Document_and_Entity_Informatio
Document and Entity Information (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Mar. 02, 2015 | Jun. 30, 2014 | |
Document and Entity Information | |||
Entity Registrant Name | GLOWPOINT, INC. | ||
Entity Central Index Key | 746210 | ||
Current Fiscal Year End Date | -19 | ||
Entity Filer Category | Smaller Reporting Company | ||
Document Type | 10-K | ||
Document Period End Date | 31-Dec-14 | ||
Document Fiscal Year Focus | 2014 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | FALSE | ||
Entity Common Stock, Shares Outstanding | 37,773,357 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $28,371,450 |
CONSOLIDATED_BALANCE_SHEETS
CONSOLIDATED BALANCE SHEETS (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash | $1,938 | $2,294 |
Accounts receivable, net | 3,273 | 4,077 |
Prepaid expenses and other current assets | 1,025 | 404 |
Total current assets | 6,236 | 6,775 |
Property and equipment, net | 3,246 | 2,867 |
Goodwill | 9,825 | 9,825 |
Intangibles, net | 3,047 | 5,998 |
Other assets | 262 | 421 |
Total assets | 22,616 | 25,886 |
Current liabilities: | ||
Current portion of long-term debt | 400 | 950 |
Current portion of capital lease | 41 | 217 |
Accounts payable | 1,220 | 1,885 |
Accrued expenses and other liabilities | 1,576 | 2,277 |
Accrued dividends | 40 | 20 |
Accrued sales taxes and regulatory fees | 444 | 590 |
Total current liabilities | 3,721 | 5,939 |
Long term liabilities: | ||
Capital lease, net of current portion | 1 | 43 |
Deferred tax liability | 142 | 0 |
Long term debt, net of current portion | 10,785 | 10,235 |
Total long term liabilities | 10,928 | 10,278 |
Total liabilities | 14,649 | 16,217 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock Series A-2, convertible; $.0001 par value; $7,500 stated value; 7,500 shares authorized, 53 shares issued and outstanding and liquidation preference of $396 at December 31, 2014 and 2013, respectively | 167 | 167 |
Common stock, $.0001 par value;150,000,000 shares authorized; 35,950,732 and 35,306,169 shares issued and outstanding at December 31, 2014 and 2013, respectively | 4 | 4 |
Treasury stock, 40,000 and 0 shares at December 31, 2014 and 2013, respectively | -66 | 0 |
Additional paid-in capital | 178,476 | 177,357 |
Accumulated deficit | -170,614 | -167,859 |
Total stockholders’ equity | 7,967 | 9,669 |
Total liabilities and stockholders’ equity | $22,616 | $25,886 |
CONSOLIDATED_BALANCE_SHEETS_Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
Stockholders’ equity: | ||
Preferred Stock Series B-1, non-convertible, par value (in dollars per share) | $0.00 | $0.00 |
Preferred Stock Series B-1, stated value | $100,000 | $100,000 |
Preferred Stock Series B-1, shares authorized | 100 | 100 |
Preferred Stock Series B-1, shares issued | 0 | 0 |
Preferred Stock Series B-1, shares outstanding | 0 | 0 |
Preferred Stock Series B-1, liquidation value | 0 | 0 |
Preferred stock Series A-2, convertible, par value (in dollars per share) | $0.00 | $0.00 |
Preferred stock Series A-2, stated value | 7,500 | 7,500 |
Preferred stock Series A-2, shares authorized | 7,500 | 7,500 |
Preferred stock Series A-2, shares issued | 53 | 53 |
Preferred stock Series A-2, shares outstanding | 53 | 53 |
Preferred stock Series A-2, liquidation value | $396,000 | $396,000 |
Common Stock, convertible, par value (in dollars per share) | $0.00 | $0.00 |
Common Stock, shares authorized | 150,000,000 | 150,000,000 |
Common Stock, shares issued | 35,950,732 | 35,306,169 |
Common Stock, shares outstanding | 35,950,732 | 35,306,169 |
Treasury stock (in shares) | 40,000 | 0 |
CONSOLIDATED_STATEMENTS_OF_OPE
CONSOLIDATED STATEMENTS OF OPERATIONS (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Income Statement [Abstract] | ||
Revenue | $32,156 | $33,454 |
Operating expenses: | ||
Cost of revenue (exclusive of depreciation and amortization) | 18,294 | 19,504 |
Research and development | 1,019 | 662 |
Sales and marketing | 3,307 | 3,812 |
General and administrative | 5,643 | 7,378 |
Impairment charges | 2,342 | 680 |
Depreciation and amortization | 2,735 | 2,860 |
Total operating expenses | 33,340 | 34,896 |
Loss from operations | -1,184 | -1,442 |
Interest and other expense: | ||
Interest expense and other, net | 1,343 | 1,096 |
Amortization of deferred financing costs | 89 | 976 |
Amortization of debt discount | 0 | 727 |
Total interest and other expense, net | 1,432 | 2,799 |
Loss before income taxes | -2,616 | -4,241 |
Income tax expense (benefit) | 139 | -30 |
Net loss | -2,755 | -4,211 |
Preferred stock dividends | 20 | 20 |
Net loss attributable to common stock holders | ($2,775) | ($4,231) |
Net loss attributable to common stockholders per share: | ||
Basic and diluted net loss per share (in dollars per share) | ($0.08) | ($0.14) |
Weighted average number of common shares: | ||
Weighted average shares outstanding - basic (in shares) | 34,885 | 30,525 |
CONSOLIDATED_STATEMENT_OF_STOC
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (USD $) | Total | Series B-1 Preferred Stock [Member] | Series A-2 Preferred Stock [Member] | Common Stock [Member] | Additional Paid In Capital [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] |
In Thousands, except Share data, unless otherwise specified | |||||||
Beginning Balance, Value at Dec. 31, 2012 | $13,003 | $10,000 | $167 | $3 | $166,481 | ($163,648) | $0 |
Beginning Balance, Shares at Dec. 31, 2012 | 100 | 53 | 28,887,000 | 0 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | -4,211 | -4,211 | |||||
Stock-based compensation | 1,038 | 1,038 | |||||
Forfeiture of restricted stock, net of issuance, Shares | -462,000 | ||||||
Forfeiture of restricted stock, net of issuance, Value | 0 | ||||||
Stock issued in connection with debt amendment, Shares | 100,000 | ||||||
Common stock issued in connection with debt amendment | 148 | 148 | |||||
Preferred stock exchange, Shares | -100 | 6,767,000 | |||||
Preferred stock exchange, Value | -289 | -10,000 | 1 | 9,710 | |||
Preferred stock dividends | -20 | -20 | |||||
Options exercised, Shares | 14,000 | ||||||
Options exercised, Value | 0 | ||||||
Ending Balance, Value at Dec. 31, 2013 | 9,669 | 0 | 167 | 4 | 177,357 | -167,859 | 0 |
Ending Balance, Shares at Dec. 31, 2013 | 0 | 53 | 35,306,000 | 0 | |||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net loss | -2,755 | -2,755 | |||||
Stock-based compensation | 563 | 563 | |||||
Issuance of restricted stock to settle accrued 2013 bonuses, Shares | 123,000 | ||||||
Issuance of restricted stock to settle accrued 2013 bonuses, Value | 204 | 204 | |||||
Common stock issued in connection with debt amendment | 0 | ||||||
Issuance of restricted stock, Shares | 400,000 | ||||||
Issuance of restricted stock, Value | 0 | ||||||
Forfeited restricted stock, Shares | -224,000 | ||||||
Forfeited restricted stock, Value | 0 | ||||||
Cost of preferred stock exchange | -5 | -5 | |||||
Preferred stock dividends | -20 | -20 | |||||
Options exercised, Shares | 50,000 | 20,000 | |||||
Options exercised, Value | 0 | ||||||
Repurchase of common stock, Shares | 40,000 | ||||||
Repurchase of common stock, Value | -66 | -66 | |||||
Issuance of common stock under an at-the-market sales agreement, net of expenses, Shares | 326,000 | ||||||
Issuance of common stock under an at-the-market sales agreement, net of expenses, Value | 377 | 377 | |||||
Ending Balance, Value at Dec. 31, 2014 | $7,967 | $0 | $167 | $4 | $178,476 | ($170,614) | ($66) |
Ending Balance, Shares at Dec. 31, 2014 | 0 | 53 | 35,951,000 | 40,000 |
CONSOLIDATED_STATEMENTS_OF_CAS
CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Cash flows from Operating Activities: | ||
Net loss | ($2,755) | ($4,211) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 2,735 | 2,860 |
Bad debt (recovery) expense | -131 | 149 |
Amortization of deferred financing costs | 89 | 976 |
Amortization of debt discount | 0 | 727 |
Stock-based compensation | 600 | 1,203 |
Gain on debt forgiveness | 0 | -103 |
Impairment charges | 2,089 | 680 |
Increase (decrease) attributable to changes in assets and liabilities: | ||
Accounts receivable | 935 | -179 |
Prepaid expenses and other current assets | -621 | 493 |
Other assets | 71 | 214 |
Accounts payable | -726 | -499 |
Accrued expenses and other liabilities | -497 | -78 |
Accrued sales taxes and regulatory fees | -146 | 68 |
Deferred tax liability | 142 | 0 |
Net cash provided by operating activities | 1,785 | 2,300 |
Cash flows from Investing Activities: | ||
Proceeds from sale of equipment | 4 | 2 |
Cash paid for acquisition costs | 0 | -46 |
Purchases of property and equipment | -2,176 | -856 |
Net cash used in investing activities | -2,172 | -900 |
Cash flows from Financing Activities: | ||
Cost of preferred stock exchange | -5 | -289 |
Principal payments for capital lease | -216 | -251 |
Proceeds from new credit facility, net of expenses of $322 | 0 | 8,978 |
Repayment of former debt obligations and expenses of $482 | 0 | -9,762 |
Principal payments under borrowing arrangements | -249 | 0 |
Advances on borrowing arrangements | 249 | 0 |
Proceeds from issuance of common stock | 416 | 0 |
Payment of equity issuance costs | -39 | 0 |
Payment of debt issuance costs | -59 | 0 |
Purchase of treasury stock | -66 | 0 |
Net cash provided by (used in) financing activities | 31 | -1,324 |
Increase (decrease) in cash and cash equivalents | -356 | 76 |
Cash at beginning of year | 2,294 | 2,218 |
Cash at end of year | 1,938 | 2,294 |
Supplemental disclosures of cash flow information: | ||
Cash paid during the period for interest | 1,330 | 1,200 |
Non-cash investing and financing activities: | ||
Accrued capital expenditure | 81 | 0 |
Acquisition of equipment under capital lease | 0 | 38 |
Preferred stock exchange and conversion | 0 | 10,000 |
Common stock issued in connection with debt amendment | 0 | 148 |
Common stock issued to broker in connection with preferred stock exchange | 0 | 135 |
Accrued preferred stock dividends | 20 | 20 |
Restricted stock issued to settle accrued 2013 bonuses [Member] | ||
Non-cash investing and financing activities: | ||
Other Significant Noncash Transaction, Value of Consideration Given | $165 | $0 |
CONSOLIDATED_STATEMENTS_OF_CAS1
CONSOLIDATED STATEMENTS OF CASH FLOWS (Parenthetical) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Statement of Cash Flows [Abstract] | ||
Expenses deducted from proceeds received from new credit facility | $0 | $322 |
Expenses included within payments of debt obligations | $0 | $482 |
The_Business
The Business | 12 Months Ended |
Dec. 31, 2014 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Business | The Business |
Glowpoint, Inc. (“Glowpoint” or “we” or “us” or the “Company”) is a provider of video collaboration services and network solutions. Our services enable our customers to use videoconferencing as an efficient and effective method of communication for their business meetings. Our customers include Fortune 1000 companies, along with small and medium enterprises in a variety of industries. We market our services globally through a multi-channel sales approach that includes direct sales and channel partners. | |
The Company was formed as a Delaware corporation in May 2000. In October 2012, the Company acquired Affinity VideoNet, Inc. (“Affinity”), a service provider for public videoconference suites and managed videoconferencing. The Company operates in one segment and therefore segment information is not presented. |
Liquidity_Basis_of_Presentatio
Liquidity, Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Liquidity, Basis of Presentation and Summary of Significant Accounting Policies | Liquidity, Basis of Presentation and Summary of Significant Accounting Policies | |
Liquidity | ||
As of December 31, 2014, we had $1,938,000 of cash and working capital of $2,515,000. Our cash balance as of December 31, 2014 includes restricted cash of $185,000 (as discussed in Note 3). For the year ended December 31, 2014, we generated a net loss of $2,755,000 and net cash provided by operating activities of $1,785,000. We generated cash flow from operations even though we incurred a net loss as our net loss includes certain non-cash expenses that are added back to our cash flow from operations as shown on our consolidated statements of cash flows. | ||
In October 2013, the Company entered into a loan agreement by and among the Company and its subsidiaries, and Main Street Capital Corporation (“Main Street”), as lender and as administrative agent and collateral agent for itself and the other lenders from time to time party thereto (the “Main Street Loan Agreement”). The Main Street Loan Agreement provides for an $11,000,000 senior secured term loan facility (“Main Street Term Loan”) and a $2,000,000 senior secured revolving loan facility (the “Main Street Revolver”). As of December 31, 2014, the Company had outstanding borrowings of $9,000,000 under the Main Street Term Loan and $400,000 on the Main Street Revolver (see Note 6). | ||
On September 16, 2014, the Company entered into an At Market Issuance Sales Agreement, with MLV & Co. LLC (“MLV”), under which the Company may, at its discretion, sell its common stock with a sales value of up to a maximum of $8,000,000 through at-the-market sales on the NYSE MKT (the “ATM Offering”). MLV acts as sole sales agent for any sales made in the ATM Offering for a 3% commission on gross proceeds. The common stock is being sold at market prices at the time of the sale, and, as a result, prices may vary. Through December 31, 2014, the Company sold 325,000 shares in the ATM Offering at a weighted-average selling price of $1.28 per share for gross proceeds of $416,000. Net proceeds totaled $377,000, reflecting reductions for the 3% commission to MLV and other offering expenses. | ||
Based on our current projection of revenue, expenses, capital expenditures and cash flows, the Company believes that it has, and will have, sufficient resources and cash flows to service its debt obligations and fund its operations for at least the next twelve months following the filing of this Report. As of December 31, 2014, we have availability of $1,600,000 under the Main Street Revolver and $2,000,000 under the Main Street Term Loan (subject to approval by Main Street under the terms of the Main Street Loan Agreement). There can be no assurances, however, that we will be able to access the availability from the Main Street Revolver and/or Main Street Term Loan in the future. There also can be no assurance that we will be able to raise capital through the ATM Offering as may be needed or upon acceptable stock prices. In the event we need access to capital to fund operations and provide growth capital beyond the ATM Offering and our existing Main Street credit facility, we have historically been able to raise capital in private placements. If the current or future economic conditions negatively impact us and we are unable to raise additional capital that may be needed on terms acceptable to us, it could have a material adverse effect on the Company. | ||
Principles of Consolidation | ||
The consolidated financial statements include the accounts of Glowpoint and our 100%-owned subsidiaries, Affinity and GP Communications, LLC, whose business function is to provide interstate telecommunications services for regulatory purposes. On December 31, 2014, the Company merged Affinity, its wholly owned subsidiary, into the Company. All material inter-company balances and transactions have been eliminated in consolidation. | ||
Use of Estimates | ||
Preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual amounts could differ from the estimates made. We continually evaluate estimates used in the preparation of our consolidated financial statements for reasonableness. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. The significant areas of estimation include determining the allowance for doubtful accounts, deferred tax valuation allowance, accrued sales taxes, the valuation of goodwill, the valuation of intangible assets and their estimated lives, and the estimated lives and recoverability of property and equipment. | ||
Allowance for Doubtful Accounts | ||
We perform ongoing credit evaluations of our customers. We record an allowance for doubtful accounts based on specifically identified amounts that are believed to be uncollectible. We also record additional allowances based on our aged receivables, which are determined based on historical experience and an assessment of the general financial conditions affecting our customer base. If our actual collections experience changes, revisions to our allowance may be required. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. We do not obtain collateral from our customers to secure accounts receivable. The allowance for doubtful accounts was $54,000 and $221,000 at December 31, 2014 and 2013, respectively. | ||
Fair Value of Financial Instruments | ||
The Company considers its cash, accounts receivable and accounts payable to meet the definition of financial instruments. The carrying amount of cash, accounts receivable and accounts payable approximated their fair value due to the short maturities of these instruments. The carrying amounts of our debt obligations (see Note 6) approximate their fair values, which are based on borrowing rates that are available to the Company for loans with similar terms, collateral, and maturity. | ||
The Company measures fair value as required by the ASC Topic 820“Fair Value Measurements and Disclosures” (“ASC Topic 820”). ASC Topic 820 defines fair value, establishes a framework and gives guidance regarding the methods used for measuring fair value, and expands disclosures about fair value measurements. ASC Topic 820 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there exists a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: | ||
• | Level 1 - unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access as of the measurement date. | |
• | Level 2 - inputs other than quoted prices included within Level 1 that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. | |
• | Level 3 - unobservable inputs for the asset or liability only used when there is little, if any, market activity for the asset or liability at the measurement date. | |
This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. The Company did not have any unobservable inputs as of December 31, 2014 and 2013 or during the years then ended. | ||
Revenue Recognition | ||
Revenue billed in advance for video collaboration services is deferred until the revenue has been earned, which is when the related services have been performed. Other service revenue, including amounts passed through based on surcharges from our telecom carriers, related to the network services and collaboration services are recognized as service is provided. As the non-refundable, upfront installation and activation fees charged to our customers do not meet the criteria as a separate unit of accounting, they are deferred and recognized over the 12 to 24 month period estimated life of the customer relationship. Revenue related to professional services is recognized at the time the services are performed. Revenues derived from other sources are recognized when services are provided or events occur. | ||
