ 9.80 | $ 8.37 | $ 8.49 | |
Weighted-Average Remaining Contractual Life | 6 years 10 months 20 days | 6 years 5 months 1 day | 6 years 1 month 13 days | 6 years 3 months 7 days | |
Aggregate Intrinsic Value | $ 263,316 |
Stock-Based Compensation - Sc_2
Stock-Based Compensation - Schedule of Outstanding and Exercisable Stock Options (Detail) - $ / shares | 12 Months Ended | ||||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | Mar. 31, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Outstanding Stock Options | 4,010,524 | 2,867,966 | 2,683,882 | 2,601,775 | 3,835,972 |
Outstanding Weighted Average Contractual Life | 6 years 10 months 20 days | 6 years 5 months 1 day | 6 years 1 month 13 days | 6 years 3 months 7 days | |
Outstanding Weighted Average Exercise Price | $ 17.81 | $ 9.80 | $ 8.37 | $ 8.49 | |
Exercisable Stock Options | 1,700,237 | 1,576,086 | |||
Exercisable Weighted Average Contractual Life | 4 years 8 months 19 days | ||||
Exercisable Weighted Average Exercise Price | $ 11.24 | ||||
Exercise Price Range $ 0.29 - $ 1.69 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price range, lower range limit | 0.29 | ||||
Exercise price range, upper range limit | $ 1.69 | ||||
Outstanding Stock Options | 446,200 | ||||
Outstanding Weighted Average Contractual Life | 6 years 6 months | ||||
Outstanding Weighted Average Exercise Price | $ 0.39 | ||||
Exercisable Weighted Average Contractual Life | 0 years | ||||
Exercise Price Range $ 3.70 - $ 11.61 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price range, lower range limit | $ 3.70 | ||||
Exercise price range, upper range limit | $ 11.61 | ||||
Outstanding Stock Options | 1,119,898 | ||||
Outstanding Weighted Average Contractual Life | 4 years 5 months 1 day | ||||
Outstanding Weighted Average Exercise Price | $ 9.93 | ||||
Exercisable Stock Options | 1,065,048 | ||||
Exercisable Weighted Average Contractual Life | 4 years 3 months 10 days | ||||
Exercisable Weighted Average Exercise Price | $ 9.71 | ||||
Exercise Price Range $ 13.24 - $ 33.94 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Exercise price range, lower range limit | 13.24 | ||||
Exercise price range, upper range limit | $ 33.94 | ||||
Outstanding Stock Options | 2,364,126 | ||||
Outstanding Weighted Average Contractual Life | 8 years 2 months 19 days | ||||
Outstanding Weighted Average Exercise Price | $ 25.11 | ||||
Exercisable Stock Options | 635,189 | ||||
Exercisable Weighted Average Contractual Life | 5 years 5 months 12 days | ||||
Exercisable Weighted Average Exercise Price | $ 13.81 |
Related Party (Detail)
Related Party (Detail) $ in Thousands | 12 Months Ended |
Dec. 31, 2020USD ($) | |
Xunkai Gong [Member] | 11/29/2013 Promissory Note [Member] | |
Related Party Transaction [Line Items] | |
Largest Aggregate Amount of Principal Outstanding During the Period | $ 1,010 |
Amount Outstanding | 0 |
Amount of Principal Paid During the Period | 1,010 |
Amount of Interest Paid During the Period | $ 150 |
Amount of Interest Payable on the Indebtedness | 2.00% |
Xunkai Gong [Member] | 1/1/2016 Promissory Note [Member] | |
Related Party Transaction [Line Items] | |
Largest Aggregate Amount of Principal Outstanding During the Period | $ 14 |
Amount Outstanding | 0 |
Amount of Principal Paid During the Period | 14 |
Amount of Interest Paid During the Period | $ 3 |
Amount of Interest Payable on the Indebtedness | 4.00% |
Tianyi Jiang [Member] | 11/29/2013 Promissory Note [Member] | |
Related Party Transaction [Line Items] | |
Largest Aggregate Amount of Principal Outstanding During the Period | $ 808 |
Amount Outstanding | 0 |
Amount of Principal Paid During the Period | 808 |
Amount of Interest Paid During the Period | $ 120 |
Amount of Interest Payable on the Indebtedness | 2.00% |
Tianyi Jiang [Member] | 1/1/2016 Promissory Note [Member] | |
Related Party Transaction [Line Items] | |
Largest Aggregate Amount of Principal Outstanding During the Period | $ 59 |
Amount Outstanding | 0 |
Amount of Principal Paid During the Period | 59 |
Amount of Interest Paid During the Period | $ 12 |
Amount of Interest Payable on the Indebtedness | 4.00% |
Brian Brown [Member] | 11/29/2013 Promissory Note [Member] | |
Related Party Transaction [Line Items] | |
Largest Aggregate Amount of Principal Outstanding During the Period | $ 808 |
Amount Outstanding | 0 |
Amount of Principal Paid During the Period | 808 |
Amount of Interest Paid During the Period | $ 120 |
Amount of Interest Payable on the Indebtedness | 2.00% |
Related Party Transactions (Det
Related Party Transactions (Detail) - USD ($) | Sep. 16, 2019 | Aug. 13, 2019 | Jun. 25, 2019 | Sep. 30, 2020 | Aug. 31, 2020 | Jun. 30, 2020 | Dec. 31, 2019 | Sep. 16, 2019 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Feb. 03, 2021 | Dec. 26, 2019 | Sep. 19, 2019 |
