Acorn Energy (ACFN) 10-Q 12 May 21 2021 Q1 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	3 Months Ended
	Mar. 31, 2021	May 07, 2021
Cover [Abstract]
Entity Registrant Name	ACORN ENERGY, INC.
Entity Central Index Key	0000880984
Document Type	10-Q
Document Period End Date	Mar. 31, 2021
Amendment Flag	false
Current Fiscal Year End Date	--12-31
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business Flag	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		39,687,589
Document Fiscal Period Focus	Q1
Document Fiscal Year Focus	2021

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 1,974	$ 2,063
Accounts receivable, net	647	608
Inventory, net	243	236
Deferred charges	722	764
Other current assets	141	126
Total current assets	3,727	3,797
Property and equipment, net	258	268
Right-of-use assets, net	471	494
Other assets	623	642
Total assets	5,079	5,201
Current liabilities:
Short-term credit		149
Accounts payable	298	229
Accrued expenses	191	168
Deferred revenue	3,181	3,214
Current operating lease liabilities	101	99
Other current liabilities	27	33
Total current liabilities	3,798	3,892
Non-current liabilities:
Deferred revenue	1,299	1,340
Noncurrent operating lease liabilities	417	443
Other long-term liabilities	48	45
Total long-term liabilities	1,764	1,828
Commitments and contingencies
Deficit:
Acorn Energy, Inc. shareholders Common stock - $0.01 par value per share: Authorized - 42,000,000 shares; Issued - 39,687,589 shares at March 31, 2021 and December 31, 2020	397	397
Additional paid-in capital	102,741	102,726
Warrants	3	3
Accumulated deficit	(100,593)	(100,613)
Treasury stock, at cost - 801,920 shares at March 31, 2021 and December 31, 2020	(3,036)	(3,036)
Total Acorn Energy, Inc. shareholders' deficit	(488)	(523)
Non-controlling interests	5	4
Total deficit	(483)	(519)
Total liabilities and deficit	$ 5,079	$ 5,201

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Unaudited) (Parenthetical) - $ / shares	Mar. 31, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Common stock, par value	$ 0.01	$ 0.01
Common stock, shares authorized	42,000,000	42,000,000
Common stock, shares issued	39,687,589	39,687,589
Treasury stock, shares	801,920	801,920

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Income Statement [Abstract]
Revenue	$ 1,705	$ 1,338
Cost of sales	495	416
Gross profit	1,210	922
Operating expenses:
Research and development expense	178	155
Selling, general and administrative expense	1,006	1,041
Total operating expenses	1,184	1,196
Operating income (loss)	26	(274)
Finance expense, net	(4)	(10)
Income (loss) before income taxes	22	(284)
Income tax expense
Net income (loss)	22	(284)
Non-controlling interest share of net (income) loss	(2)	1
Net income (loss) attributable to Acorn Energy, Inc. shareholders	$ 20	$ (283)
Basic and diluted net income (loss) per share attributable to Acorn Energy, Inc. shareholders:
Total attributable to Acorn Energy, Inc. shareholders	$ 0	$ (0.01)
Weighted average number of shares outstanding attributable to Acorn Energy, Inc. shareholders - basic and diluted:
Basic	39,687,000	39,631,000
Diluted	39,860,000	39,631,000

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Changes in Deficit (Unaudited) - USD ($) $ in Thousands	Common Stock [Member]	Additional Paid-In Capital [Member]	Warrants [Member]	Accumulated Deficit [Member]	Treasury Stock [Member]	Total Acorn Energy, Inc. Shareholders' Deficit [Member]	Non-Controlling Interests [Member]	Total
Balances at Dec. 31, 2019	$ 396	$ 101,655	$ 1,021	$ (100,682)	$ (3,036)	$ (646)	$ 1	$ (645)
Balances, shares at Dec. 31, 2019	39,591,000				802,000
Net income (loss)				(283)		(283)	(1)	(284)
Proceeds from stock option exercise	$ 1	18				19		19
Proceeds from stock option exercise, shares	96,000
Accrued dividend in OmniMetrix preferred shares							(1)	(1)
Stock option compensation		6				6		6
Balances at Mar. 31, 2020	$ 397	101,679	1,021	(100,965)	$ (3,036)	(904)	(1)	(905)
Balances, shares at Mar. 31, 2020	39,687,000				802,000
Balances at Dec. 31, 2020	$ 397	102,726	3	(100,613)	$ (3,036)	(523)	4	(519)
Balances, shares at Dec. 31, 2020	39,687,000				802,000
Net income (loss)				20		20	2	$ 22
Proceeds from stock option exercise, shares
Accrued dividend in OmniMetrix preferred shares							(1)	$ (1)
Stock option compensation		15				15		15
Balances at Mar. 31, 2021	$ 397	$ 102,741	$ 3	$ (100,593)	$ (3,036)	$ (488)	$ 5	$ (483)
Balances, shares at Mar. 31, 2021	39,687,000				802,000

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Cash flows provided by operating activities:
Net income (loss)	$ 22	$ (284)
Depreciation and amortization	18	16
Non-cash lease expense	29	29
Stock-based compensation	15	6
Change in operating assets and liabilities:
(Increase) decrease in accounts receivable	(39)	434
Increase in inventory	(7)	(18)
Decrease in deferred charges	61	27
(Increase) decrease in other current assets	(15)	53
Increase (decrease) in accounts payable and accrued expenses	92	(7)
Decrease in deferred revenue	(74)	(9)
Decrease in operating lease liability	(30)	(28)
(Decrease) increase in other current liabilities and non-current liabilities	(4)	18
Net cash provided by operating activities	68	237
Cash flows used in investing activities:
Purchases of hardware and software	(8)	(87)
Payments made for patent filings		(3)
Net cash used in investing activities	(8)	(90)
Cash flows (used in) provided by financing activities:
Short-term credit, net	(149)	3
Stock option exercise proceeds		19
Net cash (used in) provided by financing activities	(149)	22
Net (decrease) increase in cash	(89)	169
Cash at the beginning of the year	2,063	1,247
Cash at the end of the period	1,974	1,416
Cash paid during the year for:
Interest	4	7
Non-cash investing and financing activities:
Accrued preferred dividends to former Omnimetrix CEO	$ 1	$ 1

