Document and Entity Information
Document and Entity Information - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Mar. 15, 2016 | Jun. 30, 2015 | |
Document and Entity Information | |||
Entity Registrant Name | GLOWPOINT, INC. | ||
Entity Central Index Key | 746,210 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Document Type | 10-K | ||
Document Period End Date | Dec. 31, 2015 | ||
Document Fiscal Year Focus | 2,015 | ||
Document Fiscal Period Focus | FY | ||
Amendment Flag | false | ||
Entity Common Stock, Shares Outstanding | 35,864,314 | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Public Float | $ 16,004,484 |
CONSOLIDATED BALANCE SHEETS
CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Current assets: | ||
Cash | $ 1,764 | $ 1,938 |
Accounts receivable, net | 2,698 | 3,273 |
Prepaid expenses and other current assets | 625 | 1,025 |
Total current assets | 5,087 | 6,236 |
Property and equipment, net | 2,986 | 3,246 |
Goodwill | 9,825 | 9,825 |
Intangibles, net | 2,178 | 3,047 |
Other assets | 155 | 262 |
Total assets | 20,231 | 22,616 |
Current liabilities: | ||
Current portion of long-term debt | 400 | 400 |
Current portion of capital lease | 0 | 41 |
Accounts payable | 385 | 1,220 |
Accrued expenses and other liabilities | 1,492 | 1,576 |
Accrued dividends | 36 | 40 |
Accrued sales taxes and regulatory fees | 441 | 444 |
Total current liabilities | 2,754 | 3,721 |
Long term liabilities: | ||
Capital lease, net of current portion | 0 | 1 |
Deferred tax liability | 309 | 142 |
Long term debt, net of current portion | 10,785 | 10,785 |
Total long term liabilities | 11,094 | 10,928 |
Total liabilities | $ 13,848 | $ 14,649 |
Commitments and contingencies | ||
Stockholders’ equity: | ||
Preferred stock Series A-2, convertible; $.0001 par value; $7,500 stated value; 7,500 shares authorized, 32 shares issued and outstanding and liquidation preference of $237 at December 31, 2015 and 53 shares issued and outstanding with liquidation preference of $396 at December 31, 2014 | $ 100 | $ 167 |
Common stock, $.0001 par value; 150,000,000 shares authorized; 35,888,734 and 35,950,732 shares issued and outstanding at December 31, 2015 and 2014, respectively | 4 | 4 |
Treasury stock, 179,000 and 40,000 shares at December 31, 2015 and 2014, respectively | (206) | (66) |
Additional paid-in capital | 179,242 | 178,476 |
Accumulated deficit | (172,757) | (170,614) |
Total stockholders’ equity | 6,383 | 7,967 |
Total liabilities and stockholders’ equity | $ 20,231 | $ 22,616 |
CONSOLIDATED BALANCE SHEETS (Pa
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 |
Stockholders’ equity: | ||
Preferred stock stated value (in dollars per share) | $ 0.0001 | $ 0.0001 |
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 | 32 | 53 |
Preferred stock Series A-2, shares outstanding | 32 | 53 |
Preferred stock Series A-2, liquidation value | $ 237,000 | $ 396,000 |
Common Stock, convertible, par value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Common Stock, shares authorized | 150,000,000 | 150,000,000 |
Common Stock, shares issued | 35,888,734 | 35,950,732 |
Common Stock, shares outstanding | 35,888,734 | 35,950,732 |
Treasury stock | 179,000 | 40,000 |
CONSOLIDATED STATEMENTS OF OPER
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Income Statement [Abstract] | ||
Revenue | $ 25,541 | $ 32,156 |
Operating expenses: | ||
Cost of revenue (exclusive of depreciation and amortization) | 14,844 | 18,294 |
Research and development | 1,350 | 1,019 |
Sales and marketing | 2,047 | 3,307 |
General and administrative | 5,416 | 5,643 |
Impairment charges | 138 | 2,342 |
Depreciation and amortization | 2,235 | 2,735 |
Total operating expenses | 26,030 | 33,340 |
Loss from operations | (489) | (1,184) |
Interest and other expense: | ||
Interest expense and other, net | 1,397 | 1,343 |
Amortization of deferred financing costs | 87 | 89 |
Total interest and other expense, net | 1,484 | 1,432 |
Loss before income taxes | (1,973) | (2,616) |
Income tax expense | 170 | 139 |
Net loss | (2,143) | (2,755) |
Preferred stock dividends | 18 | 20 |
Net loss attributable to common stock holders | $ (2,161) | $ (2,775) |
Net loss attributable to common stockholders per share: | ||
Basic and diluted net loss per share (in dollars per share) | $ (0.06) | $ (0.08) |
Weighted average number of common shares: | ||
Basic and diluted (in shares) | 35,442 | 34,885 |
CONSOLIDATED STATEMENT OF STOCK
CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY - USD ($) $ in Thousands | Total | Preferred StockSeries A-2 Preferred Stock | Common Stock | Treasury Stock | Additional Paid In Capital | Accumulated Deficit | 2014 Equity Incentive Plan | 2014 Equity Incentive PlanAdditional Paid In Capital |
Beginning balance, Shares at Dec. 31, 2013 | 53 | 35,306,000 | ||||||
Beginning balance, Treasury Shares at Dec. 31, 2013 | 0 | |||||||
Beginning Balance, Value at Dec. 31, 2013 | $ 9,669 | $ 167 | $ 4 | $ 0 | $ 177,357 | $ (167,859) | ||
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 | ||||||
Issuance of restricted stock, Shares | 400,000 | |||||||
Issuance of restricted stock, Value | 0 | 0 | ||||||
Forfeited restricted stock, Shares | (224,000) | |||||||
Forfeited restricted stock, Value | 0 | 0 | ||||||
Cost of preferred stock exchange | (5) | (5) | ||||||
Preferred stock dividends | (20) | (20) | ||||||
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 | ||||||
Repurchase of common stock, Shares | 40,000 | |||||||
Repurchase of common stock, Value | (66) | $ (66) | ||||||
Options exercised, Shares | 20,000 | |||||||
Options exercised, Value | $ 0 | |||||||
Ending balance, Shares at Dec. 31, 2014 | 53 | 35,951,000 | ||||||
Ending balance, Treasury shares at Dec. 31, 2014 | 40,000 | 40,000 | ||||||
Ending Balance, Value at Dec. 31, 2014 | $ 7,967 | $ 167 | $ 4 | $ (66) | 178,476 | (170,614) | ||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||
Net loss | (2,143) | (2,143) | ||||||
Stock-based compensation | 813 | 813 | ||||||
Forfeited restricted stock, Shares | (139,000) | |||||||
Forfeited restricted stock, Value | 0 | |||||||
Preferred stock dividends | (18) | (18) | ||||||
Issuance of common stock under an at-the-market sales agreement, net of expenses, Shares | 17,000 | |||||||
Issuance of common stock under an at-the-market sales agreement, net of expenses, Value | (82) | (82) | ||||||
Repurchase of common stock, Value | (140) | |||||||
Adjustments to Additional Paid in Capital, Stock Issued, Issuance Costs | $ (36) | $ (36) | ||||||
Preferred stock conversion, shares | (21) | (60,497) | ||||||
Preferred stock conversion, value | $ 22 | $ (67) | 89 | |||||
Ending balance, Shares at Dec. 31, 2015 | 32 | 35,889,000 | ||||||
Ending balance, Treasury shares at Dec. 31, 2015 | 179,000 | 179,000 | ||||||
Ending Balance, Value at Dec. 31, 2015 | $ 6,383 | $ 100 | $ 4 | $ (206) | $ 179,242 | $ (172,757) |
CONSOLIDATED STATEMENTS OF CASH
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Cash flows from Operating Activities: | ||
Net loss | $ (2,143) | $ (2,755) |
Adjustments to reconcile net loss to net cash provided by operating activities: | ||
Depreciation and amortization | 2,235 | 2,735 |
Bad debt expense (recovery) | 37 | (131) |
Amortization of deferred financing costs | 87 | 89 |
Stock-based compensation | 813 | 600 |
Impairment charges | 138 | 2,089 |
Deferred tax provision | 170 | 142 |
Increase (decrease) attributable to changes in assets and liabilities: | ||
Accounts receivable | 539 | 935 |
Prepaid expenses and other current assets | 267 | (621) |
Other assets | 15 | 71 |
Accounts payable | (835) | (726) |
Accrued expenses and other liabilities | (83) | (497) |
Accrued sales taxes and regulatory fees | (3) | (146) |
Net cash provided by operating activities | 1,237 | 1,785 |
Cash flows from Investing Activities: | ||
Proceeds from sale of equipment | 3 | 4 |
Purchases of property and equipment | (1,247) | (2,176) |
Net cash used in investing activities | (1,244) | (2,172) |
Cash flows from Financing Activities: | ||
Cost of preferred stock exchange | 0 | (5) |
Principal payments for capital lease | (43) | (216) |
Principal payments under borrowing arrangements | (613) | (249) |
Advances on borrowing arrangements | 613 | 249 |
Proceeds from issuance of common stock | 18 | 416 |
Payment of equity issuance costs | (2) | (39) |
Payment of debt issuance costs | 0 | (59) |
Purchase of treasury stock | (140) | (66) |
Net cash (used in) provided by financing activities | (167) | 31 |
Decrease in cash and cash equivalents | (174) | (356) |
Cash at beginning of year | 1,938 | 2,294 |
Cash at end of year | 1,764 | 1,938 |
Supplemental disclosures of cash flow information: | ||
Cash paid during the period for interest | 1,199 | 1,330 |
Non-cash investing and financing activities: | ||
Accrued capital expenditure | 0 | 81 |
Preferred stock conversion (including accrued dividends of $22) | 89 | 0 |
Recognition of prepaid equity issuance costs as additional paid-in capital | 136 | 0 |
Accrued preferred stock dividends | 18 | 20 |
Restricted stock issued to settle accrued 2013 bonuses | ||
Non-cash investing and financing activities: | ||
Issuance of restricted stock to settle accrued 2013 bonuses | 0 | $ 165 |
Preferred Stock | ||
Preferred stock conversion, accrued dividends | $ 22 |
The Business
The Business | 12 Months Ended |
Dec. 31, 2015 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
The Business | The Business Glowpoint, Inc. (“Glowpoint” or “we” or “us” or the “Company”) is a managed service provider of video collaboration and network applications. Our services are designed to provide a comprehensive suite of automated and concierge applications to simplify the user experience and expedite the adoption of video as the primary means of collaboration. 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. The Company operates in one segment and therefore segment information is not presented. 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 and Going Concern, Ba
Liquidity and Going Concern, Basis of Presentation and Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Liquidity and Going Concern, Basis of Presentation and Summary of Significant Accounting Policies | Liquidity and Going Concern, Basis of Presentation and Summary of Significant Accounting Policies Liquidity and Going Concern As of December 31, 2015 , we had $1,764,000 of cash and working capital of $2,333,000 . Our cash balance as of December 31, 2015 includes restricted cash of $83,000 (as discussed in Note 3). For the year ended December 31, 2015 , we generated a net loss of $2,143,000 and net cash provided by operating activities of $1,237,000 . 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, 2015 , 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). As of December 31, 2015 , we have availability of $1,370,000 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. Based on the Company’s current financial projections for 2016, we believe that it is likely that the Company will violate both the existing fixed charge coverage ratio and the debt to Adjusted EBITDA ratio covenants beginning in mid-2016. We are currently exploring various alternatives to address our forecasted violations of our financial covenants during 2016, which may include renegotiation of our loan agreement with our senior lender, a capital raise, conversion of a portion of our debt to equity or a debt refinancing. In the event we are successful in addressing our forecasted covenant violations for 2016, the Company believes that, based on our current projection of revenue, expenses, capital expenditures and cash flows, 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. If the Company were to violate any of its covenants under its senior loan agreement or its other debt arrangements, any such violations could cause an acceleration of the indebtedness under such loan agreements. In the event that our lenders accelerate the repayment of the indebtedness under any loan agreement, we would not have sufficient resources and/or cash flow to repay the indebtedness. We have renegotiated financial covenants and/or refinanced our indebtedness in the past but there is no assurance we will be able to successfully renegotiate or refinance all or any portion of our indebtedness in the future. If we were unable to repay or otherwise refinance the indebtedness under the loan agreements upon acceleration or when otherwise due, our lenders could proceed against the collateral granted to them to secure our obligations under the loan agreements, which could force us into bankruptcy or liquidation. In the event we need access to capital to fund operations and provide growth capital beyond our existing Main Street credit facility, we would likely need to raise capital in one or more equity offerings. There can be no assurance that we will be successful in raising necessary capital or that any such offering will be on terms acceptable to the Company. If we are unable to access availability from the Main Street credit facility and/or raise additional capital that may be needed on terms acceptable to us, it could have a material adverse effect on the Company. The factors discussed above raise substantial doubt as to our ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from these uncertainties. Principles of Consolidation The consolidated financial statements include the accounts of Glowpoint and our 100% -owned subsidiaries. As of December 31, 2015 our only subsidiary is GP Communications, LLC, whose business function is to provide interstate telecommunications services for regulatory purposes. On December 31, 2014, the Company merged Affinity, its former 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 $45,000 and $54,000 at December 31, 2015 and 2014 , 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, 2015 and 2014 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, 2015 and 2014 , we included taxes of $1,070,000 and $1,233,000 , respectively, in revenue and we included taxes of $1,032,000 and $1,197,000 , 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, 2015 , 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, 2015 , we capitalized internal use software costs of $956,000 and we amortized $692,000 of these costs. 