Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2016 | Nov. 11, 2016 | |
Document And Entity Information | ||
Entity Registrant Name | ACORN ENERGY, INC. | |
Entity Central Index Key | 880,984 | |
Document Type | 10-Q | |
Document Period End Date | Sep. 30, 2016 | |
Amendment Flag | false | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Smaller Reporting Company | |
Entity Common Stock, Shares Outstanding | 29,322,574 | |
Trading Symbol | ACFN | |
Document Fiscal Period Focus | Q3 | |
Document Fiscal Year Focus | 2,016 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Current assets: | ||
Cash and cash equivalents | $ 104 | $ 124 |
Restricted deposits | 2,172 | |
Escrow deposit | 100 | |
Accounts receivable, net of provisions for doubtful accounts of $10 and $20 at September 30, 2016 and December 31, 2015, respectively | 455 | 6,389 |
Unbilled revenue | 3,849 | |
Inventory, net | 239 | 506 |
Other current assets | 851 | 1,633 |
Current assets - discontinued operations | 496 | 1,079 |
Total current assets | 2,145 | 15,852 |
Investment in DSIT | 5,454 | |
Property and equipment, net | 234 | 954 |
Escrow deposit | 579 | |
Severance assets | 3,558 | |
Restricted deposits | 2,951 | |
Goodwill | 516 | |
Other assets | 187 | 470 |
Non-current assets - discontinued operations | 29 | |
Total assets | 8,599 | 24,330 |
Current liabilities: | ||
Short-term debt and current maturities of long-term debt | 47 | 1,916 |
Leap Tide loan payable, net of discount | 1,900 | |
Accounts payable | 486 | 2,346 |
Accrued payroll, payroll taxes and social benefits | 462 | 1,320 |
Deferred revenue | 1,956 | 5,251 |
Other current liabilities | 694 | 2,260 |
Current liabilities - discontinued operations | 1,218 | 1,827 |
Total current liabilities | 4,863 | 16,820 |
Long-term liabilities: | ||
Accrued severance | 4,984 | |
Other long-term liabilities | 578 | 849 |
Due to DSIT | 1,066 | |
Non-current liabilities - discontinued operations | 19 | |
Total long-term liabilities | 1,644 | 5,852 |
Commitments and contingencies | ||
Equity: | ||
Acorn Energy, Inc. shareholders Common stock - $0.01 par value per share: Authorized – 42,000,000 shares; Issued – 30,124,494 and 28,127,511 shares at September 30, 2016 and December 31, 2015, respectively | 301 | 281 |
Additional paid-in capital | 99,921 | 98,977 |
Warrants | 1,600 | 1,597 |
Accumulated deficit | (97,078) | (97,191) |
Treasury stock, at cost – 801,920 shares at September 30, 2016 and December 31, 2015 | (3,036) | (3,036) |
Accumulated other comprehensive loss | (254) | (262) |
Total Acorn Energy, Inc. shareholders' equity | 1,454 | 366 |
Non-controlling interests | 638 | 1,292 |
Total equity | 2,092 | 1,658 |
Total liabilities and equity | $ 8,599 | $ 24,330 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Allowances for doubtful accounts | $ 10 | $ 20 |
Common stock, par value | $ 0.01 | $ 0.01 |
Common stock, shares authorized | 42,000,000 | 42,000,000 |
Common stock, shares issued | 30,124,494 | 28,127,511 |
Treasury stock, shares | 801,920 | 801,920 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Income Statement [Abstract] | ||||
Revenue | $ 942 | $ 4,402 | $ 7,618 | $ 12,217 |
Cost of sales | 418 | 2,579 | 4,681 | 7,483 |
Gross profit | 524 | 1,823 | 2,937 | 4,734 |
Operating expenses: | ||||
Research and development expenses, net of credits | 133 | 323 | 791 | 1,225 |
Selling, general and administrative expenses | 1,015 | 2,449 | 4,845 | 7,242 |
Total operating expenses | 1,148 | 2,772 | 5,636 | 8,467 |
Operating loss | (624) | (949) | (2,699) | (3,733) |
Finance expense, net | (11) | (250) | (558) | (314) |
Loss before income taxes | (635) | (1,199) | (3,257) | (4,047) |
Income tax expense | (58) | (19) | (45) | |
Net loss after income taxes | (635) | (1,257) | (3,276) | (4,092) |
Gain on sale of interest in DSIT, net of income taxes and transaction costs | 3,543 | |||
Share of income in DSIT | 38 | 63 | ||
Income (loss) before discontinued operations | (597) | (1,257) | 330 | (4,092) |
Income (loss) from discontinued operations, net of income taxes | 1,187 | (1,376) | (423) | (4,651) |
Net income (loss) | 590 | (2,633) | (93) | (8,743) |
Non-controlling interest share of net (income) loss - continuing operations | 62 | (45) | 206 | (29) |
Non-controlling interest share of net (income) loss - discontinued operations | (78) | 98 | ||
Net income (loss) attributable to Acorn Energy, Inc. shareholders | $ 652 | $ (2,756) | $ 113 | $ (8,674) |
Basic and diluted net income (loss) per share attributable to Acorn Energy, Inc. shareholders: | ||||
Continuing operations | $ (0.02) | $ (0.05) | $ 0.02 | $ (0.16) |
Discontinued operations | 0.04 | (0.05) | (0.02) | (0.17) |
Total attributable to Acorn Energy, Inc. shareholders | $ 0.02 | $ (0.10) | $ 0 | $ (0.33) |
Weighted average number of shares outstanding attributable to Acorn Energy, Inc. shareholders – basic | 29,323 | 26,933 | 28,208 | 26,629 |
Weighted average number of shares outstanding attributable to Acorn Energy, Inc. shareholders – diluted | 29,323 | 26,933 | 28,246 | 26,629 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Condensed Consolidated Statements Of Comprehensive Income Loss | ||||
Net income (loss) attributable to Acorn Energy, Inc. shareholders | $ 652 | $ (2,756) | $ 113 | $ (8,674) |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustments | (12) | (132) | 6 | (114) |
Comprehensive income (loss) | 640 | (2,888) | 119 | (8,788) |
Comprehensive income (loss) attributable to non-controlling interests | 7 | 2 | (6) | |
Comprehensive income (loss) attributable to Acorn Energy, Inc. shareholders | $ 640 | $ (2,881) | $ 121 | $ (8,794) |
Condensed Consolidated Stateme6
Condensed Consolidated Statement of Changes In Equity (Unaudited) - 9 months ended Sep. 30, 2016 - USD ($) $ in Thousands | Common Stock [Member] | Additional Paid-In Capital [Member] | Warrants [Member] | Accumulated Deficit [Member] | Treasury Stock [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total Acorn Energy, Inc. Shareholders' Equity [Member] | Non-Controlling Interests [Member] | Total |
Balances at Dec. 31, 2015 | $ 281 | $ 98,977 | $ 1,597 | $ (97,191) | $ (3,036) | $ (262) | $ 366 | $ 1,292 | $ 1,658 |
Balances, shares at Dec. 31, 2015 | 28,128 | ||||||||
Net income | 113 | 113 | (206) | (93) | |||||
Differences from translation of subsidiaries' financial statements | 8 | 8 | (2) | 6 | |||||
Conversion of loan to Common Stock | $ 5 | 110 | 115 | 115 | |||||
Conversion of loan to Common Stock, shares | 466 | ||||||||
Shares issued in connection with loan from Leap Tide | $ 15 | 352 | 367 | 367 | |||||
Shares issued in connection with loan from Leap Tide, shares | 1,531 | ||||||||
Deconsolidation of DSIT | 242 | 242 | (371) | (129) | |||||
Accrued dividend in OmniMetrix preferred shares | (75) | (75) | |||||||
Warrants issued | (3) | 3 | |||||||
Stock option compensation | 243 | 243 | 243 | ||||||
Balances at Sep. 30, 2016 | $ 301 | $ 99,921 | $ 1,600 | $ (97,078) | $ (3,036) | $ (254) | $ 1,454 | $ 638 | $ 2,092 |
Balances, shares at Sep. 30, 2016 | 30,125 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2016 | Sep. 30, 2015 | |
Cash flows used in operating activities: | ||
Net loss | $ (93) | $ (8,743) |
Adjustments to reconcile net loss to net cash used in operating activities (see Schedule A) | (2,916) | 12,447 |
Net cash provided by (used in) operating activities – continuing operations | (3,009) | 3,704 |
Net cash used in operating activities – discontinued operations | (872) | (2,747) |
Net cash provided by (used in) operating activities | (3,881) | 957 |
Cash flows provided by (used in) investing activities: | ||
Acquisitions of property and equipment | (33) | (156) |
Proceeds from the sale of interests in DSIT, net of transaction costs and cash divested | 3,947 | |
Escrow deposits | (579) | (100) |
Release of escrow deposits | 100 | |
Restricted deposits | (75) | (7,139) |
Release of restricted deposits | 868 | 1,700 |
Amounts funded for severance assets | (69) | (274) |
Net cash provided by (used in) investing activities – continuing operations | 4,159 | (5,969) |
Net cash provided by investing activities – discontinued operations | 900 | 725 |
Net cash provided by (used in) investing activities | 5,059 | (5,244) |
Cash flows provided by (used in) financing activities: | ||
Short-term credit, net | 827 | 382 |
Proceeds from the exercise of DSIT options | 391 | |
Repayment of Leap Tide loan | (2,000) | |
Proceeds from Leap Tide transaction | 2,000 | |
Proceeds from director loans | 375 | |
Repayments of director loans | (275) | |
Repayments of long-term debt | (43) | (96) |
Net cash provided by (used in) financing activities – continuing operations | (725) | 2,286 |
Net cash used in financing activities – discontinued operations | (138) | (2,180) |
Net cash provided by (used in) financing activities | (863) | 106 |
Effect of exchange rate changes on cash and cash equivalents – continuing operations | (5) | |
Effect of exchange rate changes on cash and cash equivalents – discontinued operations | 18 | (160) |
Net increase (decrease) in cash and cash equivalents | 328 | (4,341) |
Cash and cash equivalents at the beginning of the year – discontinued operations | 48 | 192 |
Cash and cash equivalents at the beginning of the year – continuing operations | 124 | 4,681 |
Cash and cash equivalents at the end of the period – discontinued operations | 396 | 54 |
Cash and cash equivalents at the end of the period – continuing operations | 104 | 478 |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities: | ||
Loss from discontinued operations | 423 | 4,250 |
Depreciation and amortization | 126 | 228 |
Accretion of Leap Tide discount | 100 | 66 |
Common stock issued for Leap Tide interest accrued | 281 | |
Conversion to common stock of interest due to director | 15 | |
Gain on sale of interests in DSIT, net of income taxes and transaction costs | (3,543) | |
Share of income in DSIT | (63) | |
Increase in accrued severance | 67 | 301 |
Stock-based compensation | 243 | 523 |
Deconsolidation of USSI | 401 | |
Deferred taxes | 18 | 42 |
Other | 35 | (42) |
Change in operating assets and liabilities: | ||
Decrease (increase) in accounts receivable, unbilled revenue, other current and other assets | (148) | 798 |