Related Party Transaction [Line Items] | |||||||||||||||||
Request for redemption on Common stock | 182,432 | ||||||||||||||||
Common stock, shares issued | 9,702,831 | 11,640,181 | 9,702,831 | 11,513,451 | 9,702,831 | ||||||||||||
Common stock, shares outstanding | 9,702,831 | 11,640,181 | 9,702,831 | 11,513,451 | 9,702,831 | ||||||||||||
Description of founder shares | The conversion ratio at each balance sheet date presented was share of common stock for one share of preferred stock. | ||||||||||||||||
Administrative expense | $ 36,872,000 | $ 24,614,000 | $ 19,102,000 | ||||||||||||||
Series C Preferred Stock [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Stock issued during period | 4,832,409 | ||||||||||||||||
Share price | $ 31.0404 | $ 31.0404 | $ 31.0404 | $ 31.04 | |||||||||||||
proceeds from issue of preferred stock | $ 150,000,000 | ||||||||||||||||
Nonvoting Common Stock [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Stock purchased in period | 631,431 | 722,734 | 97,735 | ||||||||||||||
Shares Purchased Price | $ 53.40 | $ 32.889 | $ 32.889 | $ 32.889 | $ 32.889 | ||||||||||||
Stock purchased during period | $ 33.7 | $ 23.8 | $ 16.4 | $ 16.4 | $ 16.4 | ||||||||||||
Series B 1 Convertible Preferred Stock [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
stock redeemed during period, Shares | 694,498 | 2,631,842 | |||||||||||||||
Series B2 Convertible Preferred Stock [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
stock redeemed during period, Shares | 351,445 | 2,385,032 | |||||||||||||||
Convertible Preferred Stock | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
stock redeemed during period, value | $ 34.4 | $ 165 | |||||||||||||||
Apex Technology Acquisition Corp [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Share price | $ 10 | $ 10 | |||||||||||||||
Shares subject to forfeiture of over-allotment option | 1,143,750 | 1,143,750 | |||||||||||||||
Percentage of issued and outstanding shares | 20.00% | 20.00% | |||||||||||||||
Convertible debt | $ 1,500,000 | $ 1,500,000 | |||||||||||||||
Conversion price | $ 10 | $ 10 | |||||||||||||||
Administrative expense | $ 15,000 | $ 15,000 | |||||||||||||||
Fees for services | $ 45,000 | $ 45,000 | 50,500 | $ 180,000 | |||||||||||||
Apex Technology Acquisition Corp [Member] | Initial Public Offering [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Share price | $ 10 | ||||||||||||||||
Borrowings outstanding | $ 275,000 | $ 275,000 | $ 275,000 | ||||||||||||||
Apex Technology Acquisition Corp [Member] | Common Class B One [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Founder shares | 7,187,500 | 7,187,500 | |||||||||||||||
Founder shares, value | $ 25,000 | $ 25,000 | |||||||||||||||
Common stock dividend payment terms | 1.1 for 1 | 1.109091 for 1 | |||||||||||||||
Common stock, shares issued | 8,768,750 | 8,768,750 | 8,768,750 | ||||||||||||||
Common stock, shares outstanding | 8,768,750 | 8,768,750 | 8,768,750 | ||||||||||||||
Description of founder shares | (A) one year after the completion of a Business Combination or (B) subsequent to a Business Combination, (x) if the last sale price of the Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after a Business Combination, or (y) the date on which the Company completes a liquidation, merger, capital stock exchange or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of common stock for cash, securities or other property. | (A) one year after the completion of a Business Combination or (B) subsequent to a Business Combination, (x) if the last sale price of the Class A common stock equals or exceeds $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period commencing at least 150 days after a Business Combination, or (y) the date on which the Company completes a liquidation, merger, capital stock exchange or other similar transaction that results in all of the Company’s stockholders having the right to exchange their shares of common stock for cash, securities or other property. | |||||||||||||||
Apex Technology Acquisition Corp [Member] | Founder Shares [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Founder Shares no longer subject to forfeiture | 1,125,000 | 1,125,000 | |||||||||||||||
Shares issued | 8,750,000 | 8,750,000 | 8,750,000 | ||||||||||||||
Shares outstanding | 8,750,000 | 8,750,000 | 8,750,000 | ||||||||||||||
Over-Allotment Option [Member] | Apex Technology Acquisition Corp [Member] | Founder Shares [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Shares subject to forfeiture of over-allotment option | 18,750 | 18,750 | |||||||||||||||