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. During the years ended December 31, 2015 and 2014 , we recorded impairment losses of $7,000 and $248,000 , 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 than 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 In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASU 2014-09), which supersedes most existing revenue recognition guidance under US GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The standard is effective for annual periods beginning after December 15, 2017, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). We are currently evaluating the impact of the pending adoption of ASU 2014-09 on our consolidated financial statements and have not yet determined the method by which we will adopt the standard. In August 2014, the 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, which 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 adopted ASU 2014-15 for the year ending December 31, 2015 and our accompanying consolidated financial statements incorporate all required disclosures. In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. This ASU requires retrospective adoption and will be effective for fiscal years beginning after December 15, 2015 and for interim periods within those fiscal years. We expect the adoption of this guidance will not have a material impact on our financial statements. In April 2015, the FASB issued ASU 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40). This ASU provides guidance about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the software license element of the arrangement should be accounted for consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the arrangement should be accounted for as a service contract. For public business entities, the amendments will be effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. We expect the adoption of this guidance will not have a material impact on our financial statements. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Subtopic 740-10). The amendments in this update require deferred tax liabilities and assets be classified as noncurrent regardless of the classification of the underlying assets and liabilities. For public companies, the amendments will be effective for financial statements issued for annual periods beginning after December 15, 2016. Earlier application is permitted. Management is currently evaluating the impact of the adoption of ASU 2015-05 on our financial statements and disclosures. In February 2016, the FASB created Topic 842 and issued ASU 2016-02, Leases. The guidance in this update supersedes Topic 840, Leases. This ASU requires lessees to recognize a right-of-use assets and a lease liability, initially measured at the present value of the lease payments on the balance sheet. For public companies, the amendments will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. Earlier application is permitted. Management is currently evaluating the impact of the adoption of ASU 2016-02 on our financial statements and disclosures. |
Restricted Cash
Restricted Cash | 12 Months Ended |
Dec. 31, 2015 | |
Cash and Cash Equivalents [Abstract] | |
Restricted Cash | Restricted Cash As of December 31, 2015 , our cash balance of $1,764,000 included restricted cash of $83,000 . The $83,000 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, 2014 , our cash balance of $1,938,000 included restricted cash of $242,000 . |
Property and Equipment
Property and Equipment | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and Equipment Property and equipment consisted of the following (in thousands): December 31, 2015 2014 Estimated Useful Life Network equipment and software $ 10,767 $ 11,653 3 to 5 Years Computer equipment and software 3,190 2,730 3 to 4 Years Leasehold improvements 87 522 (*) Office furniture and equipment 309 622 5 to 10 Years 14,353 15,527 Accumulated depreciation and amortization (11,367 ) (12,281 ) Property and equipment, net $ 2,986 $ 3,246 (*) – Amortized over the shorter period of the estimated useful life ( five years ) or the lease term. Related depreciation and amortization expense was $1,366,000 and $1,477,000 for the years ended December 31, 2015 and 2014 , respectively. For the years ended December 31, 2015 and 2014 , the Company recorded asset impairment charges of $138,000 and $145,000 , 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, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Intangible Assets | Intangible Assets Intangible assets consisted of the following (in thousands): December 31, 2015 2014 Estimated Useful Life Customer relationships $ 4,335 $ 4,335 5 Years Affiliate network 994 994 12 Years Trademarks 548 548 8 Years 5,877 5,877 Accumulated amortization (3,699 ) (2,830 ) Intangible assets, net $ 2,178 $ 3,047 Due to our recurring net losses, the Company performed an evaluation of intangible assets in the fourth quarter of 2015 , and determined that the fair value of the long-lived assets exceeds the carrying value, therefore no impairment charges are required for the year ended December 31, 2015 . The Company recorded an impairment charge of $1,696,000 on its intangible assets 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 and was due to forecasted net revenue streams lower than originally forecasted. 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, 2015 consisted of $3,037,000 for customer relationships, $390,000 for affiliate network and $272,000 for trademarks. Related amortization expense was $869,000 and $1,258,000 for the years ended December 31, 2015 and 2014 , respectively. Amortization expense for each of the next five succeeding years will be as follows (in thousands): 2016 869 2017 683 2018 127 2019 70 Thereafter 429 Total $ 2,178 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Debt | Debt Long-term debt consisted of the following (in thousands): December 31, 2015 2014 SRS Note $ 1,785 $ 1,785 Main Street Term Loan 9,000 9,000 Main Street Revolver 400 400 11,185 11,185 Less current maturities (400 ) (400 ) Long-term debt, net of current portion $ 10,785 $ 10,785 The Main Street Loan Agreement provides for the $11,000,000 Main Street Term Loan and the $2,000,000 Main Street Revolver. 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, 2015 and 2014 , respectively. As of December 31, 2015, we have availability of $1,370,000 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). Borrowings under the Main Street Term Loan and Main Street Revolver mature on October 17, 2018 and October 17, 2016, 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 through the maturity date in an amount equal to 50% of Excess Cash Flow generated by the Company during the trailing fiscal quarter (Excess Cash Flow is defined in the Main Street Loan Agreement and effectively equal to cash flow from operations less capital expenditures less principal payments on capital leases). 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 2015 and 2014 , the Company made principal payments of $613,000 and $249,000 respectively on the Main Street Revolver and no principal payments on the Main Street Term Loan. During 2015 and 2014 , the Company received advances on the Main Street Revolver of $613,000 and $249,000 , respectively. 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. Based on the Company’s current financial projections for 2016, we believe that it is likely that the Company will violate both the existing fixed charge coverage ratio and the debt to Adjusted EBITDA ratio covenants beginning in mid-2016. We are currently exploring various alternatives to address our forecasted violations of our financial covenants during 2016, which may include renegotiation of our loan agreement with our senior lender, a capital raise, conversion of a portion of our debt to equity or a debt refinancing. If the Company were to violate any of its covenants under its senior loan agreement or its other debt arrangements, any such violations could cause an acceleration of the indebtedness under such loan agreements. In the event that our lenders accelerate the repayment of the indebtedness under any loan agreement, we would not have sufficient resources and/or cash flow to repay the indebtedness. Deferred financing costs related to our debt agreements of $72,000 are included in prepaid expenses and other current assets and $125,000 are included in other assets as of December 31, 2015 . Deferred financing costs related to our debt agreements of $276,000 are included in other assets as of December 31, 2014 . The financing costs are amortized to interest expense using the effective interest method over the term of each loan through each maturity date. We recorded $87,000 and $89,000 of amortization of financing costs for the years ended December 31, 2015 , and 2014 , respectively. 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, 2015 and 2014 the principal balance on the SRS Note was $1,785,000 . 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 . During the years ended December 31, 2015 and 2014 , the Company made principal payments of $0 and $100,000 , respectively, on the SRS Note based on achievement of the AEBITDA threshold. As of December 31, 2015 , accrued interest expense on the SRS Note was $238,000 . As of December 31, 2015 , the current portion of long-term debt recorded on the Company’s balance sheet was $400,000 , and represents the outstanding borrowings on the Main Street Revolver. The Company expects that any principal payments under the Main Street Loan Agreement, which are based on 50% 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, 2016 . Therefore, the Company expects that no principal payments will be applied against the Main Street Term Loan during the twelve months ended December 31, 2016 ; and thus all outstanding borrowings on the Main Street Term Loan are classified as long term debt as of December 31, 2015 . The principal payments related to these debt agreements are estimates and actual payments may vary. Future maturities of debt are estimated as follows (in thousands): Main Street Revolver Main Street Term Loan SRS Note Total 2016 $ 400 $ — $ — $ 400 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, 2015 | |
Debt Disclosure [Abstract] | |
Capital Lease Obligations | Capital Lease Obligations During the year ended December 31, 2015 , the Company did not enter into any non-cancelable capital lease agreements and made the final payments on all outstanding capital lease agreements. Therefore, no future minimum commitments remain as of December 31, 2015 . Depreciation expense on the equipment under the capital leases for the years ended December 31, 2015 and 2014 was $44,000 and $51,000 , respectively. |