Decrease (increase) in inventory | (30) | 14 |
Increase (decrease) in deferred revenue | (1,055) | 4,316 |
Increase in accounts payable, accrued payroll, payroll taxes and social benefits, other current liabilities and other liabilities | 615 | 1,550 |
Adjustments to reconcile net loss to net cash provided by (used in) operating activities, total | (2,916) | 12,447 |
Non-cash investing and financing activities: | ||
Adjustment of paid-in-capital and non-controlling interest from the deconsolidation of DSIT | 242 | |
Conversion of director loan to common stock | 100 | |
Accrual of preferred dividends to outside investor in OmniMetrix | 75 | |
Investment in DSIT from deconsolidation | $ 5,391 | |
Liability/discount for put on Initial Shares in Leap Tide transaction | 340 | |
Liability for put on Vested Share Rights in Leap Tide transaction | 111 | |
Value of Initial shares (discount) in Leap Tide transaction | 162 | |
Adjustment of paid-in-capital and non-controlling interest from the deconsolidation of USSI | $ 541 |
Basis of Presentation and Liqui
Basis of Presentation and Liquidity | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Liquidity | NOTE 1— BASIS OF PRESENTATION AND LIQUIDITY The accompanying unaudited condensed consolidated financial statements of Acorn Energy, Inc. and its subsidiaries (the “Company”) have been prepared in accordance with accounting principles generally accepted in the United States of America for interim financial information and with the instructions to Article 8 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States of America for complete consolidated financial statements. In the opinion of management, all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation have been included. Operating results for the nine month period ended September 30, 2016 are not necessarily indicative of the results that may be expected for the year ending December 31, 2016. All dollar amounts in the notes to the condensed consolidated financial statements are in thousands except for per share data. Certain reclassifications have been made to the Company’s condensed consolidated financial statements for the nine month period ended September 30, 2015 to conform to the current period’s condensed consolidated financial statement presentation. These unaudited condensed consolidated financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2015. On April 21, 2016, the Company closed on a transaction for the sale of a portion of its interests in DSIT Solutions, Ltd. (see Note 3). As a result of the transaction, the Company’s holdings in DSIT were reduced from 78.7% (on a fully diluted basis) to 41.2% and, subsequent to the DSIT Transaction, the Company has limited representation on the DSIT Board of directors. Accordingly, following the sale, the Company no longer consolidates the results of DSIT. Operating results for DSIT through April 21, 2016 are consolidated in continuing operations while the Company’s share of DSIT’s results for the period from April 22, 2016 to September 30, 2016 are included in the Company’s unaudited Condensed Consolidated Statements of Operations in the line “Share of income in DSIT” under the equity method of accounting. The Company currently does not have sufficient cash flow to finance its activities for the next 12 months. On July 12, 2016, the Company and its GridSense subsidiary closed on a transaction for the sale of GridSense’s assets (See Note 4). As a result of the transaction, GridSense received gross proceeds of $1,000 of which $100 was set aside as an indemnity escrow. From the proceeds of the sale, GridSense paid off approximately $240 of previously accrued severance and other payroll costs as well as approximately $56 of transaction costs of the sale transaction. Following the sale, GridSense also engaged a third-party liquidation officer to satisfy, to the extent of the funds available from the remaining proceeds, the claims of GridSense creditors, including Acorn which is GridSense’s largest creditor. Through October 31, 2016, the liquidator has settled approximately $5,890 of GridSense creditor claims ($5,555 from the Company), while disbursing approximately $535 to the creditors of GridSense ($500 to the Company). As of October 31, 2016, the Company had approximately $230 of unrestricted cash and cash equivalents. Additional liquidity will be necessary to finance the operating activities of Acorn and the operations of its OmniMetrix subsidiary. The Company will continue to pursue sources of funding, which may include loans from related and/or non-related parties, a sale or partial sale of one or more of its businesses, finding a strategic partner or equity financings. There can be no assurance additional funding will be available at terms acceptable to the Company. There can be no assurance that the Company will be able to successfully utilize any of these possible sources to provide additional liquidity. If additional funding is not available in sufficient amounts, Acorn will not be able to fund its own corporate activities during the next twelve months, which could materially impact its ability to continue operations, and the Company may not be able to fund OmniMetrix as it has historically, which could materially impact its carrying value. As such, these factors raise substantial doubt as to the Company’s ability to continue as a going concern. |
Recent Authoritative Guidance
Recent Authoritative Guidance | 9 Months Ended |
Sep. 30, 2016 | |
Accounting Changes and Error Corrections [Abstract] | |
Recent Authoritative Guidance | NOTE 2—RECENT AUTHORITATIVE GUIDANCE In August 2014, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2014-15 “Presentation of Financial Statements—Going Concern,” outlining management’s responsibility to evaluate whether there is substantial doubt about an entity’s ability to continue as a going concern, along with the required disclosures. ASU 2014-15 is effective for the annual period ending after December 15, 2016 and for annual periods and interim periods thereafter with early adoption permitted. The Company is currently assessing the impact of ASU 2014-15 on its financial statements. In April 2015, the FASB issued ASU 2015-03, Simplifying the Presentation of Debt Issuance Costs (“ASU 2015-03”). ASU 2015-03 changes the presentation of debt issuance costs in financial statements, by requiring them to be presented in the balance sheet as a direct deduction from the related debt liability, rather than as an asset. Amortization of the costs is reported as interest expense. There is no change to the current guidance on the recognition and measurement of debt issuance costs. For public business entities, ASU 2015-03 will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2015, with early adoption permitted. The Company does not expect ASU 2015-03 to have a material impact on its consolidated financial statements. In January 2016, the FASB issued ASU 2016-01 “Financial Instruments-Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities,” which revises an entity’s accounting related to (1) the classification and measurement of investments in equity securities and (2) the presentation of certain fair value changes for financial liabilities measured at fair value. The ASU also amends certain disclosure requirements associated with the fair value of financial instruments. ASU 2016-01 is effective for fiscal years and interim periods within those fiscal years beginning after December 15, 2017, with early adoption permitted under certain circumstances.” The Company is currently assessing the impact of ASU 2016-01 on its financial statements. In February 2016, the FASB issued ASU No. 2016-02, Leases, which is effective for fiscal years, and interim periods within those years, beginning after December 15, 2018 with early adoption permitted. Under Accounting Standards Update 2016-02, lessees will be required to recognize for all leases at the commencement date a lease liability, which is a lessee’s obligation to make lease payments arising from a lease measured on a discounted basis, and a right-to-use asset, which is an asset that represents the lessee’s right to use or control the use of a specified asset for the lease term. The Company is currently evaluating the effect that the new guidance will have on its financial statements and related disclosures. In March 2016, the FASB issued ASU No. 2016-09, Compensation—Stock Compensation (Topic 718): Improvements to Employee Share-Based Payment Accounting, which includes multiple provisions intended to simplify various aspects of the accounting for share-based payments, including treatment of excess tax benefits and forfeitures, as well as consideration of minimum statutory tax withholding requirements. The ASU will take effect for public companies for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2016, with early application permitted in any interim or annual period. The Company is evaluating the future impact of this ASU on the consolidated financial statements. Other recently issued accounting updates are not expected to have a material impact on the Company’s consolidated financial statements. |
Dsit Solutions, Ltd. ('DSIT')
Dsit Solutions, Ltd. ('DSIT') | 9 Months Ended |
Sep. 30, 2016 | |
Business Combinations [Abstract] | |