Basis of Presentation

Basis of Presentation	3 Months Ended
	Mar. 31, 2021
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Basis of Presentation	NOTE 1— BASIS OF PRESENTATION The accompanying unaudited condensed consolidated financial statements of Acorn Energy, Inc. and its subsidiaries, OmniMetrix, LLC and OMX Holdings, Inc. (collectively, “Acorn” or “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 three-month period ended March 31, 2021 are not necessarily indicative of the results that may be expected for the year ending December 31, 2021. Certain reclassifications have been made to the Company’s unaudited condensed consolidated financial statements for the three-month period ended March 31, 2020 to conform to the current period’s unaudited condensed consolidated financial statement presentation. There was no effect on total assets, equity and net loss. A reclassification of $2,400 from the parent company’s SG&A expense to the subsidiary’s SG&A expense was recorded to reclass the stock compensation expense of subsidiary employees. 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, 2020. Basic and Diluted Net Income (Loss) Per Share Basic net income (loss) per share is computed by dividing the net income (loss) attributable to Acorn Energy, Inc. by the weighted average number of shares outstanding during the year, excluding treasury stock. Diluted net income (loss) per share is computed by dividing the net income (loss) by the weighted average number of shares outstanding plus the dilutive potential of common shares which would result from the exercise of stock options and warrants. The dilutive effects of stock options and warrants are excluded from the computation of diluted net loss per share if doing so would be antidilutive. The weighted average number of options and warrants that were excluded from the computation of diluted net loss per share, as they had an antidilutive effect, was approximately 245,000 (which have a weighted average exercise price of $0.99) and approximately 2,987,000 (which have a weighted average exercise price of $1.36) for the three month periods ending March 31, 2021 and 2020, respectively. The following data represents the amounts used in computing EPS and the effect on net income (loss) and the weighted average number of shares of dilutive potential common stock (in thousands): Three months ended March 31, 2021 2020 Net income (loss) available to common stockholders $ 20 $ (283 ) Weighted average shares outstanding: -Basic 39,687 39,631 Add: Warrants 26 — Add: Stock options 147 — -Diluted 39,860 39,631 Basic and diluted net income (loss) per share $ 0.00 $ (0.01 )

Recent Authoritative Guidance

Recent Authoritative Guidance	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
Recent Authoritative Guidance	NOTE 2—RECENT AUTHORITATIVE GUIDANCE Recently Issued Accounting Principles Other than the pronouncement noted below, there have been no recent accounting pronouncements or changes in accounting pronouncements during the three-month period ended March 31, 2021, that are of material significance, or have potential material significance, to the Company. In June 2016, the FASB issued ASU 2016-13, Financial Instruments-Credit Losses (“ASC 326”), authoritative guidance amending how entities will measure credit losses for most financial assets and certain other instruments that are not measured at fair value through net income. The guidance requires the application of a current expected credit loss model, which is a new impairment model based on expected losses. The new guidance is effective for interim and annual reporting periods beginning after December 15, 2022. The Company is currently evaluating the impact of the new guidance on its condensed consolidated financial statements and related disclosures.

Liquidity

Liquidity	3 Months Ended
	Mar. 31, 2021
Share-based Compensation Arrangement by Share-based Payment Award, Options, Shares Forfeited in Net Exercise in Period
Liquidity	NOTE 3—LIQUIDITY At March 31, 2021, the Company had negative working capital of approximately $71,000. The Company’s working capital includes approximately $1,974,000 of cash and deferred revenue of approximately $3,181,000. The deferred revenue does not require significant cash outlay for the revenue to be recognized. During the first three months of 2021, the Company’s OmniMetrix, LLC subsidiary provided approximately $342,000 from operations while the Company’s corporate headquarters used approximately $274,000 during the same period. OmniMetrix is considered an essential business because it provides infrastructure support to both government and commercial sectors and across key industries. The Company has experienced minimal negative impacts due to the COVID-19 pandemic to date. The Company has continued to realize new equipment sales (although not at the anticipated growth rate due to travel restrictions which have negatively impacted the sales closing timeline), has continued to collect its monthly recurring monitoring revenues and has retained its customer base. While the impacts of COVID-19 in the future are uncertain, the Company believes that due to the need for backup power and the desirability of remote monitoring services, it should be positioned for stable financial performance. As of May 7, 2021, the Company had cash of approximately $1,968,000. The Company believes that such cash, plus the cash generated from operations, will provide sufficient liquidity to finance the operating activities of Acorn and OmniMetrix at their current level of operations for the foreseeable future and for the twelve months from the issuance of these unaudited condensed consolidated financial statements in particular. The Company may, at some point, elect to obtain a new line of credit to fund additional investments in the business.