Prepaid Expenses and Other Curr
Prepaid Expenses and Other Current Assets | 12 Months Ended |
Dec. 31, 2015 | |
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 (in thousands): December 31, 2015 2014 Due from vendors $ 36 $ 95 Prepaid maintenance contracts 117 119 Deferred installation costs 14 30 Prepaid insurance 145 132 Prepaid equity issuance costs — 100 Prepaid software licenses 96 123 Other prepaid expenses 145 342 Deferred financing costs 72 84 Prepaid expenses and other current assets $ 625 $ 1,025 |
Accrued Sales Taxes and Regulat
Accrued Sales Taxes and Regulatory Fees | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [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, 2015 includes estimates for taxes due where we plan to proactively contact various taxing authorities and voluntarily disclose potential sales and use tax liabilities. Actual payments may vary from our estimates. Accrued sales taxes and regulatory fees as of December 31, 2015 and 2014 are $441,000 and $444,000 , respectively. |
Accrued Expenses and Other Liab
Accrued Expenses and Other Liabilities | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Accrued Expenses and Other Liabilities | Accrued Expenses and Other Liabilities Accrued expenses and other liabilities consisted of the following (in thousands): December 31, 2015 2014 Accrued compensation $ 247 $ 271 Accrued severance costs 5 20 Accrued communication costs 180 272 Accrued professional fees 133 146 Accrued interest 332 143 Other accrued expenses 222 383 Deferred rent expense 89 74 Deferred revenue 105 76 Customer deposits 179 191 Accrued expenses and other liabilities $ 1,492 $ 1,576 |
Preferred Stock
Preferred Stock | 12 Months Ended |
Dec. 31, 2015 | |
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, 2015 , 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 32 shares issued and outstanding; and 4,000 shares of Series D Preferred Stock authorized and no shares issued or outstanding. 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 $2.9835 as of December 31, 2015 . Therefore, each share of Series A-2 Preferred Stock is convertible into 2,514 shares of common stock as of December 31, 2015 . 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, 2015 , the conversion price was adjusted from $2.9844 per share to $2.9835 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, effective January 1, 2013, 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. During the year ended December 31, 2015 , a holder of the Series A-2 Preferred Stock elected to convert 21 shares and $22,000 of accrued dividends into 60,497 shares of common stock. As of December 31, 2015 and 2014 , the Company has recorded $36,000 and $40,000 , respectively, in accrued dividends on the accompanying consolidated 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 $2.9835 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. |
Common Stock
Common Stock | 12 Months Ended |
Dec. 31, 2015 | |
Equity [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 could, 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”). On March 20, 2015, the Company and MLV mutually agreed to terminate this agreement. MLV acted as the sole sales agent for any sales made in the ATM Offering for a 3% commission on gross proceeds. The common stock was sold at market prices at the time of the sale, and, as a result, prices varied. Sales in the ATM Offering were being made pursuant to the prospectus supplement dated September 16, 2014, which supplemented 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. During the years ended December 31, 2015 and 2014 , the Company sold 17,000 and 325,000 shares in the ATM Offering, at a weighted-average selling price of $1.11 and $1.28 per share, for gross proceeds of $19,000 and $416,000 , respectively. Net proceeds totaled of $18,000 and $377,000 , reflecting reductions for the 3% commission to MLV and other offering expenses. The Company initially recorded approximately $125,000 of expenses for the offering, excluding MLV commissions and other fees in prepaid expenses and other current assets. During the years ended December 31, 2015 and 2014 the Company charged $100,000 and $25,000 of these costs against additional paid-in capital, respectively. |
Stock Based Compensation
Stock Based Compensation | 12 Months Ended |
Dec. 31, 2015 | |
Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Stock Based Compensation | Stock Based Compensation Glowpoint 2014 Stock Incentive Plan On May 28, 2014, the Glowpoint, Inc. 2014 Equity Incentive Plan (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 were initially available for issuance under the 2014 Plan. During the years ended December 31, 2015 and 2014 , 2,969,000 and no awards, respectively, were granted under the 2014 Plan. As of December 31, 2015 , 2,236,000 shares are available for issuance under the 2014 Plan. 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, 2015 , options to purchase a total of 1,228,000 shares of common stock and 261,000 shares of restricted stock were outstanding under the 2007 Plan. 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, 2015 , options to purchase a total of 41,000 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 years ended December 31, 2015 and 2014 , no options were granted or exercised; therefore, no fair value assumptions are presented herein for the years ended December 31, 2015 or 2014 . A summary of stock options granted, exercised, expired and forfeited under our plans and options outstanding as of, and changes made during, the year s ended December 31, 2015 and 2014 (options in thousands): Outstanding Exercisable Number of Options Weighted Number of Options Weighted Options outstanding, December 31, 2013 1,792 $ 2.21 411 $ 2.71 Granted — — Exercised (50 ) 0.90 Expired (50 ) 5.29 Forfeited (342 ) 2.70 Options outstanding, December 31, 2014 1,350 $ 2.02 729 $ 2.05 Granted — — Exercised — — Expired (70 ) 2.11 Forfeited (11 ) 5.43 Options outstanding, December 31, 2015 1,269 $ 1.98 960 $ 1.99 Additional information as of December 31, 2015 is as follows (options in thousands): Outstanding Exercisable Range of price Number of Options Weighted Average Remaining Contractual Life (In Years) Weighted Average Exercise Price Number of Options Weighted Average Exercise Price $0.90 – $1.51 166 6.87 $ 1.29 118 $ 1.29 $1.52 – $1.96 40 2.03 1.67 40 1.67 $1.98 – $2.05 886 6.99 1.98 649 1.98 $2.12 – $2.60 75 4.95 2.28 75 2.28 $2.68 – $7.68 102 6.15 3.02 78 3.02 1,269 6.63 $ 1.98 960 $ 1.99 A summary of unvested options as of, and changes during the years ended December 31, 2015 and 2014 , is presented below (options in thousands): Options Weighted Average Grant Date Fair Value Unvested options outstanding, December 31, 2013 1,381 $ 1.57 Granted — — Vested (597 ) 1.46 Forfeited (163 ) 2.20 Unvested options outstanding, December 31, 2014 621 $ 1.51 Granted — — Vested (302 ) 1.51 Forfeited (10 ) 2.04 Unvested options outstanding, December 31, 2015 309 $ 1.49 Stock option compensation expense relating to stock option awards is allocated as follows (in thousands): Year Ended December 31, 2015 2014 General and administrative $ 386 $ 356 $ 386 $ 356 The intrinsic value of vested options, unvested options and exercised options were not significant for all periods presented. The remaining unrecognized stock-based compensation expense for options at December 31, 2015 was $379,000 , and will be amortized over a weighted average period of approximately 1 year. The tax benefit recognized for stock-based compensation for the year ended December 31, 2015 and 2014 was de minimis. No compensation costs were capitalized as part of the cost of an asset. Restricted Stock Awards A summary of restricted stock granted, vested, forfeited and unvested outstanding as of, and changes made during, the years ended December 31, 2015 and 2014 , is presented below (shares in thousands): Restricted Shares Weighted Average 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 Granted — — Vested (241 ) 1.62 Forfeited (139 ) 1.66 Unvested restricted shares outstanding, December 31, 2015 261 $ 1.58 The number of restricted stock awards vested during the year ended December 31, 2015 includes 139,000 shares withheld and repurchased by the Company on behalf of employees and members of the Board to satisfy $140,000 of tax obligations relating to the vesting of such shares. Such shares are held in the Company’s treasury stock as of December 31, 2015 . Stock compensation expense relating to restricted stock awards are allocated as follows (in thousands): Year Ended December 31, 2015 2014 Cost of revenue $ (17 ) $ 36 Research and development (1 ) 12 Sales and marketing (40 ) 29 General and administrative 80 167 $ 22 $ 244 During the year ended December 31, 2015 , the Company recorded a reversal of $110,000 in stock-based compensation expense, of which $48,000 related to expense for unvested awards that were forfeited and $62,000 related to revised estimates for expense previously recorded on performance-based awards. Certain restricted stock awards have performance-based vesting provisions and are subject to forfeiture, in whole or in part, if these performance conditions are not achieved. Management assesses, on an ongoing basis, the probability of whether the performance criteria will be achieved and, once it is deemed probable, compensation expense is recognized over the relevant performance period. For those awards not subject to performance criteria, the cost of the restricted stock awards is expensed, which is determined to be the fair market value of the shares at the date of grant, on a straight-line basis over the vesting period. The remaining unrecognized stock-based compensation expense for restricted stock awards at December 31, 2015 was $301,000 . Of this amount, $146,000 relates to time-based awards with a remaining weighted average period of 1 year. The remaining $155,000 of unrecognized stock-based compensation expense relates to performance-based awards for which expense will be recognized upon the Company achieving defined revenue targets and other financial goals and will expire 10 years from the grant date. The tax benefit recognized for stock-based compensation for the year ended December 31, 2015 and 2014 was de minimis. No compensation costs were capitalized as part of the cost of an asset. Restricted Stock Units A summary of restricted stock units granted, vested, forfeited and unvested outstanding as of, and changes made during, the years ended December 31, 2015 and 2014 , is presented below (shares in thousands): Restricted Shares Weighted Average Unvested restricted stock units outstanding, December 31, 2014 — $ — Granted 2,969 1.02 Vested — — Forfeited (805 ) 1.04 Unvested restricted stock units outstanding, December 31, 2015 2,164 1.02 Stock compensation expense relating to restricted stock units are allocated as follows (in thousands): Year Ended December 31, 2015 2014 Cost of revenue 11 — Research and development 13 — Sales and marketing 6 — General and administrative 375 — $ 405 $ — Certain restricted stock unit awards have performance-based vesting provisions and are subject to forfeiture, in whole or in part, if these performance conditions are not achieved. Management assesses, on an ongoing basis, the probability of whether the performance criteria will be achieved and, once it is deemed probable, compensation expense is recognized over the relevant performance period. For those awards not subject to performance criteria, the cost of the restricted stock unit awards is expensed, which is determined to be the fair market value of the shares at the date of grant, on a straight-line basis over the vesting period. The remaining unrecognized stock-based compensation expense for restricted stock units at December 31, 2015 was $1,799,000 . Of this amount, $432,000 relates to time-based awards with remaining weighted average period of 1 year. The remaining $1,366,000 of unrecognized stock based compensation expense relates to performance-based awards for which expense will be recognized upon the Company achieving defined revenue targets and other financial goals over fiscal years 2016 and 2017. The tax benefit recognized for stock-based compensation for the year ended December 31, 2015 and 2014 was de minimis. No compensation costs were capitalized as part of the cost of an asset. |
Loss Per Share
Loss Per Share | 12 Months Ended |
Dec. 31, 2015 | |