Taxes Billed to Customers and Remitted to Taxing Authorities | ||
We recognize taxes billed to customers in revenue and taxes remitted to taxing authorities in our cost of revenue. For the years ended December 31, 2014 and 2013, we included taxes of $1,233,000 and $1,339,000, respectively, in revenue and we included taxes of $1,197,000 and $1,283,000, respectively, in cost of revenue. | ||
Goodwill | ||
Goodwill is not amortized but is subject to periodic testing for impairment in accordance with ASC Topic 350 “Intangibles - Goodwill and Other - Testing Indefinite-Lived Intangible Assets for Impairment” (“ASC Topic 350”). We test for impairment on an annual basis or more frequently if events occur or circumstances change indicating that the fair value of the goodwill may be below its carrying amount. The performance of the impairment test involves a two-step process. The first step of the goodwill impairment test involves comparing the fair value of the reporting unit to the carrying value, including goodwill. The Company operates as a single reporting unit. We established November 30 as the date of our annual impairment test for goodwill. We determined the fair value of our reporting unit using a combination of a market-based approach using quoted market prices in active markets and the discounted cash flow (“DCF”) methodology. The DCF methodology requires us to make key assumptions such as projected future cash flows, growth rates, terminal value and a weighted average cost of capital. The second step of the goodwill impairment test involves comparing the implied fair value of the affected reporting unit’s goodwill with the carrying value of that goodwill. Based on the goodwill impairment tests performed at November 30, 2014, the estimated fair value of the reporting unit exceeded its carrying value, and therefore, the second step of the goodwill impairment test was not required. However, if market conditions deteriorate, or if the Company is unable to execute on its business plan, it may be necessary to record impairment charges in the future. | ||
Impairment of Long-Lived Assets and Intangible Assets | ||
The Company assesses the impairment of long-lived assets used in operations, primarily fixed assets and purchased intangible assets subject to amortization when events and circumstances indicate that the carrying value of the assets might not be recoverable. For purposes of evaluating the recoverability of fixed assets, the undiscounted cash flows estimated to be generated by those assets are compared to the carrying amounts of those assets. If and when the carrying values of the assets exceed their fair values, then the related assets will be written down to fair value. Fair value of our intangible assets is determined using the relief from royalty methodology. This approach involves two steps: (a) estimating reasonable royalty rates for each intangible asset and (b) applying these royalty rates to a net revenue stream and discounting the resulting cash flows to determine fair value. This fair value is then compared with the carrying value of each intangible asset. If the carrying amount of the intangible asset is greater than its implied fair value, an impairment in the amount of the excess is recognized and charged to operations. | ||
The determination of related estimated useful lives and whether or not these assets are impaired involves significant judgments, related primarily to the future profitability and/or future value of the assets. Changes in the Company’s strategic plan and/or other-than-temporary changes in market conditions could significantly impact these judgments and could require adjustments to recorded asset balances. Long-lived assets are evaluated for impairment at least annually, as well as whenever an event or change in circumstances has occurred that could have a significant adverse effect on the fair value of long-lived assets. | ||
Capitalized Software Costs | ||
The Company capitalizes certain costs incurred in connection with developing or obtaining internal-use software. All software development costs have been appropriately accounted for as required by ASC Topic 350.40 “Intangible – Goodwill and Other – Internal-Use Software.” Capitalized software costs are included in “Property and Equipment” on our consolidated balance sheets and are amortized over three to four years. Software costs that do not meet capitalization criteria are expensed as incurred. For the year ended December 31, 2014, we capitalized internal use software costs of $1,343,000 and we amortized $588,000 of these costs. For the year ended December 31, 2013, we capitalized internal use software costs of $317,000 and we amortized $506,000 of these costs. During the years ended December 31, 2014 and 2013, we recorded impairment losses of $248,000 and $65,000, respectively, for certain discrete projects that were abandoned. These charges are recognized as “Impairment Charges” on our Consolidated Statements of Operations. | ||
Deferred Financing Costs | ||
Deferred financing costs, included in other assets, relate to fees and expenses incurred in connection with entering into our debt agreements (see Note 6), and are amortized as interest expense over the contractual lives of the related credit facilities. | ||
Concentration of Credit Risk | ||
Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash, and trade accounts receivable. We place our cash primarily in commercial checking accounts. Commercial bank balances may from time to time exceed federal insurance limits. | ||
Property and Equipment | ||
Property and equipment are stated at cost and are depreciated over the estimated useful lives of the related assets, which range from three to five years. Leasehold improvements are amortized over the shorter of either the asset's useful life or the related lease term. Depreciation is computed on the straight-line method for financial reporting purposes. Property and equipment include fixed assets subject to capital leases which are depreciated over the life of the respective asset. | ||
Income Taxes | ||
We use the asset and liability method to determine our income tax expense or benefit. Deferred tax assets and liabilities are computed based on temporary differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates that are expected to be in effect when the differences are expected to be recovered or settled. Any resulting net deferred tax assets are evaluated for recoverability and, accordingly, a valuation allowance is provided when it is more likely that not that all or some portion of the deferred tax asset will not be realized. | ||
Stock-based Compensation | ||
Stock-based awards have been accounted for as required by ASC Topic 718 “Compensation – Stock Compensation” (“ASC Topic 718”). Under ASC Topic 718 share based awards are valued at fair value on the date of grant, and that fair value is recognized over the requisite service period. The Company values its stock option awards using the Black-Scholes option valuation model. | ||
Research and development | ||
Research and development expenses include internal and external costs related to the development of new service offerings and features and enhancements to our existing services. | ||
Accounting Standards Update | ||
On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for us on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. We are evaluating the effect that ASU 2014-09 will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting. | ||
In August 2014, FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Specifically, ASU 2014-15 provides a definition of the term substantial doubt and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). It also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans and requires an express statement and other disclosures when substantial doubt is not alleviated. The new standard will be effective for reporting periods beginning after December 15, 2016, with early adoption permitted. Management is currently evaluating the impact of the adoption of ASU 2014-14 on our financial statements and disclosures. | ||
Reclassifications | ||
Certain prior year amounts have been reclassified to conform with the current year presentation. |
Restricted_Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2014 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | Restricted Cash |
As of December 31, 2014, our cash balance of $1,938,000 included restricted cash of $185,000. The $185,000 pertains to a letter of credit that serves as the security deposit for our lease of office space in Colorado (as discussed in Note 16), and is secured by an equal amount of cash pledged as collateral, and such cash is held in a restricted bank account. As of December 31, 2013, our cash balance of $2,294,000 included restricted cash of $242,000. |
Property_and_Equipment
Property and Equipment | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||
Property and Equipment | Property and Equipment | |||||||||
Property and equipment consisted of the following at December 31, 2014 and 2013 (in thousands): | ||||||||||
December 31, | ||||||||||
2014 | 2013 | Estimated Useful Life | ||||||||
Network equipment and software | $ | 11,156 | $ | 10,151 | 3 to 5 Years | |||||
Computer equipment and software | 2,730 | 2,514 | 3 to 4 Years | |||||||
Collaboration equipment | 497 | 497 | 5 Years | |||||||
Leasehold improvements | 522 | 525 | (*) | |||||||
Office furniture and equipment | 622 | 769 | 5 to 10 Years | |||||||
15,527 | 14,456 | |||||||||
Accumulated depreciation | (12,281 | ) | (11,589 | ) | ||||||
Property and equipment, net | $ | 3,246 | $ | 2,867 | ||||||
(*) – Depreciated over the shorter period of the estimated useful life (five years) or the lease term. | ||||||||||
Related depreciation expense was $1,477,000 and $1,602,000 for the years ended December 31, 2014 and 2013, respectively. | ||||||||||
For the years ended December 31, 2014 and 2013, the Company recorded asset impairment charges of $145,000 and $615,000, respectively, primarily consisting of furniture, network equipment, and leasehold improvements no longer being utilized in the Company's business. These charges are recognized as "Impairment Charges" on our Consolidated Statements of Operations. |
Intangible_Assets
Intangible Assets | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||
Intangible Assets | Intangible Assets | |||||||||
Intangible assets consisted of the following at December 31, 2014 and 2013 (in thousands): | ||||||||||
December 31, | ||||||||||
2014 | 2013 | Estimated Useful Life | ||||||||
Customer relationships | $ | 4,335 | $ | 5,100 | 5 Years | |||||
Affiliate network | 994 | 1,710 | 12 Years | |||||||
Trademarks | 548 | 760 | 8 Years | |||||||
5,877 | 7,570 | |||||||||
Accumulated amortization | (2,830 | ) | (1,572 | ) | ||||||
Intangible assets, net | $ | 3,047 | $ | 5,998 | ||||||
In connection with the Company’s annual evaluation of intangible assets in the fourth quarter of 2014, we determined that the forecasted net revenue streams for 2015 and subsequent periods associated with the intangible assets recorded in connection with the Affinity acquisition are anticipated to be lower than originally forecasted. As such, the future cash flows associated with these intangible assets has diminished and the carrying values of the intangible assets exceeded their fair values. Therefore, we recorded an impairment charge of $1,696,000 during the year ended December 31, 2014, recognized as "Impairment Charges" on our Consolidated Statements of Operations. This impairment charge consisted of $765,000 for customer relationships, $716,000 for affiliate network and $215,000 for trademarks. | ||||||||||
Intangible assets with finite lives are amortized using the straight-line method over the estimated economic lives of the assets, which range from five years to twelve years in accordance with ASC Topic 350. Accumulated amortization as of December 31, 2014 consisted of $2,295,000 for customer relationships, $321,000 for affiliate network and $214,000 for trademarks. Related amortization expense was $1,258,000 and $1,258,000 for the years ended December 31, 2014 and 2013, respectively. Amortization expense for each of the next five succeeding years will be as follows (in thousands): | ||||||||||
2015 | $ | 869 | ||||||||
2016 | 869 | |||||||||
2017 | 683 | |||||||||
2018 | 127 | |||||||||
2019 | 127 | |||||||||
Thereafter | 372 | |||||||||
Total | $ | 3,047 | ||||||||
Debt
Debt | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||
Debt | Debt | |||||||||||||||
Long-term debt consists of the following (in thousands): | ||||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
SRS Note | $ | 1,785 | $ | 1,885 | ||||||||||||
Main Street Term Loan | 9,000 | 9,000 | ||||||||||||||
Main Street Revolver | 400 | 300 | ||||||||||||||
11,185 | 11,185 | |||||||||||||||
Less current maturities | (400 | ) | (950 | ) | ||||||||||||
Long-term debt, net of current portion | $ | 10,785 | $ | 10,235 | ||||||||||||
In October 2013, the Company entered into a loan agreement by and among the Company and its subsidiaries, and Main Street Capital Corporation (“Main Street”), as lender and as administrative agent and collateral agent for itself and the other lenders from time to time party thereto (the “Main Street Loan Agreement”). The Main Street Loan Agreement provides for an $11,000,000 senior secured term loan facility (“Main Street Term Loan”) and a $2,000,000 senior secured revolving loan facility (the “Main Street Revolver”). As of December 31, 2014, the Company had outstanding borrowings of $9,000,000 under the Main Street Term Loan and $400,000 on the Main Street Revolver. As of December 31, 2013, the Company had outstanding borrowings of $9,000,000 under the Main Street Term Loan and $300,000 on the Main Street Revolver, and the Company used these proceeds to repay former debt obligations during 2013. | ||||||||||||||||
Borrowings under the Main Street Term Loan and Main Street Revolver mature on October 17, 2018 and October 17, 2015, respectively, unless sooner terminated as provided in the Main Street Loan Agreement. The Main Street Loan Agreement provides that the Main Street Term Loan borrowings bear interest at 12% per annum and the Main Street Revolver borrowings bear interest at 8% per annum. Interest payments on the outstanding borrowings under both the Main Street Term Loan and Main Street Revolver are due monthly. The Company is required to make quarterly principal payments on the Main Street Term Loan as follows: (i) starting on February 15, 2014 to April 15, 2015 in an amount equal to 33% of Excess Cash Flow generated by the Company (as defined in the Main Street Loan Agreement and effectively equal to cash flow from operations less capital expenditures less principal payments on capital leases) during the trailing fiscal quarter and (ii) from August 15, 2015 to August 15, 2018 in an amount equal to 50% of Excess Cash Flow generated by the Company during the trailing fiscal quarter. In the event there are outstanding borrowings on the Main Street Revolver, any quarterly principal payments are first applied to the Main Street Revolver and then to the Main Street Term Loan. During the year ended December 31, 2014, the Company made principal payments of $149,000 on the Main Street Revolver and no principal payments on the Main Street Term Loan. During the year ended December 31, 2014, the Company received advances on the Main Street Revolver of $249,000. | ||||||||||||||||
The Company may prepay borrowings under the Main Street Loan Agreement at any time without premium or penalty, subject to certain notice and minimum prepayment requirements. The obligations of the Company under the Main Street Loan Agreement are secured by substantially all of the assets of the Company, including all intellectual property, equity interests in subsidiaries, equipment and other personal property. The Main Street Loan Agreement contains standard representations, warranties and covenants for a transaction of its nature, including, among other things, covenants relating to (i) financial reporting and notification, (ii) payment of obligations, (iii) compliance with applicable laws and (iv) notification of certain events. The Main Street Loan Agreement also contains various covenants and restrictive provisions which may, among other things, limit the Company's ability to sell assets, incur additional indebtedness, make investments or loans and create liens. The Main Street Loan Agreement also contains financial covenants, including a fixed charge coverage ratio covenant and a debt to Adjusted EBITDA (“AEBITDA”) ratio covenant as defined in the Main Street Loan Agreement. The Main Street Loan Agreement contains events of default customary for similar financings with corresponding grace periods, including failure to pay any principal or interest when due, failure to perform or observe covenants, breaches of representations and warranties, certain cross defaults, certain bankruptcy related events, monetary judgments defaults and a change in control. Upon the occurrence of an event of default, the outstanding obligations under the Main Street Loan Agreement may be accelerated and become immediately due and payable. As of December 31, 2014, the Company was in compliance with all required covenants. On February 27, 2015, the Company and Main Street entered into an amendment to the Main Street Loan Agreement to revise certain of the Company’s financial covenants and ratio levels. | ||||||||||||||||
Deferred financing costs related to our debt agreements of $84,000 are included in prepaid expenses and other current assets and $192,000 are included in other assets as of December 31, 2014. Deferred financing costs related to our debt agreements of $363,000 are included in other assets as of December 31, 2013. The financing costs are amortized to interest expense using the effective interest method over the term of each loan through each maturity date. For the year ended December 31, 2014, we recorded $89,000 of amortization of financing costs. For the year ended December 31, 2013, we recorded $976,000 of amortization of financing costs, and $727,000 of amortization of debt discount. As a result of the payoff of the Company’s former debt obligations in 2013, the Company charged to interest and other expense in the year ended December 31, 2013: (i) the remaining unamortized portion of the debt financing costs from these former debt obligations as of the payoff date, which totaled $710,000 and (ii) the remaining unamortized portion of the debt discount from a former debt obligation, which was $619,000 as of the payoff date. | ||||||||||||||||