Leases

Leases	3 Months Ended
	Mar. 31, 2021
Inventory Disclosure [Abstract]
Leases	NOTE 4—LEASES OmniMetrix leases office space and office equipment under operating lease agreements. The office lease expires on September 30, 2025. The office equipment lease was entered into in April 2019 and has a sixty-month term. Operating lease payments for the three months ended March 31, 2021 and 2020 were approximately $30,000 and $28,000, respectively. The future minimum lease payments on non-cancellable operating leases as of March 31, 2021 using a discount rate of 4.5% are $518,000. Supplemental balance sheet information related to leases consisted of the following: 2021 Weighted average remaining lease terms for operating leases 4.47 The table below reconciles the undiscounted future minimum lease payments under non-cancelable lease agreements having initial terms in excess of one year to the total operating lease liabilities recognized on the unaudited condensed consolidated balance sheet as of March 31, 2021 (in thousands): Twelve-month period ended March 31, 2022 $ 122 2023 125 2024 129 2025 130 2026 66 Total undiscounted cash flows 572 Less: Imputed interest (54 ) Present value of operating lease liabilities (a) $ 518 (a) Includes current portion of $101,000 for operating leases.

Debt

Debt	3 Months Ended
	Mar. 31, 2021
Debt Disclosure [Abstract]
Debt	NOTE 5—DEBT In March 2019, OmniMetrix reinstated its loan and security agreement which provided OmniMetrix with access to accounts receivable formula-based financing of the lesser of 75% of eligible receivables or $1,000,000. Debt incurred under this financing arrangement bore interest at the greater of 6% and prime plus 1.5% per year. In addition, OmniMetrix was to pay a monthly service charge of 0.75% of the average aggregate principal amount outstanding for the prior month, for an effective rate of interest on advances of 15% at February 28, 2021. OmniMetrix also agreed to continue to maintain a minimum loan balance of $150,000 in its line-of-credit with the lender for a minimum of two years beginning March 1, 2019. From time to time, the balance outstanding fell below $150,000 based on collections applied against the loan balance and the timing of loan draws. The monthly service charge and interest was calculated on the greater of the outstanding balance or $150,000. Interest expense for the period January 1, 2021 to February 28, 2021, when the line expired, was approximately $4,000 compared to approximately $7,000 for the three months ended March 31, 2020. OmniMetrix paid off the outstanding balance in February 2021 and decided not to renew this line of credit, which expired in accordance with its terms on February 28, 2021.

Commitments and Contingencies

Commitments and Contingencies	3 Months Ended
	Mar. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	NOTE 6—COMMITMENTS AND CONTINGENCIES On August 19, 2019, OmniMetrix entered into an agreement with a software development partner to create and license to OmniMetrix a new software platform and application. Pursuant to this agreement, OmniMetrix paid this partner equal monthly payments over the first seven months of the term of the agreement equal to $200,000 in the aggregate. In addition, OmniMetrix will pay the partner (i) a per-sensor monitoring fee for each sensor connected to the developed technology, or (ii) a percentage of any revenue received above a specified amount per sensor monitored per month in oil and gas applications only. Commencing on January 1, 2021, OmniMetrix pays the partner an annual licensing fee of $50,000 which is paid in quarterly increments of $12,500. The per-sensor monitoring fees have not yet commenced. The initial term of this agreement ends on August 19, 2022 but will automatically renew for one-year periods unless either party delivers a written notice of termination to the other party sixty days prior to the end of the respective term. On April 28, 2020, the Company entered into a new agreement for data hosting services, replacing an expiring agreement with the same vendor, effective May 1, 2020. The agreement has a twelve-month term and the total payments under this agreement are approximately $148,000 in the aggregate. In January 2021, the Company elected to renew this agreement for an additional twelve-months under the same terms. The Company paid approximately $37,500 under this agreement in the three months ended March 31, 2021. The agreement will now expire on April 30, 2022. On March 17, 2021, the Company entered into a master services agreement for the development of a new user interface for its customer data portal. The cost of this project is not expected to exceed approximately $85,000 and is expected to be completed by July 31, 2021. This master services agreement also covers strategic enhancements to our technology infrastructure at an estimated investment of approximately $21,000 that will be completed by year-end. In addition to the above, the Company has approximately $600,000 in other contractual obligations related to software agreements, operating leases and contractual services, payable through 2026.

Equity

Equity	3 Months Ended
	Mar. 31, 2021
Equity [Abstract]
Equity	NOTE 7—EQUITY (a) General At March 31, 2021 the Company had issued and outstanding 39,687,589 shares of its common stock, par value $0.01 per share. Holders of outstanding common stock are entitled to receive dividends when, as and if declared by the Board and to share ratably in the assets of the Company legally available for distribution in the event of a liquidation, dissolution or winding up of the Company. The Company is not authorized to issue preferred stock. Accordingly, no preferred stock is issued or outstanding. (b) Summary Employee Option Information The Company’s stock option plans provide for the grant to officers, directors and employees of options to purchase shares of common stock. The purchase price may be paid in cash or, if the option is “in-the-money” at the end of the option term, it is automatically exercised “net”. In a net exercise of an option, the Company does not require a payment of the exercise price of the option from the optionee, but reduces the number of shares of common stock issued upon the exercise of the option by the smallest number of whole shares that has an aggregate fair market value equal to or in excess of the aggregate exercise price for the option shares covered by the option exercised. Each option is exercisable for one share of the Company’s common stock. Most options expire within five to ten years from the date of the grant, and generally vest over three-year period from the date of the grant. At March 31, 2021, 1,652,394 options were available for grant under the Amended and Restated 2006 Stock Incentive Plan and no options were available for grant under the 2006 Stock Option Plan for Non-Employee Directors. During the three months ended March 31, 2021, 30,000 options were issued to directors and 35,000 options were issued to the Company’s CEO. In the three months ended March 31, 2021, there were no grants to non-employees. The fair value of the options issued was approximately $19,000. No options were exercised in the three months ended March 31, 2021. The intrinsic value of options outstanding and of options exercisable at March 31, 2021 was approximately $197,000 and $102,000, respectively. The Company utilized the Black-Scholes option-pricing model to estimate fair value, utilizing the following assumptions for the respective years (all in weighted averages): Number of Options (in shares) Weighted Average Exercise Price Per Weighted Aggregate Outstanding at December 31, 2020 722,501 $ 0.62 4.4 years $ 29,000 Granted 65,000 0.43 Exercised — — Forfeited or expired (16,255 ) 4.07 Outstanding at March 31, 2021 771,246 $ 0.53 4.5 years $ 197,000 Exercisable at March 31, 2021 429,828 $ 0.67 3.4 years $ 102,000 The fair value of the options granted of approximately $19,000 was estimated on the grant date using the Black-Scholes option-pricing model with the following weighted average assumptions: Risk-free interest rate .25 % Expected term of options 3.7 years Expected annual volatility 102 % Expected dividend yield — % (c) Stock-based Compensation Expense Stock-based compensation expense included in selling, general and administrative expenses in the Company’s unaudited condensed consolidated statements of operations was approximately $15,000 and $6,000 for the three-month periods ended March 31, 2021 and 2020, respectively. The total compensation cost related to non-vested awards not yet recognized was approximately $64,000 as of March 31, 2021. (d) 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 Weighted Outstanding at December 31, 2020 35,000 $ 0.13 2.2 years Granted — — Exercised — — Forfeited or expired — — Outstanding at March 31, 2021 35,000 $ 0.13 1.95 years

