Basis of Presentation and Significant Accounting Policies | Note 1—Basis of Presentation and Significant Accounting Policies The accompanying condensed consolidated financial statements of iCAD, Inc. and subsidiaries (“iCAD” or the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“US GAAP”). In the opinion of management, these unaudited interim condensed consolidated financial statements reflect all adjustments, consisting of normal recurring adjustments, necessary for a fair presentation of the financial position of the Company at June 30, 2018, the results of operations of the Company for the three and six month periods ended June 30, 2018 and 2017, and cash flows of the Company for the six month period ended June 30, 2018 and 2017. Although the Company believes that the disclosures in these financial statements are adequate to make the information presented not misleading, certain information normally included in the footnotes prepared in accordance with US GAAP has been omitted as permitted by the rules and regulations of the Securities and Exchange Commission (“SEC”). The accompanying financial statements should be read in conjunction with the audited financial statements and notes thereto included in the Company’s Annual Report on Form 10-K Segments The Company reports the results of two segments: Cancer Detection (“Detection”) and Cancer Therapy (“Therapy”). The Detection segment consists of our advanced image analysis and workflow products. The Therapy segment consists of our radiation therapy (“Axxent”) products, physics and management services, development fees, supplies, and fees for the AxxentHub software platform. Revenue Recognition Adoption of ASC Topic 606, “Revenue from Contracts with Customers” On January 1, 2018, the Company adopted the new accounting standard ASC 606, “Revenue from Contracts with Customers” and all the related amendments (Topic 606) using the modified retrospective method for all contracts not completed as of the date of adoption. For contracts that were modified before the effective date, the Company reflected the aggregate effect of all modifications when identifying performance obligations and allocating transaction price in accordance with practical expedient ASC 606-10-65-1-(f)-4, A significant portion of the Company’s revenue continues to be recognized when products are shipped from manufacturing or warehousing facilities. Revenue generated from fixed fee service contracts and source agreements continues to be recognized on a straight-line basis over the term of the agreement. Revenue generated from professional service contracts entered into with customers on a time and material basis is recognized over the term of the agreement in proportion to the costs incurred in satisfying the obligations under the contract. Components of certain fixed fee service contracts are accounted for as a lease and therefore are outside the scope of Topic 606. See Note 1 for further details. We recorded a net increase to opening retained earnings of $0.1 million as of January 1, 2018 due to the cumulative impact of adopting Topic 606, with the impact primarily related to the deferral of commissions on our long-term service arrangements and warranty periods greater than one year, which previously were expensed as incurred but under the amendments to ASC 340-40 The cumulative effect of the changes made to the Company’s consolidated balance sheet for the adoption of Topic 606 were as follows (in thousands): Selected Balance Sheet Balance at Adjustments 2014-09 Balance at Assets Prepaid expenses and other current assets $ 1,100 $ 147 $ 1,247 Liabilities Deferred revenue — 409 409 Contract liabilities 5,910 (370 ) 5,540 Stockholders’ equity Accumulated deficit (201,865 ) 108 (201,973 ) In accordance with the requirements of the new standard, the disclosure of the impact of the adoption on our consolidated balance sheet and statement of operations was as follows (in thousands): As of June 30, 2018 Selected Balance Sheet As Reported Balances Effect of Assets Prepaid expenses and other current assets $ 1,126 $ 888 $ (238 ) Liabilities Accrued expenses 3,312 3,312 — Deferred revenue 364 364 — Contract liabilities 6,477 6,473 (4 ) Deferred tax 2 2 — Stockholders’ equity Accumulated deficit (206,065 ) (206,307 ) (242 ) The impact to revenues as a result of applying Topic 606 for the three and six months ended June 30, 2018 was a decrease of $13,000 and $4,000, respectively (in thousands). Three months ended June 30, 2018 Six months ended June 30, 2018 Selected Statement of Operations As Balances without Effect of Change As Balances without Effect of Change Revenue Products $ 3,194 $ 3,154 $ (40 ) $ 6,208 $ 6,157 $ 51 Service and supplies 2,968 2,995 27 6,267 6,322 (55 ) Cost of revenue Products 537 537 — 995 995 — Service and supplies 739 739 — 1,991 1,991 — Operating expenses Marketing and sales 2,006 2,082 (76 ) 4,172 4,410 (238 ) Interest expense (113 ) (113 ) — (255 ) (255 ) — Other income 29 29 — 51 51 — Tax benefit (expense) (4 ) (4 ) — (17 ) (17 ) — Net loss (1,027 ) (1,090 ) (63 ) (4,308 ) (4,542 ) (234 ) Revenue Recognition In accordance with ASC 606, revenue is recognized when a customer obtains control of promised goods or services. The amount of revenue recognized reflects the consideration to which the Company expects to be entitled to receive in exchange for these goods or services, and excludes any sales incentives or taxes collected from customer which are subsequently remitted to government authorities. To achieve this core principle, the Company applies the following five steps: 1) Identify the contract(s) with a customer 2) Identify the performance obligations in the contract 3) Determine the transaction price 4) Allocate the transaction price to the performance obligations in the contract 5) Recognize revenue when (or as) the Company satisfies a performance obligation The Company recognizes revenue from its contracts with customers primarily from the sale of products and from the sale of services and supplies. Revenue is recognized when control of the promised goods or services is transferred to a customer, in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. For product revenue, control has transferred upon shipment provided title and risk of loss have passed to the customer. Services and supplies are considered to be transferred as the services are performed or over the term of the service or supply agreement. The Company enters into contracts that can include various combinations of products and services, which are generally capable of being distinct and accounted for as separate performance obligations. The Company’s hardware is generally highly dependent on, and interrelated with, the underlying software and the software is considered essential to the functionality of the product. In these cases, the hardware and software license are accounted for as a single performance obligation and revenue is recognized at the point in time when ownership is transferred to the customer. Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, that are collected by the Company from a customer, are excluded from revenue. Shipping and handling costs associated with outbound freight after control of a product has transferred to a customer are accounted for as fulfillment costs and are included in cost of revenue. Disaggregation of Revenue The following tables presents our revenues disaggregated by major good or service line, timing of revenue recognition, and sales channel, reconciled to our reportable segments (in thousands). Three months ended June 30, 2018 Reportable Segments Detection Therapy Total Major Goods/Service Lines Products $ 2,486 $ 1,176 $ 3,662 Service contracts 1,310 347 1,657 Supply and source usage agreements — 558 558 Professional services — 50 50 Other 55 41 96 $ 3,851 $ 2,172 $ 6,023 Timing of Revenue Recognition Goods transferred at a point in time $ 2,486 $ 1,199 $ 3,685 Services transferred over time 1,365 973 2,338 $ 3,851 $ 2,172 $ 6,023 Sales Channels Direct sales force $ 2,114 $ 1,917 $ 4,031 OEM partners 1,737 — 1,737 Channel partners — 255 255 $ 3,851 $ 2,172 $ 6,023 Total Revenue Revenue from contracts with customers $ 3,851 $ 2,172 $ 6,023 Revenue from lease components 139 — 139 $ 3,990 $ 2,172 $ 6,162 Six months ended June 30, 2018 Reportable Segments Detection Therapy Total Major Goods/Service Lines Products $ 4,975 $ 2,244 $ 7,219 Service contracts 2,637 709 3,346 Supply and source usage agreements — 1,087 1,087 Professional services — 194 194 Other 109 240 349 $ 7,721 $ 4,474 $ 12,195 Timing of Revenue Recognition Goods transferred at a point in time $ 4,975 $ 2,470 $ 7,445 Services transferred over time 2,746 2,004 4,750 $ 7,721 $ 4,474 $ 12,195 Sales Channels Direct sales force $ 3,840 $ 3,958 $ 7,798 OEM partners 3,881 — 3,881 Channel partners — 516 516 $ 7,721 $ 4,474 $ 12,195 Total Revenue Revenue from contracts with customers $ 7,721 $ 4,474 $ 12,195 Revenue from lease components 280 — 280 $ 8,001 $ 4,474 $ 12,475 Three months ended June 30, 2017(1) Reportable Segments Detection Therapy Total Major Goods/Service Lines Products $ 2,545 $ 845 $ 3,390 Service contracts 1,463 388 1,851 Supply and source usage agreements — 478 478 Professional services — 15 15 Other 75 452 527 $ 4,083 $ 2,178 $ 6,261 Timing of Revenue Recognition Goods transferred at a point in time 2,545 1,008 $ 3,553 Services transferred over time 1,538 1,170 2,708 $ 4,083 $ 2,178 $ 6,261 Sales Channels Direct sales force $ 1,974 $ 2,029 $ 4,003 OEM partners 2,109 — 2,109 Channel partners — 149 149 $ 4,083 $ 2,178 $ 6,261 Total Revenue Revenue from contracts with customers $ 4,083 $ 2,178 $ 6,261 Revenue