In connection with the October 2012 acquisition of Affinity, the Company issued a promissory note (the “SRS Note”) to Shareholder Representative Services LLC (“SRS”), on behalf of the prior stockholders of Affinity. As of December 31, 2014 and 2013 the principal balance on the SRS Note was $1,785,000 and $1,885,000, respectively. On February 27, 2015, the Company amended and restated the SRS Note. The amended SRS Note, (i) extended the maturity date from January 4, 2016 to July 6, 2017, (ii) increased the interest rate from 10% to 15% per annum effective March 1, 2015 and (iii) revised the payment of interest from quarterly in arrears to payment on July 6, 2017 of all interest earned after March 1, 2015, unless certain trailing AEBITDA targets are met as defined in the agreement. The Company is required to make monthly principal payments in the amount of $50,000 in the event the Company's trailing three month AEBITDA exceeds $1,500,000. The Company is required to make additional payments on the principal amount over the remaining term of the SRS Note in an amount equal to 40% of the sum of the Company’s trailing six month AEBITDA less $3,000,000. The Company is currently evaluating the impact this amendment will have on its consolidated financial statements for the three months ended March 31, 2015. During the year ended December 31, 2014, the Company made two $50,000 principal payments, totaling $100,000, on the SRS Note based on achievement of the AEBITDA threshold. | ||||||||||||||||
In February 2014, the Company amended and restated the SRS Note. The amended note, which was effective as of December 31, 2013 (i) reduced the principal amount of the SRS Note by $203,000 to $1,885,000, (ii) increased the interest rate from 8% to 10% per annum and (iii) extended the maturity date from December 31, 2014 to January 4, 2016. The Company concluded that this amendment was a debt modification and not an extinguishment in accordance with ASC Topic 470-50 “Debt - Modifications and Extinguishments”. The Company recorded the $203,000 reduction of the SRS Note as follows for the year ended December 31, 2013: (i) a $40,000 decrease to general and administrative expenses relating to reimbursement of certain expenses, ii) a $60,000 increase in accrued expenses and iii) a $103,000 increase to other income. | ||||||||||||||||
As of December 31, 2014, the current portion of long-term debt recorded on the Company's balance sheet was $400,000, which reflects principal payments the Company expects to pay in 2015 on the Main Street Revolver. The Company expects that any principal payments under the Main Street Loan Agreement, which are based on a percentage of Excess Cash Flow as discussed above, will be applied to outstanding borrowings on the Main Street Revolver during the twelve months ending December 31, 2015. Therefore, the Company expects that no principal payments will be applied against the Main Street Term Loan during the twelve months ended December 31, 2015; and thus all outstanding borrowings on the Main Street Term Loan are classified as long term debt as of December 31, 2014. The principal payments related to these debt agreements are estimates and actual payments may vary. | ||||||||||||||||
Future maturities of long-term debt are estimated as follows (in thousands): | ||||||||||||||||
Main Street Revolver | Main Street Term Loan | SRS Note | Total | |||||||||||||
2015 | $ | 400 | $ | — | $ | — | $ | 400 | ||||||||
2016 | — | — | — | — | ||||||||||||
2017 | — | — | 1,785 | 1,785 | ||||||||||||
2018 | — | 9,000 | — | 9,000 | ||||||||||||
$ | 400 | $ | 9,000 | $ | 1,785 | $ | 11,185 | |||||||||
Capital_Lease_Obligations
Capital Lease Obligations | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Debt Disclosure [Abstract] | ||||||||||||
Capital Lease Obligations | Capital Lease Obligations | |||||||||||
During the year ended December 31, 2014, the Company did not enter into any non-cancelable capital lease agreements. Depreciation expense on the equipment under the capital leases for the years ended December 31, 2014 and 2013 was $51,000 and $158,000, respectively. Future minimum commitments under all non-cancelable capital leases are as follows (in thousands): | ||||||||||||
Interest | Principal | Total | ||||||||||
2015 | $ | 1 | $ | 41 | $ | 42 | ||||||
2016 | — | 1 | 1 | |||||||||
$ | 1 | $ | 42 | $ | 43 | |||||||
As of December 31, 2014, the current portion of the capital lease obligation is $41,000 and the long-term portion is $1,000. |
Prepaid_Expenses_and_Other_Cur
Prepaid Expenses and Other Current Assets | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Prepaid Expenses and Other Current Assets | Prepaid Expenses and Other Current Assets | |||||||
Prepaid expenses and other current assets consisted of the following at December 31, 2014 and 2013 (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Due from vendors | $ | 95 | $ | 26 | ||||
Prepaid maintenance contracts | 119 | 98 | ||||||
Deferred installation costs | 30 | 58 | ||||||
Prepaid insurance | 132 | 94 | ||||||
Prepaid equity issuance costs | 100 | — | ||||||
Prepaid software licenses | 123 | — | ||||||
Other prepaid expenses | 342 | 128 | ||||||
Deferred financing costs | 84 | — | ||||||
Prepaid expenses and other current assets | $ | 1,025 | $ | 404 | ||||
Accrued_Sales_Taxes_and_Regula
Accrued Sales Taxes and Regulatory Fees | 12 Months Ended |
Dec. 31, 2014 | |
Accrued Sales Tax and Regulated Fees [Abstract] | |
Accrued Sales Taxes and Regulatory Fees | Accrued Sales Taxes and Regulatory Fees |
Included in accrued sales taxes and regulatory fees are (i) certain estimated sales and use taxes, regulatory fees and (ii) sales taxes and regulatory fees collected from customers that are to be remitted to taxing authorities. Our accrual as of December 31, 2014 includes estimates for taxes due where we plan to proactively contact various taxing authorities and voluntarily disclose potential sales and use tax liabilities. Accrued sales taxes and regulatory fees as of December 31, 2014 and 2013 are $444,000 and $590,000, respectively. |
Accrued_Expenses_and_Other_Lia
Accrued Expenses and Other Liabilities | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Payables and Accruals [Abstract] | ||||||||
Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities | |||||||
Accrued expenses and other liabilities consisted of the following at December 31, 2014 and 2013 (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Accrued compensation | $ | 271 | $ | 755 | ||||
Accrued severance costs | 20 | 306 | ||||||
Accrued communication costs | 272 | 328 | ||||||
Accrued professional fees | 146 | 138 | ||||||
Accrued interest | 143 | 137 | ||||||
Other accrued expenses | 457 | 253 | ||||||
Deferred revenue | 76 | 197 | ||||||
Customer deposits | 191 | 163 | ||||||
Accrued expenses and other liabilities | $ | 1,576 | $ | 2,277 | ||||
EquityBased_Compensation
Equity-Based Compensation (Stock Options [Member]) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Stock Options [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Stock Options | Equity-Based Compensation | |||||||||||||||
Glowpoint 2014 Stock Incentive Plan | ||||||||||||||||
On April 22, 2014, the Board of Directors of the Company (the “Board”) adopted the Glowpoint, Inc. 2014 Equity Incentive Plan (the “2014 Plan”), subject to requisite stockholder approval. On May 28, 2014, the 2014 Plan was approved by the Company’s stockholders at the Company’s 2014 Annual Meeting of Stockholders. The purpose of the 2014 Plan is to promote the success of the Company and to increase stockholder value by providing an additional means to attract, motivate, retain and reward selected employees and other eligible persons through the grant of equity awards. Awards may be granted under the 2014 Plan to officers, employees, directors and consultants of the Company or its subsidiaries. The 2014 Plan permits the grant of stock options, stock appreciation rights, restricted shares, restricted stock units, cash awards and other awards, including stock bonuses, performance stock, performance units, dividend equivalents, or similar rights to purchase or acquire shares, whether at a fixed or variable price or ratio related to the Company’s common stock, upon the passage of time, the occurrence of one or more events, or the satisfaction of performance criteria or other conditions, or any combination thereof, or any similar securities with a value derived from the value of or related to the Company’s common stock and/or returns thereon. A total of 4,400,000 shares of the Company’s common stock are available for issuance pursuant to awards under the 2014 Plan. No awards were granted under the 2014 Plan during the year ended December 31, 2014. | ||||||||||||||||
Glowpoint 2000 Stock Incentive Plan | ||||||||||||||||
In June 2010, the Board terminated the Glowpoint 2000 Stock Incentive Plan (as amended, the “2000 Plan”). Notwithstanding the termination of the 2000 Plan, outstanding awards under the 2000 Plan will remain in effect accordance with their terms. As of December 31, 2014, options to purchase a total of 87,000 shares of common stock were outstanding. | ||||||||||||||||
Glowpoint 2007 Stock Incentive Plan | ||||||||||||||||
In May 2014, the Board terminated the Company’s 2007 Stock Incentive Plan (the “2007 Plan”). Notwithstanding the termination of the 2007 Plan, outstanding awards under the 2007 Plan will remain in effect accordance with their terms. As of December 31, 2014, options to purchase a total of 1,263,000 shares of common stock were outstanding. | ||||||||||||||||
Stock Options | ||||||||||||||||
The Company periodically grants stock options to employees and directors in accordance with the provisions of our stock incentive plans, with the exercise price of the stock options being set at or above the closing price of our common stock at the date of grant. | ||||||||||||||||
In our stock incentive plans, the exercise price of the awards are established by the administrator of the plan and, in the case of incentive stock options (“ISOs”) issued to employees who are less than 10% stockholders, the per share exercise price must be equal to at least 100% of the fair market value of a share of the common stock on the date of grant or not less than 110% of the fair market value of the shares in the case of an employee who is a 10% stockholder. The administrator of the plan determines the terms and provisions of each award granted, including the vesting schedule, repurchase provisions, rights of first refusal, forfeiture provisions, form of payment, payment contingencies and satisfaction of any performance criteria. | ||||||||||||||||
For the year ended December 31, 2014, no options were granted, 50,000 options expired, and 50,000 options were exercised and converted into 20,000 shares of common stock. The weighted average fair value of each option granted is estimated on the date of grant using the Black-Scholes option valuation model with the weighted average assumptions during the year ended December 31, 2013 as shown in the table below. No assumptions are presented for the year ended December 31, 2014 as no options were granted during this period. | ||||||||||||||||
Year Ended | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | ||||||||||||||||
Risk free interest rate | 0.80% | |||||||||||||||
Expected option lives | 5 years | |||||||||||||||
Expected volatility | 103.20% | |||||||||||||||
Estimated forfeiture rate | 10% | |||||||||||||||
Expected dividend yields | — | |||||||||||||||
Weighted average grant date fair value of options | $1.39 | |||||||||||||||
The Company calculates expected volatility for a stock-based grant based on historic daily stock price observations of its common stock during the period immediately preceding the grant that is equal in length to the expected term of the grant. The expected term of the options and forfeiture rates are estimated based on the Company’s exercise and employment termination experience. The risk free interest rate is based on U.S. Treasury yields for securities in effect at the time of grants with terms approximating the expected life of the grants. The assumptions used in the Black-Scholes option valuation model are highly subjective and can materially affect the resulting valuations. | ||||||||||||||||
A summary of stock options granted, exercised, expired and forfeited under our plans and options outstanding as of, and changes made during, the years ended December 31, 2014 and 2013 (options in thousands): | ||||||||||||||||
Outstanding | Exercisable | |||||||||||||||
Number of Options | Weighted | Number of Options | Weighted | |||||||||||||
Average | Average | |||||||||||||||
Exercise | Exercise | |||||||||||||||
Price | Price | |||||||||||||||
Options outstanding, December 31, 2012 | 1,857 | $ | 3.07 | 605 | $ | 2.93 | ||||||||||
Granted | 1,075 | 1.84 | ||||||||||||||
Exercised | (70 | ) | 1.61 | |||||||||||||
Expired | (14 | ) | 13.56 | |||||||||||||
Forfeited | (1,056 | ) | 3.16 | |||||||||||||
Options outstanding, December 31, 2013 | 1,792 | $ | 2.21 | 410 | $ | 2.71 | ||||||||||
Granted | — | — | ||||||||||||||
Exercised | (50 | ) | 0.9 | |||||||||||||
Expired | (50 | ) | 5.29 | |||||||||||||
Forfeited | (342 | ) | 2.7 | |||||||||||||
Options outstanding, December 31, 2014 | 1,350 | $ | 2.02 | 729 | $ | 2.05 | ||||||||||
Additional information as of December 31, 2014 is as follows (options in thousands): | ||||||||||||||||
Outstanding | Exercisable | |||||||||||||||
Range of price | Number | Weighted | Weighted | Number | Weighted | |||||||||||
of Options | Average | Average | of Options | Average | ||||||||||||
Remaining | Exercise | Exercise | ||||||||||||||
Contractual | Price | Price | ||||||||||||||
Life (In Years) | ||||||||||||||||
$0.90 – $1.51 | 175 | 7.67 | $ | 1.29 | 85 | $ | 1.29 | |||||||||
$1.52 – $1.96 | 70 | 3.23 | 1.71 | 70 | 1.71 | |||||||||||
$1.98 – $2.05 | 892 | 7.96 | 1.98 | 438 | 1.98 | |||||||||||
$2.12 – $2.60 | 97 | 5.5 | 2.34 | 70 | 2.35 | |||||||||||
$2.68 – $7.68 | 116 | 6.32 | 3.29 | 66 | 3.5 | |||||||||||
1,350 | 7.36 | $ | 2.02 | 729 | 2.05 | |||||||||||
A summary of unvested options as of, and changes during the years ended December 31, 2014 and 2013, is presented below (options in thousands): | ||||||||||||||||
Options | Weighted Average | |||||||||||||||
Grant Date | ||||||||||||||||
Fair Value | ||||||||||||||||
Unvested options outstanding, December 31, 2012 | 1,252 | $ | 2.27 | |||||||||||||
Granted | 1,075 | 1.39 | ||||||||||||||
Vested | (85 | ) | 1.43 | |||||||||||||
Forfeited | (860 | ) | 2.25 | |||||||||||||
Unvested options outstanding, December 31, 2013 | 1,382 | $ | 1.57 | |||||||||||||
Granted | — | — | ||||||||||||||
Vested | (597 | ) | 1.46 | |||||||||||||
Forfeited | (163 | ) | 2.2 | |||||||||||||
Unvested options outstanding, December 31, 2014 | 622 | $ | 1.51 | |||||||||||||
Stock option compensation expense relating to stock option awards is allocated as follows for the years ended December 31, 2014 and 2013 (in thousands): | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
General and administrative | $ | 356 | $ | 646 | ||||||||||||
$ | 356 | $ | 646 | |||||||||||||
The intrinsic value of vested options at December 31, 2014 and 2013 was $3,000 and $6,000, respectively. The intrinsic value of unvested options at December 31, 2014 and 2013 was $7,000 and $48,000, respectively. The intrinsic value of exercised options for the year ended December 31, 2014 and 2013 was $30,000 and $27,000, respectively. | ||||||||||||||||
The remaining unrecognized stock-based compensation expense for options at December 31, 2014 was $786,000, of which $20,000, representing 10,000 options, will only be expensed upon a “change in control” and the remaining $766,000 will be amortized over a weighted average period of approximately 1.8 years. | ||||||||||||||||
The tax benefit recognized for stock-based compensation for the year ended December 31, 2014 and 2013 was de minimis. No compensation costs were capitalized as part of the cost of an asset. | ||||||||||||||||
Restricted Stock | ||||||||||||||||
A summary of restricted stock granted, vested, forfeited and unvested outstanding as of, and changes made during, the years ended December 31, 2014 and 2013, is presented below (shares in thousands): | ||||||||||||||||
Restricted Shares | Weighted Average | |||||||||||||||
Grant Price | ||||||||||||||||
Unvested restricted shares outstanding, December 31, 2012 | 1,294 | $ | 2.43 | |||||||||||||
Granted | 388 | 1.28 | ||||||||||||||
Vested | (367 | ) | 1.43 | |||||||||||||
Forfeited | (850 | ) | 2.56 | |||||||||||||
Unvested restricted shares outstanding, December 31, 2013 | 465 | $ | 2.03 | |||||||||||||
Granted | 522 | 1.53 | ||||||||||||||
Vested | (122 | ) | 1.54 | |||||||||||||
Forfeited | (224 | ) | 2.32 | |||||||||||||
Unvested restricted shares outstanding, December 31, 2014 | 641 | $ | 1.61 | |||||||||||||
The number of restricted shares vested during the year ended December 31, 2014 includes 40,000 shares withheld and repurchased by the Company on behalf of employees to satisfy $66,000 of minimum statutory tax withholding requirements. Such shares are held in the Company's treasury stock as of December 31, 2014. | ||||||||||||||||
Stock compensation expense relating to restricted stock awards are allocated as follows for the years ended December 31, 2014 and 2013 (in thousands): | ||||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Cost of revenue | $ | 36 | $ | 40 | ||||||||||||
Research and development | 12 | 8 | ||||||||||||||
Sales and marketing | 29 | 56 | ||||||||||||||
General and administrative | 167 | 453 | ||||||||||||||
$ | 244 | $ | 557 | |||||||||||||
During the year ended December 31, 2014, additional paid in capital was increased by $204,000 relating to the issuance of restricted stock for settlement of bonuses, of which $165,000 was recorded in accrued expenses as of December 31, 2013. Stock based compensation expense related to these accrued bonuses was recorded during the year ended December 31, 2013. | ||||||||||||||||
The remaining unrecognized stock-based compensation expense for restricted stock at December 31, 2014 was $689,000, of which $38,000, representing 15,000 shares, will only be expensed upon a “change in control” and the remaining $651,000 will be amortized over a weighted average period of 2.6 years. | ||||||||||||||||
The tax benefit recognized for stock-based compensation for the year ended December 31, 2014 and 2013 was de minimis. No compensation costs were capitalized as part of the cost of an asset. |
Common_Stock
Common Stock | 12 Months Ended |
Dec. 31, 2014 | |
Common Stock [Abstract] | |
Common Stock | Common Stock |
On September 16, 2014, the Company entered into an At Market Issuance Sales Agreement, with MLV & Co. LLC (“MLV”), under which the Company may, at its discretion, sell its common stock with a sales value of up to a maximum of $8,000,000 through at-the-market sales on the NYSE MKT (the “ATM Offering”). MLV acts as sole sales agent for any sales made in the ATM Offering for a 3% commission on gross proceeds. The common stock is being sold at market prices at the time of the sale, and, as a result, prices may vary. Sales in the ATM Offering are being made pursuant to the prospectus supplement dated September 16, 2014, which supplements the Company’s prospectus dated January 22, 2013, filed as part of the shelf registration statement that was declared effective by the Securities and Exchange Commission (“SEC”) on January 22, 2013. Through December 31, 2014, the Company sold 325,000 shares in the ATM Offering at a weighted-average selling price of $1.28 per share for gross proceeds of $416,000. Net proceeds totaled $377,000, reflecting reductions for the 3% commission to MLV and other offering expenses. The Company has recorded approximately $125,000 of expenses for the offering, excluding MLV commissions and other fees of $14,000, in prepaid expenses and other current assets as of December 31, 2014. The Company will charge these costs against additional paid-in capital as shares are sold under the ATM Offering. During the year ended December 31, 2014, $25,000 of such costs were recorded against additional paid-in capital. |