Segment Reporting

Segment Reporting	3 Months Ended
	Mar. 31, 2021
Segment Reporting [Abstract]
Segment Reporting	NOTE 8— SEGMENT REPORTING As of March 31, 2021, the Company operates in two reportable operating segments, both of which are performed through the Company’s OmniMetrix subsidiary: ● The PG (Power Generation) segment provides wireless remote monitoring and control systems and services for critical assets as well as Internet of Things applications. The PG segment includes OmniMetrix’s monitoring device for industrial air compressors and dryers, and a new line of annunciators. ● The CP (Cathodic Protection) segment provides remote monitoring of cathodic protection systems on gas pipelines for gas utilities and pipeline companies. The Company’s reportable segments are strategic business units, offering different products and services, and are managed separately as each business requires different technology and marketing strategies. The following tables represent segmented data for the three-month periods ended March 31, 2021 and 2020 (in thousands): PG CP Total Three months ended March 31, 2021: Revenues from external customers $ 1,458 $ 247 $ 1,705 Segment gross profit 1,068 142 1,210 Depreciation and amortization 16 2 18 Segment income (loss) before income taxes $ 276 $ (13 ) $ 263 Three months ended March 31, 2020: Revenues from external customers $ 1,109 $ 229 $ 1,338 Segment gross profit 805 117 922 Depreciation and amortization 13 3 16 Segment income (loss) before income taxes $ 3 $ (62 ) $ (59 ) The Company does not currently break out total assets by reportable segment as there is a high level of shared utilization between the segments. Further, the Chief Decision Maker does not review the assets by segment. Reconciliation of Segment Net Income (Loss) to Consolidated Net Income (Loss) Before Income Taxes Three months ended March 31, 2021 2020 Total net income (loss) before income taxes for reportable segments $ 263 $ (59 ) Unallocated cost of corporate headquarters (241 ) (225 ) Consolidated net income (loss) before income taxes $ 22 $ (284 )

Revenue

Revenue	3 Months Ended
	Mar. 31, 2021
Revenue from Contract with Customer [Abstract]
Revenue	NOTE 9—REVENUE The following table disaggregates the Company’s revenue for the three-month periods ended March 31, 2021 and 2020 (in thousands): Hardware Monitoring Total Three months ended March 31, 2021: PG Segment $ 517 $ 941 $ 1,458 CP Segment 180 67 247 Total Revenue $ 697 $ 1,008 $ 1,705 Hardware Monitoring Total Three months ended March 31, 2020: PG Segment $ 277 $ 832 $ 1,109 CP Segment 166 63 229 Total Revenue $ 443 $ 895 $ 1,338 Deferred revenue activity for the three months ended March 31, 2021 can be seen in the table below (in thousands): Hardware Monitoring Total Balance at December 31, 2020 $ 2,576 $ 1,978 $ 4,554 Additions during the period 378 1,006 1,384 Recognized as revenue (449 ) (1,009 ) (1,458 ) Balance at March 31, 2021 $ 2,505 $ 1,975 $ 4,480 Amounts to be recognized as revenue in the twelve-month-period ending: March 31, 2022 $ 1,432 $ 1,749 $ 3,181 March 31, 2023 819 219 1,038 March 31, 2024 and thereafter 254 7 261 $ 2,505 $ 1,975 $ 4,480 Other revenue of approximately $247,000 is related to accessories, repairs, and other miscellaneous charges that are recognized to revenue when sold and are not deferred. Deferred charges relate only to the sale of equipment. Deferred charges activity for the three months ended March 31, 2021 can be seen in the table below (in thousands): Balance at December 31, 2020 $ 1,306 Additions, net of adjustments, during the period 163 Recognized as cost of sales (237 ) Balance at March 31, 2021 $ 1,232 Amounts to be recognized as cost of sales in the twelve-month-period ending: March 31, 2022 $ 722 March 31, 2023 397 * March 31, 2024 and thereafter 113 * $ 1,232 Other COGS recognized of approximately $121,000 is related to accessories, repairs, and other miscellaneous charges that are recognized to revenue when sold and are not deferred, in addition to approximately $137,000 in monitoring COGS which is not deferred. *Amounts included in other assets in the Company’s unaudited condensed consolidated balance sheets at March 31, 2021. The following table provides a reconciliation of the Company’s sales commissions contract assets for the three-month period ended March 31, 2021 (in thousands): Hardware Monitoring Total Balance at December 31, 2020 $ 136 $ 41 $ 177 Additions during the period 42 6 48 Amortization of sales commissions (23 ) (5 ) (28 ) Balance at March 31, 2021 $ 155 $ 42 $ 197 The capitalized sales commissions are included in other current assets (approximately $97,000) and other assets (approximately $100,000) in the Company’s unaudited condensed consolidated balance sheets at March 31, 2021. The capitalized sales commissions are included in other current assets (approximately $90,000) and other assets (approximately $87,000) in the Company’s unaudited condensed consolidated balance sheets at December 31, 2020.