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 no t 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, 2015 and 2014 , 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. Unvested restricted stock units are not included in calculations of basic net income (loss) per share, as they are not considered issued and outstanding at time of grant. 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 awards, unvested restricted stock units, stock options, and preferred stock. For the years ended December 31, 2015 and 2014 , 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, 2015 2014 Net loss $ (2,143 ) $ (2,755 ) Less: preferred stock dividends 18 20 Net loss attributable to common stockholders $ (2,161 ) $ (2,775 ) Weighted average shares outstanding - basic 35,442 34,885 Weighted average shares outstanding - diluted 35,442 34,885 Basic net loss per share $ (0.06 ) $ (0.08 ) Diluted net loss per share $ (0.06 ) $ (0.08 ) The weighted-average diluted shares of common stock outstanding as of December 31, 2015 excludes the effect of 1,269,000 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, 2015 2014 Unvested restricted stock awards 261 641 Unvested restricted stock units 2,164 — Shares of common stock issuable upon conversion of preferred stock, Series A-2 79 133 Stock options outstanding 1,269 1,350 |
Interest Expense and Other, Net
Interest Expense and Other, Net | 12 Months Ended |
Dec. 31, 2015 | |
Interest Expense [Abstract] | |
Interest Expense and Other, Net | Interest Expense and Other, Net The components of interest expense and other, net are presented below (in thousands): Year Ended December 31, 2015 2014 Interest expense for debt $ 1,387 $ 1,322 Other expense, net 10 21 Interest expense and other, net $ 1,397 $ 1,343 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Operating Leases We lease two facilities in Denver, CO and Oxnard, CA that are under operating leases through December 2018 and March 2020, respectively. Both of these 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, 2015 and 2014 were $342,000 and $671,000 , respectively. Future minimum rental commitments under all non-cancelable operating leases are as follows (in thousands): Year Ending December 31, 2016 296 2017 301 2018 308 2019 88 2020 23 $ 1,016 The Company leased office space in New Jersey on a month-to-month basis during the year ended December 31, 2014 through March 1, 2015 and from October 1, 2015 through March 2016. Effective March 2016, the Company terminated the lease and no longer leases office space in New Jersey. During the first quarter of 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. The company also recorded impairment losses of $101,000 relating to property and equipment, primarily consisting of furniture and leasehold improvements. These charges are 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. 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. Contingencies On July 23, 2015, UTC Associates Inc. (“UTC”) filed suit in the United States District Court for the Southern District of New York against the Company. On September 22, 2015, the Company filed a motion to dismiss the complaint. On October 13, 2015, in response to the Company’s motion, UTC filed an amended complaint. On November 2, 2015, the Company filed a motion to dismiss the amended complaint. On February 1, 2016, the Court partially granted and partially denied the dismissal motion. The Court dismissed with prejudice the fraud claim and declined to dismiss the two breach of contract claims. This matter involves allegations that Glowpoint has failed to pay amounts allegedly due under a Technology Development & Operations Outsourcing arrangement dated June 30, 2010. UTC seeks monetary damages totaling $2,107,000 , including $1,107,000 for damages arising from the breach of an alleged guaranteed minimum provision, and $1,000,000 for damages arising from the breach of an alleged exclusivity provision. The Company believes that these claims are without merit and intends to vigorously defend itself. Letter of Credit As of December 31, 2015 , the Company had an outstanding irrevocable standby letter of credit with Wells Fargo Bank for $83,000 to serve as our security deposit for our lease of office space in Colorado. See Note 2. |
Major Customers
Major Customers | 12 Months Ended |
Dec. 31, 2015 | |
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. For the year ended December 31, 2015 , two major customers accounted for 12% and 10% of our total revenue, and accounted for 20% and 1% of our outstanding accounts receivable at December 31, 2015 , respectively. Two additional customers accounted for 12% and 11% of our outstanding accounts receivable at December 31, 2015 , respectively. For the year ended December 31, 2014, one major customer accounted for 11% of our total revenue. This customer stopped using our services as of June 30, 2015 and therefore accounted for 3% of our total revenue for the year ended December 31, 2015 . Any reduction in the use of our services or the business failure by one of our major customers and/or wholesale channel partners could have a material adverse effect on our business and results of operations. |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The following table sets forth the components of income tax expense (in thousands): Year Ended December 31, 2015 2014 Current: State 3 4 3 4 Deferred: Federal 154 124 State 13 11 167 135 Income tax expense $ 170 $ 139 Our effective tax rate differs from the statutory federal tax rate as shown in the following table (in thousands): Year Ended December 31, 2015 2014 U.S. federal income taxes at the statutory rate $ (692 ) $ (916 ) State taxes, net of federal effects (53 ) (77 ) Permanent differences 13 22 Impact of state tax rate change to deferred 119 1,282 Expired net operating loss carry-forwards 4,026 — Other 12 297 Change in valuation allowance (3,255 ) (469 ) Income tax expense $ 170 $ 139 The tax effect of the temporary differences that give rise to significant portions of the deferred tax assets and liabilities is presented below (in thousands): December 31, 2015 2014 Deferred tax assets: Tax benefit of operating loss carry forward $ 10,385 $ 14,280 Reserves and allowances 148 172 Accrued expenses 73 79 Charitable contributions 190 184 Stock-based compensation 846 543 Fixed assets 330 229 Texas margin tax temporary credit 246 253 Total deferred tax assets 12,218 15,740 Valuation allowance (11,844 ) (15,099 ) Net deferred tax assets $ 374 $ 641 Deferred tax liabilities: 481(a) adjustment 2 3 Goodwill 309 135 Intangible amortization 372 645 Total deferred tax liabilities $ 683 $ 783 Net deferred tax liability $ (309 ) $ (142 ) The ending balances of the deferred tax assets have been fully reserved, reflecting the uncertainties as to realizability evidenced by the Company’s historical net losses. The change in valuation allowance for the year ended December 31, 2015 is a decrease of $3,255,000 . 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, 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 2034. At December 31, 2015 , we had federal net operating loss carryforwards of $27,417,000 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 ASC Topic 740 “ Income Taxes” (“ASC 740”), which clarifies the accounting for uncertainty in income taxes recognized in the financial statements, that have been recorded on the Company’s consolidated financial statements for the years ended December 31, 2015 and 2014 . 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, 2015 and 2014 . The federal and state tax returns for the years ending December 31, 2014, 2013 and 2012 are currently open and the tax return for the year ended December 31, 2015 will be filed by September 2016. |
401(k) Plan
401(k) Plan | 12 Months Ended |
Dec. 31, 2015 | |
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. Company contributions to the 401(k) plan for the years ended December 31, 2015 and 2014 were $109,000 and $122,000 , respectively. |
Related Party Transactions
Related Party Transactions | 12 Months Ended |
Dec. 31, 2015 | |
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, was an officer of ABM from 2007 until April 2015. Revenues from ABM were $44,000 and $133,000 for the four months ended April 2015 and for the year ended December 31, 2014 , respectively. As of December 31, 2015 , the accounts receivable attributable to ABM was $1,000 . 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, 2015 and 2014 were $0 and $39,000 , respectively; and such fees have been recorded in General and Administrative expenses on the Company’s consolidated statements of operations. As of December 31, 2015 , there were no remaining payment obligations to Mr. DeLuca. As of December 31, 2015 , 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, 2015 , 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 in accordance with the Company’s Code of Business Conduct and Ethics. |
Liquidity and Going Concern, 27
Liquidity and Going Concern, Basis of Presentation and Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2015 | |
Accounting Policies [Abstract] | |
Liquidity and Going Concern | Liquidity and Going Concern As of December 31, 2015 , we had $1,764,000 of cash and working capital of $2,333,000 . Our cash balance as of December 31, 2015 includes restricted cash of $83,000 (as discussed in Note 3). For the year ended December 31, 2015 , we generated a net loss of $2,143,000 and net cash provided by operating activities of $1,237,000 . 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, 2015 , 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). As of December 31, 2015 , we have availability of $1,370,000 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. Based on the Company’s current financial projections for 2016, we believe that it is likely that the Company will violate both the existing fixed charge coverage ratio and the debt to Adjusted EBITDA ratio covenants beginning in mid-2016. We are currently exploring various alternatives to address our forecasted violations of our financial covenants during 2016, which may include renegotiation of our loan agreement with our senior lender, a capital raise, conversion of a portion of our debt to equity or a debt refinancing. In the event we are successful in addressing our forecasted covenant violations for 2016, the Company believes that, based on our current projection of revenue, expenses, capital expenditures and cash flows, 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. If the Company were to violate any of its covenants under its senior loan agreement or its other debt arrangements, any such violations could cause an acceleration of the indebtedness under such loan agreements. In the event that our lenders accelerate the repayment of the indebtedness under any loan agreement, we would not have sufficient resources and/or cash flow to repay the indebtedness. We have renegotiated financial covenants and/or refinanced our indebtedness in the past but there is no assurance we will be able to successfully renegotiate or refinance all or any portion of our indebtedness in the future. If we were unable to repay or otherwise refinance the indebtedness under the loan agreements upon acceleration or when otherwise due, our lenders could proceed against the collateral granted to them to secure our obligations under the loan agreements, which could force us into bankruptcy or liquidation. In the event we need access to capital to fund operations and provide growth capital beyond our existing Main Street credit facility, we would likely need to raise capital in one or more equity offerings. There can be no assurance that we will be successful in raising necessary capital or that any such offering will be on terms acceptable to the Company. If we are unable to access availability from the Main Street credit facility and/or raise additional capital that may be needed on terms acceptable to us, it could have a material adverse effect on the Company. The factors discussed above raise substantial doubt as to our ability to continue as a going concern. The accompanying consolidated financial statements do not include any adjustments that might result from these uncertainties. |