Sponsor [Member] | Apex Technology Acquisition Corp [Member] | |||||||||||||||||
Related Party Transaction [Line Items] | |||||||||||||||||
Additional borrowings | $ 300,000 | ||||||||||||||||
Conversion price | $ 10 | ||||||||||||||||
Debt Instrument, Annual Principal Payment (in Dollars) | $ 300,000 | ||||||||||||||||
Outstanding balance amount (in Dollars) | $ 300,000 |
Description of Organization a_2
Description of Organization and Business Operations (Detail) - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 19, 2019 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Description of Organization and Business Operations (Textual) | ||||||
Initial public offering amount | $ 58,770,000 | $ 33,670,000 | ||||
Apex Technology Acquisition Corp [Member] | ||||||
Description of Organization and Business Operations (Textual) | ||||||
Unit per share (in Dollars per share) | $ 0.20 | $ 0.20 | ||||
Gross proceeds | $ 8,100,000 | $ 8,100,000 | ||||
Offering costs | $ 19,806,442 | 19,806,442 | ||||
Underwriting fees | 6,100,000 | 6,100,000 | ||||
Deferred underwriting fees | 13,150,000 | $ 13,150,000 | 13,150,000 | |||
Other offering costs | $ 556,442 | $ 556,442 | ||||
Initial public offering amount | $ (5,109,690) | $ 25,000 | ||||
Business combination, description | The Company must complete one or more initial Business Combinations having an aggregate fair market value of at least 80% of the assets held in the Trust Account (excluding the deferred underwriting commissions and taxes payable on interest earned on the Trust Account) at the time of the agreement to enter into the initial Business Combination. However, the Company will only complete a Business Combination if the post-transaction company owns or acquires 50% or more of the outstanding voting securities of the target or otherwise acquires a controlling interest in the target sufficient for it not to be required to register as an investment company under the Investment Company Act. | |||||
Price per share (in Dollars per share) | $ 10 | $ 10 | ||||
Net tangible assets | $ 5,000,001 | |||||
Public share price (in Dollars per share) | $ 10 | $ 10 | ||||
Percentage of public shares | 15.00% | 15.00% | ||||
Percentage of redeem public shares | 100.00% | 100.00% | ||||
Business combination redemption, description | If the Company seeks stockholder approval of a Business Combination and it does not conduct redemptions pursuant to the tender offer rules, the Amended and Restated Certificate of Incorporation provides that a public stockholder, together with any affiliate of such stockholder or any other person with whom such stockholder is acting in concert or as a "group" (as defined under Section 13 of the Securities Exchange Act of 1934, as amended (the "Exchange Act")), will be restricted from redeeming its shares with respect to more than an aggregate of 15% or more of the Public Shares, without the prior consent of the Company. | |||||
Dissolution expenses | $ 100,000 | $ 100,000 | ||||
Trust account, description | (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets. | The Company has discussed entering into a transaction agreement, reduce the amount of funds in the Trust Account to below the lesser of (i) $10.00 per Public Share and (ii) the actual amount per Public Share held in the Trust Account as of the date of the liquidation of the Trust Account, if less than $10.00 per share due to reductions in the value of the trust assets. | ||||
Net tangible assets | $ 5,000,001 | |||||
Initial Public Offering [Member] | Apex Technology Acquisition Corp [Member] | ||||||
Description of Organization and Business Operations (Textual) | ||||||
Number of units (in Shares) | 35,000,000 | |||||
Unit per share (in Dollars per share) | $ 10 | $ 10 | ||||
Initial public offering amount | $ 350,000,000 | |||||
Business combination, description | The Investment Company Act of 1940, as amended (the "Investment Company Act"), with a maturity of 180 days or less or in any open-ended investment company that holds itself out as a money market fund selected by the Company meeting the conditions of Rule 2a-7 of the Investment Company Act, as determined by the Company, until the earlier of (i) the completion of a Business Combination and (ii) the distribution of the Trust Account, as described below. | |||||
Price per share (in Dollars per share) | $ 10 | |||||
Over-Allotment Option [Member] | Apex Technology Acquisition Corp [Member] | ||||||
Description of Organization and Business Operations (Textual) | ||||||
Number of units (in Shares) | 4,500,000 | |||||
Unit per share (in Dollars per share) | $ 10 | |||||
Gross proceeds | $ 350,000,000 | |||||
Private Placement Warrants [Member] | Apex Technology Acquisition Corp [Member] | ||||||