from lease components 148 — 148 $ 4,231 $ 2,178 $ 6,409 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. Six months ended June 30, 2017(1) Reportable Segments Detection Therapy Total Major Goods/Service Lines Products $ 5,212 $ 2,001 $ 7,213 Service contracts 2,939 804 3,743 Supply and source usage agreements — 947 947 Professional services — 68 68 Other 274 660 934 $ 8,425 $ 4,480 $ 12,905 Timing of Revenue Recognition Goods transferred at a point in time 5,212 2,151 $ 7,363 Services transferred over time 3,213 2,329 5,542 $ 8,425 $ 4,480 $ 12,905 Sales Channels Direct sales force $ 4,111 $ 4,170 $ 8,281 OEM partners 4,314 — 4,314 Channel partners — 310 310 $ 8,425 $ 4,480 $ 12,905 Total Revenue Revenue from contracts with customers $ 8,425 $ 4,480 $ 12,905 Revenue from lease components 295 — 295 $ 8,720 $ 4,480 $ 13,200 (1) As noted above, prior period amounts have not been adjusted under the modified retrospective method. Products. Service Contracts. non-lease Supply and Source Usage Agreements. Professional Services. Other. Significant Judgments The Company’s contracts with customers may include promises to transfer multiple products and services to a customer. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. For arrangements with multiple performance obligations, the Company allocates revenue to each performance obligation based on its relative standalone selling price. Judgment is required to determine the standalone selling price for each distinct performance obligation. The Company generally determines standalone selling prices based on the prices charged to customers and uses a range of amounts to estimate standalone selling prices when we sell each of the products and services separately and need to determine whether there is a discount that needs to be allocated based on the relative standalone selling prices of the various products and services. The Company typically has more than one range of standalone selling prices for individual products and services due to the stratification of those products and services by customers and circumstances. In these instances, the Company may use information such as the type of customer and geographic region in determining the range of standalone selling prices. The Company may provide credits or incentives to customers, which are accounted for as variable consideration when estimating the transaction price of the contract and amounts of revenue to recognize. The amount of variable consideration to include in the transaction price is estimated at contract inception using either the estimated value method or the most likely amount method based on the nature of the variable consideration. These estimates are updated at the end of each reporting period as additional information becomes available and revenue is recognized only to the extent that it is probable that a significant reversal of any amounts of variable consideration included in the transaction price will not occur. The Company provides for estimated warranty costs on original product warranties at the time of sale. Contract Balances Contract liabilities are a component of deferred revenue, and Contract assets are a component of Prepaid and other current assets. The following table provides information about receivables, contract assets, and contract liabilities from contracts with customers (in thousands). Contract balances Balance at Receivables, which are included in ‘Trade accounts receivable’ $ 6,200 Contract assets, which are included in “Prepaid and other current assets” 2 Contract liabilities, which are included in “Deferred revenue” 6,477 Timing of revenue recognition may differ from timing of invoicing to customers. The Company records a receivable when revenue is recognized prior to receipt of cash payments and the Company has the unconditional right to such consideration, or unearned revenue when cash payments are received or due in advance of performance. For multi-year agreements, the Company generally invoices customers annually at the beginning of each annual service period. The opening balance of accounts receivable from contracts with customers, net of allowance for doubtful accounts, was $8.5 million as of January 1, 2018. As of June 30, 2018, accounts receivable, net of allowance for doubtful accounts, was $6.2 million. The Company will record a contract asset for unbilled revenue when the Company’s performance is in excess of amounts billed or billable. The Company has classified the contract asset balance as a component of prepaid expenses and other current assets as of January 1, 2018 and June 30, 2018. The opening balance of contract assets was $166,000 as of January 1, 2018. As of June 30, 2018, the contract asset balance was $2,000. Deferred revenue from contracts with customers is primarily composed of fees related to long-term