Preferred_Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2014 | |
Preferred Stock, Number of Shares, Par Value and Other Disclosures [Abstract] | |
Preferred Stock | Preferred Stock |
Our Certificate of Incorporation authorizes the issuance of up to 5,000,000 shares of preferred stock. As of December 31, 2014, there were: 100 shares of Series B-1 Preferred Stock authorized, and no shares issued or outstanding; 7,500 shares of Series A-2 Preferred Stock authorized and 53 shares issued and outstanding; and 4,000 shares of Series D Preferred Stock authorized and no shares issued or outstanding. | |
During the year ended December 31, 2013, the Company exchanged all 100 issued and outstanding shares of Series B-1 Preferred Stock pursuant to exchange agreements between the Company and the holders of this preferred stock (the “Exchange Agreements”) for 6,667,286 shares of the Company’s common stock. The liquidation preference for the Preferred Shares was approximately $10,247,000, representing an effective conversion price for the Company’s common stock issued pursuant to the Exchange Agreements of $1.54 per share. In connection with the Exchange Agreements, the holders of the Preferred Shares waived their claim to accrued dividends on the Preferred Shares in the approximate amount of $247,000. The Company recorded the reversal of these accrued dividends as a reduction to Preferred Stock Dividends on the accompanying consolidated statement of operations. During the years ended December 31, 2014 and 2013, the Company incurred approximately $5,000 and $289,000 of costs in connection with the Exchange Agreements, respectively, which were recorded as a reduction to additional paid-in capital. The Company also issued 100,000 of shares of Common Stock to a broker in October 2013, recorded in stockholders’ equity as a cost of the preferred stock exchange equal to a value of $135,000. This value was based on the October 15, 2013 stock price of $1.35 (see Note 20 for further discussion). The Exchange Agreements were recorded through stockholders’ equity. | |
Each share of Series A-2 Preferred Stock has a stated value of $7,500 per share (the “A-2 Stated Value”), a liquidation preference equal to the Series A-2 Stated Value, and is convertible at the holder’s election into common stock at a conversion price per share of $2.9844 as of December 31, 2014. Therefore, each share of Series A-2 Preferred Stock is convertible into 2,500 shares of common stock as of December 31, 2014. The conversion price is subject to adjustment upon the occurrence of certain events set forth in our Certificate of Incorporation. During the year ended December 31, 2014, the conversion price was adjusted from $3.00 per share to $2.9844 per share as a result of sales in the ATM Offering during this period. The Series A-2 Preferred Stock is subordinate to the Series B-1 Preferred Stock but senior to all other classes of equity, has weighted average anti-dilution protection and, commencing on January 1, 2013, is entitled to cumulative dividends at a rate of 5% per annum, payable quarterly, based on the Series A-2 Stated Value. All dividends are payable at the option of the holder in cash or through the issuance of a number of additional shares of Series A-2 Preferred Stock with an aggregate liquidation preference equal to the dividend amount payable on the applicable dividend payment date. As of December 31, 2014 and 2013, the Company has recorded $40,000 and $20,000, respectively, in accrued dividends on the accompanying balance sheet related to the Series A-2 Preferred Stock. | |
In accordance with ASC Topic 815, we evaluated whether our convertible preferred stock contains provisions that protect holders from declines in our stock price or otherwise could result in modification of the exercise price and/or shares to be issued under the respective preferred stock agreements based on a variable that is not an input to the fair value of a “fixed-for-fixed” option and require a derivative liability. The Company determined no derivative liability is required under ASC Topic 815 with respect to our convertible preferred stock. A contingent beneficial conversion amount is required to be calculated and recognized when and if the adjusted $3.00 conversion price of the convertible preferred stock is adjusted to reflect a down round stock issuance that reduces the conversion price below the $1.16 fair value of the common stock on the issuance date of the convertible preferred stock. |
Loss_Per_Share
Loss Per Share | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Loss Per Share | Loss Per Share | |||||||
Basic loss per share is computed by dividing net loss available to common stockholders by the weighted-average number of shares of common stock outstanding during the period. The weighted-average number shares of common stock outstanding does not include any potentially dilutive securities or any unvested restricted shares of common stock. These unvested restricted shares, although classified as issued and outstanding at December 31, 2014 and 2013, are considered contingently returnable until the restrictions lapse and will not be included in the basic earnings per share calculation until the shares are vested. Unvested shares of our restricted stock do not contain non-forfeitable rights to dividends and dividend equivalents. | ||||||||
Diluted loss per share includes the effect of all potentially dilutive securities on earnings per share. The difference between basic and diluted weighted-average shares outstanding is the dilutive effect of unvested restricted stock, stock options, and preferred stock. For the years ended December 31, 2014 and 2013, diluted net loss per share is the same as basic net loss per share due to the Company’s net loss attributable to common stockholders and the potential shares of common stock that could have been issuable have been excluded from the calculation of diluted net loss per share because the effects, as a result of our net loss attributable to common stockholders, would be anti-dilutive. | ||||||||
The following table represents a reconciliation of the basic and diluted loss per share computations contained in our consolidated financial statements (in thousands, except per share data): | ||||||||
Year Ended | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Net loss | $ | (2,755 | ) | $ | (4,211 | ) | ||
Less: preferred stock dividends | 20 | 20 | ||||||
Net loss attributable to common stockholders | $ | (2,775 | ) | $ | (4,231 | ) | ||
Weighted average shares outstanding - basic | 34,885 | 30,525 | ||||||
Weighted average shares outstanding - diluted | 34,885 | 30,525 | ||||||
Basic net loss per share | $ | (0.08 | ) | $ | (0.14 | ) | ||
Diluted net loss per share | $ | (0.08 | ) | $ | (0.14 | ) | ||
The weighted-average diluted shares of common stock outstanding as of December 31, 2014 excludes the effect of 1,300,000 out-of-the-money options, because their effect would be anti-dilutive. | ||||||||
The following table sets forth the potential shares of common stock that were excluded from diluted weighted-average shares of common stock outstanding (in thousands): | ||||||||
Year Ended | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Unvested restricted stock | 670 | 465 | ||||||
Shares of common stock issuable upon conversion of preferred stock, Series A-2 | 133 | 133 | ||||||
Stock options outstanding | 1,350 | 1,792 | ||||||
Interest_Expense_and_Other_Net
Interest Expense and Other, Net | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Interest Expense [Abstract] | ||||||||
Interest Expense and Other, Net | Interest Expense and Other, Net | |||||||
The components of interest expense and other, net for the years ended December 31, 2014 and 2013 are presented below (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Interest expense for debt | $ | 1,322 | $ | 1,179 | ||||
Interest expense for capital lease | 8 | 21 | ||||||
Forgiveness of debt | — | (103 | ) | |||||
Interest income | (5 | ) | (1 | ) | ||||
Other expense (income) | 18 | — | ||||||
Interest expense and other, net | $ | 1,343 | $ | 1,096 | ||||
Commitments_and_Contingencies
Commitments and Contingencies | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Commitments and Contingencies | Commitments and Contingencies | |||
Operating Leases | ||||
We lease several facilities under operating leases expiring through 2020. Certain leases require us to pay increases in real estate taxes, operating costs and repairs over certain base year amounts. Lease payments for the years ended December 31, 2014 and 2013 were $671,000 and $765,000, respectively. | ||||
During 2014, the Company vacated its Pennsylvania office space and recorded an impairment charge of $253,000 representing the estimated net present value of the Company’s contractual obligation over the remaining lease term, adjusted for estimated sublease payments and other associated costs. This impairment charge is recorded in Impairment Charges on the Company’s consolidated statements of operations for the year ended December 31, 2014. In August 2014, the Company entered into a termination agreement relating to this lease. In exchange for the Company’s termination payment of $150,000, paid in 2014, the Company was released from all future obligations under the lease. | ||||
In July 2014, the Company entered into an operating lease for office space in Oxnard, California to replace other office space the Company previously rented in California on a month-to-month basis. The commencement date for this lease started in December 2014 and the term of the lease is for 64 months. The monthly rent expense for this office space approximates $7,000. The future minimum lease commitments shown above include commitments for this new operating lease. | ||||
For the year ended December 31, 2014 and through February 2015, the Company leased office space in New Jersey on a month-to-month basis. Effective March 1, 2015, the Company terminated this lease and no longer leases office space in New Jersey. The Company is evaluating potential impairment charges that would be recorded in the first quarter of 2015 relating to idle property and equipment for our former office. | ||||
Future minimum rental commitments under all non-cancelable operating leases are as follows (in thousands): | ||||
Year Ending December 31, | ||||
2015 | 261 | |||
2016 | 294 | |||
2017 | 301 | |||
2018 | 308 | |||
2019 | 88 | |||
2020 | 23 | |||
$ | 1,275 | |||
Commercial Commitments | ||||
We have entered into a number of agreements with our suppliers to purchase communications and consulting services. Some of the agreements require a minimum amount of services to be purchased over the life of the agreement, or during a specified period of time. Glowpoint believes that it will meet its commercial commitments. Historically, in certain instances where Glowpoint did not meet the minimum commitments, no penalties for minimum commitments have been assessed and the Company has entered into new agreements. It has been our experience that the prices and terms of successor agreements are similar to those offered by other suppliers. Glowpoint does not believe that any loss contingency related to a potential shortfall should be recorded in the consolidated financial statements because it is not probable, from the information available and from prior experience, that Glowpoint has incurred a liability. | ||||
Letter of Credit | ||||
As of December 31, 2014, the Company had an outstanding irrevocable standby letter of credit with Comerica Bank for $185,000 to serve as our security deposit for our lease of office space in Colorado. |
Major_Customers
Major Customers | 12 Months Ended |
Dec. 31, 2014 | |
Risks and Uncertainties [Abstract] | |
Major Customers | Major Customers |
Major customers are defined as direct customers or channel partners that account for more than 10% of the Company’s revenues. Our largest customer, a channel partner, represented a total of approximately 11% of our revenue for the year ended December 31, 2014, and 7% of our outstanding accounts receivable at December 31, 2014. This customer has notified the Company that it intends to terminate the services provided by the Company on or before June 30, 2015. Two additional customers accounted for 15% and 13% of our outstanding accounts receivable at December 31, 2014. For the year ended December 31, 2013, approximately 21% of revenues were derived from two wholesale channel partners. The loss of any one of these partners could have a material adverse effect on our business and results of operations. |
Income_Taxes
Income Taxes | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Income Tax Disclosure [Abstract] | ||||||||
Income Taxes | Income Taxes | |||||||
The following table sets forth income before taxes and the income tax expense (benefit) for the years ended December 31, 2014 and December 31, 2013 (in thousands): | ||||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
Current: | ||||||||
State | 4 | (30 | ) | |||||
4 | (30 | ) | ||||||
Deferred: | ||||||||
Federal | 124 | — | ||||||
State | 11 | — | ||||||
135 | — | |||||||
Income tax expense (benefit) | $ | 139 | $ | (30 | ) | |||
Our effective tax rate differs from the statutory federal tax rate for the years ended December 31, 2014 and 2013 as shown in the following table (in thousands): | ||||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
U.S. federal income taxes at the statutory rate | $ | (916 | ) | $ | (1,372 | ) | ||
State taxes, net of federal effects | (77 | ) | (297 | ) | ||||
Permanent differences | 22 | 310 | ||||||
Impact of state tax rate change to deferred | 1,282 | — | ||||||
Expired net operating loss carry-forwards | — | 1,635 | ||||||
Other | 297 | 14 | ||||||
Change in valuation allowance | (469 | ) | (320 | ) | ||||
Income tax expense (benefit) | $ | 139 | $ | (30 | ) | |||
The tax effect of the temporary differences that give rise to significant portions of the deferred tax assets and liabilities as of December 31, 2014 and 2013 is presented below (in thousands): | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Deferred tax assets: | ||||||||
Tax benefit of operating loss carry forward | $ | 14,280 | $ | 15,490 | ||||
Reserves and allowances | 172 | 232 | ||||||
Accrued expenses | 79 | 263 | ||||||
Charitable Contributions | 184 | 196 | ||||||
Goodwill | — | 192 | ||||||
Equity based compensation | 543 | 650 | ||||||
Fixed assets | 229 | 306 | ||||||
Texas margin tax temporary credit | 253 | 260 | ||||||
Total deferred tax assets | 15,740 | 17,589 | ||||||
Valuation allowance | (15,099 | ) | (15,568 | ) | ||||
Net deferred tax assets | $ | 641 | $ | 2,021 | ||||
Deferred tax liabilities: | ||||||||
481(a) adjustment | 3 | — | ||||||
Goodwill | 135 | — | ||||||
Intangible amortization | 645 | 2,021 | ||||||
Total deferred tax liabilities | $ | 783 | $ | 2,021 | ||||
Net deferred tax liability | $ | (142 | ) | $ | — | |||
The ending balances of the deferred tax asset have been fully reserved, reflecting the uncertainties as to realizability evidenced by the Company’s historical results. The change in valuation allowance during the year is a decrease of $469,000. | ||||||||
We and our subsidiary file federal and state tax returns on a consolidated basis. During 2013, we determined that an “ownership change” had occurred in 2013 (as defined under Section 382 of the Internal Revenue Code of 1986, as amended) which places an annual limitation on the utilization of the net operating loss (“NOL”) carryforwards accumulated before the ownership change. As a result of this annual limitation and the limited carryforward life of the accumulated NOLs, we determined that the ownership change resulted in the permanent loss of approximately $1.9 million of tax benefit associated with the NOL carryforwards. If additional ownership changes occur in the future, the use of the net operating loss carryforwards could be subject to further limitation. At December 31, 2013 we had federal net operating loss carryforwards of $37,349,000 available to offset future federal taxable income which expire in various amounts from 2017 through 2034. At December 31, 2014, we had federal net operating loss carryforwards of $37,393,000 available to offset future federal taxable income which expire in various amounts from 2017 through 2035. The Company also has various state net operating loss carryforwards. The determination of the state net operating loss carryforwards is dependent upon apportionment percentages and state laws that can change from year to year and impact the amount of such carryforwards. | ||||||||
There were no significant matters determined to be unrecognized tax benefits taken or expected to be taken in a tax return, in accordance with 740 “Income Taxes” (“ASC 740”), which clarifies the accounting for uncertainty in income taxes recognized in the financial statement, that have been recorded on the Company’s consolidated financial statements for the years ended December 31, 2014 and 2013. The Company does not anticipate a material change to unrecognized tax benefits in the next twelve months. | ||||||||
Additionally, ASC 740 provides guidance on the recognition of interest and penalties related to income taxes. There were no interest or penalties related to income taxes that have been accrued or recognized as of and for the years ended December 31, 2014 and 2013. | ||||||||
The federal and state tax returns for the years ending December 31, 2013, 2012, 2011 and 2010 are currently open and the tax return for the year ended December 31, 2014 will be filed by September 2015. |
401k_Plan
401(k) Plan | 12 Months Ended |
Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | |
401(k) Plan | 401(k) Plan |
We have adopted a retirement plan under Section 401(k) of the Internal Revenue Code. The 401(k) plan covers substantially all employees who meet minimum age and service requirements. Employer contributions to the 401(k) plan for the years ended December 31, 2014 and 2013 were $122,000 and $95,000, respectively. |
Related_Party_Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2014 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions |
The Company provides video collaboration services to ABM Industries, Inc. (“ABM”). James S. Lusk, who serves on the Board of Directors for the Company, is an officer of ABM. Revenue from ABM for the years ended December 31, 2014 and 2013 were $133,000 and $136,000, respectively. As of December 31, 2014, the accounts receivable attributable to ABM was $0. | |