Description of Organization and Business Operations (Textual) | ||||||
Number of units (in Shares) | 810,000 | 810,000 | 810,000 | 810,000 | ||
Unit per share (in Dollars per share) | $ 10 | $ 10 | $ 10 | |||
Underwriters [Member] | Apex Technology Acquisition Corp [Member] | ||||||
Description of Organization and Business Operations (Textual) | ||||||
Gross proceeds | $ 8,100,000 | $ 8,100,000 |
Restatement of Previously Iss_3
Restatement of Previously Issued Financial Statements - Schedule of Financial Statements of Balance Sheet (Detail) - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2019 | Sep. 30, 2019 | Sep. 19, 2019 |
Balance sheet | ||||||||
Total Liabilities | $ 140,567,000 | $ 148,867,000 | $ 102,129,000 | |||||
Class A Common Stock Subject to Possible Redemption | 192,184,000 | 183,390,000 | 182,656,000 | |||||
Class A Common Stock | 12,000 | 12,000 | 10,000 | |||||
Additional Paid-inCapital | 108,972,000 | 105,159,000 | 33,691,000 | |||||
(Accumulated deficit) Retained earnings | $ (313,739,000) | $ (299,789,000) | $ (233,957,000) | |||||
Number of Class A common stock subject to redemption | 4,832,409 | 4,832,409 | 5,878,352 | |||||
Apex Technology Acquisition Corp [Member] | ||||||||
Balance sheet | ||||||||
Total Liabilities | $ 66,751,378 | $ 95,058,844 | $ 34,715,394 | |||||
Additional Paid-inCapital | 34,444,413 | 62,755,739 | 2,033,317 | |||||
(Accumulated deficit) Retained earnings | $ (29,446,055) | (57,757,667) | 2,965,368 | |||||
Apex Technology Acquisition Corp [Member] | As Previously Reported [Member] | ||||||||
Balance sheet | ||||||||
Total Liabilities | 17,639,744 | $ 13,252,231 | $ 14,082,333 | $ 14,063,126 | 13,768,244 | $ 13,284,099 | $ 13,150,815 | |
Class A Common Stock Subject to Possible Redemption | 329,968,280 | 334,703,480 | 334,879,810 | 335,035,050 | 334,219,360 | 333,347,150 | 333,314,490 | |
Class A Common Stock | 281 | 234 | 232 | 231 | 239 | 248 | 248 | |
Additional Paid-inCapital | 8,349,122 | 3,613,969 | 3,437,641 | 3,282,402 | 4,098,084 | 4,970,285 | 5,002,945 | |
(Accumulated deficit) Retained earnings | (3,350,275) | 1,384,926 | 1,561,255 | 1,716,495 | 900,810 | 28,595 | (4,065) | |
Total Stockholders' Equity | $ 5,000,003 | $ 5,000,004 | $ 5,000,003 | $ 5,000,003 | $ 5,000,008 | $ 5,000,003 | $ 5,000,003 | |
Number of Class A common stock subject to redemption | 32,996,828 | 33,470,348 | 33,487,981 | 33,503,505 | 33,421,936 | 33,334,715 | 33,331,449 | |
Apex Technology Acquisition Corp [Member] | Adjustments [Member] | ||||||||
Balance sheet | ||||||||
Total Liabilities | $ 77,419,100 | $ 35,173,100 | $ 30,863,750 | $ 16,653,150 | $ 20,947,150 | $ 23,829,000 | $ 23,999,950 | |
Class A Common Stock Subject to Possible Redemption | (77,419,100) | (35,173,100) | (30,863,750) | (16,653,150) | (20,947,150) | (23,829,000) | (23,999,950) | |
Class A Common Stock | 775 | 352 | 309 | 166 | 209 | 238 | 240 | |
Additional Paid-inCapital | 54,406,617 | 12,161,041 | 7,851,734 | (6,358,723) | (2,064,767) | 817,055 | 988,003 | |
(Accumulated deficit) Retained earnings | $ (54,407,392) | $ (12,161,393) | $ (7,852,043) | $ 6,358,557 | $ 2,064,558 | $ (817,293) | $ (988,243) | |
Number of Class A common stock subject to redemption | (7,741,910) | (3,517,310) | (3,086,375) | (1,665,315) | (2,094,715) | (2,382,900) | (2,399,995) | |
Apex Technology Acquisition Corp [Member] | As Restated [Member] | ||||||||
Balance sheet | ||||||||
Total Liabilities | $ 95,058,844 | $ 48,425,331 | $ 44,946,083 | $ 30,716,276 | $ 34,715,394 | $ 37,113,099 | $ 37,150,765 | |
Class A Common Stock Subject to Possible Redemption | 252,549,180 | 299,530,380 | 304,016,060 | 318,381,900 | 313,272,210 | 309,518,150 | 309,314,540 | |
Class A Common Stock | 1,056 | 586 | 541 | 397 | 448 | 486 | 488 | |
Additional Paid-inCapital | 62,755,739 | 15,775,010 | 11,289,375 | (3,076,321) | 2,033,317 | 5,787,340 | 5,990,948 | |
(Accumulated deficit) Retained earnings | (57,757,667) | (10,776,467) | (6,290,788) | 8,075,052 | 2,965,368 | (788,698) | (992,308) | |
Total Stockholders' Equity | $ 5,000,003 | $ 5,000,004 | $ 5,000,003 | $ 5,000,003 | $ 5,000,008 | $ 5,000,003 | $ 5,000,003 | |
Number of Class A common stock subject to redemption | 25,254,918 | 29,953,038 | 30,401,606 | 31,838,190 | 31,327,221 | 30,951,815 | 30,931,454 |
Restatement of Previously Iss_4
Restatement of Previously Issued Financial Statements - Schedule of Financial Statements of Income Statement (Detail) - USD ($) | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2021 | Sep. 30, 2020 | Jun. 30, 2020 | Mar. 31, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of operations | ||||||||||||
Weighted average shares outstanding of Class A and Class B non-redeemablecommon stock | 11,594,532 | 9,705,383 | 10,313,350 | 8,514,858 | 8,449,924 | |||||||