Subsequent Events

Subsequent Events	3 Months Ended
	Mar. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	NOTE 10—SUBSEQUENT EVENTS On May 10, 2021, the Company’s Chief Financial Officer was granted options to purchase 100,000 shares of the Company’s common stock, with an exercise price of $0.62 per share. The options vest and become exercisable on the first anniversary of the date of the grant and shall expire upon the earlier of (a) seven years from the date of the grant or (b) 18 months from the date she ceases to be a consultant to the Company. The fair value of this option award was approximately $42,000.

Basis of Presentation (Tables)

Basis of Presentation (Tables)	3 Months Ended
	Mar. 31, 2021
Accounting Policies [Abstract]
Schedule of Effect on Net Income Loss and Weighted Average Number of Shares	The following data represents the amounts used in computing EPS and the effect on net income (loss) and the weighted average number of shares of dilutive potential common stock (in thousands): Three months ended March 31, 2021 2020 Net income (loss) available to common stockholders $ 20 $ (283 ) Weighted average shares outstanding: -Basic 39,687 39,631 Add: Warrants 26 — Add: Stock options 147 — -Diluted 39,860 39,631 Basic and diluted net income (loss) per share $ 0.00 $ (0.01 )

Leases (Tables)

Leases (Tables)	3 Months Ended
	Mar. 31, 2021
Leases [Abstract]
Schedule of Supplemental Balance Sheet Information Related to Leases	2021 Weighted average remaining lease terms for operating leases 4.47
Schedule of Future Minimum Lease Payments	The table below reconciles the undiscounted future minimum lease payments under non-cancelable lease agreements having initial terms in excess of one year to the total operating lease liabilities recognized on the unaudited condensed consolidated balance sheet as of March 31, 2021 (in thousands): Twelve-month period ended March 31, 2022 $ 122 2023 125 2024 129 2025 130 2026 66 Total undiscounted cash flows 572 Less: Imputed interest (54 ) Present value of operating lease liabilities (a) $ 518 (a) Includes current portion of $101,000 for operating leases.

Equity (Tables)

Equity (Tables)	3 Months Ended
	Mar. 31, 2021
Equity [Abstract]
Summary of Black-Scholes Option Pricing to Estimate Fair Value	The Company utilized the Black-Scholes option-pricing model to estimate fair value, utilizing the following assumptions for the respective years (all in weighted averages): Number of Options (in shares) Weighted Average Exercise Price Per Weighted Aggregate Outstanding at December 31, 2020 722,501 $ 0.62 4.4 years $ 29,000 Granted 65,000 0.43 Exercised — — Forfeited or expired (16,255 ) 4.07 Outstanding at March 31, 2021 771,246 $ 0.53 4.5 years $ 197,000 Exercisable at March 31, 2021 429,828 $ 0.67 3.4 years $ 102,000
Schedule of Stock Options Fair Value Assumptions Estimated Using Black-Scholes Pricing Model	The fair value of the options granted of approximately $19,000 was estimated on the grant date using the Black-Scholes option-pricing model with the following weighted average assumptions: Risk-free interest rate .25 % Expected term of options 3.7 years Expected annual volatility 102 % 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 Weighted Outstanding at December 31, 2020 35,000 $ 0.13 2.2 years Granted — — Exercised — — Forfeited or expired — — Outstanding at March 31, 2021 35,000 $ 0.13 1.95 years

Segment Reporting (Tables)

Segment Reporting (Tables)	3 Months Ended
	Mar. 31, 2021
Segment Reporting [Abstract]
Summary of Segmented Data	The following tables represent segmented data for the three-month periods ended March 31, 2021 and 2020 (in thousands): PG CP Total Three months ended March 31, 2021: Revenues from external customers $ 1,458 $ 247 $ 1,705 Segment gross profit 1,068 142 1,210 Depreciation and amortization 16 2 18 Segment income (loss) before income taxes $ 276 $ (13 ) $ 263 Three months ended March 31, 2020: Revenues from external customers $ 1,109 $ 229 $ 1,338 Segment gross profit 805 117 922 Depreciation and amortization 13 3 16 Segment income (loss) before income taxes $ 3 $ (62 ) $ (59 )
Schedule of Reconciliation of Segment Data to Consolidated Net Income Loss Before Income Taxes	Reconciliation of Segment Net Income (Loss) to Consolidated Net Income (Loss) Before Income Taxes Three months ended March 31, 2021 2020 Total net income (loss) before income taxes for reportable segments $ 263 $ (59 ) Unallocated cost of corporate headquarters (241 ) (225 ) Consolidated net income (loss) before income taxes $ 22 $ (284 )

Revenue (Tables)