The Company received general corporate strategy and management consulting services under a Consulting Agreement entered into on September 1, 2010 from Jon A. DeLuca (the “Consulting Agreement”), who until April 4, 2014 served as a member of our Board of Directors. The Consulting Agreement was a month-to-month engagement pursuant to which the Company paid Mr. DeLuca $12,500 per month, plus any pre-authorized expenses incurred in providing services. The Consulting Agreement was terminated on April 4, 2014 in connection with Mr. DeLuca’s resignation as a director of the Company. Related party consulting fees pursuant to this agreement for the years ended December 31, 2014 and 2013 were $39,000 and $150,000, respectively; and such fees have been recorded in General and Administrative expenses on the Company’s consolidated statements of operations. As of December 31, 2014, there were no remaining payment obligations to Mr. DeLuca. | |
During 2013, the Company received financial advisory services from Burnam Hill Partners, LLC (“BHP”) under certain engagement agreements. Jason Adelman, a principal of BHP, is a greater than 5% shareholder of the Company. In October 2013, the Company terminated all such engagement agreements with BHP. In connection with the termination of the agreements with BHP referenced above and to settle amounts due to BHP for financial advisory services, the Company agreed to pay BHP $100,000 and issue 100,000 of shares of Common Stock to BHP. The $100,000 fee and value of stock were included as a cost of the Series B-1 Preferred Stock Exchange (see Note 13) in 2013. The shares were valued at $135,000 using the October 15, 2013 stock price of $1.35. Other financial advisory fees paid to BHP for the years ended December 31, 2014 and 2013, recorded in General and Administrative expenses on the Company’s consolidated statements of operations were $0 and $96,000, respectively. As of December 31, 2014, there were no remaining payment obligations to BHP. | |
Pursuant to a Sales Partner Agreement between Glowpoint and Nancy K. Holst, Ms. Holst was entitled to certain sales commissions. Ms. Holst is the wife of Peter Holst, the Company’s President and CEO. For the years ended December 31, 2014 and 2013, she earned $0 and $21,000, respectively; and such commissions have been recorded in Sales and Marketing expenses on the Company’s consolidated statements of operations. The Company terminated the Sales Partner Agreement with Ms. Holst effective December 31, 2013 and no amounts are due to Ms. Holst as of December 31, 2014. | |
As of December 31, 2014, Peter Holst, the Company’s President and CEO and a prior stockholder of Affinity, held a 27% interest in the SRS Note, which was issued to SRS on behalf of the prior stockholder of Affinity in October 2012. See Note 6 for a description of the terms of the SRS Note. | |
As of December 31, 2014, Main Street owns 7,711,517 shares, or 22%, of the Company’s common stock. Main Street is the Company’s debt lender (see Note 6). | |
Transactions with related parties, including the transactions referred to above, are reviewed and approved by independent members of the Board of Directors of the Company. |
Subsequent_Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2014 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events |
On February 27, 2015 the Company amended and restated its promissory note with Shareholder Representative Services LLC. See discussion in Note 6, Debt. | |
On February 27, 2015 the Company amended its loan agreement with Main Street. See discussion in Note 6, Debt. | |
For the year ended December 31, 2014 and through February 2015, the Company leased office space in New Jersey on a month-to-month basis. Effective March 1, 2015, the Company terminated this lease and no longer leases office space in New Jersey. The Company is evaluating potential impairment charges that would be recorded in the first quarter of 2015 relating to idle property and equipment for our former office. See discussion in Note 16, Commitments and Contingencies. | |
During January and February 2015, the Company issued a total of 2,773,992 restricted stock units under the Glowpoint 2014 Stock Incentive Plan. 712,600 of these awards are time-based restricted stock units and 2,061,392 are performance-based restricted stock units. The performance-based restricted stock units vest based solely upon the Company’s achievement of certain annual financial targets over a three-year period. |
Liquidity_Basis_of_Presentatio1
Liquidity, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended | |
Dec. 31, 2014 | ||
Accounting Policies [Abstract] | ||
Liquidity | Liquidity | |
As of December 31, 2014, we had $1,938,000 of cash and working capital of $2,515,000. Our cash balance as of December 31, 2014 includes restricted cash of $185,000 (as discussed in Note 3). For the year ended December 31, 2014, we generated a net loss of $2,755,000 and net cash provided by operating activities of $1,785,000. We generated cash flow from operations even though we incurred a net loss as our net loss includes certain non-cash expenses that are added back to our cash flow from operations as shown on our consolidated statements of cash flows. | ||
In October 2013, the Company entered into a loan agreement by and among the Company and its subsidiaries, and Main Street Capital Corporation (“Main Street”), as lender and as administrative agent and collateral agent for itself and the other lenders from time to time party thereto (the “Main Street Loan Agreement”). The Main Street Loan Agreement provides for an $11,000,000 senior secured term loan facility (“Main Street Term Loan”) and a $2,000,000 senior secured revolving loan facility (the “Main Street Revolver”). As of December 31, 2014, the Company had outstanding borrowings of $9,000,000 under the Main Street Term Loan and $400,000 on the Main Street Revolver (see Note 6). | ||
On September 16, 2014, the Company entered into an At Market Issuance Sales Agreement, with MLV & Co. LLC (“MLV”), under which the Company may, at its discretion, sell its common stock with a sales value of up to a maximum of $8,000,000 through at-the-market sales on the NYSE MKT (the “ATM Offering”). MLV acts as sole sales agent for any sales made in the ATM Offering for a 3% commission on gross proceeds. The common stock is being sold at market prices at the time of the sale, and, as a result, prices may vary. Through December 31, 2014, the Company sold 325,000 shares in the ATM Offering at a weighted-average selling price of $1.28 per share for gross proceeds of $416,000. Net proceeds totaled $377,000, reflecting reductions for the 3% commission to MLV and other offering expenses. | ||
Based on our current projection of revenue, expenses, capital expenditures and cash flows, the Company believes that it has, and will have, sufficient resources and cash flows to service its debt obligations and fund its operations for at least the next twelve months following the filing of this Report. As of December 31, 2014, we have availability of $1,600,000 under the Main Street Revolver and $2,000,000 under the Main Street Term Loan (subject to approval by Main Street under the terms of the Main Street Loan Agreement). There can be no assurances, however, that we will be able to access the availability from the Main Street Revolver and/or Main Street Term Loan in the future. There also can be no assurance that we will be able to raise capital through the ATM Offering as may be needed or upon acceptable stock prices. In the event we need access to capital to fund operations and provide growth capital beyond the ATM Offering and our existing Main Street credit facility, we have historically been able to raise capital in private placements. If the current or future economic conditions negatively impact us and we are unable to raise additional capital that may be needed on terms acceptable to us, it could have a material adverse effect on the Company. | ||
Principles of Consolidation | Principles of Consolidation | |
The consolidated financial statements include the accounts of Glowpoint and our 100%-owned subsidiaries, Affinity and GP Communications, LLC, whose business function is to provide interstate telecommunications services for regulatory purposes. On December 31, 2014, the Company merged Affinity, its wholly owned subsidiary, into the Company. All material inter-company balances and transactions have been eliminated in consolidation. | ||
Use of Estimates | Use of Estimates | |
Preparation of the consolidated financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Actual amounts could differ from the estimates made. We continually evaluate estimates used in the preparation of our consolidated financial statements for reasonableness. Appropriate adjustments, if any, to the estimates used are made prospectively based upon such periodic evaluation. The significant areas of estimation include determining the allowance for doubtful accounts, deferred tax valuation allowance, accrued sales taxes, the valuation of goodwill, the valuation of intangible assets and their estimated lives, and the estimated lives and recoverability of property and equipment. | ||
Allowance for Doubtful Accounts | Allowance for Doubtful Accounts | |
We perform ongoing credit evaluations of our customers. We record an allowance for doubtful accounts based on specifically identified amounts that are believed to be uncollectible. We also record additional allowances based on our aged receivables, which are determined based on historical experience and an assessment of the general financial conditions affecting our customer base. If our actual collections experience changes, revisions to our allowance may be required. After all attempts to collect a receivable have failed, the receivable is written off against the allowance. We do not obtain collateral from our customers to secure accounts receivable. The allowance for doubtful accounts was $54,000 and $221,000 at December 31, 2014 and 2013, respectively. | ||
Fair Value of Financial Instruments | Fair Value of Financial Instruments | |
The Company considers its cash, accounts receivable and accounts payable to meet the definition of financial instruments. The carrying amount of cash, accounts receivable and accounts payable approximated their fair value due to the short maturities of these instruments. The carrying amounts of our debt obligations (see Note 6) approximate their fair values, which are based on borrowing rates that are available to the Company for loans with similar terms, collateral, and maturity. | ||
The Company measures fair value as required by the ASC Topic 820“Fair Value Measurements and Disclosures” (“ASC Topic 820”). ASC Topic 820 defines fair value, establishes a framework and gives guidance regarding the methods used for measuring fair value, and expands disclosures about fair value measurements. ASC Topic 820 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based on assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, there exists a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: | ||
• | Level 1 - unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access as of the measurement date. | |
• | Level 2 - inputs other than quoted prices included within Level 1 that are directly observable for the asset or liability or indirectly observable through corroboration with observable market data. | |
• | Level 3 - unobservable inputs for the asset or liability only used when there is little, if any, market activity for the asset or liability at the measurement date. | |
This hierarchy requires the Company to use observable market data, when available, and to minimize the use of unobservable inputs when determining fair value. The Company did not have any unobservable inputs as of December 31, 2014 and 2013 or during the years then ended. | ||
Revenue Recognition | Revenue Recognition | |
Revenue billed in advance for video collaboration services is deferred until the revenue has been earned, which is when the related services have been performed. Other service revenue, including amounts passed through based on surcharges from our telecom carriers, related to the network services and collaboration services are recognized as service is provided. As the non-refundable, upfront installation and activation fees charged to our customers do not meet the criteria as a separate unit of accounting, they are deferred and recognized over the 12 to 24 month period estimated life of the customer relationship. Revenue related to professional services is recognized at the time the services are performed. Revenues derived from other sources are recognized when services are provided or events occur. | ||
Taxes Billed to Customers and Remitted to Taxing Authorities | Taxes Billed to Customers and Remitted to Taxing Authorities | |
We recognize taxes billed to customers in revenue and taxes remitted to taxing authorities in our cost of revenue. For the years ended December 31, 2014 and 2013, we included taxes of $1,233,000 and $1,339,000, respectively, in revenue and we included taxes of $1,197,000 and $1,283,000, respectively, in cost of revenue. | ||
Goodwill | Goodwill | |
Goodwill is not amortized but is subject to periodic testing for impairment in accordance with ASC Topic 350 “Intangibles - Goodwill and Other - Testing Indefinite-Lived Intangible Assets for Impairment” (“ASC Topic 350”). We test for impairment on an annual basis or more frequently if events occur or circumstances change indicating that the fair value of the goodwill may be below its carrying amount. The performance of the impairment test involves a two-step process. The first step of the goodwill impairment test involves comparing the fair value of the reporting unit to the carrying value, including goodwill. The Company operates as a single reporting unit. We established November 30 as the date of our annual impairment test for goodwill. We determined the fair value of our reporting unit using a combination of a market-based approach using quoted market prices in active markets and the discounted cash flow (“DCF”) methodology. The DCF methodology requires us to make key assumptions such as projected future cash flows, growth rates, terminal value and a weighted average cost of capital. The second step of the goodwill impairment test involves comparing the implied fair value of the affected reporting unit’s goodwill with the carrying value of that goodwill. Based on the goodwill impairment tests performed at November 30, 2014, the estimated fair value of the reporting unit exceeded its carrying value, and therefore, the second step of the goodwill impairment test was not required. However, if market conditions deteriorate, or if the Company is unable to execute on its business plan, it may be necessary to record impairment charges in the future. | ||
Impairment of Long-Lived Assets and Intangible Assets | Impairment of Long-Lived Assets and Intangible Assets | |
The Company assesses the impairment of long-lived assets used in operations, primarily fixed assets and purchased intangible assets subject to amortization when events and circumstances indicate that the carrying value of the assets might not be recoverable. For purposes of evaluating the recoverability of fixed assets, the undiscounted cash flows estimated to be generated by those assets are compared to the carrying amounts of those assets. If and when the carrying values of the assets exceed their fair values, then the related assets will be written down to fair value. Fair value of our intangible assets is determined using the relief from royalty methodology. This approach involves two steps: (a) estimating reasonable royalty rates for each intangible asset and (b) applying these royalty rates to a net revenue stream and discounting the resulting cash flows to determine fair value. This fair value is then compared with the carrying value of each intangible asset. If the carrying amount of the intangible asset is greater than its implied fair value, an impairment in the amount of the excess is recognized and charged to operations. | ||
The determination of related estimated useful lives and whether or not these assets are impaired involves significant judgments, related primarily to the future profitability and/or future value of the assets. Changes in the Company’s strategic plan and/or other-than-temporary changes in market conditions could significantly impact these judgments and could require adjustments to recorded asset balances. Long-lived assets are evaluated for impairment at least annually, as well as whenever an event or change in circumstances has occurred that could have a significant adverse effect on the fair value of long-lived assets. | ||
Capitalized Software Costs | Capitalized Software Costs | |
The Company capitalizes certain costs incurred in connection with developing or obtaining internal-use software. All software development costs have been appropriately accounted for as required by ASC Topic 350.40 “Intangible – Goodwill and Other – Internal-Use Software.” Capitalized software costs are included in “Property and Equipment” on our consolidated balance sheets and are amortized over three to four years. Software costs that do not meet capitalization criteria are expensed as incurred. For the year ended December 31, 2014, we capitalized internal use software costs of $1,343,000 and we amortized $588,000 of these costs. For the year ended December 31, 2013, we capitalized internal use software costs of $317,000 and we amortized $506,000 of these costs. During the years ended December 31, 2014 and 2013, we recorded impairment losses of $248,000 and $65,000, respectively, for certain discrete projects that were abandoned. These charges are recognized as “Impairment Charges” on our Consolidated Statements of Operations. | ||
Deferred Financing Costs | Deferred Financing Costs | |
Deferred financing costs, included in other assets, relate to fees and expenses incurred in connection with entering into our debt agreements (see Note 6), and are amortized as interest expense over the contractual lives of the related credit facilities. | ||
Concentration of Credit Risk | Concentration of Credit Risk | |
Financial instruments that potentially subject us to significant concentrations of credit risk consist principally of cash, and trade accounts receivable. We place our cash primarily in commercial checking accounts. Commercial bank balances may from time to time exceed federal insurance limits. | ||
Property and Equipment | Property and Equipment | |
Property and equipment are stated at cost and are depreciated over the estimated useful lives of the related assets, which range from three to five years. Leasehold improvements are amortized over the shorter of either the asset's useful life or the related lease term. Depreciation is computed on the straight-line method for financial reporting purposes. Property and equipment include fixed assets subject to capital leases which are depreciated over the life of the respective asset. | ||
Income Taxes | Income Taxes | |