Basic and diluted net loss per share, Class A and Class B non-redeemable common stock | $ (1.22) | $ (0.87) | $ (4.99) | $ (14.99) | $ (0.47) | |||||||
Apex Technology Acquisition Corp [Member] | ||||||||||||
Statement of operations | ||||||||||||
Weighted average shares outstanding of Class A and Class B non-redeemablecommon stock | 35,000,000 | 35,000,000 | 35,000,000 | 35,000,000 | ||||||||
Basic and diluted net loss per share, Class A and Class B non-redeemable common stock | $ 0 | $ 0.03 | $ 0.03 | $ 0.03 | ||||||||
Apex Technology Acquisition Corp [Member] | As Previously Reported [Member] | ||||||||||||
Statement of operations | ||||||||||||
Net income (loss) | $ (176,329) | $ (155,240) | $ 815,685 | $ 29,595 | $ 660,445 | $ 28,595 | $ 484,116 | $ 900,810 | $ (4,251,085) | |||
Weighted average shares outstanding of Class A and Class B non-redeemablecommon stock | 9,560,000 | 9,560,000 | 9,560,000 | 8,855,652 | 9,560,000 | 8,804,607 | 9,560,000 | 9,062,000 | 9,560,000 | |||
Basic and diluted net loss per share, Class A and Class B non-redeemable common stock | $ (0.02) | $ (0.02) | $ (0.02) | $ 0 | $ (0.04) | $ 0 | $ (0.06) | $ (0.03) | $ (0.56) | |||
Apex Technology Acquisition Corp [Member] | Adjustments [Member] | ||||||||||||
Statement of operations | ||||||||||||
Net income (loss) | $ (14,225,950) | $ (9,916,600) | $ 4,294,000 | $ (817,293) | $ (9,916,600) | $ (817,293) | $ (14,225,950) | $ 2,064,558 | $ (56,471,950) | |||
Basic and diluted net loss per share, Class A and Class B non-redeemable common stock | $ (1.49) | $ (1.04) | $ 0.45 | $ (0.10) | $ (1.04) | $ (0.10) | $ (1.49) | $ 0.23 | $ (5.90) | |||
Apex Technology Acquisition Corp [Member] | As Restated [Member] | ||||||||||||
Statement of operations | ||||||||||||
Net income (loss) | $ (14,402,279) | $ (10,071,840) | $ 5,109,685 | $ (787,698) | $ (9,256,155) | $ (788,698) | $ (13,741,834) | $ 2,965,368 | $ (60,723,035) | |||
Weighted average shares outstanding of Class A and Class B non-redeemablecommon stock | 9,560,000 | 9,560,000 | 9,560,000 | 8,855,652 | 9,560,000 | 8,804,607 | 9,560,000 | 9,062,000 | 9,560,000 | |||
Basic and diluted net loss per share, Class A and Class B non-redeemable common stock | $ (1.51) | $ (1.06) | $ 0.43 | $ (0.10) | $ (1.08) | $ (0.10) | $ (1.55) | $ 0.20 | $ (6.46) |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Schedule of basic and diluted net income (loss) per share for common shares (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | ||||||
Denominator: Weighted Average Redeemable Class A Common Stock | |||||||||||
Earnings/Basic and Diluted Redeemable Class A Common Stock | $ (1.22) | $ (0.87) | $ (4.99) | $ (14.99) | $ (0.47) | ||||||
Numerator: Net Income minus Redeemable Net Earnings | |||||||||||
Net (Loss) Income | $ (5,339,000) | $ (729,000) | $ (16,996,000) | $ (20,174,000) | $ (3,948,000) | ||||||
Apex Technology Acquisition Corp [Member] | |||||||||||
Numerator: Earnings allocable to Redeemable Class A Common Stock | |||||||||||
Interest Income | 31,841 | 1,452,414 | $ 1,809,163 | 1,671,038 | |||||||
Income Tax and Franchise Tax | $ (31,841) | (442,446) | (613,244) | (612,511) | |||||||
Net Earnings | $ 1,009,968 | $ 1,195,919 | $ 1,058,527 | ||||||||
Denominator: Weighted Average Redeemable Class A Common Stock | |||||||||||
Redeemable Class A Common Stock, Basic and Diluted | 35,000,000 | 35,000,000 | 35,000,000 | 35,000,000 | |||||||
Earnings/Basic and Diluted Redeemable Class A Common Stock | $ 0 | $ 0.03 | $ 0.03 | $ 0.03 | |||||||
Numerator: Net Income minus Redeemable Net Earnings | |||||||||||
Net (Loss) Income | $ 28,311,612 | $ 5,109,685 | $ 2,965,368 | $ (60,723,035) | |||||||
Net Earnings allocable to Redeemable Class A Common Stock | (1,009,968) | (1,195,919) | (1,058,527) | ||||||||
Non-Redeemable Net Income - Basic | $ 28,311,612 | $ 4,099,717 | $ 176,949 | $ (61,781,562) | |||||||
Class A and B Non-Redeemable Common Stock, Basic | [1] | 9,560,000 | 9,560,000 | ||||||||
Income/Basic Non-RedeemableClass A and B Common Stock | $ 2.96 | $ 0.43 | |||||||||
Class A and B Non-Redeemable Common Stock, Basic and Diluted | 12,757,321 | [2] | 9,560,000 | [2] | 9,062,000 | [3] | 9,560,000 | [3] | |||
Loss/Basic and Diluted Non-Redeemable Class A and B Common Stock | $ (0.15) | $ (0.02) | $ 0.20 | $ (6.46) | |||||||
Diluted Loss per Share | |||||||||||
Non-Redeemable Net Income - Basic | $ 28,311,612 | $ 4,099,717 | |||||||||
Less: Change in fair value of warrant liabilities | (30,171,850) | (4,294,000) | $ (3,052,800) | $ 56,471,950 | |||||||
Non-Redeemable Net Loss - Diluted | $ (1,860,238) | $ (194,283) | |||||||||