Revenue (Tables)	3 Months Ended
	Mar. 31, 2021
Revenue from Contract with Customer [Abstract]
Schedule of Disaggregates of Revenue	The following table disaggregates the Company’s revenue for the three-month periods ended March 31, 2021 and 2020 (in thousands): Hardware Monitoring Total Three months ended March 31, 2021: PG Segment $ 517 $ 941 $ 1,458 CP Segment 180 67 247 Total Revenue $ 697 $ 1,008 $ 1,705 Hardware Monitoring Total Three months ended March 31, 2020: PG Segment $ 277 $ 832 $ 1,109 CP Segment 166 63 229 Total Revenue $ 443 $ 895 $ 1,338
Schedule of Deferred Revenue Activity	Deferred revenue activity for the three months ended March 31, 2021 can be seen in the table below (in thousands): Hardware Monitoring Total Balance at December 31, 2020 $ 2,576 $ 1,978 $ 4,554 Additions during the period 378 1,006 1,384 Recognized as revenue (449 ) (1,009 ) (1,458 ) Balance at March 31, 2021 $ 2,505 $ 1,975 $ 4,480 Amounts to be recognized as revenue in the twelve-month-period ending: March 31, 2022 $ 1,432 $ 1,749 $ 3,181 March 31, 2023 819 219 1,038 March 31, 2024 and thereafter 254 7 261 $ 2,505 $ 1,975 $ 4,480
Schedule of Deferred Charges Activity	Deferred charges relate only to the sale of equipment. Deferred charges activity for the three months ended March 31, 2021 can be seen in the table below (in thousands): Balance at December 31, 2020 $ 1,306 Additions, net of adjustments, during the period 163 Recognized as cost of sales (237 ) Balance at March 31, 2021 $ 1,232 Amounts to be recognized as cost of sales in the twelve-month-period ending: March 31, 2022 $ 722 March 31, 2023 397 * March 31, 2024 and thereafter 113 * $ 1,232
Schedule of Sales Commissions Contract Assets	The following table provides a reconciliation of the Company’s sales commissions contract assets for the three-month period ended March 31, 2021 (in thousands): Hardware Monitoring Total Balance at December 31, 2020 $ 136 $ 41 $ 177 Additions during the period 42 6 48 Amortization of sales commissions (23 ) (5 ) (28 ) Balance at March 31, 2021 $ 155 $ 42 $ 197

Basis of Presentation (Details

Basis of Presentation (Details Narrative) - USD ($)	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Reclassification of selling general and administration	$ 2,400
Weighted average number of options and warrants	245,000	2,987,000
Weighted average exercise price of options and warrants	$ 0.99	$ 1.36

Basis of Presentation - Schedul

Basis of Presentation - Schedule of Effect on Net Income Loss and Weighted Average Number of Shares (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Organization, Consolidation and Presentation of Financial Statements [Abstract]
Net income (loss) available to common stockholders	$ 20	$ (283)
Weighted average shares outstanding: Basic	39,687,000	39,631,000
Add: Warrants	26,000
Add: Stock options	147,000
Weighted average shares outstanding: Diluted	39,860,000	39,631,000
Basic and diluted net income (loss) per share	$ 0	$ (0.01)

Liquidity (Details Narrative)

Liquidity (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	May 07, 2021	Dec. 31, 2020
Working capital	$ (71)
Cash	1,974		$ 2,063
Deferred revenue	3,181		$ 3,214
Subsequent Event [Member]
Cash		$ 1,968
OmniMetrix, LLC [Member]
Income from operations	342
Income from operations used by corporate headquarters	$ 274

Leases (Details Narrative)

Leases (Details Narrative) - USD ($) $ in Thousands		1 Months Ended	3 Months Ended
		Apr. 30, 2019	Mar. 31, 2021	Mar. 31, 2020
Operating lease discount rate			4.50%
Operating lease liability	[1]		$ 518
Operating Lease Agreements [Member] | Omni Metrix Holdings, Inc. [Member]
Lease expiration date			Sep. 30, 2025
Lease description		The office equipment lease was entered into in April 2019 and has a sixty-month term.
Operating lease payments			$ 30	$ 28
[1]	Includes current portion of $101,000 for operating leases.

Leases - Schedule of Supplement

Leases - Schedule of Supplemental Balance Sheet Information Related to Leases (Details)	Mar. 31, 2021
Leases [Abstract]
Weighted average remaining lease terms for operating leases	4 years 5 months 20 days

Leases - Schedule of Future Min

Leases - Schedule of Future Minimum Lease Payments (Details) $ in Thousands	Mar. 31, 2021USD ($)
Leases [Abstract]
2022	$ 122
2023	125
2024	129
2025	130
2026	66
Total undiscounted cash flows	572
Less: Imputed interest	(54)
Present value of operating lease liabilities	$ 518	[1]
[1]	Includes current portion of $101,000 for operating leases.

Leases - Schedule of Future M_2

Leases - Schedule of Future Minimum Lease Payments (Details) (Parenthetical) - USD ($) $ in Thousands	Mar. 31, 2021	Dec. 31, 2020
Leases [Abstract]
Current operating lease	$ 101	$ 99

Debt (Details Narrative)

Debt (Details Narrative) - USD ($) $ in Thousands	1 Months Ended	2 Months Ended	3 Months Ended
	Mar. 31, 2019	Feb. 28, 2021	Mar. 31, 2021
Interest expense		$ 4	$ 7
Omni Metrix [Member]
Debt instrument expiration date			Feb. 28, 2021
Omni Metrix [Member] | Loan and Security Agreement [Member]
Percentage of all eligible invoices	75.00%
Maximum financing of account receivable formula-based agreement	$ 1,000
Debt interest rate description	The greater of 6% and prime plus 1.5% per year.
Percentage of monthly service charge	0.75%
Debt effective interest rate		15.00%
Minimum loan balance	$ 150
Monthly service charge and interest outstanding	$ 150