service arrangements, which are generally billed in advance. Deferred revenue also includes payments for installation and training that has not yet been completed and other offerings for which we have been paid in advance and earn the revenue when we transfer control of the product or service. Deferred revenue from contracts with customers is included in deferred revenue in the consolidated balance sheets. Deferred revenue on the consolidated balance sheet also includes $369,000 and $364,000 at December 31, 2017 and June 30, 2018, respectively, of amounts associated with service contracts accounted for under Topic 840. The balance of deferred revenue at December 31, 2017 and June 30, 2018 is as follows (in thousands): December 31, 2017 Contract Lease revenue Total Short term $ 5,044 $ 360 $ 5,404 Long term 497 9 506 Total $ 5,541 $ 369 $ 5,910 June 30, 2018 Contract Lease revenue Total Short term $ 5,795 $ 345 $ 6,140 Long term 682 19 701 Total $ 6,477 $ 364 $ 6,841 Changes in deferred revenue from contracts with customers were as follows (in thousands): Six Months Ended Balance at beginning of period $ 5,541 Adoption adjustment 39 Deferral of revenue 5,717 Recognition of deferred revenue (4,820 ) Balance at end of period $ 6,477 We expect to recognize approximately $4.5 million of the deferred amount in 2018, $1.6 million in 2019, and $0.4 million thereafter. Assets Recognized from the Costs to Obtain a Contract with a Customer We recognize an asset for the incremental costs of obtaining a contract with a customer if we expect the benefit of those costs to be longer than one year. We have determined that certain commissions programs meet the requirements to be capitalized. The opening balance of capitalized costs to obtain a contract was $117,000 as of January 1, 2018. As of June 30, 2018, the balance of capitalized costs to obtain a contract was $238,000. The Company has classified the capitalized costs to obtain a contract as a component of prepaid expenses and other current assets as of January 1, 2018 and June 30, 2018. Changes in the balance of capitalized costs to obtain a contract were as follows (in thousands): Six Months Ended Balance at beginning of period $ 117 Deferral of costs to obtain a contract 233 Recognition of costs to obtain a contract (112 ) Balance at end of period $ 238 Practical Expedients and Exemptions The Company has elected to make the following accounting policy elections through the adoption of the following practical expedients: Right to Invoice Where applicable, the Company will recognize revenue from a contract with a customer in an amount that corresponds directly with the value to the customer of the Company’s performance completed to date and the amount to which the entity has a right to invoice. Sales and Other Similar Taxes The Company will exclude sales taxes and similar taxes from the measurement of transaction price and will ensure that it complies with the disclosure requirements of ASC 235-10-50-1 50-6. Significant Financing Component The Company will not adjust the promised amount of consideration for the effects of a significant financing component if the Company expects, at contract inception, that the period between when the entity transfers a promised good or service to a customer and when the customer pays for that good or service will be one year or less. Cost to Obtain a Contract The Company will recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the Company otherwise would have recognized is one year or less and there are no renewal periods on which the Company does not pay commissions that are not commensurate with those originally paid. Promised Goods or Services that are Immaterial in the Context of a Contract The Company has elected to assess promised goods or services as performance obligations that are deemed to be immaterial in the context of a contract. As such, the Company will not aggregate and assess immaterial items at the entity level. That is, when determining whether a good or service is immaterial in the context of a contract, the assessment will be made based on the application of ASC 606 at the contract level. The Company does not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts for which we recognize revenue at the amount to which we have the right to invoice for services performed. Cost of Revenue Cost of revenue consists of the costs of products purchased for resale, costs relating to service including personnel costs for physicists, management services and radiation therapists, costs of service contracts to maintain equipment after the warranty period, product installation, training, customer support, certain warranty repair costs, inbound freight and duty, cost of supplies, manufacturing, warehousing, material movement, inspection, scrap, rework, amortization, depreciation and in-house |