[1] | The weighted average non-redeemable common stock for the three months ended March 31, 2021 and 2020 includes the effect of 810,000 Private Units, which were issued in conjunction with the initial public offering on September 19, 2019. | ||||||||||
[2] | As of March 31, 2021, diluted weighted average shares outstanding was calculated using the treasury stock method utilizing a weighted average share price of $14.00 and the effect of the warrants sold in the Initial Public Offering and the private placement to purchase an aggregate of 17,905,000 shares. As of March 31, 2020, basic and diluted shares are the same as there are no securities that are dilutive to the Company's common stockholders. | ||||||||||
[3] | The weighted average non-redeemable common stock for the year ended December 31, 2020 and the period from April 6, 2019 (inception) through December 31, 2019, includes the effect of 810,000 Private Units, which were issued in conjunction with the initial public offering on September 19, 2019. |
Initial Public Offering (Detail
Initial Public Offering (Detail) - Apex Technology Acquisition Corp [Member] - $ / shares | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Initial Public Offering (Details) [Line Items] | ||
Sale of units | 35,000,000 | 35,000,000 |
Sale of stock price per unit | $ 0.20 | $ 0.20 |
Initial Public Offering [Member] | ||
Initial Public Offering (Details) [Line Items] | ||
Option to purchase share price | 4,500,000 | 4,500,000 |
Sale of stock price per unit | $ 10 | $ 10 |
Class A Common Stock | Initial Public Offering [Member] | ||
Initial Public Offering (Details) [Line Items] | ||
Sale of stock price per unit | $ 11.50 | $ 11.50 |
Private Placement (Detail)
Private Placement (Detail) - Apex Technology Acquisition Corp [Member] - USD ($) | 1 Months Ended | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Sep. 19, 2019 | Mar. 31, 2021 | Dec. 31, 2019 | Dec. 31, 2020 | |
Private Placement (Details) [Line Items] | ||||
Aggregate purchase price (in Dollars) | $ 8,100,000 | $ 8,100,000 | ||
Price per unit (in Dollars per share) | $ 0.20 | $ 0.20 | ||
Private Placement Warrants [Member] | ||||
Private Placement (Details) [Line Items] | ||||
Purchased aggregate units | 810,000 | 810,000 | 810,000 | 810,000 |
Price per unit (in Dollars per share) | $ 10 | $ 10 | $ 10 | |
Exercisable price per share (in Dollars per share) | $ 11.50 | $ 11.50 | ||
Sponsor [Member] | Private Placement Warrants [Member] | ||||
Private Placement (Details) [Line Items] | ||||
Purchased aggregate units | 657,500 | 657,500 | ||
Cantor [Member] | Private Placement Warrants [Member] | ||||
Private Placement (Details) [Line Items] | ||||
Purchased aggregate units | 152,500 | 152,500 |
Stockholders' Equity (Detail)
Stockholders' Equity (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | |
Stockholders' Equity Detail [Line Items] | |||
Common stock authorized shares | 28,000,000 | 28,000,000 | 21,192,519 |
Common stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.001 |
Common stock shares issued | 11,640,181 | 11,513,451 | 9,702,831 |
Common stock shares outstanding | 11,640,181 | 11,513,451 | 9,702,831 |
Apex Technology Acquisition Corp [Member] | |||
Stockholders' Equity Detail [Line Items] | |||
Preferred stock shares authorized | 1,000,000 | 1,000,000 | 1,000,000 |
Preferred stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Percentage of conversion of shares | 20.00% | 20.00% | |
Class A Common Stock | Apex Technology Acquisition Corp [Member] | |||
Stockholders' Equity Detail [Line Items] | |||
Common stock authorized shares | 100,000,000 | 100,000,000 | 100,000,000 |
Common stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock shares issued | 7,723,921 | 10,555,082 | 4,482,779 |
Common stock shares outstanding | 7,723,921 | 10,555,082 | 4,482,779 |
Shares subject to possible redemption | 25,254,918 | 31,327,221 | |
Common stock subject to possible redemption | $ 28,086,079 | $ 25,254,918 | |
Class B Common Stock | Apex Technology Acquisition Corp [Member] | |||
Stockholders' Equity Detail [Line Items] | |||
Common stock authorized shares | 10,000,000 | 10,000,000 | 10,000,000 |
Common stock par value (in Dollars per share) | $ 0.0001 | $ 0.0001 | $ 0.0001 |
Common stock shares issued | 8,750,000 | 8,750,000 | 8,750,000 |
Common stock shares outstanding | 8,750,000 | 8,750,000 | 8,750,000 |
Warrant Liabilities (Detail)