Dsit Solutions, Ltd. ("DSIT") | NOTE 3DSIT SOLUTIONS, LTD. (DSIT) On April 21, 2016 (the Closing Date), the Company closed on a transaction (the DSIT Transaction) initially entered into on January 28, 2016 for the sale of a portion of its interests DSIT Solutions, Ltd. business to Rafael Advanced Defense Systems Ltd., a major Israeli defense company. At closing, Acorn received gross proceeds of $4,913 before escrow, fees and taxes. From the gross proceeds, the Company deposited approximately $579 to satisfy the escrow requirements in the sale. The Company expects the escrow deposit to be released 18 months from the Closing Date. The Company also paid an Israeli withholding tax of approximately $266 and incurred transaction costs of $184. In connection with the DSIT Transaction, the Company recorded a gain of $3,543. The Company is also eligible to receive its 82.4% pro-rata share of a $1,000 earn-out over a three-year period if certain operating results targets are met. The earn-out is not included in the determination of the gain in the DSIT Transaction and will only be recorded as a gain if and when the parties agree that the earn-out has in fact been earned. Prior to the Closing Date, all options in the DSIT Key Employee Stock Option Plan were exercised and DSIT received proceeds of $391, and the Companys holdings in DSIT were reduced from 88.3% to 78.7%. As a result of the DSIT Transaction, the Companys holdings in DSIT were reduced from 78.7% to 41.2%, and subsequent to the DSIT Transaction, the Company has limited representation on the DSIT Board of directors. Accordingly, after the Closing Date, the Company no longer consolidates the results of DSIT. Assets and liabilities related to the deconsolidated operations of DSIT are as follows: September 30, 2016 At the Closing Date December 31, 2015 Current assets: Cash and cash equivalents $ 9 $ 516 7 Restricted deposits 1,885 2,517 2,172 Accounts receivable 4,221 5,166 5,826 Unbilled revenue 4,440 4,779 3,849 Inventory 323 297 230 Other current assets 923 935 698 Total current assets 11,801 14,210 12,782 Property and equipment, net 598 620 654 Severance assets 3,860 3,762 3,558 Restricted deposits 1,652 1,815 2,951 Due from Acorn 1,066 916 802 Goodwill -- 536 516 Other assets 86 80 124 Total assets $ 19,063 $ 21,939 21,387 Current liabilities: Short-term bank credit and current maturities of long-term bank debt $ 1,317 $ 2,655 1,917 Accounts payable 984 2,072 1,869 Accrued payroll, payroll taxes and social benefits 1,106 1,286 1,261 Deferred revenue 1,454 2,219 3,487 Other current liabilities 2,351 1,615 1,417 Total current liabilities 7,212 9,847 9,951 Accrued severance 5,343 5,209 4,894 Other long-term liabilities 43 38 82 Total liabilities $ 12,598 $ 15,094 15,017 The Due from Acorn balance at September 30, 2016 is comprised of a loan of $340 from DSIT and unreimbursed expenses of $476, both of which accrue interest at 3.15% per annum. Such balances are due the earlier of December 31, 2017 or the sale of Acorns remaining shares in DSIT. In addition to the above balances, the Due from Acorn balance also includes $250 with respect to provisions for severance and vacation for the Companys CFO who is an employee of DSIT. DSITs results that were included in the Companys Condensed Consolidated Statements of Operations in the three and nine month periods ending September 30, 2015 can be seen below: Three months ending September 30, 2015 Nine months ending September 30, 2015 Revenue $ 3,616 $ 10,068 Cost of sales 2,228 6,585 Gross profit 1,388 3,483 Research and development expenses, net 200 810 Selling, general and administrative expenses 790 2,346 Operating income 398 327 Finance expense, net (17 ) (78 ) Income before income taxes 381 249 Income tax expense (33 ) (46 ) Net income 348 203 Net income attributable to non-controlling interests (46 ) (29 ) Net income attributable to Acorn Energy Inc. $ 302 $ 174 As indicated above, after the Closing Date, the Company no longer consolidates the results of DSIT. After the Closing Date, the Company accounts for its investment in DSIT under the equity method. The initial balance of the Companys investment in DSIT ($5,391) was determined based on the fair value of its 41.2% holdings in DSIT following the DSIT Transaction and the $13,100 value attributed to DSIT in the DSIT Transaction. DSITs results and the Companys share of its net income for the three months ended September 30, 2016 and for the period from the Closing Date to September 30, 2016 can be seen below: Three months ending September 30, 2016 From the Closing Date to September 30, 2016 Revenue $ 4,009 $ 6,805 Cost of sales 2,883 4,803 Gross profit 1,126 2,002 Research and development expenses, net 235 341 Selling, general and administrative expenses 737 1,394 Operating income 154 267 Finance expense, net (51 ) (89 ) Income before income taxes 103 178 Income tax expense (12 ) (23 ) Net income 91 155 Acorns share in net income in DSIT $ 38 $ 63 |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Sep. 30, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | NOTE 4 Discontinued Operations (a) GridSense On April 21, 2016, the Company announced that it decided to cease operations of its GridSense subsidiary and initiate the liquidation of the GridSense assets. As a result of this decision, GridSense is being reported as a discontinued operation. Following the decision to cease GridSense operations, the Company wrote down all GridSense assets to their estimated realizable values at the time and accrued for estimated severance costs of $140 and lease commitments of $100 in GridSenses first quarter results. On July 12, 2016, the Company and its GridSense subsidiary completed the sale of the GridSense assets to Franklin Fueling Systems, Inc., a wholly-owned subsidiary of Franklin Electric Co., Inc. for a gross sales price of $1,000 of which $100 was set aside as an indemnity escrow. If there are no indemnifiable claims against the indemnity escrow, $50 will be released to GridSense on January 7, 2017 and any balance shall be released on July 7, 2017. Following the sale, GridSense paid off approximately $240 of previously accrued severance and other payroll costs. GridSense recorded a gain of $944 (net of transaction costs) on this transaction as the value of the GridSense assets sold had previously been written down to nearly zero. Such gain is included in discontinued operations in the third quarter of 2016. Following the sale, GridSense also engaged a third-party liquidation officer to satisfy, to the extent of the funds available from the remaining proceeds, the claims of GridSense creditors, including Acorn which is GridSenses largest creditor. Through September 30, 2016, the third-party liquidator settled approximately $340 of outside creditor claims while disbursing approximately $33 to those creditors. Assets and liabilities related to the discontinued operations of GridSense are as follows: As of September 30, 2016 December 31, 2015 Cash $ 396 $ 48 Other current assets and non-current assets 100 1,060 Total assets $ 496 $ 1,108 Short-term bank credit $ $ 138 Accounts payable 619 950 Accrued payroll, payroll taxes and social benefits 90 186 Other current and non-current liabilities 509 572 Total liabilities $ 1,218 $ 1,846 GridSense had a working agreement with its bank to allow GridSense to borrow against 80% of certain accounts receivable balances up to $750 at an interest equal to 1.25% per month. At December 31, 2015, GridSense was utilizing approximately $138 of its accounts receivable line. Such balance was repaid prior to the expiration of the accounts receivable line on July 16, 2016. GridSenses operating results for the three and nine months ended September 30, 2015 and 2016 are included in Income (loss) from discontinued operations, net of income taxes in the Companys Condensed Consolidated Statements of Operations. Selected financial information for GridSenses operations for the three and nine months ended September 30, 2016 and 2015 are presented below: Three months ended September 30, Nine months ended September 30, 2016 2015 2016 2015 Revenue $ 5 $ 374 $ 212 $ 1,984 Gross profit $ 5 $ (392 ) $ 28 $ (119 ) Net income (loss) $ 1,187 $ (1,584 ) $ (423 ) $ (3,478 ) (b) US Seismic Systems Inc. (USSI) In early 2015, the Companys Board of Directors decided that it would no longer continue to fund USSIs activities following the significant decline in oil prices which led to significantly reduced demand for USSIs products. At that time, USSI effectively suspended operations and terminated substantially all employees. On September 28, 2015, the Board of Directors of USSI approved a motion to file a voluntary petition for protection under Chapter 7 of the United States Bankruptcy Code (a Chapter 7 Bankruptcy). Such filing was made on September 30, 2015. Under a Chapter 7 Bankruptcy, control of USSI no longer rests with the Company, but rather with a court-appointed trustee. Accordingly, effective September 30, 2015, the Company no longer consolidated the assets, liabilities or operating results of USSI. USSIs losses for the three and nine months ended September 30, 2015 are included in Loss from discontinued operations, net of income taxes in the Companys Condensed Consolidated Statements of Operations. Selected financial information for USSIs operations for the three and nine months ended September 30, 2015 is presented below: Three months ended September 30, 2015 Nine months ended September 30, 2015 Revenues $ 84 $ 163 Gross profit $ 18 $ (68 ) Net income (loss) $ 609 $ (772 ) Loss on deconsolidation $ (401 ) $ (401 ) Net (income) loss attributable to non-controlling interests $ (78 ) $ 98 Net income (loss) attributable to Acorn Energy Inc. $ 130 $ (1,075 ) |
Restructuring and Related Charg
Restructuring and Related Charges | 9 Months Ended |
Sep. 30, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring and Related Charges | NOTE 5—RESTRUCTURING AND RELATED CHARGES In 2013, OmniMetrix restructured its operations to better align expenses with revenues following a change in management. The restructuring involved employee severance and termination benefits as well as a charge for a significant reduction in the utilization of its leased facility in Buford and a write-down of a majority of the remaining book value of leasehold improvements associated with the leased facility. At December 31, 2015, $204 of lease payments associated with the reduced utilization of leased facilities remained unpaid. During the nine months ended September 30, 2016, OmniMetrix paid $34 of this liability. The total remaining accrued restructuring balance of $170 is expected to be paid in full by December 31, 2019 and is included in Other current liabilities ($46) and Other long-term liabilities ($124) in the Company’s condensed consolidated balance sheets. |
Inventory, Net