We use the asset and liability method to determine our income tax expense or benefit. Deferred tax assets and liabilities are computed based on temporary differences between the financial reporting and tax bases of assets and liabilities and are measured using the enacted tax rates that are expected to be in effect when the differences are expected to be recovered or settled. Any resulting net deferred tax assets are evaluated for recoverability and, accordingly, a valuation allowance is provided when it is more likely that not that all or some portion of the deferred tax asset will not be realized. | ||
Stock-based Compensation | Stock-based Compensation | |
Stock-based awards have been accounted for as required by ASC Topic 718 “Compensation – Stock Compensation” (“ASC Topic 718”). Under ASC Topic 718 share based awards are valued at fair value on the date of grant, and that fair value is recognized over the requisite service period. The Company values its stock option awards using the Black-Scholes option valuation model. | ||
Research and Development | Research and development | |
Research and development expenses include internal and external costs related to the development of new service offerings and features and enhancements to our existing services. | ||
Accounting Standards Updates | Accounting Standards Update | |
On May 28, 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2014-09, Revenue from Contracts with Customers, which requires an entity to recognize the amount of revenue to which it expects to be entitled for the transfer of promised goods or services to customers. The ASU will replace most existing revenue recognition guidance in U.S. GAAP when it becomes effective. The new standard is effective for us on January 1, 2017. Early application is not permitted. The standard permits the use of either the retrospective or cumulative effect transition method. We are evaluating the effect that ASU 2014-09 will have on our consolidated financial statements and related disclosures. We have not yet selected a transition method nor have we determined the effect of the standard on our ongoing financial reporting. | ||
In August 2014, FASB issued ASU No. 2014-15, “Presentation of Financial Statements - Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern”. ASU 2014-15 is intended to define management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern and to provide related footnote disclosures. Specifically, ASU 2014-15 provides a definition of the term substantial doubt and requires an assessment for a period of one year after the date that the financial statements are issued (or available to be issued). It also requires certain disclosures when substantial doubt is alleviated as a result of consideration of management’s plans and requires an express statement and other disclosures when substantial doubt is not alleviated. The new standard will be effective for reporting periods beginning after December 15, 2016, with early adoption permitted. Management is currently evaluating the impact of the adoption of ASU 2014-14 on our financial statements and disclosures. | ||
Reclassifications | Reclassifications | |
Certain prior year amounts have been reclassified to conform with the current year presentation. |
Property_and_Equipment_Tables
Property and Equipment (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Property, Plant and Equipment [Abstract] | ||||||||||
Property and Equipment | Property and equipment consisted of the following at December 31, 2014 and 2013 (in thousands): | |||||||||
December 31, | ||||||||||
2014 | 2013 | Estimated Useful Life | ||||||||
Network equipment and software | $ | 11,156 | $ | 10,151 | 3 to 5 Years | |||||
Computer equipment and software | 2,730 | 2,514 | 3 to 4 Years | |||||||
Collaboration equipment | 497 | 497 | 5 Years | |||||||
Leasehold improvements | 522 | 525 | (*) | |||||||
Office furniture and equipment | 622 | 769 | 5 to 10 Years | |||||||
15,527 | 14,456 | |||||||||
Accumulated depreciation | (12,281 | ) | (11,589 | ) | ||||||
Property and equipment, net | $ | 3,246 | $ | 2,867 | ||||||
(*) – Depreciated over the shorter period of the estimated useful life (five years) or the lease term. |
Intangible_Assets_Tables
Intangible Assets (Tables) | 12 Months Ended | |||||||||
Dec. 31, 2014 | ||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||
Schedule of Intangible Assets | Intangible assets consisted of the following at December 31, 2014 and 2013 (in thousands): | |||||||||
December 31, | ||||||||||
2014 | 2013 | Estimated Useful Life | ||||||||
Customer relationships | $ | 4,335 | $ | 5,100 | 5 Years | |||||
Affiliate network | 994 | 1,710 | 12 Years | |||||||
Trademarks | 548 | 760 | 8 Years | |||||||
5,877 | 7,570 | |||||||||
Accumulated amortization | (2,830 | ) | (1,572 | ) | ||||||
Intangible assets, net | $ | 3,047 | $ | 5,998 | ||||||
Schedule of Future Amortization Expense | Amortization expense for each of the next five succeeding years will be as follows (in thousands): | |||||||||
2015 | $ | 869 | ||||||||
2016 | 869 | |||||||||
2017 | 683 | |||||||||
2018 | 127 | |||||||||
2019 | 127 | |||||||||
Thereafter | 372 | |||||||||
Total | $ | 3,047 | ||||||||
Debt_Tables
Debt (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Debt Disclosure [Abstract] | ||||||||||||||||
Schedule of Long-term Debt | Long-term debt consists of the following (in thousands): | |||||||||||||||
December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
SRS Note | $ | 1,785 | $ | 1,885 | ||||||||||||
Main Street Term Loan | 9,000 | 9,000 | ||||||||||||||
Main Street Revolver | 400 | 300 | ||||||||||||||
11,185 | 11,185 | |||||||||||||||
Less current maturities | (400 | ) | (950 | ) | ||||||||||||
Long-term debt, net of current portion | $ | 10,785 | $ | 10,235 | ||||||||||||
Schedule of Maturities of Long-term Debt | Future maturities of long-term debt are estimated as follows (in thousands): | |||||||||||||||
Main Street Revolver | Main Street Term Loan | SRS Note | Total | |||||||||||||
2015 | $ | 400 | $ | — | $ | — | $ | 400 | ||||||||
2016 | — | — | — | — | ||||||||||||
2017 | — | — | 1,785 | 1,785 | ||||||||||||
2018 | — | 9,000 | — | 9,000 | ||||||||||||
$ | 400 | $ | 9,000 | $ | 1,785 | $ | 11,185 | |||||||||
Capital_Lease_Obligations_Tabl
Capital Lease Obligations (Tables) | 12 Months Ended | |||||||||||
Dec. 31, 2014 | ||||||||||||
Debt Disclosure [Abstract] | ||||||||||||
Schedule of Future Minimum Lease Payments for Capital Leases | Future minimum commitments under all non-cancelable capital leases are as follows (in thousands): | |||||||||||
Interest | Principal | Total | ||||||||||
2015 | $ | 1 | $ | 41 | $ | 42 | ||||||
2016 | — | 1 | 1 | |||||||||
$ | 1 | $ | 42 | $ | 43 | |||||||
Prepaid_Expenses_and_Other_Cur1
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||||||||
Prepaid Expenses and Other Current Assets | Prepaid expenses and other current assets consisted of the following at December 31, 2014 and 2013 (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Due from vendors | $ | 95 | $ | 26 | ||||
Prepaid maintenance contracts | 119 | 98 | ||||||
Deferred installation costs | 30 | 58 | ||||||
Prepaid insurance | 132 | 94 | ||||||
Prepaid equity issuance costs | 100 | — | ||||||
Prepaid software licenses | 123 | — | ||||||
Other prepaid expenses | 342 | 128 | ||||||
Deferred financing costs | 84 | — | ||||||
Prepaid expenses and other current assets | $ | 1,025 | $ | 404 | ||||
Accrued_Expenses_and_Other_Lia1
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Payables and Accruals [Abstract] | ||||||||
Schedule of Accrued Expenses | Accrued expenses and other liabilities consisted of the following at December 31, 2014 and 2013 (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Accrued compensation | $ | 271 | $ | 755 | ||||
Accrued severance costs | 20 | 306 | ||||||
Accrued communication costs | 272 | 328 | ||||||
Accrued professional fees | 146 | 138 | ||||||
Accrued interest | 143 | 137 | ||||||
Other accrued expenses | 457 | 253 | ||||||
Deferred revenue | 76 | 197 | ||||||
Customer deposits | 191 | 163 | ||||||
Accrued expenses and other liabilities | $ | 1,576 | $ | 2,277 | ||||
EquityBased_Compensation_Table
Equity-Based Compensation (Tables) | 12 Months Ended | |||||||||||||||
Dec. 31, 2014 | ||||||||||||||||
Stock Options [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Weighted average grant date fair value of options | The weighted average fair value of each option granted is estimated on the date of grant using the Black-Scholes option valuation model with the weighted average assumptions during the year ended December 31, 2013 as shown in the table below. No assumptions are presented for the year ended December 31, 2014 as no options were granted during this period. | |||||||||||||||
Year Ended | ||||||||||||||||
December 31, | ||||||||||||||||
2013 | ||||||||||||||||
Risk free interest rate | 0.80% | |||||||||||||||
Expected option lives | 5 years | |||||||||||||||
Expected volatility | 103.20% | |||||||||||||||
Estimated forfeiture rate | 10% | |||||||||||||||
Expected dividend yields | — | |||||||||||||||
Weighted average grant date fair value of options | $1.39 | |||||||||||||||
Summary of options granted, exercised, expired and forfeited | A summary of stock options granted, exercised, expired and forfeited under our plans and options outstanding as of, and changes made during, the years ended December 31, 2014 and 2013 (options in thousands): | |||||||||||||||
Outstanding | Exercisable | |||||||||||||||
Number of Options | Weighted | Number of Options | Weighted | |||||||||||||
Average | Average | |||||||||||||||
Exercise | Exercise | |||||||||||||||
Price | Price | |||||||||||||||
Options outstanding, December 31, 2012 | 1,857 | $ | 3.07 | 605 | $ | 2.93 | ||||||||||
Granted | 1,075 | 1.84 | ||||||||||||||
Exercised | (70 | ) | 1.61 | |||||||||||||
Expired | (14 | ) | 13.56 | |||||||||||||
Forfeited | (1,056 | ) | 3.16 | |||||||||||||
Options outstanding, December 31, 2013 | 1,792 | $ | 2.21 | 410 | $ | 2.71 | ||||||||||
Granted | — | — | ||||||||||||||
Exercised | (50 | ) | 0.9 | |||||||||||||
Expired | (50 | ) | 5.29 | |||||||||||||
Forfeited | (342 | ) | 2.7 | |||||||||||||
Options outstanding, December 31, 2014 | 1,350 | $ | 2.02 | 729 | $ | 2.05 | ||||||||||
Shares authorized under stock option plans, by exercise price range | Additional information as of December 31, 2014 is as follows (options in thousands): | |||||||||||||||
Outstanding | Exercisable | |||||||||||||||
Range of price | Number | Weighted | Weighted | Number | Weighted | |||||||||||
of Options | Average | Average | of Options | Average | ||||||||||||
Remaining | Exercise | Exercise | ||||||||||||||
Contractual | Price | Price | ||||||||||||||
Life (In Years) | ||||||||||||||||
$0.90 – $1.51 | 175 | 7.67 | $ | 1.29 | 85 | $ | 1.29 | |||||||||
$1.52 – $1.96 | 70 | 3.23 | 1.71 | 70 | 1.71 | |||||||||||
$1.98 – $2.05 | 892 | 7.96 | 1.98 | 438 | 1.98 | |||||||||||
$2.12 – $2.60 | 97 | 5.5 | 2.34 | 70 | 2.35 | |||||||||||
$2.68 – $7.68 | 116 | 6.32 | 3.29 | 66 | 3.5 | |||||||||||
1,350 | 7.36 | $ | 2.02 | 729 | 2.05 | |||||||||||
Schedule of nonvested options activity | A summary of unvested options as of, and changes during the years ended December 31, 2014 and 2013, is presented below (options in thousands): | |||||||||||||||
Options | Weighted Average | |||||||||||||||
Grant Date | ||||||||||||||||
Fair Value | ||||||||||||||||
Unvested options outstanding, December 31, 2012 | 1,252 | $ | 2.27 | |||||||||||||
Granted | 1,075 | 1.39 | ||||||||||||||
Vested | (85 | ) | 1.43 | |||||||||||||
Forfeited | (860 | ) | 2.25 | |||||||||||||
Unvested options outstanding, December 31, 2013 | 1,382 | $ | 1.57 | |||||||||||||
Granted | — | — | ||||||||||||||
Vested | (597 | ) | 1.46 | |||||||||||||
Forfeited | (163 | ) | 2.2 | |||||||||||||
Unvested options outstanding, December 31, 2014 | 622 | $ | 1.51 | |||||||||||||
Stock option compensation expense is allocated | Stock option compensation expense relating to stock option awards is allocated as follows for the years ended December 31, 2014 and 2013 (in thousands): | |||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
General and administrative | $ | 356 | $ | 646 | ||||||||||||
$ | 356 | $ | 646 | |||||||||||||
Restricted Stock [Member] | ||||||||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||||||||
Schedule of nonvested options activity | A summary of restricted stock granted, vested, forfeited and unvested outstanding as of, and changes made during, the years ended December 31, 2014 and 2013, is presented below (shares in thousands): | |||||||||||||||
Restricted Shares | Weighted Average | |||||||||||||||
Grant Price | ||||||||||||||||
Unvested restricted shares outstanding, December 31, 2012 | 1,294 | $ | 2.43 | |||||||||||||
Granted | 388 | 1.28 | ||||||||||||||
Vested | (367 | ) | 1.43 | |||||||||||||
Forfeited | (850 | ) | 2.56 | |||||||||||||
Unvested restricted shares outstanding, December 31, 2013 | 465 | $ | 2.03 | |||||||||||||
Granted | 522 | 1.53 | ||||||||||||||
Vested | (122 | ) | 1.54 | |||||||||||||
Forfeited | (224 | ) | 2.32 | |||||||||||||
Unvested restricted shares outstanding, December 31, 2014 | 641 | $ | 1.61 | |||||||||||||
Stock option compensation expense is allocated | Stock compensation expense relating to restricted stock awards are allocated as follows for the years ended December 31, 2014 and 2013 (in thousands): | |||||||||||||||
Year Ended December 31, | ||||||||||||||||
2014 | 2013 | |||||||||||||||
Cost of revenue | $ | 36 | $ | 40 | ||||||||||||
Research and development | 12 | 8 | ||||||||||||||
Sales and marketing | 29 | 56 | ||||||||||||||
General and administrative | 167 | 453 | ||||||||||||||
$ | 244 | $ | 557 | |||||||||||||
Loss_Per_Share_Tables
Loss Per Share (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Schedule of Earnings Per Share, Basic and Diluted | The following table represents a reconciliation of the basic and diluted loss per share computations contained in our consolidated financial statements (in thousands, except per share data): | |||||||
Year Ended | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Net loss | $ | (2,755 | ) | $ | (4,211 | ) | ||
Less: preferred stock dividends | 20 | 20 | ||||||
Net loss attributable to common stockholders | $ | (2,775 | ) | $ | (4,231 | ) | ||
Weighted average shares outstanding - basic | 34,885 | 30,525 | ||||||
Weighted average shares outstanding - diluted | 34,885 | 30,525 | ||||||
Basic net loss per share | $ | (0.08 | ) | $ | (0.14 | ) | ||
Diluted net loss per share | $ | (0.08 | ) | $ | (0.14 | ) | ||
Schedule of Potential Shares of Common Stock Excluded from Diluted Weighted Average Shares | The following table sets forth the potential shares of common stock that were excluded from diluted weighted-average shares of common stock outstanding (in thousands): | |||||||
Year Ended | ||||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Unvested restricted stock | 670 | 465 | ||||||
Shares of common stock issuable upon conversion of preferred stock, Series A-2 | 133 | 133 | ||||||
Stock options outstanding | 1,350 | 1,792 | ||||||
Interest_Expense_and_Other_Net1
Interest Expense and Other, Net (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Interest Expense [Abstract] | ||||||||
Schedule of Interest Expense, Net, by Component | The components of interest expense and other, net for the years ended December 31, 2014 and 2013 are presented below (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Interest expense for debt | $ | 1,322 | $ | 1,179 | ||||
Interest expense for capital lease | 8 | 21 | ||||||
Forgiveness of debt | — | (103 | ) | |||||
Interest income | (5 | ) | (1 | ) | ||||
Other expense (income) | 18 | — | ||||||
Interest expense and other, net | $ | 1,343 | $ | 1,096 | ||||
Commitments_and_Contingencies_
Commitments and Contingencies (Tables) | 12 Months Ended | |||
Dec. 31, 2014 | ||||
Commitments and Contingencies Disclosure [Abstract] | ||||
Schedule of Future Minimum Rental Payments for Operating Leases | Future minimum rental commitments under all non-cancelable operating leases are as follows (in thousands): | |||
Year Ending December 31, | ||||
2015 | 261 | |||
2016 | 294 | |||
2017 | 301 | |||
2018 | 308 | |||
2019 | 88 | |||
2020 | 23 | |||
$ | 1,275 | |||
Income_Taxes_Tables
Income Taxes (Tables) | 12 Months Ended | |||||||
Dec. 31, 2014 | ||||||||
Income Tax Disclosure [Abstract] | ||||||||
Schedule of Components of Income Tax Expense (Benefit) | The following table sets forth income before taxes and the income tax expense (benefit) for the years ended December 31, 2014 and December 31, 2013 (in thousands): | |||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
Current: | ||||||||
State | 4 | (30 | ) | |||||
4 | (30 | ) | ||||||
Deferred: | ||||||||
Federal | 124 | — | ||||||
State | 11 | — | ||||||
135 | — | |||||||
Income tax expense (benefit) | $ | 139 | $ | (30 | ) | |||
Schedule of Effective Income Tax Rate Reconciliation | Our effective tax rate differs from the statutory federal tax rate for the years ended December 31, 2014 and 2013 as shown in the following table (in thousands): | |||||||
Year Ended December 31, | ||||||||
2014 | 2013 | |||||||
U.S. federal income taxes at the statutory rate | $ | (916 | ) | $ | (1,372 | ) | ||
State taxes, net of federal effects | (77 | ) | (297 | ) | ||||
Permanent differences | 22 | 310 | ||||||
Impact of state tax rate change to deferred | 1,282 | — | ||||||
Expired net operating loss carry-forwards | — | 1,635 | ||||||
Other | 297 | 14 | ||||||
Change in valuation allowance | (469 | ) | (320 | ) | ||||
Income tax expense (benefit) | $ | 139 | $ | (30 | ) | |||
Schedule of Deferred Tax Assets and Liabilities | The tax effect of the temporary differences that give rise to significant portions of the deferred tax assets and liabilities as of December 31, 2014 and 2013 is presented below (in thousands): | |||||||
December 31, | ||||||||
2014 | 2013 | |||||||
Deferred tax assets: | ||||||||
Tax benefit of operating loss carry forward | $ | 14,280 | $ | 15,490 | ||||
Reserves and allowances | 172 | 232 | ||||||
Accrued expenses | 79 | 263 | ||||||
Charitable Contributions | 184 | 196 | ||||||
Goodwill | — | 192 | ||||||
Equity based compensation | 543 | 650 | ||||||
Fixed assets | 229 | 306 | ||||||
Texas margin tax temporary credit | 253 | 260 | ||||||
Total deferred tax assets | 15,740 | 17,589 | ||||||
Valuation allowance | (15,099 | ) | (15,568 | ) | ||||
Net deferred tax assets | $ | 641 | $ | 2,021 | ||||
Deferred tax liabilities: | ||||||||
481(a) adjustment | 3 | — | ||||||
Goodwill | 135 | — | ||||||
Intangible amortization | 645 | 2,021 | ||||||
Total deferred tax liabilities | $ | 783 | $ | 2,021 | ||||
Net deferred tax liability | $ | (142 | ) | $ | — | |||
The_Business_Details
The Business (Details) | 12 Months Ended |
Dec. 31, 2014 | |
segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 1 |
Liquidity_Basis_of_Presentatio2
Liquidity, Basis of Presentation and Summary of Significant Accounting Policies (Details) (USD $) | 12 Months Ended | 0 Months Ended | 3 Months Ended | |||
Share data in Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 16, 2014 | Dec. 31, 2014 | Dec. 31, 2012 | Oct. 17, 2013 |