Warrant Liabilities (Detail) - Apex Technology Acquisition Corp [Member] | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Warrants exercisable, description | the warrants become exercisable, the Company may redeem the Public Warrants: o in whole and not in part; o at a price of $0.01 per warrant; o upon not less than 30 days' prior written notice of redemption given after the warrants become exercisable; and o if, and only if, the reported last sale price of the Company's Class A common stock equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period commencing once the warrants become exercisable and ending three business days before the Company sends the notice of redemption to the warrant holders. | the warrants become exercisable, the Company may redeem the Public Warrants: o in whole and not in part; o at a price of $0.01 per warrant; o upon not less than 30 days' prior written notice of redemption given after the warrants become exercisable; and o if, and only if, the reported last sale price of the Company's Class A common stock equals or exceeds $18.00 per share for any 20 trading days within a 30-trading day period commencing once the warrants become exercisable and ending three business days before the Company sends the notice of redemption to the warrant holders. |
Class A Common Stock | ||
Warrants exercisable, description | the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of the shares of Class A common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price. | the Company issues additional shares of Class A common stock or equity-linked securities for capital raising purposes in connection with the closing of a Business Combination at an issue price or effective issue price of less than $9.20 per share of Class A common stock (with such issue price or effective issue price to be determined in good faith by the Company’s board of directors and, in the case of any such issuance to the Sponsor or its affiliates, without taking into account any Founder Shares held by the Sponsor or such affiliates, as applicable, prior to such issuance) (the “Newly Issued Price”), (y) the aggregate gross proceeds from such issuances represent more than 60% of the total equity proceeds, and interest thereon, available for the funding of a Business Combination on the date of the consummation of a Business Combination (net of redemptions), and (z) the volume weighted average trading price of the shares of Class A common stock during the 20 trading day period starting on the trading day prior to the day on which the Company consummates a Business Combination (such price, the “Market Value”) is below $9.20 per share, the exercise price of the warrants will be adjusted (to the nearest cent) to be equal to 115% of the higher of the Market Value and the Newly Issued Price, and the $18.00 per share redemption trigger price will be adjusted (to the nearest cent) to be equal to 180% of the higher of the Market Value and the Newly Issued Price. |
Income Tax - Schedule of deferr
Income Tax - Schedule of deferred tax assets (Detail) - USD ($) | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax asset | ||
Total deferred tax asset | $ 15,278,000 | $ 16,753,000 |
Valuation allowance | (5,530,000) | (10,133,000) |
Apex Technology Acquisition Corp [Member] | ||
Deferred tax asset | ||
Organizational costs/Startup expenses | 1,568,202 | 61,973 |
Total deferred tax asset | 1,568,202 | 61,973 |
Valuation allowance | (1,568,202) | (61,973) |
Deferred tax asset, net of allowance | $ 0 | $ 0 |
Income Tax - Schedule of income
Income Tax - Schedule of income tax provision (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Federal | ||||||
Current | $ 0 | $ 0 | $ 0 | |||
Deferred | (175,000) | |||||
State | ||||||
Current | 411,000 | 80,000 | 83,000 | |||
Deferred | (843,000) | |||||
Change in valuation allowance | (4,600,000) | (10,000,000) | ||||
Income tax provision | $ (1,039,000) | $ (167,000) | 1,062,000 | $ 614,000 | $ 1,930,000 | |
Apex Technology Acquisition Corp [Member] | ||||||
Federal | ||||||
Current | $ 317,902 | 281,381 | ||||
Deferred | (61,973) | (1,115,020) | ||||
State | ||||||
Current | 129,934 | |||||
Deferred | (391,209) | |||||
Change in valuation allowance | 61,973 | 1,506,229 | ||||
Income tax provision | $ 392,446 | $ 317,902 | $ 411,315 |
Income Tax (Detail)
Income Tax (Detail) - USD ($) | 9 Months Ended | 12 Months Ended | |
Dec. 31, 2019 | Dec. 31, 2020 | Dec. 31, 2019 | |
Income Tax (Textual) | |||
Change in the valuation allowance | $ (4,600,000) | $ (10,000,000) | |
Apex Technology Acquisition Corp [Member] | |||
Income Tax (Textual) | |||
Change in the valuation allowance | $ 61,973 | $ 1,506,229 |
Income Tax - Schedule of reconc
Income Tax - Schedule of reconciliation of the federal income tax (Detail) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2019 | Dec. 31, 2020 | |
Statutory federal income tax rate | 21.00% | |
Apex Technology Acquisition Corp [Member] | ||
Statutory federal income tax rate | 21.00% | 21.00% |
State taxes, net of federal tax benefit | 0.00% | 7.00% |