Commitments and Contingencies (

Commitments and Contingencies (Details Narrative) - USD ($)	Mar. 17, 2021	Apr. 28, 2020	Aug. 19, 2019	Mar. 31, 2021
Omni Metrix [Member]
Monthly payments			$ 200,000
Partner sensor transaction description			In addition, OmniMetrix will pay the partner (i) a per-sensor monitoring fee for each sensor connected to the developed technology, or (ii) a percentage of any revenue received above a specified amount per sensor monitored per month in oil and gas applications only. Commencing on January 1, 2021, OmniMetrix pays the partner an annual licensing fee of $50,000 which is paid in quarterly increments of $12,500. The per-sensor monitoring fees have not yet commenced. The initial term of this agreement ends on August 19, 2022 but will automatically renew for one-year periods unless either party delivers a written notice of termination to the other party sixty days prior to the end of the respective term.
Annual licensing fee			$ 50,000
Monthly licensing fee			$ 12,500
Debt instrument expiration date				Feb. 28, 2021
New Agreement [Member]
Payments of loan		$ 148,000
Debt instrument, term		12 months
Commitment and contingencies contribution paid		$ 37,500
Debt instrument expiration date		Apr. 30, 2022
Master Services Agreement [Member]
Cost of the project	$ 85,000
Debt instrument increase	21,000
Contractual obligations related to software agreements, operating leases and contractual services	$ 600,000

Equity (Details Narrative)

Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Common stock issued	39,687,589		39,687,589
Common stock, shares outstanding	39,687,589
Common stock par value	$ 0.01		$ 0.01
Number of options granted during period	65,000
Fair value of options granted during period	$ 19
Number of options exercised
Intrinsic value of options outstanding	$ 197		$ 29
Intrinsic value of options exercisable	102
Stock based compensation expense	15	$ 6
Compensation cost, non-vested awards not yet recognized	$ 64
Amended and Restated 2006 Stock Incentive Plan [Member]
Number of options available for grant	1,652,394
Directors [Member]
Number of options granted during period	30,000
Company's CEO [Member]
Number of options granted during period	35,000
Non Employee [Member]
Number of options granted during period

Equity - Summary of Black-Schol

Equity - Summary of Black-Scholes Option Pricing to Estimate Fair Value (Details) $ / shares in Units, $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)$ / sharesshares
Equity [Abstract]
Number of Options (in shares), Outstanding at beginning of year | shares	722,501
Number of Options (in shares), Granted at market price | shares	65,000
Number of Options (in shares), Exercised | shares
Number of Options (in shares), Forfeited or expired | shares	(16,255)
Number of Options (in shares), Outstanding at end of year | shares	771,246
Number of Options (in shares), Exercisable at end of year | shares	429,828
Weighted Average Exercise Price Per Share, Outstanding at beginning of year | $ / shares	$ 0.62
Weighted Average Exercise Price Per Share, Granted | $ / shares	0.43
Weighted Average Exercise Price Per Share, Exercised | $ / shares
Weighted Average Exercise Price Per Share, Forfeited or expired | $ / shares	4.07
Weighted Average Exercise Price Per Share, Outstanding at end of year | $ / shares	0.53
Weighted Average Exercise Price Per Share, Exercisable at end of year | $ / shares	$ 0.67
Weighted average remaining contractual life at beginning	3 years 8 months 12 days
Weighted average remaining contractual life at end	4 years 6 months
Weighted average remaining contractual life at exercisable	3 years 4 months 24 days
Aggregate intrinsic value at beginning of year | $	$ 29
Aggregate intrinsic value at end of year | $	197
Aggregate intrinsic value at exercisable | $	$ 102

Equity - Schedule of Stock Opti

Equity - Schedule of Stock Options Fair Value Assumptions Estimated Using Black-Scholes Pricing Model (Details)	3 Months Ended
	Mar. 31, 2021
Equity [Abstract]
Risk-free interest rate	25.00%
Expected term of options	3 years 8 months 12 days
Expected annual volatility	102.00%
Expected dividend yield	0.00%

Equity - Summary of Warrant Act

Equity - Summary of Warrant Activity (Details)	3 Months Ended
	Mar. 31, 2021$ / sharesshares
Weighted average remaining contractual life at beginning	3 years 8 months 12 days
Weighted average remaining contractual life at end	4 years 6 months
Warrants [Member]
Number of Warrants (in Shares), Outstanding at beginning balance | shares	35,000
Number of Warrants (in Shares), Granted | shares
Number of Warrants (in Shares), Exercised | shares
Number of Warrants (in Shares), Forfeited or expired | shares
Number of Warrants (in Shares), Outstanding at end balance | shares	35,000
Weighted Average Exercise Price Per Share, Outstanding at beginning balance | $ / shares	$ 0.13
Weighted Average Exercise Price Per Share, Granted | $ / shares
Weighted Average Exercise Price Per Share, Exercised | $ / shares
Weighted Average Exercise Price Per Share, Forfeited or expired | $ / shares
Weighted Average Exercise Price Per Share, Outstanding at end balance | $ / shares	$ 0.13
Weighted average remaining contractual life at beginning	2 years 2 months 12 days
Weighted average remaining contractual life at end	1 year 11 months 12 days

Segment Reporting (Details Narr

Segment Reporting (Details Narrative)	3 Months Ended
	Mar. 31, 2021Segments
Segment Reporting [Abstract]
Number of reportable segments	2