Finite-Lived Intangible Assets [Line Items] | ||||||
Cash | $1,938,000 | $2,294,000 | $1,938,000 | $2,218,000 | ||
Positive working capital | 2,515,000 | 2,515,000 | ||||
Restricted cash | 185,000 | 242,000 | 185,000 | |||
Net loss | -2,755,000 | -4,211,000 | ||||
Negative cash flow from operations | 1,785,000 | 2,300,000 | ||||
Term loan, outstanding | 11,185,000 | 11,185,000 | 11,185,000 | |||
Sale of common stock under sales agreement, net of expenses | 377,000 | |||||
Ownership percentage in subsidiary | 100.00% | 100.00% | ||||
Allowance for doubtful accounts | 54,000 | 221,000 | 54,000 | |||
Impairment charges | 2,342,000 | 680,000 | ||||
Software and Software Development Costs [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Capitalized computer software, additions | 1,343,000 | 317,000 | ||||
Capitalized computer software, amortization | 588,000 | 506,000 | ||||
Impairment charges | 248,000 | 65,000 | ||||
Revenues [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Excise and sales taxes | 1,233,000 | 1,339,000 | ||||
Network and Infrastructure Costs [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Excise and sales taxes | 1,197,000 | 1,283,000 | ||||
Minimum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful life | 3 years | |||||
Minimum [Member] | Software and Software Development Costs [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful life | 3 years | |||||
Maximum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful life | 5 years | |||||
Maximum [Member] | Software and Software Development Costs [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated useful life | 4 years | |||||
Up-front Payment Arrangement [Member] | Minimum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Deferred revenue, estimated recognition period | 12 months | |||||
Up-front Payment Arrangement [Member] | Maximum [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Deferred revenue, estimated recognition period | 24 months | |||||
Common Stock [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Sale of common stock under sales agreement (shares) | 326 | |||||
Common Stock [Member] | At Market Issuance Sales Agreement [Member] | MLV & Co. LLC [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Stock offering, authorized amount | 8,000,000 | |||||
Stock offering costs, commissions (percent) | 3.00% | 3.00% | ||||
Sale of common stock under sales agreement (shares) | 325 | |||||
Sale of common stock, weighted-average (in dollars per share) | $1.28 | $1.28 | ||||
Proceeds from sale of common stock | 416,000 | |||||
Main Street Capital Corporation [Member] | Senior Secured Loan [Member] | Revolving Loan Facility [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Loan agreement, face value | 2,000,000 | |||||
Revolving loan facility, outstanding | 400,000 | 400,000 | ||||
Revolving loan facility, unused borrowing capacity | 2,000,000 | 2,000,000 | ||||
Main Street Capital Corporation [Member] | Senior Secured Loan [Member] | Term Loan Facility [Member] | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Loan agreement, face value | 11,000,000 | |||||
Term loan, outstanding | 9,000,000 | 9,000,000 | ||||
Term loan, unused borrowing capacity | $1,600,000 | $1,600,000 |
Restricted_Cash_Details
Restricted Cash (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
In Thousands, unless otherwise specified | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Cash | $1,938 | $2,294 | $2,218 |
Restricted cash | 185 | 242 | |
Comerica Bank [Member] | Colorado [Member] | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Letters of credit outstanding, amount | $185 | $185 |
Property_and_Equipment_Details
Property and Equipment (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $15,527 | $14,456 |
Accumulated depreciation | -12,281 | -11,589 |
Property and equipment, net | 3,246 | 2,867 |
Depreciation expense | 1,477 | 1,602 |
Impairment charges, property and equipment | 145 | 615 |
Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Network equipment and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | 11,156 | 10,151 |
Network equipment and software [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Network equipment and software [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Computer equipment and software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | 2,730 | 2,514 |
Computer equipment and software [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 3 years | |
Computer equipment and software [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 4 years | |
Collaboration equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | 497 | 497 |
Estimated useful life | 5 years | |
Leasehold improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | 522 | 525 |
Leasehold improvements [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Office furniture and equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $622 | $769 |
Office furniture and equipment [Member] | Minimum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 5 years | |
Office furniture and equipment [Member] | Maximum [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Estimated useful life | 10 years |
Intangible_Assets_Details
Intangible Assets (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Business Acquisition [Line Items] | ||
Intangible assets, gross | $5,877 | $7,570 |
Accumulated amortization | -2,830 | -1,572 |
Intangible assets, net | 3,047 | 5,998 |
Amortization expense | 1,258 | 1,258 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2015 | 869 | |
2016 | 869 | |
2017 | 683 | |
2018 | 127 | |
2019 | 127 | |
Thereafter | 372 | |
Affinity VideoNet, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Impairment of intangible assets | 1,696 | |
Customer relationships [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets, gross | 4,335 | 5,100 |
Accumulated amortization | -2,295 | |
Estimated useful life of intangible asset | 5 years | |
Customer relationships [Member] | Affinity VideoNet, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Impairment of intangible assets | 765 | |
Affiliate network [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets, gross | 994 | 1,710 |
Accumulated amortization | -321 | |
Estimated useful life of intangible asset | 12 years | |
Affiliate network [Member] | Affinity VideoNet, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Impairment of intangible assets | 716 | |
Trademarks [Member] | ||
Business Acquisition [Line Items] | ||
Intangible assets, gross | 548 | 760 |
Accumulated amortization | -214 | |
Estimated useful life of intangible asset | 8 years | |
Trademarks [Member] | Affinity VideoNet, Inc. [Member] | ||
Business Acquisition [Line Items] | ||
Impairment of intangible assets | $215 |
Debt_Details
Debt (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Total | $11,185 | $11,185 |
Less current maturities | -400 | -950 |
Long-term debt, net of current portion | 10,785 | 10,235 |
Main Street Capital Corporation [Member] | Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
Loans payable to bank | 9,000 | 9,000 |
Total | 9,000 | |
Main Street Capital Corporation [Member] | Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
Loans payable to bank | 400 | 300 |
Total | 400 | |
Promissory Note [Member] | Note with SRS [Member] | ||
Debt Instrument [Line Items] | ||
SRS Note | 1,785 | 1,885 |
Total | $1,785 |
Debt_Narrative_Details
Debt (Narrative) (Details) (USD $) | 12 Months Ended | 0 Months Ended | 1 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Oct. 17, 2013 | Feb. 28, 2014 | Mar. 01, 2015 | |
Debt Instrument [Line Items] | |||||
Deferred financing costs | $363,000 | ||||
Amortization of financing costs | 89,000 | 976,000 | |||
Amortization of debt discount | 0 | 727,000 | |||
Gain on restructured promissory note | 0 | 103,000 | |||
Current portion of long-term debt | 400,000 | 950,000 | |||
Interest Expense [Member] | |||||
Debt Instrument [Line Items] | |||||
Amortization of financing costs | 710,000 | ||||
Amortization of debt discount | 619,000 | ||||
Prepaid Expenses and Other Current Assets [Member] | |||||
Debt Instrument [Line Items] | |||||
Deferred financing costs | 84,000 | ||||
Other Assets [Member] | |||||
Debt Instrument [Line Items] | |||||
Deferred financing costs | 192,000 | ||||
Comerica Term Loan [Member] | Principal payment terms, period 1 [Member] | |||||
Debt Instrument [Line Items] | |||||
Excess cash flow (percent) | 33.00% | ||||
Comerica Term Loan [Member] | Principal payment terms, period 2 [Member] | |||||
Debt Instrument [Line Items] | |||||
Excess cash flow (percent) | 50.00% | ||||
Note with SRS [Member] | Promissory Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate percentage | 10.00% | 8.00% | 10.00% | ||
Note payable, face value | 1,785,000 | 1,885,000 | |||
Debt instrument, periodic payment, principal | 50,000 | ||||
Number of principal payments | 2 | ||||
Note payable, total of periodic principal payments | 100,000 | ||||
Note with SRS [Member] | Promissory Note [Member] | Subsequent Event [Member] | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate percentage | 15.00% | ||||
Note with SRS [Member] | Principal payment terms, period 1 [Member] | Promissory Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, periodic payment, principal | 50,000 | ||||
Debt instrument, additional periodic payment, principal, earnings benchmark, measurement period | 3 months | ||||
Debt covenant, additional principal payments, adjusted base EBITDA | 1,500,000 | ||||
Note with SRS [Member] | Principal payment terms, period 2 [Member] | Promissory Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Debt instrument, additional periodic payment, principal, earnings benchmark, measurement period | 6 months | ||||
Debt covenant, additional principal payments, adjusted base EBITDA | 3,000,000 | ||||
Debt covenant, additional principal payments, adjusted base EBITDA (percent) | 40.00% | ||||
Amended note with Stockholder Representative [Member] | Promissory Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Note payable, face value | 1,885,000 | ||||
Decrease in face amount of debt instrument | -203,000 | ||||
Amended note with Stockholder Representative [Member] | General and Administrative Expenses [Member] | Promissory Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Decrease in face amount of debt instrument | -40,000 | ||||
Amended note with Stockholder Representative [Member] | Other Income [Member] | Promissory Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Gain on restructured promissory note | 103,000 | ||||
Amended note with Stockholder Representative [Member] | Accrued Expenses [Member] | Promissory Note [Member] | |||||
Debt Instrument [Line Items] | |||||
Decrease in face amount of debt instrument | 60,000 | ||||
Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate percentage | 12.00% | ||||
Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate percentage | 8.00% | ||||
Main Street Capital Corporation [Member] | Term Loan [Member] | |||||
Debt Instrument [Line Items] | |||||
Revolving loan facility, maximum borrowing capacity | 11,000,000 | ||||
Proceeds from credit facility | 9,000,000 | ||||
Loans payable to bank | 9,000,000 | 9,000,000 | |||
Note payable, total of periodic principal payments | 0 | ||||
Main Street Capital Corporation [Member] | Revolving Credit Facility [Member] | |||||
Debt Instrument [Line Items] | |||||
Revolving loan facility, maximum borrowing capacity | 2,000,000 | ||||
Proceeds from credit facility | 400,000 | ||||
Loans payable to bank | 400,000 | 300,000 | |||
Proceeds from revolving credit facility | 249,000 | ||||
Note payable, total of periodic principal payments | $149,000 |
Debt_Schedule_of_Maturities_of
Debt (Schedule of Maturities of Long-term Debt) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
2015 | $400 | |
2016 | 0 | |
2017 | 1,785 | |
2018 | 9,000 | |
Total | 11,185 | 11,185 |
Promissory Note [Member] | Note with SRS [Member] | ||
Debt Instrument [Line Items] | ||
2015 | 0 | |
2016 | 0 | |
2017 | 1,785 | |
2018 | 0 | |
Total | 1,785 | |
Main Street Capital Corporation [Member] | Revolving Credit Facility [Member] | ||
Debt Instrument [Line Items] | ||
2015 | 400 | |
2016 | 0 | |
2017 | 0 | |
2018 | 0 | |
Total | 400 | |
Main Street Capital Corporation [Member] | Term Loan [Member] | ||
Debt Instrument [Line Items] | ||
2015 | 0 | |
2016 | 0 | |
2017 | 0 | |
2018 | 9,000 | |
Total | $9,000 |
Capital_Lease_Obligations_Deta
Capital Lease Obligations (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Debt Disclosure [Abstract] | ||
Amortization expense | $51 | $158 |
Current portion of capital lease | 41 | 217 |
Capital lease, net of current portion | $1 | $43 |
Capital_Lease_Obligations_Futu
Capital Lease Obligations (Future Minimum Commitments Under All Non-Cancelable Capital Leases) (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Total | |
2015, Total | $42 |
2016, Total | 1 |
Capital Lease Total | 43 |
Interest | |
2015, Interest | 1 |
2016, Interest | 0 |
Capital Lease Interest Total | 1 |
Principal | |
2015, Principal | 41 |
2016, Principal | 1 |
Capital Lease Principal Total | $42 |
Prepaid_Expenses_and_Other_Cur2
Prepaid Expenses and Other Current Assets (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Due from vendors | $95 | $26 |
Prepaid maintenance contracts | 119 | 98 |
Deferred installation costs | 30 | 58 |
Prepaid insurance | 132 | 94 |
Prepaid equity issuance costs | 100 | 0 |
Prepaid software licenses | 123 | 0 |
Other prepaid expenses | 342 | 128 |
Deferred financing costs | 84 | 0 |
Prepaid expenses and other current assets | $1,025 | $404 |
Accrued_Sales_Taxes_and_Regula1
Accrued Sales Taxes and Regulatory Fees (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Accrued Sales Taxes and Regulatory Fees [Roll Forward] | ||
Accrued sales taxes and regulatory fees | $444 | $590 |
Accrued_Expenses_and_Other_Lia2
Accrued Expenses and Other Liabilities (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Payables and Accruals [Abstract] | ||
Accrued compensation | $271 | $755 |
Accrued severance costs | 20 | 306 |
Accrued communication costs | 272 | 328 |
Accrued professional fees | 146 | 138 |
Accrued interest | 143 | 137 |
Other accrued expenses | 457 | 253 |
Deferred revenue | 76 | 197 |
Customer deposits | 191 | 163 |
Accrued expenses and other liabilities | $1,576 | $2,277 |
EquityBased_Compensation_Narra
Equity-Based Compensation (Narrative) (Details) (USD $) | 12 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Options expired (in shares) | 50,000 | ||
Options exercised (in shares) | 50,000 | ||
Stock issued for exercise of options, shares | 20,000 | ||
Treasury stock (in shares) | 40,000 | 0 | |
Treasury stock, value | $66 | ||
Issuance of restricted stock to settle accrued 2013 bonuses | 204 | ||
Stockholders' Equity Attributable to Parent | 7,967 | 9,669 | 13,003 |
Treasury Stock [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Shares, Issued | 40,000 | 0 | 0 |
Treasury stock, value | 66 | ||
Stockholders' Equity Attributable to Parent | -66 | 0 | 0 |
Additional Paid In Capital [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Issuance of restricted stock to settle accrued 2013 bonuses | 204 | ||
Stockholders' Equity Attributable to Parent | 178,476 | 177,357 | 166,481 |
2014 Equity Incentive Plan [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of shares available for grant | 4,400,000 | ||
Stock Options [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of stock options outstanding (in shares) | 1,350,000 | 1,792,000 | 1,857,000 |
Options expired (in shares) | 50,000 | 14,000 | |
Options exercised (in shares) | 50,000 | 70,000 | |
Intrinsic value of vested options | 3 | 6 | |
Intrinsic value of unvested options | 7 | 48 | |
Intrinsic value of exercised options | 30 | 27 | |
Unrecognized stock-based compensation expense for stock options | 786 | ||
Unrecognized stock-based compensation expense, stock options, upon change in control, value | 20 | ||
Unrecognized stock-based compensation expense, stock options, upon change in control, shares | 10,000 | ||
Unrecognized stock-based compensation expense, stock options, amortized for weighted average period | 766 | ||
Weighted average period for amortization of unrecognized stock-based compensation, stock options | 1 year 10 months 2 days | ||
Restricted stock compensation expense | 356 | 646 | |
Stock Options [Member] | 2007 Stock Incentive Plan [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of stock options outstanding (in shares) | 1,263,000 | ||
Stock Options [Member] | 2000 Stock Incentive Plan [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of stock options outstanding (in shares) | 87,000 | ||
Restricted Stock [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Unrecognized stock-based compensation expense for stock options | 689 | ||
Unrecognized stock-based compensation expense, stock options, upon change in control, value | 38 | ||
Unrecognized stock-based compensation expense, stock options, upon change in control, shares | 15,000 | ||
Unrecognized stock-based compensation expense, stock options, amortized for weighted average period | 651 | ||
Weighted average period for amortization of unrecognized stock-based compensation, stock options | 2 years 7 months 24 days | ||
Restricted stock compensation expense | 244 | 557 | |
Less than 10% Stockholder [Member] | Employees [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Stockholder's ownership interest (less than) | 10.00% | ||
Incentive stock options, exercise price, percent of fair value (less than) | 100.00% | ||
10% or more Stockholder [Member] | Employees [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Stockholder's ownership interest (less than) | 10.00% | ||
Incentive stock options, exercise price, percent of fair value (less than) | 110.00% | ||
Awards to be Issued in Next Twelve Months [Member] | Restricted Stock [Member] | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Restricted stock compensation expense | $165 |
EquityBased_Compensation_Table1
Equity-Based Compensation (Table FV of Options) (Details) (Stock Options [Member], USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Risk free interest rate (percent) | 0.80% | |
Expected option lives | 5 years | |
Expected volatility | 103.20% | |
Estimated forfeiture rate (percent) | 10.00% | |
Expected dividend yields | 0.00% | |
Weighted average grant date fair value of options (in dollars per share) | $0 | $1.39 |
EquityBased_Compensation_Table2
Equity-Based Compensation (Table Options Outstanding) (Details) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding Number of Options, Exercised (in shares) | -50 | |
Outstanding Number of Options, Expired (in shares) | -50 | |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding Number of Options, Beginning (in shares) | 1,792 | 1,857 |
Outstanding Number of Options, Granted (in shares) | 0 | 1,075 |
Outstanding Number of Options, Exercised (in shares) | -50 | -70 |
Outstanding Number of Options, Expired (in shares) | -50 | -14 |
Outstanding Number of Options, Forfeited (in shares) | -342 | -1,056 |
Outstanding Number of Options, Ending (in shares) | 1,350 | 1,792 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Roll Forward] | ||