Inventory, Net | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Inventory, Net | NOTE 6INVENTORY, NET The composition of inventory is as follows: As of September 30, 2016 As of December 31, 2015 Raw materials $ 204 $ 287 Work-in-process -- 189 Finished goods 35 30 $ 239 $ 506 At both December 31, 2015 and September 30, 2016, the Companys inventory reserve was $22. Following the closing of the DSIT Transaction (see Note 3), the Company no longer consolidates the results of DSIT, but rather reports its investment in DSIT using the equity method. Accordingly, the Company no longer includes DSIT inventory on the Companys condensed consolidated balance sheets. Balances at December 31, 2015 include $41 of raw materials and $189 of work-in-process related to DSIT. |
Goodwill
Goodwill | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill | NOTE 7—GOODWILL The changes in the carrying amount of goodwill in the Company’s Energy & Security Sonar Solutions segment from December 31, 2015 to September 30, 2016 was as follows: Total Balance at December 31, 2015 $ 516 Translation adjustment 20 Deconsolidation of DSIT (536 ) Balance at September 30, 2016 $ — Following the closing of the DSIT Transaction (see Note 3), the Company no longer consolidates the results of DSIT, but rather reports its investment in DSIT using the equity method. Accordingly, the Company eliminated this goodwill as part of the deconsolidation of DSIT. |
Financing
Financing | 9 Months Ended |
Sep. 30, 2016 | |
Debt Disclosure [Abstract] | |
Financing | NOTE 8— FiNANCING (a) Loans from Directors In January 2016, the Company borrowed a total of $300 ($200 from one director and $100 from another director) under promissory notes which were to mature three days following the receipt of proceeds from the closing of the DSIT Transaction. In March 2016, the Company borrowed, on similar terms, an additional $75 from another director. Upon maturity, the Company was to pay to each director a single payment equal to 115% of the amounts borrowed under the promissory notes. Under the terms of each promissory note, at maturity, the lender could elect to convert the entire amount due under the promissory note into Common Stock of the Company at a conversion price equal to the closing price of the Company’s Common Stock on the trading day immediately preceding the maturity date of the loan. On April 29, 2016, following the receipt of the net proceeds from the DSIT Transaction (see Note 3), the Company repaid in full $275 ($200 from one director and $75 from a another director) of the principal amount of the promissory notes plus interest equal to 15% of the amounts borrowed under the promissory notes. In addition, a third director who had lent the Company $100, elected to convert the principal and the $15 of interest due into Common Stock of the Company. In accordance with the terms of the promissory note, the director received 465,587 shares of Common Stock of the Company. (b) Short-term debt In February 2016, the Company’s OmniMetrix subsidiary signed a Loan and Security Agreement with a lender providing OmniMetrix with access to accounts receivable formula-based financing of up to $500. In connection with this financing arrangement, OmniMetrix granted the lender a security interest in OmniMetrix’s receivables, inventory and certain other assets. Debt incurred under this financing arrangement bears interest at the greater of prime (3.5% at September 30, 2016) plus 2% or 6% per year. In addition, OmniMetrix was to pay a monthly service charge of 1.125% of the average aggregate principal amount outstanding for the prior month, for a current effective rate of interest on advances of 19.5%. At the time, the Loan and Security Agreement reflected a $500 credit line and the lender imposed a sublimit of $300 and had sole discretion as to when to remove the sublimit. In September 2016, the abovementioned Loan and Security Agreement was amended to reflect a reduced monthly service charge of 1.0% and modified formula determining the amount available from 80% of eligible hardware invoices and 40% of eligible monitoring invoices to 75% of all eligible invoices. In return, OmniMetrix agreed to maintain a minimum loan balance of $150 in its line-of-credit with the lender for a minimum of one year beginning October 1, 2016. As of September 30, 2016, OmniMetrix had an outstanding balance of approximately $47 pursuant to the amended Loan and Security Agreement. |
Change of Senior Management
Change of Senior Management | 9 Months Ended |
Sep. 30, 2016 | |
Change Of Senior Management | |
Change of Senior Management | NOTE 9—CHANGE OF SENIOR MANAGEMENT (a) Resignation of the Company’s President and CEO Effective January 28, 2016, the Company’s President and CEO (John A. Moore) tendered his resignation to the Board. The Board determined that such resignation was for “Good Reason” as such term is defined under Mr. Moore’s Employment Agreement. Accordingly, beginning on August 1, 2016 and continuing until on or about July 15, 2017, the Company will make aggregate severance payments to Mr. Moore of $425. The Company is making such severance payments in accordance with its regular payroll practices. In addition, the Company is reimbursing Mr. Moore up to an aggregate of $17 over the twelve-month period from February 2016 to January 2017 for the costs associated with Mr. Moore’s medical insurance. The above amounts were included in Selling, general and administrative expenses in the Company’s unaudited condensed consolidated Statements of Operations in the first quarter of 2016. In addition, in accordance with his Employment Agreement, all of Mr. Moore’s unvested options become vested as of the date of his resignation. At September 30, 2016, the remaining balance with respect to amounts due to Mr. Moore was $357 and is included in Accrued payroll, payroll taxes and social benefits on the Company’s Unaudited Condensed Consolidated Financial Statements. (b) Appointment of new President and CEO Effective January 28, 2016, Acorn engaged Jan H. Loeb to be the Company’s President and CEO under a consulting agreement (the “Consulting Agreement”) with a company (the “Consultant”) managed by Mr. Loeb. Under the Consulting Agreement, the Consultant is to be paid a monthly fee of $17 for the term of the Consulting Agreement (through January 7, 2017). Pursuant to the Consulting Agreement, on March 16, 2016, Acorn issued to the Consultant, for nominal consideration, warrants exercisable for 35,000 shares of Acorn common stock. The exercise price of the warrants is $0.13 per share. One-fourth of the warrants were immediately exercisable with the remainder becoming exercisable in equal increments on each of June 16, 2016, September 16, 2016 and December 16, 2016. The warrants expire on the earlier of (a) March 16, 2023 and (b) 18 months from the date Mr. Loeb ceases to be a director, officer, employee or consultant of Acorn. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2016 | |
Equity | |
Equity | NOTE 10—EQUITY (a) Acorn Stock Options A summary of stock option activity for the nine months ended September 30, 2016 is as follows: Number of Options (in shares) Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding at December 31, 2015 2,364,918 $ 3.51 Granted 65,000 $ 0.15 Exercised — — Forfeited or expired (145,503 ) $ 4.18 Outstanding at September 30, 2016 2,284,415 $ 3.37 4.6 years $ 3 Exercisable at September 30, 2016 2,165,663 $ 3.49 4.6 years $ 2 In connection with the January 28, 2016 resignation of the Company’s then President and CEO (John A. Moore) (see Note 9), all of Mr. Moore’s unvested options at that time became fully vested. The fair value of the options granted ($0.11 per option during the nine months ended September 30, 2016) was estimated on the grant dates using the Black-Scholes option-pricing model with the following weighted average assumptions: Risk-free interest rate 1.5 % Expected term of options 6.5 years Expected annual volatility 80 % Expected dividend yield — % The weighted average number of options and warrants that were excluded from the computation of diluted net income per share, as they had an antidilutive effect, was approximately 4,936,000 and 5,012,000 for the nine and three month periods ending September 30, 2016, respectively, and 5,003,000 and 5,035,000 for the nine and three month periods ending September 30, 2015, respectively. (b) Stock-based Compensation Expense Stock-based compensation expense included in Selling, general and administrative expenses in the Company’s Condensed Consolidated Statements of Operations for the nine month periods ended September 30, 2015 and 2016 was $523 and $243, respectively, and was $146 and $9 for the three month periods ended September 30, 2015 and 2016, respectively. In addition, $6 was recorded in the Company’s USSI subsidiary (included in Discontinued Operations) for the nine month period ended September 30, 2015 and $0 for the three month period ended September 30, 2015. See Note 4(b). The remaining unrecognized stock-based compensation expense at September 30, 2016 is de minimis. (c) Warrants The Company previously issued warrants at exercise prices equal to or greater than market value of the Company’s common stock at the date of issuance. A summary of warrant activity follows: Number of Warrants (in shares) Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life Outstanding at December 31, 2015 2,619,423 $ 1.48 Granted 35,000 0.13 Exercised — — Forfeited or expired — — Outstanding at September 30, 2016 2,654,423 $ 1.46 3.4 years The fair value of the warrants granted ($0.08 per warrant during the nine months ended September 30, 2016) was estimated on the grant dates using the Black-Scholes option-pricing model with the following weighted average assumptions: Risk-free interest rate 1.79 % Expected term of warrants 7.0 years Expected annual volatility 78 % Expected dividend yield — % (d) Shares Issued (1) Leap Tide Capital Partners III On August 13, 2015, the Company executed a Loan and Security Agreement with Leap Tide Capital Partners III, LLC (“Leap Tide”), pursuant to which the Company borrowed $2,000 from Leap Tide (the “LT Loan”). Jan H. Loeb, the Company’s new President and CEO (see Note 9(b)) is the Manager of Leap Tide. Principal and accrued interest was due and payable on August 13, 2016. Interest accrued and was payable quarterly at a rate of 10% per annum. On April 29, 2016, following