Principles of Consolidation | Principles of Consolidation The consolidated financial statements include the accounts of Glowpoint and our 100% -owned subsidiaries. As of December 31, 2015 our only subsidiary is GP Communications, LLC, whose business function is to provide interstate telecommunications services for regulatory purposes. On December 31, 2014, the Company merged Affinity, its former 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. |
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. |
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. |
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, 2015 , 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. |
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 than 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 Update | Accounting Standards Update In May 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (ASU 2014-09), which supersedes most existing revenue recognition guidance under US GAAP. The core principle of ASU 2014-09 is to recognize revenues when promised goods or services are transferred to customers in an amount that reflects the consideration to which an entity expects to be entitled for those goods or services. ASU 2014-09 defines a five step process to achieve this core principle and, in doing so, more judgment and estimates may be required within the revenue recognition process than are required under existing U.S. GAAP. The standard is effective for annual periods beginning after December 15, 2017, and interim periods therein, using either of the following transition methods: (i) a full retrospective approach reflecting the application of the standard in each prior reporting period with the option to elect certain practical expedients, or (ii) a retrospective approach with the cumulative effect of initially adopting ASU 2014-09 recognized at the date of adoption (which includes additional footnote disclosures). We are currently evaluating the impact of the pending adoption of ASU 2014-09 on our consolidated financial statements and have not yet determined the method by which we will adopt the standard. In August 2014, the 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, which 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 adopted ASU 2014-15 for the year ending December 31, 2015 and our accompanying consolidated financial statements incorporate all required disclosures. In April 2015, the FASB issued ASU 2015-03, Interest - Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs, which requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. This ASU requires retrospective adoption and will be effective for fiscal years beginning after December 15, 2015 and for interim periods within those fiscal years. We expect the adoption of this guidance will not have a material impact on our financial statements. In April 2015, the FASB issued ASU 2015-05, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40). This ASU provides guidance about whether a cloud computing arrangement includes a software license. If a cloud computing arrangement includes a software license, then the software license element of the arrangement should be accounted for consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the arrangement should be accounted for as a service contract. For public business entities, the amendments will be effective for annual periods, including interim periods within those annual periods, beginning after December 15, 2015. We expect the adoption of this guidance will not have a material impact on our financial statements. In November 2015, the FASB issued ASU 2015-17, Income Taxes (Subtopic 740-10). The amendments in this update require deferred tax liabilities and assets be classified as noncurrent regardless of the classification of the underlying assets and liabilities. For public companies, the amendments will be effective for financial statements issued for annual periods beginning after December 15, 2016. Earlier application is permitted. Management is currently evaluating the impact of the adoption of ASU 2015-05 on our financial statements and disclosures. |
Property and Equipment (Tables)
Property and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Property, Plant and Equipment [Abstract] | |
Property and Equipment | Property and equipment consisted of the following (in thousands): December 31, 2015 2014 Estimated Useful Life Network equipment and software $ 10,767 $ 11,653 3 to 5 Years Computer equipment and software 3,190 2,730 3 to 4 Years Leasehold improvements 87 522 (*) Office furniture and equipment 309 622 5 to 10 Years 14,353 15,527 Accumulated depreciation and amortization (11,367 ) (12,281 ) Property and equipment, net $ 2,986 $ 3,246 (*) – Amortized 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, 2015 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Intangible Assets | Intangible assets consisted of the following (in thousands): December 31, 2015 2014 Estimated Useful Life Customer relationships $ 4,335 $ 4,335 5 Years Affiliate network 994 994 12 Years Trademarks 548 548 8 Years 5,877 5,877 Accumulated amortization (3,699 ) (2,830 ) Intangible assets, net $ 2,178 $ 3,047 |
Schedule of Future Amortization Expense | Amortization expense for each of the next five succeeding years will be as follows (in thousands): 2016 869 2017 683 2018 127 2019 70 Thereafter 429 Total $ 2,178 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | Long-term debt consisted of the following (in thousands): December 31, 2015 2014 SRS Note $ 1,785 $ 1,785 Main Street Term Loan 9,000 9,000 Main Street Revolver 400 400 11,185 11,185 Less current maturities (400 ) (400 ) Long-term debt, net of current portion $ 10,785 $ 10,785 |
Schedule of Maturities of Long-term Debt | Future maturities of debt are estimated as follows (in thousands): Main Street Revolver Main Street Term Loan SRS Note Total 2016 $ 400 $ — $ — $ 400 2017 — — 1,785 1,785 2018 — 9,000 — 9,000 $ 400 $ 9,000 $ 1,785 $ 11,185 |
Prepaid Expenses and Other Cu31
Prepaid Expenses and Other Current Assets (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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 (in thousands): December 31, 2015 2014 Due from vendors $ 36 $ 95 Prepaid maintenance contracts 117 119 Deferred installation costs 14 30 Prepaid insurance 145 132 Prepaid equity issuance costs — 100 Prepaid software licenses 96 123 Other prepaid expenses 145 342 Deferred financing costs 72 84 Prepaid expenses and other current assets $ 625 $ 1,025 |
Accrued Expenses and Other Li32
Accrued Expenses and Other Liabilities (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Payables and Accruals [Abstract] | |
Schedule of Accrued Expenses | Accrued expenses and other liabilities consisted of the following (in thousands): December 31, 2015 2014 Accrued compensation $ 247 $ 271 Accrued severance costs 5 20 Accrued communication costs 180 272 Accrued professional fees 133 146 Accrued interest 332 143 Other accrued expenses 222 383 Deferred rent expense 89 74 Deferred revenue 105 76 Customer deposits 179 191 Accrued expenses and other liabilities $ 1,492 $ 1,576 |
Stock Based Compensation (Table
Stock Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Stock Options | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
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 year s ended December 31, 2015 and 2014 (options in thousands): Outstanding Exercisable Number of Options Weighted Number of Options Weighted Options outstanding, December 31, 2013 1,792 $ 2.21 411 $ 2.71 Granted — — Exercised (50 ) 0.90 Expired (50 ) 5.29 Forfeited (342 ) 2.70 Options outstanding, December 31, 2014 1,350 $ 2.02 729 $ 2.05 Granted — — Exercised — — Expired (70 ) 2.11 Forfeited (11 ) 5.43 Options outstanding, December 31, 2015 1,269 $ 1.98 960 $ 1.99 |
Shares authorized under stock option plans, by exercise price range | Additional information as of December 31, 2015 is as follows (options in thousands): Outstanding Exercisable Range of price Number of Options Weighted Average Remaining Contractual Life (In Years) Weighted Average Exercise Price Number of Options Weighted Average Exercise Price $0.90 – $1.51 166 6.87 $ 1.29 118 $ 1.29 $1.52 – $1.96 40 2.03 1.67 40 1.67 $1.98 – $2.05 886 6.99 1.98 649 1.98 $2.12 – $2.60 75 4.95 2.28 75 2.28 $2.68 – $7.68 102 6.15 3.02 78 3.02 1,269 6.63 $ 1.98 960 $ 1.99 |
Schedule of nonvested options activity | A summary of unvested options as of, and changes during the years ended December 31, 2015 and 2014 , is presented below (options in thousands): Options Weighted Average Grant Date Fair Value Unvested options outstanding, December 31, 2013 1,381 $ 1.57 Granted — — Vested (597 ) 1.46 Forfeited (163 ) 2.20 Unvested options outstanding, December 31, 2014 621 $ 1.51 Granted — — Vested (302 ) 1.51 Forfeited (10 ) 2.04 Unvested options outstanding, December 31, 2015 309 $ 1.49 |
Stock option compensation expense is allocated | Stock option compensation expense relating to stock option awards is allocated as follows (in thousands): Year Ended December 31, 2015 2014 General and administrative $ 386 $ 356 $ 386 $ 356 |
Restricted Stock | |
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, 2015 and 2014 , is presented below (shares in thousands): Restricted Shares Weighted Average 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 Granted — — Vested (241 ) 1.62 Forfeited (139 ) 1.66 Unvested restricted shares outstanding, December 31, 2015 261 $ 1.58 |
Stock option compensation expense is allocated | Stock compensation expense relating to restricted stock awards are allocated as follows (in thousands): Year Ended December 31, 2015 2014 Cost of revenue $ (17 ) $ 36 Research and development (1 ) 12 Sales and marketing (40 ) 29 General and administrative 80 167 $ 22 $ 244 |
Restricted Stock Units (RSUs) | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |
Schedule of nonvested options activity | A summary of restricted stock units granted, vested, forfeited and unvested outstanding as of, and changes made during, the years ended December 31, 2015 and 2014 , is presented below (shares in thousands): Restricted Shares Weighted Average Unvested restricted stock units outstanding, December 31, 2014 — $ — Granted 2,969 1.02 Vested — — Forfeited (805 ) 1.04 Unvested restricted stock units outstanding, December 31, 2015 2,164 1.02 |
Stock option compensation expense is allocated | Stock compensation expense relating to restricted stock units are allocated as follows (in thousands): Year Ended December 31, 2015 2014 Cost of revenue 11 — Research and development 13 — Sales and marketing 6 — General and administrative 375 — $ 405 $ — |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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, 2015 2014 Net loss $ (2,143 ) $ (2,755 ) Less: preferred stock dividends 18 20 Net loss attributable to common stockholders $ (2,161 ) $ (2,775 ) Weighted average shares outstanding - basic 35,442 34,885 Weighted average shares outstanding - diluted 35,442 34,885 Basic net loss per share $ (0.06 ) $ (0.08 ) Diluted net loss per share $ (0.06 ) $ (0.08 ) |
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, 2015 2014 Unvested restricted stock awards 261 641 Unvested restricted stock units 2,164 — Shares of common stock issuable upon conversion of preferred stock, Series A-2 79 133 Stock options outstanding 1,269 1,350 |
Interest Expense and Other, N35
Interest Expense and Other, Net (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Interest Expense [Abstract] | |
Schedule of Interest Expense, Net, by Component | The components of interest expense and other, net are presented below (in thousands): Year Ended December 31, 2015 2014 Interest expense for debt $ 1,387 $ 1,322 Other expense, net 10 21 Interest expense and other, net $ 1,397 $ 1,343 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
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, 2016 296 2017 301 2018 308 2019 88 2020 23 $ 1,016 |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Schedule of Components of Income Tax Expense (Benefit) | The following table sets forth the components of income tax expense (in thousands): Year Ended December 31, 2015 2014 Current: State 3 4 3 4 Deferred: Federal 154 124 State 13 11 167 135 Income tax expense $ 170 $ 139 |
Schedule of Effective Income Tax Rate Reconciliation | Our effective tax rate differs from the statutory federal tax rate as shown in the following table (in thousands): Year Ended December 31, 2015 2014 U.S. federal income taxes at the statutory rate $ (692 ) $ (916 ) State taxes, net of federal effects (53 ) (77 ) Permanent differences 13 22 Impact of state tax rate change to deferred 119 1,282 Expired net operating loss carry-forwards 4,026 — Other 12 297 Change in valuation allowance (3,255 ) (469 ) Income tax expense $ 170 $ 139 |