Outstanding Weighted Average Exercise Price, Beginning (in dollars per share) | $2.21 | $3.07 |
Outstanding Weighted Average Exercise Price, Granted (in dollars per share) | $0 | $1.84 |
Outstanding Weighted Average Exercise Price, Exercised (in dollars per share) | $0.90 | $1.61 |
Outstanding Weighted Average Exercise Price, Expired (in dollars per share) | $5.29 | $13.56 |
Outstanding Weighted Average Exercise Price, Forfeited (in dollars per share) | $2.70 | $3.16 |
Outstanding Weighted Average Exercise Price, Ending (in dollars per share) | $2.02 | $2.21 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable [Abstract] | ||
Exercisable Number of Options, Beginning (in shares) | 410 | 605 |
Exercisable Number of Options, Ending (in shares) | 729 | 410 |
Exercisable Weighted Average Exercise Price, Beginning (in dollars per share) | $2.71 | $2.93 |
Exercisable Weighted Average Exercise Price, Ending (in dollars per share) | $2.05 | $2.71 |
EquityBased_Compensation_Exerc
Equity-Based Compensation (Exercise Price Range) (Details) (Stock Options [Member], USD $) | 12 Months Ended | ||
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2012 |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Number of Options, Outstanding (in shares) | 1,350 | 1,792 | 1,857 |
Weighted Average Remaining Contractual Life (In Years) | 7 years 4 months 10 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $2.02 | $2.21 | $3.07 |
Number of Options, Exercisable (in shares) | 729 | 410 | 605 |
Weighted Average Exercise Price, Exercisable (in dollars per share) | $2.05 | $2.71 | $2.93 |
Exercise Price Range 1 [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price range, lower range limit | $0.90 | ||
Exercise price range, upper range limit | $1.51 | ||
Number of Options, Outstanding (in shares) | 175 | ||
Weighted Average Remaining Contractual Life (In Years) | 7 years 8 months 1 day | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $1.29 | ||
Number of Options, Exercisable (in shares) | 85 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $1.29 | ||
Exercise Price Range 2 [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price range, lower range limit | $1.52 | ||
Exercise price range, upper range limit | $1.96 | ||
Number of Options, Outstanding (in shares) | 70 | ||
Weighted Average Remaining Contractual Life (In Years) | 3 years 2 months 23 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $1.71 | ||
Number of Options, Exercisable (in shares) | 70 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $1.71 | ||
Exercise Price Range 3 [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price range, lower range limit | $1.98 | ||
Exercise price range, upper range limit | $2.05 | ||
Number of Options, Outstanding (in shares) | 892 | ||
Weighted Average Remaining Contractual Life (In Years) | 7 years 11 months 16 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $1.98 | ||
Number of Options, Exercisable (in shares) | 438 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $1.98 | ||
Exercise Price Range 4 [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price range, lower range limit | $2.12 | ||
Exercise price range, upper range limit | $2.60 | ||
Number of Options, Outstanding (in shares) | 97 | ||
Weighted Average Remaining Contractual Life (In Years) | 5 years 6 months | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $2.34 | ||
Number of Options, Exercisable (in shares) | 70 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $2.35 | ||
Exercise Price Range 5 [Member] | |||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Exercise price range, lower range limit | $2.68 | ||
Exercise price range, upper range limit | $7.68 | ||
Number of Options, Outstanding (in shares) | 116 | ||
Weighted Average Remaining Contractual Life (In Years) | 6 years 3 months 25 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $3.29 | ||
Number of Options, Exercisable (in shares) | 66 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $3.50 |
EquityBased_Compensation_Nonve
Equity-Based Compensation (Nonvested Options) (Details) (Stock Options [Member], USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Nonvested options outstanding, beginning balance (in shares) | 1,382 | 1,252 |
Nonvested options, Granted (in shares) | 0 | 1,075 |
Nonvested options, Vested (in shares) | -597 | -85 |
Nonvested options, Forfeited (in shares) | -163 | -860 |
Nonvested options outstanding, ending balance (in shares) | 622 | 1,382 |
Share-based Compensation Arrangements by Share-based Payment Award, Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | ||
Nonvested options, Weighted Average Grant Date Fair Value, beginning balance (in dollars per share) | $1.57 | $2.27 |
Nonvested options, Granted, Weighted Average Grant Date Fair Value (in dollars per share) | $0 | $1.39 |
Nonvested options, Vested, Weighted Average Grant Date Fair Value (in dollars per share) | $1.46 | $1.43 |
Nonvested options, Forfeited, Weighted Average Grant Date Fair Value (in dollars per share) | $2.20 | $2.25 |
Nonvested options, Weighted Average Grant Date Fair Value, ending balance (in dollars per share) | $1.51 | $1.57 |
EquityBased_Compensation_Table3
Equity-Based Compensation (Table Expense Allocation) (Details) (Stock Options [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock option compensation expense | $356 | $646 |
General and administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock option compensation expense | $356 | $646 |
EquityBased_Compensation_Restr
Equity-Based Compensation (Restricted Stock Activity) (Details) (Restricted Stock [Member], USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award, Restricted Stock, Outstanding [Roll Forward] | ||
Unvested restricted shares outstanding, beginning | 465,000 | 1,294,000 |
Granted, restricted shares | 522,000 | 388,000 |
Vested, restricted shares | -122,000 | -367,000 |
Forfeited, restricted shares | -224,000 | -850,000 |
Unvested restricted shares outstanding, ending | 641,000 | 465,000 |
Share-based Compensation Arrangement by Share-based Payment Award, Restricted Stock, Weighted Average Grant Price [Roll Forward] | ||
Unvested restricted shares, weighted average grant price, beginning (in dollars per share) | $2.03 | $2.43 |
Granted, weighted average grant price (in dollars per share) | $1.53 | $1.28 |
Vested, weighted average grant price (in dollars per share) | $1.54 | $1.43 |
Forfeited, weighted average grant price (in dollars per share) | $2.32 | $2.56 |
Unvested restricted shares, weighted average grant price, ending (in dollars per share) | $1.61 | $2.03 |
EquityBased_Compensation_Stock
Equity-Based Compensation (Stock Compensation Expense, Restricted Stock) (Details) (Restricted Stock [Member], USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | $244 | $557 |
Cost of revenue [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | 36 | 40 |
Research and development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | 12 | 8 |
Sales and marketing [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | 29 | 56 |
General and administrative [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | $167 | $453 |
Common_Stock_Details
Common Stock (Details) (USD $) | 12 Months Ended | 0 Months Ended | 3 Months Ended | |
Share data in Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Sep. 16, 2014 | Dec. 31, 2014 |
Class of Stock [Line Items] | ||||
Amortization of offering costs | $89,000 | $976,000 | ||
Common Stock [Member] | ||||
Class of Stock [Line Items] | ||||
Sale of common stock under sales agreement (shares) | 326 | |||
Common Stock [Member] | MLV & Co. LLC [Member] | At Market Issuance Sales Agreement [Member] | ||||
Class of Stock [Line Items] | ||||
Stock offering, authorized amount | 8,000,000 | |||
Stock offering costs, commissions (percent) | 3.00% | 3.00% | ||
Sale of common stock under sales agreement (shares) | 325 | |||
Sale of common stock, weighted-average (in dollars per share) | $1.28 | $1.28 | ||
Proceeds from sale of common stock | 416,000 | |||
Proceeds from sale of common stock, net of offering costs | 377,000 | |||
Deferred offering costs | 125,000 | 125,000 | ||
Amortization of offering costs | 25,000 | |||
Common Stock [Member] | MLV & Co. LLC [Member] | At Market Issuance Sales Agreement [Member] | Prepaid Expenses and Other Current Assets [Member] | ||||
Class of Stock [Line Items] | ||||
Deferred offering costs | $14,000 | $14,000 |
Preferred_Stock_Narrative_Deta
Preferred Stock (Narrative) (Details) (USD $) | 12 Months Ended | 1 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 | Oct. 31, 2013 | Sep. 30, 2014 | Jun. 30, 2014 |
Class of Stock [Line Items] | |||||
Preferred shares issued | 0 | 0 | |||
Preferred shares outstanding | 0 | 0 | |||
Stock issued for conversion of convertible preferred stock, shares | 20,000 | ||||
Payments related to preferred stock exchange | $5 | $289 | |||
Common stock issued to broker in connection with preferred stock exchange | 0 | 135 | |||
Accrued dividends | 40 | 20 | |||
Conversion price below this fair value of the common stock (in dollars per share) | $1.16 | ||||
Broker [Member] | |||||
Class of Stock [Line Items] | |||||
Stock issued for services, shares | 100,000 | ||||
Common stock issued to broker in connection with preferred stock exchange | 135 | ||||
Stock price (in dollars per share) | $1.35 | ||||
Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred shares authorized | 5,000,000 | ||||
Common Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Stock issued for conversion of convertible preferred stock, shares | 6,667,286 | ||||
Series B-1 Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred shares authorized | 100 | 100,000 | |||
Shares outstanding | 0 | ||||
Preferred shares issued | 0 | 100,000 | |||
Preferred shares outstanding | 0 | 100,000 | |||
Preferred stock, liquidation preference, value | 10,247 | ||||
Convertible equity securities, conversion rate (in dollars per share) | $1.54 | ||||
Preferred stock, forgiveness of accrued dividends | 247 | ||||
Series A-2 Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred shares authorized | 7,500 | ||||
Preferred shares issued | 53 | ||||
Preferred shares outstanding | 53 | ||||
Preferred stock stated value (per share) | $7,500 | ||||
Stock issued during period, conversion of convertible securities, price (in dollars per share) | $3 | $2.98 | $3 | ||
Convertible preferred stock, shares issued upon conversion | 2,500 | ||||
Preferred stock, cumulative dividend percentage rate (per annum) | 5.00% | ||||
Accrued dividends | $40 | $20 | |||
Series D Preferred Stock [Member] | |||||
Class of Stock [Line Items] | |||||
Preferred shares authorized | 4,000 | ||||
Preferred shares issued | 0 | ||||
Preferred shares outstanding | 0 |
Loss_Per_Share_Details
Loss Per Share (Details) (USD $) | 12 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Earnings Per Share [Abstract] | ||
Net loss | ($2,755) | ($4,211) |
Less: preferred stock dividends | 20 | 20 |
Net loss attributable to common stock holders | ($2,775) | ($4,231) |
Weighted average shares outstanding - basic (in shares) | 34,885 | 30,525 |
Weighted average shares outstanding - diluted (in shares) | 34,885 | 30,525 |
Basic net loss per share (in dollars per share) | ($0.08) | ($0.14) |
Diluted net loss per share (in dollars per share) | ($0.08) | ($0.14) |
Loss_Per_Share_Antidilutive_De
Loss Per Share Anti-dilutive (Details) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 1,300 | |
Unvested restricted stock [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 670 | 465 |
Shares of common stock issuable upon conversion of preferred stock, Series A-2 [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 133 | 133 |
Stock options outstanding [Member] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 1,350 | 1,792 |
Interest_Expense_and_Other_Net2
Interest Expense and Other, Net (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Interest Expense [Abstract] | ||
Interest expense for debt | $1,322 | $1,179 |
Interest expense for capital lease | 8 | 21 |
Forgiveness of debt | 0 | -103 |
Interest income | -5 | -1 |
Other expense (income) | 18 | 0 |
Interest expense and other, net | $1,343 | $1,096 |
Commitments_and_Contingencies_1
Commitments and Contingencies (Narrative) (Details) (USD $) | 0 Months Ended | 3 Months Ended | 12 Months Ended | 1 Months Ended | |
In Thousands, unless otherwise specified | Aug. 15, 2014 | Mar. 31, 2014 | Dec. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2014 |
Long-term Purchase Commitment [Line Items] | |||||
Operating lease payments | $671 | $765 | |||
Loss on vacated office lease | 253 | ||||
Operating lease, contract termination payment | 150 | ||||
Oxnard, California [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Operating lease, term | 64 months | ||||
Monthly rent expense | 7 | ||||
Comerica Bank [Member] | Colorado [Member] | |||||
Long-term Purchase Commitment [Line Items] | |||||
Letters of credit outstanding, amount | $185 | $185 | $185 |
Commitments_and_Contingencies_2
Commitments and Contingencies (Table Operating Lease) (Details) (USD $) | Dec. 31, 2014 |
In Thousands, unless otherwise specified | |
Commitments and Contingencies Disclosure [Abstract] | |
2015 | $261 |
2016 | 294 |
2017 | 301 |
2018 | 308 |
2019 | 88 |
2020 | 23 |
Total | $1,275 |
Major_Customers_Narrative_Deta
Major Customers (Narrative) (Details) (Customer Concentration Risk [Member]) | 12 Months Ended | |
Dec. 31, 2013 | Dec. 31, 2014 | |
customer | ||
Sales Revenue, Services, Net [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 21.00% | |
Number of major wholesale partners | 2 | |
Sales Revenue, Services, Net [Member] | Major wholesale partners [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 11.00% | |
Accounts Receivable [Member] | Major wholesale partners [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 7.00% | |
Accounts Receivable [Member] | Additional customer 1 [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 15.00% | |
Number of major wholesale partners | 2 | |
Accounts Receivable [Member] | Additional customer 2 [Member] | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 13.00% |
Income_Taxes_Income_Tax_Expens
Income Taxes (Income Tax Expense (Benefit)) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Current: | ||
State | $4 | ($30) |
Current income tax expense (benefit) | 4 | -30 |
Deferred: | ||
Federal | 124 | 0 |
State | 11 | 0 |
Deferred income tax expense (benefit) | 135 | 0 |
Income tax expense (benefit) | $139 | ($30) |
Income_Taxes_Effective_Tax_Rat
Income Taxes (Effective Tax Rate) (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract] | ||
U.S. federal income taxes at the statutory rate | ($916) | ($1,372) |
State taxes, net of federal effects | -77 | -297 |
Permanent differences | 22 | 310 |
Impact of state tax rate change to deferred | 1,282 | 0 |
Expired net operating loss carry-forwards | 0 | 1,635 |
Other | 297 | 14 |
Change in valuation allowance | -469 | -320 |
Income tax expense (benefit) | $139 | ($30) |
Income_Taxes_Deferred_Tax_Asse
Income Taxes (Deferred Tax Assets and Liabilities) (Details) (USD $) | Dec. 31, 2014 | Dec. 31, 2013 |
In Thousands, unless otherwise specified | ||
Deferred Tax Assets, Net [Abstract] | ||
Tax benefit of operating loss carry forward | $14,280 | $15,490 |
Reserves and allowances | 172 | 232 |
Accrued expenses | 79 | 263 |
Charitable contributions | 184 | 196 |
Goodwill | 0 | 192 |
Equity based compensation | 543 | 650 |
Fixed assets | 229 | 306 |
Texas margin tax temporary credit | 253 | 260 |
Total deferred tax assets | 15,740 | 17,589 |
Valuation allowance | -15,099 | -15,568 |
Net deferred tax assets | 641 | 2,021 |
481(a) adjustment | 3 | 0 |
Goodwill | 135 | 0 |
Intangible amortization | 645 | 2,021 |
Total deferred tax liabilities | 783 | 2,021 |
Net deferred tax assets | ($142) | $0 |
Income_Taxes_Narrative_Details
Income Taxes (Narrative) (Details) (USD $) | 12 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | ||
Decrease in valuation allowance | ($469,000) | |
Net operating loss carryforwards, permanent loss of tax benefit | 1,900,000 | |
Net operating loss carryforwards | 37,393,000 | 37,349,000 |
Unrecognized tax benefits | 0 | 0 |
Unrecognized tax benefits, income tax penalties and interest accrued | 0 | 0 |
Unrecognized tax benefits, income tax penalties and interest expense | $0 | $0 |
401k_Plan_Details
401(k) Plan (Details) (USD $) | 12 Months Ended | |
In Thousands, unless otherwise specified | Dec. 31, 2014 | Dec. 31, 2013 |
Compensation and Retirement Disclosure [Abstract] | ||
401(k) plan, employer contributions | $122 | $95 |
Related_Party_Transactions_Det
Related Party Transactions (Details) (USD $) | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2013 | Oct. 31, 2013 | |
Related Party Transaction [Line Items] | |||
Common stock issued to broker in connection with preferred stock exchange | $0 | $135,000 | |
General and administrative expenses | 5,643,000 | 7,378,000 | |
Director Affiliated Entity [Member] | ABM Industries, Inc. (ABM) [Member] | |||
Related Party Transaction [Line Items] | |||
Revenue, related parties | 133,000 | 136,000 | |
Accounts receivable, related parties, current | 0 | ||
Director [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction, monthly | 12,500 | ||
Related party transaction, amounts of transaction | 39,000 | 150,000 | |
Shareholder affiliated entity [Member] | |||
Related Party Transaction [Line Items] | |||
Agreement termination fee | 100,000 | ||
Stock issued for services, shares | 100,000 | ||
Common stock issued to broker in connection with preferred stock exchange | 135,000 | ||
Stock price (in dollars per share) | $1.35 | ||
General and administrative expenses | 0 | 96,000 | |
Accounts payable, related parties | 0 | ||
Wife of President and CEO (Nancy K. Holst) [Member] | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction | $0 | $21,000 | |
President and CEO [Member] | |||
Related Party Transaction [Line Items] | |||
Note payable, individual ownership percentage | 27.00% | ||
GP Investment Holdings, LLC [Member] | |||
Related Party Transaction [Line Items] | |||
Common shares owned by stockholder | 7,711,517 | ||
Common shares owned by stockholder (percent) | 22.00% |
Subsequent_Events_Details
Subsequent Events (Details) | 12 Months Ended | 2 Months Ended | |
Dec. 31, 2014 | Dec. 31, 2013 | Feb. 28, 2015 | |
Restricted Stock [Member] | |||
Subsequent Event [Line Items] | |||
Restricted stock units issued | 522,000 | 388,000 | |
Subsequent Event [Member] | Stock Incentive Plan, 2014 [Member] | Restricted Stock [Member] | |||
Subsequent Event [Line Items] | |||
Restricted stock units issued | 2,773,992 | ||
Subsequent Event [Member] | Stock Incentive Plan, 2014 [Member] | Time-based Restricted Stock Units [Member] | |||
Subsequent Event [Line Items] | |||
Restricted stock units issued | 712,600 | ||
Subsequent Event [Member] | Stock Incentive Plan, 2014 [Member] | Performance-based Restricted Stock Units [Member] | |||
Subsequent Event [Line Items] | |||
Restricted stock units issued | 2,061,392 | ||
Award vesting period | 3 years |