the receipt of the net proceeds from the DSIT Transaction, the Company repaid in full the $2,000 of principal and all accrued interest in full satisfaction of the cash due to Leap Tide under the LT Loan. In addition to the interest payable in cash described above, Leap Tide received 850,000 shares of the Company’s common stock (the “Initial Shares”) at the closing and was entitled to vested rights to receive 179,167 additional shares of the Company’s common stock (each vested right to receive one share, a “Vested Share Right”) per month for each full month that the full principal amount of the LT Loan was outstanding. The number of Vested Share Rights that accrued in a given month was prorated to the extent less than the full principal amount was outstanding and/or for any partial month in which no principal amount was outstanding. Through April 29, 2016, the date of repayment, Leap Tide earned 1,531,396 Vested Share Rights. Under the terms of the LT Loan, the Company had the right on or prior to 30 days after the repayment of the LT Loan (the “Cash Settlement Period”) to repurchase any or all Initial Shares and settle any or all Vested Share Rights accrued under the LT Loan for cash in lieu of stock. The cash repurchase/settlement price would have been $0.30 for each Initial Share so repurchased and each Vested Share Right so settled. The Company did not repurchase any of the Initial Shares or settle any of the accrued Vested Share Rights for cash and all 1,531,396 Vested Share Rights were converted into 1,531,396 shares of Common Stock of the Company after the expiration of the Cash Settlement Period. (2) Conversion of Director Loan See Note 8. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | NOTE 11FAIR VALUE MEASUREMENTS Financial items measured at fair value are classified in the table below in accordance with the hierarchy established in applicable accounting principles. As of September 30, 2016 Level 1 Level 2 Level 3 Total Escrow deposits continuing operations $ 579 $ $ $ 579 Escrow deposits discontinued operations (see Note 4(a)) $ 100 $ $ $ 100 Total $ 679 $ $ $ 679 As of December 31, 2015 Level 1 Level 2 Level 3 Total Restricted deposits current $ 2,172 $ $ $ 2,172 Restricted deposits non-current 2,951 2,951 Derivative liabilities (4 ) (4 ) Total $ 5,119 $ $ $ 5,119 Escrow deposits relate to escrow requirements from the DSIT Transaction (see Note 3). Restricted deposits (both current and non-current) and derivative liabilities at December 31, 2015 were all related to DSIT. Following the closing of the DSIT Transaction (see Note 3), the Company no longer consolidates the results of DSIT, but rather reports its investment in DSIT using the equity method. Accordingly, the Company eliminated these financial items as part of the deconsolidation of DSIT. Level 1 derivative assets and liabilities are related to forward contracts for the purchase of New Israeli Shekels for which market prices were readily available. Unrealized gains or losses from forward contracts are recorded in Finance income (expense), net. See Note 3 for the determination of the fair value of the Companys equity investment in DSIT. |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Segment Reporting | NOTE 12—SEGMENT REPORTING The Company currently operates in two reportable operating segments, both of which are performed though the Company’s OmniMetrix subsidiary: ● Power Generation (“PG”) monitoring (formerly known as Machine-to-Machine Critical Asset Monitoring & Control). The PG segment provides wireless remote monitoring and control systems and services for critical assets as well as Internet of Things applications. ● Corrosion Protection (“CP”) monitoring. The CP segment provides for remote monitoring of cathodic protection systems on gas pipelines for gas utilities and pipeline companies. In addition, up to the closing of the DSIT Transaction (see Note 3), the Company reported its activities in the Energy & Security Sonar Solutions segment. This segment, whose activities were performed by DSIT, provides sonar and acoustic related solutions for energy, defense and commercial markets with a focus on underwater site security for strategic energy installations and other advanced acoustic systems and real-time embedded hardware and software development and production. “Other” operations include certain IT activities (protocol management software for cancer patients and billing software) and outsourced consulting activities performed by the Company’s DSIT subsidiary that did not meet the quantitative thresholds under applicable accounting principles. Following the closing of the DSIT Transaction, the Company is no longer consolidating the results of DSIT, but rather is reporting on its investment in DSIT on the equity method. Accordingly, effective April 22, 2016, the Company no longer consolidates the results of DSIT’s Energy & Security Sonar Solutions segment or the activities of its “Other” segment. Previously, the Company reported GridSense’s activities in its Smart Grid Distribution Automation segment which developed and produced fiber optic sensing systems for the energy and security markets. With the suspension of operations at GridSense (see Note 4(a)), its activities are reflected as discontinued operations. PG CP Energy & Security Sonar Solutions* Other* Total Three months ended September 30, 2016 Revenues from external customers $ 794 $ 148 $ — $ — $ 942 Intersegment revenues — — — — — Segment gross profit 438 86 — — 524 Depreciation and amortization 16 3 — — 19 Segment net income (loss) before income taxes (243 ) (22 ) — — (265 ) Three months ended September 30, 2015 Revenues from external customers $ 661 $ 126 $ 3,277 $ 338 $ 4,402 Intersegment revenues — — — — — Segment gross profit 401 34 1,258 130 1,823 Depreciation and amortization 18 3 47 6 74 Segment net income (loss) before income taxes (431 ) (6 ) 336 55 (46 ) Nine months ended September 30, 2016 Revenues from external customers $ 2,057 $ 487 $ 4,620 $ 454 $ 7,618 Intersegment revenues — — — — — Segment gross profit 1,023 283 1,517 114 2,937 Depreciation and amortization 48 11 53 10 122 Segment net income (loss) before income taxes (893 ) (78 ) 82 (10 ) (899 ) Nine months ended September 30, 2015 Revenues from external customers $ 1,774 $ 376 $ 9,025 $ 1,042 $ 12,217 Intersegment revenues — — — — — Segment gross profit 1,035 216 3,048 435 4,734 Depreciation and amortization 53 11 137 20 221 Segment net loss before income taxes (1,131 ) (130 ) 132 192 (937 ) * Results for the nine months ended September 30, 2016, only include results for the period January 1, 2016 to April 21, 2016. See Note 3. Reconciliation of Segment Income (Loss) to Consolidated Net Loss Before Income Taxes Three months ended September 30, Nine months ended September 30, 2016 2015 2016 2015 Total net loss before income taxes for reportable segments $ (266 ) $ (101 ) $ (889 ) $ (1,129 ) Other operational segment net income (loss) before income taxes -- 55 (10 ) 192 Total segment net loss before income taxes (266 ) (46 ) (899 ) (937 ) Unallocated cost of corporate headquarters* (369 ) (990 ) (2,352 ) (2,881 ) Unallocated benefit (cost) of DSIT headquarters** -- (9 ) (6 ) (75 ) Consolidated loss before income taxes $ (635 ) $ (1,045 ) $ (3,257 ) $ (3,893 ) * Includes stock compensation expense of $523 and $243 for the nine month periods ended September 30, 2015 and 2016 and $146 and $9 for the three month periods ended September 30, 2015 and 2016, respectively. The nine month period ended September 30, 2016 also includes $460 of salary and associated costs and medical insurance associated with the resignation of Mr. Moore and $502 of interest expense to Leap Tide and directors. ** Results for the nine months ended September 30, 2016, only include results for the period January 1, 2016 to April 21, 2016. See Note 3. |
Dsit Solutions, Ltd. ('DSIT') (
Dsit Solutions, Ltd. ('DSIT') (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
Schedule of Assets and Liabilities | Assets and liabilities related to the deconsolidated operations of DSIT are as follows: September 30, 2016 At the Closing Date December 31, 2015 Current assets: Cash and cash equivalents $ 9 $ 516 7 Restricted deposits 1,885 2,517 2,172 Accounts receivable 4,221 5,166 5,826 Unbilled revenue 4,440 4,779 3,849 Inventory 323 297 230 Other current assets 923 935 698 Total current assets 11,801 14,210 12,782 Property and equipment, net 598 620 654 Severance assets 3,860 3,762 3,558 Restricted deposits 1,652 1,815 2,951 Due from Acorn 1,066 916 802 Goodwill -- 536 516 Other assets 86 80 124 Total assets $ 19,063 $ 21,939 21,387 Current liabilities: Short-term bank credit and current maturities of long-term bank debt $ 1,317 $ 2,655 1,917 Accounts payable 984 2,072 1,869 Accrued payroll, payroll taxes and social benefits 1,106 1,286 1,261 Deferred revenue 1,454 2,219 3,487 Other current liabilities 2,351 1,615 1,417 Total current liabilities 7,212 9,847 9,951 Accrued severance 5,343 5,209 4,894 Other long-term liabilities 43 38 82 Total liabilities $ 12,598 $ 15,094 15,017 |
Schedule of Condensed Consolidated Statements of Operations | DSIT’s results that were included in the Company’s Condensed Consolidated Statements of Operations in the three and nine month periods ending September 30, 2015 can be seen below: Three months ending Nine months ending September 30, 2015 Revenue $ 3,616 $ 10,068 Cost of sales 2,228 6,585 Gross profit 1,388 3,483 Research and development expenses, net 200 810 Selling, general and administrative expenses 790 2,346 Operating income 398 327 Finance expense, net (17 ) (78 ) Income before income taxes 381 249 Income tax expense (33 ) (46 ) Net income 348 203 Net income attributable to non-controlling interests (46 ) (29 ) Net income attributable to Acorn Energy Inc. $ 302 $ 174 DSIT’s results and the Company’s share of its net income for the three months ended September 30, 2016 and for the period from the Closing Date to September 30, 2016 can be seen below: Three months ending From the Closing Date to September 30, 2016 Revenue $ 4,009 $ 6,805 Cost of sales 2,883 4,803 Gross profit 1,126 2,002 Research and development expenses, net 235 341 Selling, general and administrative expenses 737 1,394 Operating income 154 267 Finance expense, net (51 ) (89 ) Income before income taxes 103 178 Income tax expense (12 ) (23 ) Net income 91 155 Acorn’s share in net income in DSIT $ 38 $ 63 |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Schedule of Assets and Liabilities Related to Discontinued Operations | Assets and liabilities related to the discontinued operations of GridSense are as follows: As of September 30, 2016 December 31, 2015 Cash $ 396 $ 48 Other current assets and non-current assets 100 1,060 Total assets $ 496 $ 1,108 Short-term bank credit $ $ 138 Accounts payable 619 950 Accrued payroll, payroll taxes and social benefits 90 186 Other current and non-current liabilities 509 572 Total liabilities $ 1,218 $ 1,846 |