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 is presented below (in thousands): December 31, 2015 2014 Deferred tax assets: Tax benefit of operating loss carry forward $ 10,385 $ 14,280 Reserves and allowances 148 172 Accrued expenses 73 79 Charitable contributions 190 184 Stock-based compensation 846 543 Fixed assets 330 229 Texas margin tax temporary credit 246 253 Total deferred tax assets 12,218 15,740 Valuation allowance (11,844 ) (15,099 ) Net deferred tax assets $ 374 $ 641 Deferred tax liabilities: 481(a) adjustment 2 3 Goodwill 309 135 Intangible amortization 372 645 Total deferred tax liabilities $ 683 $ 783 Net deferred tax liability $ (309 ) $ (142 ) |
The Business (Details)
The Business (Details) | 12 Months Ended |
Dec. 31, 2015segment | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Number of operating segments | 1 |
Liquidity and Going Concern, 39
Liquidity and Going Concern, Basis of Presentation and Summary of Significant Accounting Policies (Details) - USD ($) $ / shares in Units, shares in Thousands | 4 Months Ended | 12 Months Ended | ||||
Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 16, 2014 | Dec. 31, 2013 | Oct. 31, 2013 | |
Finite-Lived Intangible Assets [Line Items] | ||||||
Cash | $ 1,938,000 | $ 1,764,000 | $ 1,938,000 | $ 2,294,000 | ||
Positive working capital | 2,333,000 | |||||
Restricted cash | 242,000 | 242,000 | ||||
Net loss | 2,143,000 | 2,755,000 | ||||
Negative cash flow from operations | 1,237,000 | 1,785,000 | ||||
Term loan, outstanding | 11,185,000 | 11,185,000 | 11,185,000 | |||
Sale of common stock under sales agreement, net of expenses | $ (82,000) | 377,000 | ||||
Ownership percentage in subsidiary | 100.00% | |||||
Allowance for doubtful accounts | $ 54,000 | $ 45,000 | 54,000 | |||
Impairment charges | 138,000 | 2,342,000 | ||||
Software and Software Development Costs | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Capitalized computer software, additions | 956,000 | 1,343,000 | ||||
Capitalized computer software, amortization | 692,000 | 588,000 | ||||
Impairment charges | 7,000 | 248,000 | ||||
Revenues | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Excise and sales taxes | 1,070,000 | 1,233,000 | ||||
Network and Infrastructure Costs | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Excise and sales taxes | $ 1,032,000 | $ 1,197,000 | ||||
Minimum | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated Useful Life | 3 years | |||||
Minimum | Software and Software Development Costs | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated Useful Life | 3 years | |||||
Maximum | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated Useful Life | 5 years | |||||
Maximum | Software and Software Development Costs | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Estimated Useful Life | 4 years | |||||
Up-front Payment Arrangement | Minimum | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Deferred revenue, estimated recognition period | 12 months | |||||
Up-front Payment Arrangement | Maximum | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Deferred revenue, estimated recognition period | 24 months | |||||
Common Stock | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Sale of common stock under sales agreement (shares) | 17 | 326 | ||||
Common Stock | At Market Issuance Sales Agreement | MLV & Co. LLC | ||||||
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) | 17 | 325 | ||||
Sale of common stock, weighted-average (in dollars per share) | $ 1.28 | $ 1.11 | $ 1.28 | |||
Proceeds from sale of common stock | $ 19,000 | $ 416,000 | ||||
Additional Paid In Capital | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Sale of common stock under sales agreement, net of expenses | (82,000) | $ 377,000 | ||||
Main Street Capital Corporation | Senior Secured Loan | Revolving Loan Facility | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Loan agreement, face value | $ 2,000,000 | |||||
Main Street Revolver | 400,000 | |||||
Revolving loan facility, unused borrowing capacity | 2,000,000 | |||||
Main Street Capital Corporation | Senior Secured Loan | Term Loan Facility | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Loan agreement, face value | $ 11,000,000 | |||||
Term loan, outstanding | 9,000,000 | |||||
Term loan, unused borrowing capacity | 1,370,000 | |||||
Colorado | Comerica Bank | ||||||
Finite-Lived Intangible Assets [Line Items] | ||||||
Letters of credit outstanding, amount | 83,000 | |||||
Restricted cash | $ 83,000 |
Restricted Cash (Details)
Restricted Cash (Details) - USD ($) | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Cash | $ 1,764,000 | $ 1,938,000 | $ 2,294,000 |
Restricted cash | $ 242,000 | ||
Comerica Bank | Colorado | |||
Restricted Cash and Cash Equivalents Items [Line Items] | |||
Restricted cash | 83,000 | ||
Letters of credit outstanding, amount | $ 83,000 |
Property and Equipment (Details
Property and Equipment (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 14,353 | $ 15,527 |
Accumulated depreciation and amortization | (11,367) | (12,281) |
Property and equipment, net | 2,986 | 3,246 |
Depreciation expense | 1,366,000 | 1,477,000 |
Impairment charges, property and equipment | $ 138,000 | 145,000 |
Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 3 years | |
Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Network equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 10,767 | 11,653 |
Network equipment and software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 3 years | |
Network equipment and software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Computer equipment and software | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 3,190 | 2,730 |
Computer equipment and software | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 3 years | |
Computer equipment and software | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 4 years | |
Leasehold improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 87 | 522 |
Leasehold improvements | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Office furniture and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property and equipment, Gross | $ 309 | $ 622 |
Office furniture and equipment | Minimum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 5 years | |
Office furniture and equipment | Maximum | ||
Property, Plant and Equipment [Line Items] | ||
Estimated Useful Life | 10 years |
Intangible Assets (Details)
Intangible Assets (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Business Acquisition [Line Items] | ||
Intangible assets, gross | $ 5,877,000 | $ 5,877,000 |
Accumulated amortization | (3,699,000) | (2,830,000) |
Intangible assets, net | 2,178,000 | 3,047,000 |
Amortization expense | 869,000 | 1,258,000 |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | ||
2,016 | 869,000 | |
2,017 | 683,000 | |
2,018 | 127,000 | |
2,019 | 70,000 | |
Thereafter | $ 429,000 | |
Minimum | ||
Business Acquisition [Line Items] | ||
Estimated useful life of intangible asset | 5 years | |
Maximum | ||
Business Acquisition [Line Items] | ||
Estimated useful life of intangible asset | 12 years | |
Customer relationships | ||
Business Acquisition [Line Items] | ||
Intangible assets, gross | $ 4,335,000 | 4,335,000 |
Accumulated amortization | $ (3,037,000) | |
Estimated useful life of intangible asset | 5 years | |
Affiliate network | ||
Business Acquisition [Line Items] | ||
Intangible assets, gross | $ 994,000 | 994,000 |
Accumulated amortization | $ (390,000) | |
Estimated useful life of intangible asset | 12 years | |
Trademarks | ||
Business Acquisition [Line Items] | ||
Intangible assets, gross | $ 548,000 | 548,000 |
Accumulated amortization | $ (272,000) | |
Estimated useful life of intangible asset | 8 years | |
Affinity VideoNet, Inc. | ||
Business Acquisition [Line Items] | ||
Impairment of intangible assets | $ 0 | $ 1,696,000 |
Affinity VideoNet, Inc. | Customer relationships | ||
Business Acquisition [Line Items] | ||
Impairment of intangible assets | 765,000 | |
Affinity VideoNet, Inc. | Affiliate network | ||
Business Acquisition [Line Items] | ||
Impairment of intangible assets | 716,000 | |
Affinity VideoNet, Inc. | Trademarks | ||
Business Acquisition [Line Items] | ||
Impairment of intangible assets | $ 215,000 |
Debt (Details)
Debt (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
Total | $ 11,185 | $ 11,185 |
Less current maturities | (400) | (400) |
Long-term debt, net of current portion | 10,785 | 10,785 |
Main Street Capital Corporation | Term Loan | ||
Debt Instrument [Line Items] | ||
Main Street Term Loan | 9,000 | 9,000 |
Total | 9,000 | |
Main Street Capital Corporation | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Main Street Revolver | 400 | 400 |
Total | 400 | |
Promissory Note | Note with SRS | ||
Debt Instrument [Line Items] | ||
SRS Note | 1,785 | $ 1,785 |
Total | $ 1,785 |
Debt (Narrative) (Details)
Debt (Narrative) (Details) - USD ($) | 12 Months Ended | ||||
Dec. 31, 2015 | Dec. 31, 2014 | Mar. 01, 2015 | Feb. 27, 2015 | Oct. 31, 2013 | |
Debt Instrument [Line Items] | |||||
Deferred financing costs | $ 276,000 | ||||
Amortization of financing costs | $ 87,000 | 89,000 | |||
Current portion of long-term debt | 400,000 | 400,000 | |||
Prepaid Expenses and Other Current Assets | |||||
Debt Instrument [Line Items] | |||||
Deferred financing costs | 72,000 | ||||
Other Assets | |||||
Debt Instrument [Line Items] | |||||
Deferred financing costs | $ 125,000 | ||||
Comerica Term Loan | Principal payment terms, period 1 | |||||
Debt Instrument [Line Items] | |||||
Excess cash flow (percent) | 50.00% | ||||
Note with SRS | Promissory Note | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate percentage | 15.00% | 10.00% | |||
Note payable, total of periodic principal payments | $ 0 | 100,000 | |||
Interest payable, current and noncurrent | 238,000 | ||||
Note payable, face value | 1,785,000 | 1,785,000 | |||
Note with SRS | Principal payment terms, period 1 | Promissory Note | |||||
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 | Principal payment terms, period 2 | Promissory Note | |||||
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% | ||||
Term Loan | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate percentage | 12.00% | ||||
Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Stated interest rate percentage | 8.00% | ||||
Main Street Capital Corporation | Term Loan Facility | Senior Loans | |||||
Debt Instrument [Line Items] | |||||
Note payable, face value | $ 11,000,000 | ||||
Debt Instrument, Unused Borrowing Capacity, Amount | $ 1,370,000 | ||||
Main Street Capital Corporation | Term Loan | |||||
Debt Instrument [Line Items] | |||||
Revolving loan facility, maximum borrowing capacity | 11,000,000 | ||||
Proceeds from credit facility | 9,000,000 | ||||
Note payable, total of periodic principal payments | 0 | ||||
Main Street Capital Corporation | Revolving Credit Facility | |||||
Debt Instrument [Line Items] | |||||
Revolving loan facility, maximum borrowing capacity | 2,000,000 | ||||
Proceeds from credit facility | 400,000 | ||||
Note payable, total of periodic principal payments | 613,000 | 249,000 | |||
Proceeds from revolving credit facility | 613,000 | $ 249,000 | |||
Main Street Capital Corporation | Revolving Loan Facility | Senior Loans | |||||
Debt Instrument [Line Items] | |||||
Note payable, face value | $ 2,000,000 | ||||
Line of Credit Facility, Remaining Borrowing Capacity | $ 2,000,000 |
Debt (Schedule of Maturities of
Debt (Schedule of Maturities of Long-term Debt) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Debt Instrument [Line Items] | ||
2,016 | $ 400 | |
2,017 | 1,785 | |
2,018 | 9,000 | |
Total | 11,185 | $ 11,185 |
Promissory Note | Note with SRS | ||
Debt Instrument [Line Items] | ||
2,016 | 0 | |
2,017 | 1,785 | |
2,018 | 0 | |
Total | 1,785 | |
Main Street Capital Corporation | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
2,016 | 400 | |
2,017 | 0 | |
2,018 | 0 | |
Total | 400 | |
Main Street Capital Corporation | Term Loan | ||
Debt Instrument [Line Items] | ||
2,016 | 0 | |
2,017 | 0 | |
2,018 | 9,000 | |
Total | $ 9,000 |
Capital Lease Obligations (Deta
Capital Lease Obligations (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Debt Disclosure [Abstract] | ||