Change in fair value of warrant liability | 0.00% | (26.20%) |
Change in valuation allowance | 5.10% | (2.50%) |
Income tax provision | 26.10% | (0.70%) |
Fair Value Measurements (Detail
Fair Value Measurements (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |
Mar. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2020 | Mar. 31, 2021 | |
Cash | $ 3,600,000 | $ 6,800,000 | $ 7,900,000 | |
Apex Technology Acquisition Corp [Member] | ||||
Cash | 50,000 | 50,000 | ||
Trust account | 532 | 1,455 | 680 | |
Invested in U.S. Treasury Securities | 351,713,981 | 176,531,482 | ||
Interest expense | $ 148,743 | 1,621,881 | ||
Apex Technology Acquisition Corp [Member] | US Treasury Securities [Member] | ||||
Cash | $ 175,325,383 | $ 351,889,481 | ||
Apex Technology Acquisition Corp [Member] | Money Market Funds [Member] | ||||
Trust account | 94,650 | |||
Warrants Liabilities [Member] | Apex Technology Acquisition Corp [Member] | Level 3 [Member] | ||||
Transfer from Level 3 to Level 2 measurement | $ 23,100,000 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of fair value of held-to-maturity securities (Detail) - US Treasury Securities [Member] - Apex Technology Acquisition Corp [Member] - USD ($) | 9 Months Ended | 12 Months Ended |
Dec. 31, 2019 | Dec. 31, 2020 | |
Held-To-Maturity | Mar. 19, 2020 | Jan. 19, 2021 |
Amortized Cost | $ 351,713,981 | $ 176,531,482 |
Gross Holding (Loss) Gains | 281,644 | 2,987 |
Fair Value | $ 351,995,625 | $ 176,534,469 |
Fair Value Measurements - Sch_2
Fair Value Measurements - Schedule of fair value measured on recurring basis (Detail) - Apex Technology Acquisition Corp [Member] - USD ($) | Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Assets: | |||
Investments - U.S. Treasury Securities Money Market Fund | $ 351,889,481 | $ 175,325,383 | $ 94,650 |
Liabilities: | |||
Warrant Liability - Public Warrants | 45,850,000 | 74,900,000 | 20,125,000 |
Warrant Liability - Private Placement Warrants | $ 1,397,250 | $ 2,519,100 | $ 822,150 |
Fair Value Measurements - Sch_3
Fair Value Measurements - Schedule of fair value of warrant liabilities (Detail) - Apex Technology Acquisition Corp [Member] - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 31, 2021 | Dec. 31, 2019 | Dec. 31, 2020 | ||||
Private Placement Warrants [Member] | ||||||
Fair value beginning balance | $ 2,519,000 | $ 822,150 | ||||
Initial measurement on September 19, 2019 | $ 724,950 | |||||
Change in valuation inputs or other assumptions | (1,121,850) | [1] | 97,200 | 1,696,950 | [2] | |
Fair value ending balance | 1,397,250 | 822,150 | 2,519,000 | |||
Public [Member] | ||||||
Fair value beginning balance | 74,900,000 | |||||
Initial measurement on September 19, 2019 | 23,275,000 | |||||
Change in valuation inputs or other assumptions | (29,050,000) | [1] | (175,000) | |||
Transfer from Level 3 to Level 2 measurement | (23,100,000) | |||||
Fair value ending balance | 45,850,000 | 74,900,000 | ||||
Warrants Liabilities [Member] | ||||||
Fair value beginning balance | 77,419,100 | |||||
Change in valuation inputs or other assumptions | [1] | (30,171,850) | ||||
Fair value ending balance | 47,247,250 | 77,419,100 | ||||
Warrants Liabilities [Member] | Level 3 [Member] | ||||||
Fair value beginning balance | $ 2,519,000 | 82,500 | ||||
Initial measurement on September 19, 2019 | 23,299,950 | |||||
Change in valuation inputs or other assumptions | (77,800) | 1,696,950 | [2] | |||
Transfer from Level 3 to Level 2 measurement | (23,100,000) | |||||
Fair value ending balance | $ 82,500 | $ 2,519,000 | ||||
[1] | Changes in valuation inputs or other assumptions are recognized in change in fair value of warrant liabilities in the consolidated statement of operations. | |||||
[2] | Due to the use of quoted prices in an active market (Level 1) to measure the fair value of the Public Warrants, subsequent to initial measurement, the Company had transfers out of Level 3 totaling $23,100,000 during the period from April 5, 2019 through December 31, 2019. |
Fair Value Measurements - Sch_4
Fair Value Measurements - Schedule of modified black- scholes option pricing model (Detail) - USD ($) | 3 Months Ended | 12 Months Ended | ||
Mar. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Risk-free interest rate | 0.41% | 2.59% | 2.82% | |
Expected term (years) | 6 years 1 month 9 days | 6 years 1 month 9 days | 8 years 1 month 28 days | |
Expected volatility | 43.52% | 36.93% | 62.48% | |
Apex Technology Acquisition Corp [Member] | ||||
Risk-free interest rate | 0.95% | 0.42% | ||
Expected term (years) | 5 years 36 days | 5 years 146 days | ||
Expected volatility | 34.80% | 34.50% | ||
Exercise price | $ 11.50 | $ 11.50 | ||
Fair value of Units | $ 11.08 | $ 15.01 |