GridSense's Operations [Member] | |
Schedule of Financial Information | Selected financial information for GridSense’s operations for the three and nine months ended September 30, 2016 and 2015 are presented below: Three months ended September 30, Nine months ended September 30, 2016 2015 2016 2015 Revenue $ 5 $ 374 $ 212 $ 1,984 Gross profit $ 5 $ (392 ) $ 28 $ (119 ) Net income (loss) $ 1,187 $ (1,584 ) $ (423 ) $ (3,478 ) |
USSI's Operations [Member] | |
Schedule of Financial Information | Selected financial information for USSI’s operations for the three and nine months ended September 30, 2015 is presented below: Three months ended September 30, 2015 Nine months ended September 30, 2015 Revenues $ 84 $ 163 Gross profit $ 18 $ (68 ) Net income (loss) $ 609 $ (772 ) Loss on deconsolidation $ (401 ) $ (401 ) Net (income) loss attributable to non-controlling interests $ (78 ) $ 98 Net income (loss) attributable to Acorn Energy Inc. $ 130 $ (1,075 ) |
Inventory, Net (Tables)
Inventory, Net (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of Inventory, net | The composition of inventory is as follows: As of September 30, 2016 As of December 31, 2015 Raw materials $ 204 $ 287 Work-in-process -- 189 Finished goods 35 30 $ 239 $ 506 |
Goodwill (Tables)
Goodwill (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amounts of Goodwill by Segment | The changes in the carrying amount of goodwill in the Company’s Energy & Security Sonar Solutions segment from December 31, 2015 to September 30, 2016 was as follows: Total Balance at December 31, 2015 $ 516 Translation adjustment 20 Deconsolidation of DSIT (536 ) Balance at September 30, 2016 $ — |
Equity (Tables)
Equity (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Equity [Abstract] | |
Summary of Stock Option activity | A summary of stock option activity for the nine months ended September 30, 2016 is as follows: Number of Options (in shares) Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life Aggregate Intrinsic Value Outstanding at December 31, 2015 2,364,918 $ 3.51 Granted 65,000 $ 0.15 Exercised — — Forfeited or expired (145,503 ) $ 4.18 Outstanding at September 30, 2016 2,284,415 $ 3.37 4.6 years $ 3 Exercisable at September 30, 2016 2,165,663 $ 3.49 4.6 years $ 2 |
Schedule of Stock Options Fair Value Assumptions Estimated Using Black-Scholes Pricing Model | The fair value of the options granted ($0.11 per option during the nine months ended September 30, 2016) was estimated on the grant dates using the Black-Scholes option-pricing model with the following weighted average assumptions: Risk-free interest rate 1.5 % Expected term of options 6.5 years Expected annual volatility 80 % Expected dividend yield — % |
Summary of Warrant Activity | The Company previously issued warrants at exercise prices equal to or greater than market value of the Company’s common stock at the date of issuance. A summary of warrant activity follows: Number of Warrants (in shares) Weighted Average Exercise Price Per Share Weighted Average Remaining Contractual Life Outstanding at December 31, 2015 2,619,423 $ 1.48 Granted 35,000 0.13 Exercised — — Forfeited or expired — — Outstanding at September 30, 2016 2,654,423 $ 1.46 3.4 years |
Schedule of Warrant Fair Value Assumptions Estimated Using Black-Scholes Pricing Model | The fair value of the warrants granted ($0.08 per warrant during the nine months ended September 30, 2016) was estimated on the grant dates using the Black-Scholes option-pricing model with the following weighted average assumptions: Risk-free interest rate 1.79 % Expected term of warrants 7.0 years Expected annual volatility 78 % Expected dividend yield — % |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value Measurements | Financial items measured at fair value are classified in the table below in accordance with the hierarchy established in applicable accounting principles. As of September 30, 2016 Level 1 Level 2 Level 3 Total Escrow deposits continuing operations $ 579 $ $ $ 579 Escrow deposits discontinued operations (see Note 4(a)) $ 100 $ $ $ 100 Total $ 679 $ $ $ 679 As of December 31, 2015 Level 1 Level 2 Level 3 Total Restricted deposits current $ 2,172 $ $ $ 2,172 Restricted deposits non-current 2,951 2,951 Derivative liabilities (4 ) (4 ) Total $ 5,119 $ $ $ 5,119 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2016 | |
Segment Reporting [Abstract] | |
Summary of Segmented Data | PG CP Energy & Security Sonar Solutions* Other* Total Three months ended September 30, 2016 Revenues from external customers $ 794 $ 148 $ — $ — $ 942 Intersegment revenues — — — — — Segment gross profit 438 86 — — 524 Depreciation and amortization 16 3 — — 19 Segment net income (loss) before income taxes (243 ) (22 ) — — (265 ) Three months ended September 30, 2015 Revenues from external customers $ 661 $ 126 $ 3,277 $ 338 $ 4,402 Intersegment revenues — — — — — Segment gross profit 401 34 1,258 130 1,823 Depreciation and amortization 18 3 47 6 74 Segment net income (loss) before income taxes (431 ) (6 ) 336 55 (46 ) Nine months ended September 30, 2016 Revenues from external customers $ 2,057 $ 487 $ 4,620 $ 454 $ 7,618 Intersegment revenues — — — — — Segment gross profit 1,023 283 1,517 114 2,937 Depreciation and amortization 48 11 53 10 122 Segment net income (loss) before income taxes (893 ) (78 ) 82 (10 ) (899 ) Nine months ended September 30, 2015 Revenues from external customers $ 1,774 $ 376 $ 9,025 $ 1,042 $ 12,217 Intersegment revenues — — — — — Segment gross profit 1,035 216 3,048 435 4,734 Depreciation and amortization 53 11 137 20 221 Segment net loss before income taxes (1,131 ) (130 ) 132 192 (937 ) * Results for the nine months ended September 30, 2016, only include results for the period January 1, 2016 to April 21, 2016. See Note 3. |
Schedule of Reconciliation of Segment Data to Consolidated Statement of Operations | Reconciliation of Segment Income (Loss) to Consolidated Net Loss Before Income Taxes Three months ended September 30, Nine months ended September 30, 2016 2015 2016 2015 Total net loss before income taxes for reportable segments $ (266 ) $ (101 ) $ (889 ) $ (1,129 ) Other operational segment net income (loss) before income taxes -- 55 (10 ) 192 Total segment net loss before income taxes (266 ) (46 ) (899 ) (937 ) Unallocated cost of corporate headquarters* (369 ) (990 ) (2,352 ) (2,881 ) Unallocated benefit (cost) of DSIT headquarters** -- (9 ) (6 ) (75 ) Consolidated loss before income taxes $ (635 ) $ (1,045 ) $ (3,257 ) $ (3,893 ) * Includes stock compensation expense of $523 and $243 for the nine month periods ended September 30, 2015 and 2016 and $146 and $9 for the three month periods ended September 30, 2015 and 2016, respectively. The nine month period ended September 30, 2016 also includes $460 of salary and associated costs and medical insurance associated with the resignation of Mr. Moore and $502 of interest expense to Leap Tide and directors. ** Results for the nine months ended September 30, 2016, only include results for the period January 1, 2016 to April 21, 2016. See Note 3. |
Basis of Presentation and Liq27
Basis of Presentation and Liquidity (Details Narrative) - USD ($) $ in Thousands | Apr. 21, 2016 | Sep. 30, 2016 |
Non-escrow corporate cash and cash equivalents | $ 38 | |
October 31, 2016 [Member] | ||
Unrestricted cash and cash equivalents | 230 | |
DSIT Solutions, Ltd [Member] | ||
Company's holdings in DSIT prior to sale transaction | 78.70% | |
Company's holdings after transaction | 41.20% | |
GridSense's [Member] | ||
Proceeds from sale of transaction | 1,000 | |
Indemnity escrow | 100 | |
Paid of accrued severance and other payroll costs | 240 | |
Transaction costs of sale transaction | 56 | |
GridSense's [Member] | Third Party Liquidation Officer [Member] | October 31, 2016 [Member] | ||
Amount of creditors claims settled | 5,890 | |
Disbursed to creditors | 535 | |
Acorn [Member] | Third Party Liquidation Officer [Member] | October 31, 2016 [Member] | ||
Amount of creditors claims settled | 5,555 | |
Disbursed to creditors | $ 500 |
Dsit Solutions, Ltd. ('DSIT')28
Dsit Solutions, Ltd. ('DSIT') (Details Narrative) - USD ($) $ in Thousands | Apr. 21, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
Escrow deposit | $ 579 | ||
DSIT Solutions, Ltd [Member] | |||
Gross proceeds of sale before escrow, israeli withholding taxes and fees | $ 4,913 | ||
Withholding tax paid | 266 | ||
Transaction costs | 184 | ||
Gain on sale of transaction | $ 3,543 | ||
Percentage of eligible to receive pro rata share | 82.40% | ||
Earn - out amount | $ 1,000 | ||
Pro-rata share earn out over the period | 3 years | ||
Proceeds from the exercise of DSIT options | $ 391 | ||
Debt maturity date | Dec. 31, 2017 | ||
Expected period of escrow deposit release | 18 months | ||
DSIT Solutions, Ltd [Member] | Prior Options Exercise [Member] | |||
Percentage of investment in DSIT determined based on holdings | 88.30% | ||
DSIT Solutions, Ltd [Member] | Post Options Exercise [Member] | |||
Percentage of investment in DSIT determined based on holdings | 78.70% | ||
Acorn [Member] | |||
Loan due from Acorn | $ 340 | ||
Unreimbursed expenses | $ 476 | ||
Percentage of accrue interest per annum | 3.15% | ||
Due from provisions for vacation severance | $ 250 | ||
Investments in DSIT, initial balance | 5,391 | ||
Share of DSIT's net income | 25 | ||
Escrow deposit | 579 | ||
Value attributed to DSIT | $ 13,100 | ||