Segment Reporting - Summary of

Segment Reporting - Summary of Segmented Data (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Segment Reporting Information [Line Items]
Revenues from external customers	$ 1,705	$ 1,338
Segment gross profit	1,210	922
Omni Metrix Holdings, Inc. [Member]
Segment Reporting Information [Line Items]
Revenues from external customers	1,705	1,338
Segment gross profit	1,210	922
Depreciation and amortization	18	16
Segment income (loss) before income taxes	263	(59)
PG [Member]
Segment Reporting Information [Line Items]
Revenues from external customers	1,458	1,109
Segment gross profit	1,068	805
Depreciation and amortization	16	13
Segment income (loss) before income taxes	276	3
CP [Member]
Segment Reporting Information [Line Items]
Revenues from external customers	247	229
Segment gross profit	142	117
Depreciation and amortization	2	3
Segment income (loss) before income taxes	$ (13)	$ (62)

Segment Reporting - Schedule of

Segment Reporting - Schedule of Reconciliation of Segment Data to Consolidated Net Income Loss Before Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Segment Reporting [Abstract]
Total net income (loss) before income taxes for reportable segments	$ 263	$ (59)
Unallocated cost of corporate headquarters	(241)	(225)
Consolidated net income (loss) before income taxes	$ 22	$ (284)

Revenue (Details Narrative)

Revenue (Details Narrative) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020	Dec. 31, 2020
Revenue	$ 1,705	$ 1,338
Cost of goods sold	495	$ 416
Other current assets	141		$ 126
Capitalized Sales Commissions [Member]
Other current assets	97		90
Other assets	100		$ 87
Other Revenue Related to Accessories, Repairs and Other Miscellaneous Charges [Member]
Revenue	247
Other Cost of Good Sold Related to Accessories, Repairs and Other Miscellaneous Charges [Member]
Cost of goods sold	121
Monitoring Services [Member]
Cost of goods sold	$ 137

Revenue - Schedule of Disaggreg

Revenue - Schedule of Disaggregates of Revenue (Details) - USD ($) $ in Thousands	3 Months Ended
	Mar. 31, 2021	Mar. 31, 2020
Revenue	$ 1,705	$ 1,338
PG [Member]
Revenue	1,458	1,109
CP [Member]
Revenue	247	229
Hardware [Member]
Revenue	697	443
Hardware [Member] | PG [Member]
Revenue	517	277
Hardware [Member] | CP [Member]
Revenue	180	166
Monitoring [Member]
Revenue	1,008	895
Monitoring [Member] | PG [Member]
Revenue	941	832
Monitoring [Member] | CP [Member]
Revenue	$ 67	$ 63

Revenue - Schedule of Deferred

Revenue - Schedule of Deferred Revenue Activity (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)
Deferred revenue beginning balance	$ 4,554
Additions during the period	1,384
Recognized as revenue	(1,458)
Deferred revenue ending balance	4,480
March 31, 2022 [Member]
Recognized as revenue	3,181
March 31, 2023 [Member]
Recognized as revenue	1,038
March 31, 2024 and Thereafter [Member]
Recognized as revenue	261
Hardware [Member]
Deferred revenue beginning balance	2,576
Additions during the period	378
Recognized as revenue	(449)
Deferred revenue ending balance	2,505
Hardware [Member] | March 31, 2022 [Member]
Recognized as revenue	1,432
Hardware [Member] | March 31, 2023 [Member]
Recognized as revenue	819
Hardware [Member] | March 31, 2024 and Thereafter [Member]
Recognized as revenue	254
Monitoring [Member]
Deferred revenue beginning balance	1,978
Additions during the period	1,006
Recognized as revenue	(1,009)
Deferred revenue ending balance	1,975
Monitoring [Member] | March 31, 2022 [Member]
Recognized as revenue	1,749
Monitoring [Member] | March 31, 2023 [Member]
Recognized as revenue	219
Monitoring [Member] | March 31, 2024 and Thereafter [Member]
Recognized as revenue	$ 7

Revenue - Schedule of Deferre_2

Revenue - Schedule of Deferred Charges Activity (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)
Deferred charges beginning balance	$ 1,306
Additions, net of adjustments, during the period	163
Recognized as cost of sales	(237)
Deferred charges ending balance	1,232
March 31, 2022 [Member]
Recognized as cost of sales	722
March 31, 2023 [Member]
Recognized as cost of sales	397	[1]
March 31, 2024 and Thereafter [Member]
Recognized as cost of sales	$ 113	[1]
[1]	Amounts included in other assets in the Company's unaudited condensed consolidated balance sheets at March 31, 2021.

Revenue - Schedule of Sales Com

Revenue - Schedule of Sales Commissions Contract Assets (Details) $ in Thousands	3 Months Ended
	Mar. 31, 2021USD ($)
Sales commissions contract assets beginning balance	$ 177
Additions during the period	48
Amortization of sales commissions	(28)
Sales commissions contract assets ending balance	197
Hardware [Member]
Sales commissions contract assets beginning balance	136
Additions during the period	42
Amortization of sales commissions	(23)
Sales commissions contract assets ending balance	155
Monitoring [Member]
Sales commissions contract assets beginning balance	41
Additions during the period	6
Amortization of sales commissions	(5)
Sales commissions contract assets ending balance	$ 42

Subsequent Events (Details Narr

Subsequent Events (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands	May 10, 2021	Mar. 31, 2021
Number of options granted during period		65,000
Number of options, exercise price
Fair value of options granted during period		$ 19
Subsequent Event [Member] | Chief Financial Officer [Member]
Number of options granted during period	100,000
Number of options, exercise price	$ 0.62
Vesting, description	The options vest and become exercisable on the first anniversary of the date of the grant and shall expire upon the earlier of (a) seven years from the date of the grant or (b) 18 months from the date she ceases to be a consultant to the Company.
Fair value of options granted during period	$ 42