Capital lease obligations | $ 0 | |
Amortization expense | $ 44,000 | $ 51,000 |
Prepaid Expenses and Other Cu47
Prepaid Expenses and Other Current Assets (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred Costs, Capitalized, Prepaid, and Other Assets Disclosure [Abstract] | ||
Due from vendors | $ 36 | $ 95 |
Prepaid maintenance contracts | 117 | 119 |
Deferred installation costs | 14 | 30 |
Prepaid insurance | 145 | 132 |
Prepaid equity issuance costs | 0 | 100 |
Prepaid software licenses | 96 | 123 |
Other prepaid expenses | 145 | 342 |
Deferred financing costs | 72 | 84 |
Prepaid expenses and other current assets | $ 625 | $ 1,025 |
Accrued Sales Taxes and Regul48
Accrued Sales Taxes and Regulatory Fees (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued sales taxes and regulatory fees | $ 441 | $ 444 |
Accrued Expenses and Other Li49
Accrued Expenses and Other Liabilities (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Payables and Accruals [Abstract] | ||
Accrued compensation | $ 247 | $ 271 |
Accrued severance costs | 5 | 20 |
Accrued communication costs | 180 | 272 |
Accrued professional fees | 133 | 146 |
Accrued interest | 332 | 143 |
Other accrued expenses | 222 | 383 |
Deferred rent expense | 89 | 74 |
Deferred revenue | 105 | 76 |
Customer deposits | 179 | 191 |
Accrued expenses and other liabilities | $ 1,492 | $ 1,576 |
Preferred Stock (Narrative) (De
Preferred Stock (Narrative) (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Class of Stock [Line Items] | ||
Preferred shares authorized | 7,500 | 7,500 |
Preferred shares issued | 32 | 53 |
Preferred shares outstanding | 32 | 53 |
Preferred stock stated value (in dollars per share) | $ 0.0001 | $ 0.0001 |
Accrued dividends | $ 36,000 | $ 40,000 |
Conversion price below this fair value of the common stock (in dollars per share) | $ 1.16 | |
Preferred Stock | ||
Class of Stock [Line Items] | ||
Preferred shares authorized | 5,000,000 | |
Common Stock | ||
Class of Stock [Line Items] | ||
Stock issued for conversion of convertible preferred stock, shares | 60,497 | |
Series B-1 Preferred Stock | ||
Class of Stock [Line Items] | ||
Preferred shares authorized | 100 | |
Preferred shares issued | 0 | |
Preferred shares outstanding | 0 | |
Series D Preferred Stock | ||
Class of Stock [Line Items] | ||
Preferred shares authorized | 4,000 | |
Preferred shares issued | 0 | |
Preferred shares outstanding | 0 | |
Series A-2 Preferred Stock | ||
Class of Stock [Line Items] | ||
Preferred shares authorized | 7,500 | |
Preferred shares issued | 32 | |
Preferred shares outstanding | 32 | |
Preferred stock stated value (in dollars per share) | $ 7,500 | |
Stock issued during period, conversion of convertible securities, price | $ 2.9835 | $ 2.9844 |
Convertible preferred stock, shares issued upon conversion | 2,514 | |
Preferred stock, cumulative dividend percentage rate (per annum) | 5.00% | |
Derivative liability | $ 0 | |
Series A-2 Preferred Stock | Preferred Stock | ||
Class of Stock [Line Items] | ||
Conversion of stock, shares converted | 21 | |
Convertible preferred dividends, net of tax | $ 22,000 | |
Stock issued for conversion of convertible preferred stock, shares | 21 |
Common Stock (Details)
Common Stock (Details) - USD ($) $ / shares in Units, shares in Thousands | 4 Months Ended | 12 Months Ended | ||
Dec. 31, 2014 | Dec. 31, 2015 | Dec. 31, 2014 | Sep. 16, 2014 | |
Class of Stock [Line Items] | ||||
Amortization of offering costs | $ 87,000 | $ 89,000 | ||
Common Stock | ||||
Class of Stock [Line Items] | ||||
Sale of common stock under sales agreement (shares) | 17 | 326 | ||
Common Stock | MLV & Co. LLC | At Market Issuance Sales Agreement | ||||
Class of Stock [Line Items] | ||||
Stock offering, maximum sales value | $ 8,000,000 | |||
Stock offering costs, commissions (percent) | 3.00% | 3.00% | ||
Sale of common stock under sales agreement (shares) | 17 | 325 | ||
Sale of common stock, weighted-average (in dollars per share) | $ 1.28 | $ 1.11 | $ 1.28 | |
Proceeds from sale of common stock | $ 19,000 | $ 416,000 | ||
Proceeds from sale of common stock, net of offering costs | 18,000 | 377,000 | ||
Deferred offering costs | 125,000 | |||
Amortization of offering costs | $ 100,000 | $ 25,000 |
Stock Based Compensation (Narra
Stock Based Compensation (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of options granted (in shares) | 0 | ||
Compensation costs capitalized as part of the cost of an asset | $ 0 | $ 0 | |
Additional Paid In Capital | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Revision to allocated share-based compensation expense | $ 110,000 | ||
Less than 10% Stockholder | Employees | |||
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 (not less than) | 100.00% | ||
10% or more Stockholder | Employees | |||
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 (not less than) | 110.00% | ||
Restricted Stock Units (RSUs) | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Treasury stock, shares, acquired | 0 | ||
Unrecognized stock-based compensation expense for stock options | $ 1,799,000 | ||
Restricted stock compensation expense | $ 405,000 | $ 0 | |
Stock Options | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of options granted (in shares) | 0 | 0 | |
Number of stock options outstanding (in shares) | 1,269,000 | 1,350,000 | 1,792,000 |
Options expired (in shares) | 70,000 | 50,000 | |
Options exercised (in shares) | 0 | 50,000 | |
Unrecognized stock-based compensation expense for stock options | $ 379,000 | ||
Weighted average period for amortization of unrecognized stock-based compensation, stock options | 1 year | ||
Restricted stock compensation expense | $ 386,000 | $ 356,000 | |
Restricted Stock | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Treasury stock, shares, acquired | 241,000 | 122,000 | |
Unrecognized stock-based compensation expense for stock options | $ 301,000 | ||
Weighted average period for amortization of unrecognized stock-based compensation, stock options | 1 year | ||
Unrecognized stock-based compensation expense, stock options, upon change in control, value | $ 155,000 | ||
Restricted stock compensation expense | 22,000 | $ 244,000 | |
Time-based Restricted Stock Awards | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Unrecognized stock-based compensation expense for stock options | 146,000 | ||
Time-based Restricted Stock Units | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Unrecognized stock-based compensation expense for stock options | $ 432,000 | ||
Weighted average period for amortization of unrecognized stock-based compensation, stock options | 1 year | ||
Performance-based Restricted Stock Units | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Unrecognized stock-based compensation expense for stock options | $ 1,366,000 | ||
2014 Equity Incentive Plan | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of shares available for grant | 4,400,000 | ||
Number of options granted (in shares) | 2,969,000 | 0 | |
2014 Equity Incentive Plan | Stock Options | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of shares available for grant | 2,236,000 | ||
2000 Stock Incentive Plan | Stock Options | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of stock options outstanding (in shares) | 41,000 | ||
2007 Stock Incentive Plan | Stock Options | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Number of stock options outstanding (in shares) | 1,228,000 | ||
2007 Stock Incentive Plan | Restricted Stock | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Share-based compensation arrangement by share-based payment award, non-option equity instruments, outstanding, number | 261,000 | ||
Shares Withheld and Repurchased | Restricted Stock | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Treasury stock, shares, acquired | 139,000 | ||
Treasury stock, value, acquired, cost method | $ 140,000 | ||
Unvested Awards, Forfeited | Additional Paid In Capital | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Revision to allocated share-based compensation expense | 48,000 | ||
Performance-based Awards, Revised Estimates | Additional Paid In Capital | |||
Employee Stock Ownership Plan (ESOP) Disclosures [Line Items] | |||
Revision to allocated share-based compensation expense | $ 62,000 |
Stock Based Compensation (Tab53
Stock Based Compensation (Table FV of Options) (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Weighted average grant date fair value of options (in dollars per share) | $ 0 | $ 0 |
Stock Based Compensation (Tab54
Stock Based Compensation (Table Options Outstanding) (Details) - $ / shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding Number of Options, Granted (in shares) | 0 | |
Stock Options | ||
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Outstanding Number of Options, Beginning (in shares) | 1,350,000 | 1,792,000 |
Outstanding Number of Options, Granted (in shares) | 0 | 0 |
Outstanding Number of Options, Exercised (in shares) | 0 | (50,000) |
Outstanding Number of Options, Expired (in shares) | (70,000) | (50,000) |
Outstanding Number of Options, Forfeited (in shares) | (11,000) | (342,000) |
Outstanding Number of Options, Ending (in shares) | 1,269,000 | 1,350,000 |
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) | $ 2.02 | $ 2.21 |
Outstanding Weighted Average Exercise Price, Granted (in dollars per share) | 0 | 0 |
Outstanding Weighted Average Exercise Price, Exercised (in dollars per share) | 0 | 0.90 |
Outstanding Weighted Average Exercise Price, Expired (in dollars per share) | 2.11 | 5.29 |
Outstanding Weighted Average Exercise Price, Forfeited (in dollars per share) | 5.43 | 2.70 |
Outstanding Weighted Average Exercise Price, Ending (in dollars per share) | $ 1.98 | $ 2.02 |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercisable [Abstract] | ||
Exercisable Number of Options, Beginning (in shares) | 729,000 | 411,000 |
Exercisable Number of Options, Ending (in shares) | 960,000 | 729,000 |
Exercisable Weighted Average Exercise Price, Beginning (in dollars per share) | $ 2.05 | $ 2.71 |
Exercisable Weighted Average Exercise Price, Ending (in dollars per share) | $ 1.99 | $ 2.05 |
Stock Based Compensation (Exerc
Stock Based Compensation (Exercise Price Range) (Details) - Stock Options - $ / shares shares in Thousands | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | |||
Number of Options, Outstanding (in shares) | 1,269 | 1,350 | 1,792 |
Weighted Average Remaining Contractual Life (In Years) | 6 years 7 months 17 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $ 1.98 | $ 2.02 | $ 2.21 |
Number of Options, Exercisable (in shares) | 960 | 729 | 411 |
Weighted Average Exercise Price, Exercisable (in dollars per share) | $ 1.99 | $ 2.05 | $ 2.71 |
Exercise Price Range 1 | |||
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) | 166 | ||
Weighted Average Remaining Contractual Life (In Years) | 6 years 10 months 13 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $ 1.29 | ||
Number of Options, Exercisable (in shares) | 118 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $ 1.29 | ||
Exercise Price Range 2 | |||
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) | 40 | ||
Weighted Average Remaining Contractual Life (In Years) | 2 years 11 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $ 1.67 | ||
Number of Options, Exercisable (in shares) | 40 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $ 1.67 | ||
Exercise Price Range 3 | |||
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) | 886 | ||
Weighted Average Remaining Contractual Life (In Years) | 6 years 11 months 27 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $ 1.98 | ||
Number of Options, Exercisable (in shares) | 649 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $ 1.98 | ||
Exercise Price Range 4 | |||
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) | 75 | ||
Weighted Average Remaining Contractual Life (In Years) | 4 years 11 months 12 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $ 2.28 | ||
Number of Options, Exercisable (in shares) | 75 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $ 2.28 | ||
Exercise Price Range 5 | |||
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) | 102 | ||
Weighted Average Remaining Contractual Life (In Years) | 6 years 1 month 24 days | ||
Weighted Average Exercise Price, Outstanding (in dollars per share) | $ 3.02 | ||
Number of Options, Exercisable (in shares) | 78 | ||
Weighted Average Exercise Price, Exercisable (in dollars per share) | $ 3.02 |