Post DSIT Transaction [Member] | |||
Percentage of investment in DSIT determined based on holdings | 41.20% |
Dsit Solutions, Ltd. ('DSIT') -
Dsit Solutions, Ltd. ('DSIT') - Schedule of Assets and Liabilities (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Apr. 21, 2016 | Dec. 31, 2015 |
Cash and cash equivalents | $ 104 | $ 124 | |
Restricted deposits | 2,172 | ||
Accounts receivable | 455 | 6,389 | |
Unbilled revenue | 3,849 | ||
Inventory | 239 | 506 | |
Other current assets | 851 | 1,633 | |
Total current assets | 2,145 | 15,852 | |
Property and equipment, net | 234 | 954 | |
Severance assets | 3,558 | ||
Restricted deposits | 2,951 | ||
Goodwill | 516 | ||
Other assets | 187 | 470 | |
Total assets | 8,599 | 24,330 | |
Short-term bank credit and current maturities of long-term bank debt | 47 | 1,916 | |
Accounts payable | 486 | 2,346 | |
Accrued payroll, payroll taxes and social benefits | 462 | 1,320 | |
Deferred revenue | 1,956 | 5,251 | |
Other current liabilities | 694 | 2,260 | |
Total current liabilities | 4,863 | 16,820 | |
Accrued severance | 4,984 | ||
Other long-term liabilities | 578 | 849 | |
DSIT Solutions, Ltd [Member] | |||
Cash and cash equivalents | 9 | $ 516 | 7 |
Restricted deposits | 1,885 | 2,517 | 2,172 |
Accounts receivable | 4,221 | 5,166 | 5,826 |
Unbilled revenue | 4,440 | 4,779 | 3,849 |
Inventory | 323 | 297 | 230 |
Other current assets | 923 | 935 | 698 |
Total current assets | 11,801 | 14,210 | 12,782 |
Property and equipment, net | 598 | 620 | 654 |
Severance assets | 3,860 | 3,762 | 3,558 |
Restricted deposits | 1,652 | 1,815 | 2,951 |
Due from Acorn | 1,066 | 916 | 802 |
Goodwill | 536 | 516 | |
Other assets | 86 | 80 | 124 |
Total assets | 19,063 | 21,939 | 21,387 |
Short-term bank credit and current maturities of long-term bank debt | 1,317 | 2,655 | 1,917 |
Accounts payable | 984 | 2,072 | 1,869 |
Accrued payroll, payroll taxes and social benefits | 1,106 | 1,286 | 1,261 |
Deferred revenue | 1,454 | 2,219 | 3,487 |
Other current liabilities | 2,351 | 1,615 | 1,417 |
Total current liabilities | 7,212 | 9,847 | 9,951 |
Accrued severance | 5,343 | 5,209 | 4,894 |
Other long-term liabilities | 43 | 38 | 82 |
Total liabilities | $ 12,598 | $ 15,094 | $ 15,017 |
Dsit Solutions, Ltd. ('DSIT')30
Dsit Solutions, Ltd. ('DSIT') - Schedule of Condensed Consolidated Statements of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 5 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenue | $ 942 | $ 4,402 | $ 7,618 | $ 12,217 | |
Cost of sales | 418 | 2,579 | 4,681 | 7,483 | |
Gross profit | 524 | 1,823 | 2,937 | 4,734 | |
Selling, general and administrative expenses | 1,015 | 2,449 | 4,845 | 7,242 | |
Operating income | (624) | (949) | (2,699) | (3,733) | |
Income before income taxes | (635) | (1,199) | (3,257) | (4,047) | |
Income tax expense | (58) | (19) | (45) | ||
Net income | 590 | (2,633) | (93) | (8,743) | |
Net income attributable to non-controlling interests | (62) | 45 | (206) | 29 | |
Net income attributable to Acorn Energy Inc | 652 | (2,756) | $ 113 | (8,674) | |
DSIT Solutions, Ltd [Member] | |||||
Revenue | 4,009 | 3,616 | $ 6,805 | 10,068 | |
Cost of sales | 2,883 | 2,228 | 4,803 | 6,585 | |
Gross profit | 1,126 | 1,388 | 2,002 | 3,483 | |
Research and development expenses, net | 235 | 200 | 341 | 810 | |
Selling, general and administrative expenses | 737 | 790 | 1,394 | 2,346 | |
Operating income | 154 | 398 | 267 | 327 | |
Finance expense, net | (51) | (17) | (89) | (78) | |
Income before income taxes | 103 | 381 | 178 | 249 | |
Income tax expense | (12) | (33) | (23) | (46) | |
Net income | 91 | 348 | 155 | 203 | |
Net income attributable to non-controlling interests | (46) | (29) | |||
Net income attributable to Acorn Energy Inc | $ 38 | $ 302 | $ 63 | $ 174 |
Discontinued Operations (Detail
Discontinued Operations (Details Narrative) - USD ($) $ in Thousands | Jul. 12, 2016 | Apr. 21, 2016 | Sep. 30, 2016 | Dec. 31, 2015 |
GridSense [Member] | ||||
Sale of business assets, gross sale price | $ 1,000 | |||
Indemnity escrow | 100 | |||
Paid of accrued serverance and other payroll costs | 240 | |||
Gain on assets sold, net of transation costs | 944 | |||
GridSense [Member] | January 7, 2017 [Member] | ||||
Indemnity escrow release | $ 50 | |||
GridSense's [Member] | ||||
Indemnity escrow | $ 100 | |||
Paid of accrued serverance and other payroll costs | 240 | |||
GridSense's [Member] | Out Side Creditor [Member] | ||||
Amount of outside creditors claims settled | 340 | |||
GridSense's [Member] | Creditor [Member] | ||||
Disbursed to outside creditors | $ 33 | |||
GridSense [Member] | ||||
Accrued severance costs | $ 140 | |||
Accrual for lease commitment | $ 100 | |||
Percentage of borrow against certain accounts receivable | 80.00% | |||
Maximum accounts receivable balance borrowing base | $ 750 | |||
Line of credit, expiration date | Jul. 16, 2016 | |||
Debt interest rate, per month | 1.25% | |||
Utilized portion of accounts receivable line | $ 138 |
Discontinued Operations - Sched
Discontinued Operations - Schedule of Assets and Liabilities Related to Discontinued Operations (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Cash | $ 104 | $ 124 |
Total assets | 8,599 | 24,330 |
Accounts payable | 486 | 2,346 |
GridSense [Member] | Discontinued Operations [Member] | ||
Cash | 396 | 48 |
Other current assets and non-current assets | 100 | 1,060 |
Total assets | 496 | 1,108 |
Short-term bank credit | 138 | |
Accounts payable | 619 | 950 |
Accrued payroll, payroll taxes and social benefits | 90 | 186 |
Other current and non-current liabilities | 509 | 572 |
Total liabilities | $ 1,218 | $ 1,846 |
Discontinued Operations - Sch33
Discontinued Operations - Schedule of Financial Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Revenues | $ 942 | $ 4,402 | $ 7,618 | $ 12,217 |
Gross profit (loss) | 524 | 1,823 | 2,937 | 4,734 |
Net income (loss) | 590 | (2,633) | (93) | (8,743) |
Net loss attributable to acorn energy inc. | 652 | (2,756) | 113 | (8,674) |
GridSense [Member] | Discontinued Operations [Member] | ||||
Revenues | 5 | 374 | 212 | 1,984 |
Gross profit (loss) | 5 | (392) | 28 | (119) |
Net income (loss) | $ 1,187 | (1,584) | $ (423) | (3,478) |
U.S. Seismic Systems, Inc [Member] | Discontinued Operations [Member] | ||||
Revenues | 84 | 163 | ||
Gross profit (loss) | 18 | (68) | ||
Net income (loss) | 609 | (772) | ||
Loss on deconsolidation | (401) | (401) | ||
Net loss attributable to non-controlling interests | (78) | 98 | ||
Net loss attributable to acorn energy inc. | $ 130 | $ (1,075) |
Restructuring and Related Cha34
Restructuring and Related Charges (Details Narrative) - Omni Metrix [Member] - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2016 | Dec. 31, 2015 | |
Restructuring Cost and Reserve [Line Items] | ||
Unpaid accrued lease cost balance | $ 204 | |
Repayment of debt | $ 34 | |
Restructuring charges payable | $ 170 | |
Expected to be paid restructuring cost date | Dec. 31, 2019 | |
Restructuring charges included in other current liabilities | $ 46 | |
Restructuring charges included in other long-term liabilities | $ 124 |
Inventory, Net (Details Narrati
Inventory, Net (Details Narrative) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Inventory valuation reserves | $ 22 | $ 22 |
Raw materials related to DSIT | 41 | |
Work in process related to DSIT | $ 189 |
Inventory, Net - Schedule of In
Inventory, Net - Schedule of Inventory (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 204 | $ 287 |
Work-in-process | 189 | |
Finished goods | 35 | 30 |
Inventory, net | $ 239 | $ 506 |
Goodwill - Schedule of Changes
Goodwill - Schedule of Changes in Carrying Amounts of Goodwill by Segment (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($) | |
Goodwill, beginning balance | $ 516 |
Goodwill, ending balance | |
Energy & Security Sonar Solutions [Member] | |
Goodwill, beginning balance | 516 |
Translation adjustment | 20 |
Deconsolidation of DSIT | (536) |
Goodwill, ending balance |
Financing (Details Narrative)
Financing (Details Narrative) - USD ($) $ in Thousands | Apr. 29, 2016 | Sep. 30, 2016 | Mar. 31, 2016 | Feb. 29, 2016 | Jan. 31, 2016 | Sep. 30, 2016 | Sep. 30, 2015 | Dec. 31, 2015 |
Proceeds from related party | $ 375 | |||||||
Proceeds from short term debt | $ 2,000 | |||||||
Short-term debt | $ 47 | $ 47 | $ 1,916 | |||||
Omni Metrix [Member] | Loan and Security Agreement [Member] | ||||||||
Proceeds from short term debt | $ 500 | |||||||
Debt bear interest rate | 6.00% | |||||||
Percentage of monthly service charge | 1.00% | 1.125% | ||||||
Debt effective interest rate | 19.50% | |||||||
Line of credit | $ 150 | $ 500 | $ 150 | |||||
Percentage of eligible hardware invoices | 80.00% | |||||||
Percentage of eligible monitoring invoices | 40.00% | |||||||
Percentage of all eligible invoices | 75.00% | |||||||
Short-term debt | $ 47 | $ 47 | ||||||
Omni Metrix [Member] | Loan and Security Agreement [Member] | Sublimit [Member] | ||||||||
Line of credit | $ 300 | |||||||
Omni Metrix [Member] | Loan and Security Agreement [Member] | Prime Rate [Member] | ||||||||
Debt bear interest rate | 3.50% | |||||||
Omni Metrix [Member] | Loan and Security Agreement [Member] | Above Prime Rate [Member] | ||||||||
Debt effective interest rate | 2.00% | 2.00% | ||||||
Directors Member] | ||||||||
Proceeds from related party | $ 300 | |||||||
Notes mature days, following proceeds of DSIT transaction | three days | |||||||
Repayment of promissory notes | $ 275 | |||||||
Director One [Member] | ||||||||
Proceeds from related party | $ 200 | |||||||
Percentage of borrowed amounts the company need to repay to each director | 115.00% | |||||||
Percentage of interest repaid | 15.00% | |||||||
Repayment of promissory notes | $ 200 | |||||||
Director Two [Member] | ||||||||
Proceeds from related party | $ 100 | |||||||
Percentage of borrowed amounts the company need to repay to each director | 115.00% | |||||||
Percentage of interest repaid | 15.00% | |||||||
Repayment of promissory notes | $ 75 | |||||||
Another Director [Member] | ||||||||
Proceeds from related party | $ 75 | |||||||
Percentage of borrowed amounts the company need to repay to each director | 115.00% | |||||||
Third Director [Member] | ||||||||