Stock Based Compensation (Nonve
Stock Based Compensation (Nonvested Options) (Details) - Stock Options - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | ||
Nonvested options outstanding, beginning balance (in shares) | 621 | 1,381 |
Nonvested options, Granted (in shares) | 0 | 0 |
Nonvested options, Vested (in shares) | (302) | (597) |
Nonvested options, Forfeited (in shares) | (10) | (163) |
Nonvested options outstanding, ending balance (in shares) | 309 | 621 |
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) | $ 1.51 | $ 1.57 |
Nonvested options, Granted, Weighted Average Grant Date Fair Value (in dollars per share) | 0 | 0 |
Nonvested options, Vested, Weighted Average Grant Date Fair Value (in dollars per share) | 1.51 | 1.46 |
Nonvested options, Forfeited, Weighted Average Grant Date Fair Value (in dollars per share) | 2.04 | 2.20 |
Nonvested options, Weighted Average Grant Date Fair Value, ending balance (in dollars per share) | $ 1.49 | $ 1.51 |
Stock Based Compensation (Tab57
Stock Based Compensation (Table Expense Allocation) (Details) - Stock Options - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock option compensation expense | $ 386 | $ 356 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Stock option compensation expense | $ 386 | $ 356 |
Stock Based Compensation (Restr
Stock Based Compensation (Restricted Stock Activity) (Details) - Restricted Stock - $ / shares shares in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award, Restricted Stock, Outstanding [Roll Forward] | ||
Unvested restricted shares outstanding, beginning | 641 | 465 |
Granted, restricted shares | 0 | 522 |
Vested, restricted shares | (241) | (122) |
Forfeited, restricted shares | (139) | (224) |
Unvested restricted shares outstanding, ending | 261 | 641 |
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) | $ 1.61 | $ 2.03 |
Granted, weighted average grant price (in dollars per share) | 0 | 1.53 |
Vested, weighted average grant price (in dollars per share) | 1.62 | 1.54 |
Forfeited, weighted average grant price (in dollars per share) | 1.66 | 2.32 |
Unvested restricted shares, weighted average grant price, ending (in dollars per share) | $ 1.58 | $ 1.61 |
Stock Based Compensation (Stock
Stock Based Compensation (Stock Compensation Expense, Restricted Stock) (Details) - Restricted Stock - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | $ 22 | $ 244 |
Cost of revenue [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | (17) | 36 |
Research and development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | (1) | 12 |
Sales and marketing [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | (40) | 29 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | $ 80 | $ 167 |
Stock Based Compensation (Res60
Stock Based Compensation (Restricted Stock Unit Activity) (Details) - Restricted Stock Units (RSUs) shares in Thousands | 12 Months Ended |
Dec. 31, 2015$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Non-Option Equity Instruments, Outstanding [Roll Forward] | |
Unvested restricted shares outstanding, beginning | shares | 0 |
Granted, restricted shares | shares | 2,969 |
Vested, restricted shares | shares | 0 |
Forfeited, restricted shares | shares | (805) |
Unvested restricted shares outstanding, ending | shares | 2,164 |
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) | $ / shares | $ 0 |
Granted, weighted average grant price (in dollars per share) | $ / shares | 1.02 |
Vested, weighted average grant price (in dollars per share) | $ / shares | 0 |
Forfeited, weighted average grant price (in dollars per share) | $ / shares | 1.04 |
Unvested restricted shares, weighted average grant price, ending (in dollars per share) | $ / shares | $ 1.02 |
Stock Based Compensation (Sto61
Stock Based Compensation (Stock Compensation Expense, Restricted Stock Units) (Details) - Restricted Stock Units (RSUs) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | $ 405 | $ 0 |
Cost of revenue [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | 11 | 0 |
Research and development [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | 13 | 0 |
Sales and marketing [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | 6 | 0 |
General and administrative | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock compensation expense | $ 375 | $ 0 |
Loss Per Share (Details)
Loss Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Earnings Per Share, Basic, by Common Class, Including Two Class Method [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 0 | |
Unvested restricted shares excluded from earnings per share computation | 0 | |
Net loss | $ (2,143) | $ (2,755) |
Less: preferred stock dividends | 18 | 20 |
Net loss attributable to common stock holders | $ (2,161) | $ (2,775) |
Weighted average shares outstanding - basic | 35,442,000 | 34,885,000 |
Weighted average shares outstanding - diluted | 35,442,000 | 34,885,000 |
Basic net loss per share (in dollars per share) | $ (0.06) | $ (0.08) |
Diluted net loss per share (in dollars per share) | $ (0.06) | $ (0.08) |
Loss Per Share Anti-dilutive (D
Loss Per Share Anti-dilutive (Details) - shares | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 0 | |
Out-of-the-money options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 1,269,000 | |
Unvested restricted stock awards | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 261,000 | 641,000 |
Unvested restricted stock units | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 2,164,000 | 0 |
Stock options outstanding | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 1,269,000 | 1,350,000 |
Series A-2 Preferred Stock | Shares of common stock issuable upon conversion of preferred stock, Series A-2 | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from earnings per share computation | 79,000 | 133,000 |
Interest Expense and Other, N64
Interest Expense and Other, Net (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Interest Expense [Abstract] | ||
Interest expense for debt | $ 1,387 | $ 1,322 |
Other expense, net | 10 | 21 |
Interest expense and other, net | $ 1,397 | $ 1,343 |
Commitments and Contingencies65
Commitments and Contingencies (Narrative) (Details) | Jul. 23, 2015USD ($) | Aug. 31, 2014USD ($) | Mar. 31, 2014USD ($) | Jun. 30, 2014USD ($) | Dec. 31, 2015USD ($)facility | Dec. 31, 2014USD ($) |
Long-term Purchase Commitment [Line Items] | ||||||
Operating leases, number of facilities | facility | 2 | |||||
Operating lease payments | $ 342,000 | $ 671,000 | ||||
Operating lease, contract termination payment | $ 150,000 | |||||
Pennsylvania | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Other asset impairment charges | $ 253,000 | |||||
Colorado | Comerica Bank | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Letters of credit outstanding, amount | $ 83,000 | |||||
Other Capitalized Property Plant and Equipment | Pennsylvania | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Impairment of long-lived assets to be disposed of | $ 101,000 | |||||
UTC Associates Inc. | Monetary Damages, Unpaid Services | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Loss contingency, damages sought, value | $ 2,107,000 | |||||
UTC Associates Inc. | Monetary Damages, Breach of Alleged Guaranteed Minimum Provision | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Loss contingency, damages sought, value | 1,107,000 | |||||
UTC Associates Inc. | Monetary Damages, Breach of Alleged Exclusivity Provision | ||||||
Long-term Purchase Commitment [Line Items] | ||||||
Loss contingency, damages sought, value | $ 1,000,000 |
Commitments and Contingencies66
Commitments and Contingencies (Table Operating Lease) (Details) $ in Thousands | Dec. 31, 2015USD ($) |
Commitments and Contingencies Disclosure [Abstract] | |
2,016 | $ 296 |
2,017 | 301 |
2,018 | 308 |
2,019 | 88 |
2,020 | 23 |
Total | $ 1,016 |
Major Customers (Narrative) (De
Major Customers (Narrative) (Details) - Customer Concentration Risk - customer | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Sales Revenue, Services, Net | ||
Concentration Risk [Line Items] | ||
Number of customers | 2 | |
Sales Revenue, Services, Net | Major Customer Number One | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 12.00% | |
Sales Revenue, Services, Net | Major Customer Number Two | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 10.00% | |
Accounts Receivable | Major Customer Number One | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 20.00% | |
Accounts Receivable | Major Customer Number Two | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 1.00% | |
Major customer, wholesale, number | 2 | |
Accounts Receivable | Additional Customer Number One | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 12.00% | |
Accounts Receivable | Additional Customer Number Two | ||
Concentration Risk [Line Items] | ||
Concentration risk percentage | 11.00% | |
Customer Number Five | Sales Revenue, Services, Net | ||
Concentration Risk [Line Items] | ||
Number of customers | 1 | |
Concentration risk percentage | 3.00% | 11.00% |
Income Taxes (Income Tax Expens
Income Taxes (Income Tax Expense (Benefit)) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Current: | ||
State | $ 3 | $ 4 |
Current income tax expense (benefit) | 3 | 4 |
Deferred: | ||
Federal | 154 | 124 |
State | 13 | 11 |
Deferred income tax expense (benefit) | 167 | 135 |
Income tax expense | $ 170 | $ 139 |
Income Taxes (Effective Tax Rat
Income Taxes (Effective Tax Rate) (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Effective Income Tax Rate, Continuing Operations, Tax Rate Reconciliation [Abstract] | ||
U.S. federal income taxes at the statutory rate | $ (692) | $ (916) |
State taxes, net of federal effects | (53) | (77) |
Permanent differences | 13 | 22 |
Impact of state tax rate change to deferred | 119 | 1,282 |
Expired net operating loss carry-forwards | 4,026 | 0 |
Other | 12 | 297 |
Change in valuation allowance | (3,255) | (469) |
Income tax expense | $ 170 | $ 139 |
Income Taxes (Deferred Tax Asse
Income Taxes (Deferred Tax Assets and Liabilities) (Details) - USD ($) $ in Thousands | Dec. 31, 2015 | Dec. 31, 2014 |
Deferred tax assets: | ||
Tax benefit of operating loss carry forward | $ 10,385 | $ 14,280 |
Reserves and allowances | 148 | 172 |
Accrued expenses | 73 | 79 |
Charitable contributions | 190 | 184 |
Stock-based compensation | 846 | 543 |
Fixed assets | 330 | 229 |
Texas margin tax temporary credit | 246 | 253 |
Total deferred tax assets | 12,218 | 15,740 |
Valuation allowance | (11,844) | (15,099) |
Net deferred tax assets | 374 | 641 |
Deferred tax liabilities: | ||
481(a) adjustment | 2 | 3 |
Goodwill | 309 | 135 |
Intangible amortization | 372 | 645 |
Total deferred tax liabilities | 683 | 783 |
Net deferred tax liability | $ (309) | $ (142) |
Income Taxes (Narrative) (Detai
Income Taxes (Narrative) (Details) - USD ($) | 12 Months Ended | ||
Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 | |
Income Tax Disclosure [Abstract] | |||
Decrease in valuation allowance | $ 3,255,000 | ||
Net operating loss carryforwards, permanent loss of tax benefit | $ 1,900,000 | ||
Net operating loss carryforwards | 27,417,000 | $ 37,393,000 | |
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 |
401(k) Plan (Details)
401(k) Plan (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2015 | Dec. 31, 2014 | |
Compensation and Retirement Disclosure [Abstract] | ||
401(k) plan, employer contributions | $ 109 | $ 122 |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) | 4 Months Ended | 12 Months Ended | |
Apr. 30, 2015 | Dec. 31, 2015 | Dec. 31, 2014 | |
Director Affiliated Entity | ABM Industries, Inc. (ABM) | |||
Related Party Transaction [Line Items] | |||
Revenue, related parties | $ 44,000 | $ 133,000 | |
Accounts receivable, related parties, current | $ 1,000 | ||
Director | |||
Related Party Transaction [Line Items] | |||
Related party transaction, amounts of transaction, monthly | 12,500 | ||
Related party transaction, amounts of transaction | 0 | $ 39,000 | |
Accounts payable, related parties | $ 0 | ||
President and CEO | |||
Related Party Transaction [Line Items] | |||
Note payable, individual ownership percentage | 27.00% | ||
Main Street Capital Corporation | |||
Related Party Transaction [Line Items] | |||
Common shares owned by stockholder , greater than (percent) | 22.00% | ||
Common shares owned by stockholder | 7,711,517 | ||
Common shares owned by stockholder (percent) | 22.00% |