Principal amount converted to common stock | 100 | |||||||
Interest due converted into common stock | $ 15 | |||||||
Conversion of loan to common stock, shares | 465,587 |
Change of Senior Management (De
Change of Senior Management (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Mar. 16, 2016 | Jan. 28, 2016 | Sep. 30, 2016 |
Mr. Moore [Member] | |||
Severance payments | $ 425 | ||
Due to related party | $ 357 | ||
Mr. Moore [Member] | February 2016 to January 2017 [Member] | |||
Reimburse cost | $ 17 | ||
Reimburse period | 12 months | ||
Jan H. Loeb [Member] | |||
Consultant fee | $ 17 | ||
Consulting agreement expiration date | Jan. 7, 2017 | ||
Jan H. Loeb [Member] | Consulting Agreement [Member] | |||
Issuance of warrants to purchase of common stock | 35,000 | ||
Exercise price of warrants | $ 0.13 | ||
Warrants exercisable description | One-fourth of the warrants were immediately exercisable with the remainder becoming exercisable in equal increments on each of June 16, 2016, September 16, 2016 and December 16, 2016. The warrants expire on the earlier of (a) March 16, 2023 and (b) 18 months from the date Mr. Loeb ceases to be a director, officer, employee or consultant of Acorn. |
Equity (Details Narrative)
Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Apr. 29, 2016 | Aug. 13, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 |
Fair value of options granted | $ 0.11 | |||||
Stock based compensation expense | $ 9 | $ 146 | $ 243 | $ 523 | ||
Cash settlement price per share | $ 0.30 | $ 0.30 | ||||
Antidilutive securities excluded from computation of diluted net income per share | 5,012,000 | 5,035,000 | 4,936,000 | 5,003,000 | ||
Leap Tide Capital Partners LLC [Member] | ||||||
Vested share rights earned by date of repayment | 1,531,396 | |||||
Vested shares converted to common stock | 1,531,396 | |||||
Loan and Security Agreement [Member] | Leap Tide Capital Partners LLC [Member] | ||||||
Borrowings | $ 2,000 | |||||
Repayment of principal | $ 2,000 | |||||
Number of common stock shares issued | 850,000 | |||||
Vested share right per month | 179,167 | |||||
Warrants [Member] | ||||||
Fair value of warrants granted price per share | $ 0.08 | |||||
Selling General and Administrative Expense [Member] | ||||||
Stock based compensation expense | $ 9 | $ 146 | $ 243 | $ 523 | ||
Discontinued Operations [Member] | U.S. Seismic Systems, Inc [Member] | ||||||
Stock based compensation expense | $ 0 | $ 6 |
Equity - Summary of Stock Optio
Equity - Summary of Stock Option Plans (Details) $ / shares in Units, $ in Thousands | 9 Months Ended |
Sep. 30, 2016USD ($)$ / sharesshares | |
Equity | |
Number of options, outstanding at beginning balance | shares | 2,364,918 |
Number of options, granted | shares | 65,000 |
Number of options, exercised | shares | |
Number of options, forfeited or expired | shares | (145,503) |
Number of options, outstanding at end balance | shares | 2,284,415 |
Number of options, exercisable at end of period | shares | 2,165,663 |
Weighted average exercise price, outstanding at beginning balance | $ / shares | $ 3.51 |
Weighted average exercise price, granted | $ / shares | 0.15 |
Weighted average exercise price, exercised | $ / shares | |
Weighted average exercise price, forfeited or expired | $ / shares | 4.18 |
Weighted average exercise price, outstanding at end balance | $ / shares | 3.37 |
Weighted average exercise price, exercisable at end of period | $ / shares | $ 3.49 |
Weighted average remaining contractual terms, outstanding | 4 years 7 months 6 days |
Weighted average remaining contractual terms, exercisable | 4 years 7 months 6 days |
Aggregate intrinsic value, outstanding | $ | $ 3 |
Aggregate intrinsic value, exercisable | $ | $ 2 |
Equity and Short Term Debt - Sc
Equity and Short Term Debt - Schedule of Fair Value Assumptions Estimated Using Black-Scholes Pricing Model (Details) | 9 Months Ended |
Sep. 30, 2016 | |
Risk-free interest rate | 1.50% |
Expected term | 6 years 6 months |
Expected annual volatility | 80.00% |
Expected dividend yield | 0.00% |
Warrants [Member] | |
Risk-free interest rate | 1.79% |
Expected term | 7 years |
Expected annual volatility | 78.00% |
Expected dividend yield | 0.00% |
Equity and Short Term Debt - Su
Equity and Short Term Debt - Summary of Warrant Activity (Details) | 9 Months Ended |
Sep. 30, 2016$ / sharesshares | |
Equity | |
Number of shares warrants, outstanding at beginning of year | shares | 2,619,423 |
Number of shares warrants, granted | shares | 35,000 |
Number of shares warrants, exercised | shares | |
Number of shares warrants, forfeited or expired | shares | |
Number of shares warrants, outstanding at end of year | shares | 2,654,423 |
Weighted average exercise price, outstanding at beginning of year | $ / shares | $ 1.48 |
Weighted average exercise price, granted | $ / shares | 0.13 |
Weighted average exercise price, exercised | $ / shares | |
Weighted average exercise price, forfeited or expired | $ / shares | |
Weighted average exercise price, outstanding at end of year | $ / shares | $ 1.46 |
Weighted average remaining contractual life | 3 years 4 months 24 days |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Fair Value Measurements (Details) - USD ($) $ in Thousands | Sep. 30, 2016 | Dec. 31, 2015 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Escrow deposits - continuing operations | $ 579 | |
Escrow deposits - discontinued operations | 100 | |
Restricted deposits - current | $ 2,172 | |
Restricted deposits - non-current | 2,951 | |
Derivative assets | (4) | |
Total | 679 | 5,119 |
Level 1 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Escrow deposits - continuing operations | 579 | |
Escrow deposits - discontinued operations | 100 | |
Restricted deposits - current | 2,172 | |
Restricted deposits - non-current | 2,951 | |
Derivative assets | (4) | |
Total | 679 | 5,119 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Escrow deposits - continuing operations | ||
Restricted deposits - current | ||
Restricted deposits - non-current | ||
Derivative assets | ||
Total | ||
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Escrow deposits - continuing operations | ||
Restricted deposits - current | ||
Restricted deposits - non-current | ||
Derivative assets | ||
Total |
Segment Reporting (Details Narr
Segment Reporting (Details Narrative) | 9 Months Ended |
Sep. 30, 2016OperatingSegments | |
Segment Reporting [Abstract] | |
Number of operating segment | 2 |
Segment Reporting - Summary of
Segment Reporting - Summary of Segmented Data (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Segment Reporting Information [Line Items] | |||||
Revenue from external customers | $ 942 | $ 4,402 | $ 7,618 | $ 12,217 | |
Intersegment revenues | |||||
Segment gross profit | 524 | 1,823 | 2,937 | 4,734 | |
Depreciation and amortization | 19 | 74 | 122 | 221 | |
Segment net income (loss) before income taxes | (265) | (46) | (899) | (937) | |
PG [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue from external customers | 794 | 661 | 2,057 | 1,774 | |
Intersegment revenues | |||||
Segment gross profit | 438 | 401 | 1,023 | 1,035 | |
Depreciation and amortization | 16 | 18 | 48 | 53 | |
Segment net income (loss) before income taxes | (243) | (431) | (893) | (1,131) | |
CP [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue from external customers | 148 | 126 | 487 | 376 | |
Intersegment revenues | |||||
Segment gross profit | 86 | 34 | 283 | 216 | |
Depreciation and amortization | 3 | 3 | 11 | 11 | |
Segment net income (loss) before income taxes | (22) | (6) | (78) | (130) | |
Energy & Security Sonar Solutions [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue from external customers | [1] | 3,277 | 4,620 | 9,025 | |
Intersegment revenues | [1] | ||||
Segment gross profit | [1] | 1,258 | 1,517 | 3,048 | |
Depreciation and amortization | [1] | 47 | 53 | 137 | |
Segment net income (loss) before income taxes | [1] | 336 | 82 | 132 | |
Other [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Revenue from external customers | [1] | 338 | 454 | 1,042 | |
Intersegment revenues | [1] | ||||
Segment gross profit | [1] | 130 | 114 | 435 | |
Depreciation and amortization | [1] | 6 | 10 | 20 | |
Segment net income (loss) before income taxes | [1] | $ 55 | $ (10) | $ 192 | |
[1] | Results for the nine months ended September 30, 2016, only include results for the period January 1, 2016 to April 21, 2016. See Note 3. |
Segment Reporting - Schedule of
Segment Reporting - Schedule of Reconciliation of Segment Data to Consolidated Statement of Operations (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | ||
Segment Reporting [Abstract] | |||||
Total net loss before income taxes for reportable segments | $ (266) | $ (101) | $ (889) | $ (1,129) | |
Other operational segment net income (loss) before income taxes | 55 | (10) | 192 | ||
Total segment net loss before income taxes | (266) | (46) | (899) | (937) | |
Unallocated cost of corporate headquarters | [1] | (369) | (990) | (2,352) | (2,881) |
Unallocated benefit (cost) of DSIT headquarters | [2] | (9) | (6) | (75) | |
Consolidated loss before income taxes | $ (635) | $ (1,045) | $ (3,257) | $ (3,893) | |
[1] | Includes stock compensation expense of $523 and $243 for the nine month periods ended September 30, 2015 and 2016 and $146 and $9 for the three month periods ended September 30, 2015 and 2016, respectively. The nine month period ended September 30, 2016 also includes $460 of salary and associated costs and medical insurance associated with the resignation of Mr. Moore and $502 of interest expense to Leap Tide and directors. | ||||
[2] | Results for the nine months ended September 30, 2016, only include results for the period January 1, 2016 to April 21, 2016. See Note 3. |
Segment Reporting - Schedule 48
Segment Reporting - Schedule of Reconciliation of Segment Data to Consolidated Statement of Operations (Details) (Parenthetical) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2016 | Sep. 30, 2015 | Sep. 30, 2016 | Sep. 30, 2015 | |
Stock compensation expense | $ 9 | $ 146 | $ 243 | $ 523 |
Salary expense | 460 | |||
Leap Tide And Directors Loan [Member] | ||||
Interest expense debt | $ 502 |