Gse Systems (GVP) 10-Q 15 Nov 21 2021 Q3 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	9 Months Ended
	Sep. 30, 2021	Oct. 31, 2021
Cover [Abstract]
Document Type	10-Q
Amendment Flag	false
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2021
Current Fiscal Year End Date	--12-31
Document Transition Report	false
Entity Registrant Name	GSE Systems, Inc.
Entity Incorporation, State or Country Code	DE
Entity File Number	001-14785
Entity Tax Identification Number	52-1868008
Entity Address, Address Line One	6940 Columbia Gateway Dr.
Entity Address, Address Line Two	Suite 470
Entity Address, City or Town	Columbia
Entity Address, State or Province	MD
Entity Address, Postal Zip Code	21046
City Area Code	410
Local Phone Number	970-7800
Entity Filer Category	Non-accelerated Filer
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Small Business	true
Entity Common Stock, Shares Outstanding		20,900,225
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	Q3
Entity Central Index Key	0000944480
Title of 12(b) Security	Common Stock, $.01 Par Value
Trading Symbol	GVP
Security Exchange Name	NASDAQ

CONSOLIDATED BALANCE SHEETS

CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 4,043	$ 6,702
Contract receivables, net	12,529	10,494
Prepaid expenses and other current assets	4,781	1,554
Total current assets	21,353	18,750
Equipment, software and leasehold improvements, net	792	616
Software development costs, net	575	630
Goodwill	13,339	13,339
Intangible assets, net	3,305	4,234
Operating lease right-of-use assets, net	1,161	1,562
Other assets	58	59
Total assets	40,583	39,190
Current liabilities:
Line of credit	2,067	3,006
PPP Loan, current portion	0	5,034
Accounts payable	1,210	570
Accrued expenses	1,306	1,297
Accrued compensation	2,214	1,505
Billings in excess of revenue earned	4,461	5,285
Accrued warranty	560	665
Income taxes payable	1,597	1,621
Other current liabilities	1,202	2,498
Total current liabilities	14,617	21,481
PPP Loan, noncurrent portion	0	5,034
Operating lease liabilities noncurrent	1,036	1,831
Other noncurrent liabilities	256	339
Total liabilities	15,909	28,685
Commitments and contingencies (Note 16)
Stockholders' equity:
Preferred stock $0.01 par value; 2,000,000 shares authorized; no shares issued and outstanding	0	0
Common stock $0.01 par value; 60,000,000 shares authorized, 22,499,136 and 22,192,569 shares issued, 20,900,225 and 20,593,658 shares outstanding, respectively	225	222
Additional paid-in capital	80,280	79,687
Accumulated deficit	(52,727)	(65,191)
Accumulated other comprehensive loss	(105)	(1,214)
Treasury stock at cost, 1,598,911 shares	(2,999)	(2,999)
Total stockholders' equity	24,674	10,505
Total liabilities and stockholders' equity	$ 40,583	$ 39,190

CONSOLIDATED BALANCE SHEETS (Pa

CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares	Sep. 30, 2021	Dec. 31, 2020
Stockholders' equity:
Preferred stock, par value (in dollars per share)	$ 0.01	$ 0.01
Preferred stock, shares authorized (in shares)	2,000,000	2,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in dollars per share)	$ 0.01	$ 0.01
Common stock, shares authorized (in shares)	60,000,000	60,000,000
Common stock, shares issued (in shares)	22,499,136	22,192,569
Common stock, shares outstanding (in shares)	20,900,225	20,593,658
Treasury stock at cost (in shares)	1,598,911	1,598,911

CONSOLIDATED STATEMENTS OF OPER

CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
CONSOLIDATED STATEMENTS OF OPERATIONS [Abstract]
Revenue	$ 14,686	$ 12,922	$ 41,312	$ 44,967
Cost of revenue	11,503	9,603	32,512	33,971
Gross profit	3,183	3,319	8,800	10,996
Operating expenses:
Selling, general and administrative	3,265	2,878	10,521	12,548
Research and development	149	137	460	526
Restructuring charges	(10)	185	798	195
Loss on impairment	3	0	3	4,302
Depreciation	69	76	216	254
Amortization of intangible assets	286	414	929	1,528
Total operating expenses	3,762	3,690	12,927	19,353
Operating loss	(579)	(371)	(4,127)	(8,357)
Interest expense, net	(32)	(128)	(135)	(556)
Gain on derivative instruments, net	0	31	0	35
Other income, net	12,215	(77)	16,853	(24)
Income (loss) before income taxes	11,604	(545)	12,591	(8,902)
Provision for income taxes	166	116	127	166
Net income (loss)	$ 11,438	$ (661)	$ 12,464	$ (9,068)
Net income (loss) per common share - basic (in dollars per share)	$ 0.55	$ (0.03)	$ 0.60	$ (0.44)
Net income (loss) per common share - diluted (in dollars per share)	$ 0.55	$ (0.03)	$ 0.60	$ (0.44)
Weighted average shares outstanding used to compute net income (loss) per share - basic (in shares)	20,863,479	20,563,452	20,714,068	20,438,571
Weighted average shares outstanding used to compute net income (loss) per share - diluted (in shares)	20,863,479	20,563,452	20,714,068	20,438,571

CONSOLIDATED STATEMENTS OF COMP

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) [Abstract]
Net income (loss)	$ 11,438	$ (661)	$ 12,464	$ (9,068)
Cumulative translation adjustment	(23)	84	1,109	104
Comprehensive income (loss)	$ 11,415	$ (577)	$ 13,573	$ (8,964)

CONSOLIDATED STATEMENTS OF CHAN

CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY - USD ($) shares in Thousands, $ in Thousands	Common Stock [Member]	Additional Paid-in Capital [Member]	Accumulated Deficit [Member]	Accumulated Other Comprehensive Loss [Member]	Treasury Stock [Member]	Total
Balance at Dec. 31, 2019	$ 218	$ 79,400	$ (54,654)	$ (1,846)	$ (2,999)	$ 20,119
Balance (in shares) at Dec. 31, 2019	21,839				(1,599)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	$ 0	357	0	0	$ 0	357
Common stock issued for RSUs vested (in shares)	381
Common stock issued for RSUs vested	$ 4	(4)	0	0	0	0
Shares withheld to pay taxes	0	(77)	0	0	0	(77)
Foreign currency translation adjustment	0	0	0	104	0	104
Net income (loss)	0	0	(9,068)	0		(9,068)
Balance at Sep. 30, 2020	$ 222	79,676	(63,722)	(1,742)	$ (2,999)	11,435
Balance (in shares) at Sep. 30, 2020	22,220				(1,599)
Balance at Jun. 30, 2020	$ 221	79,676	(63,061)	(1,826)	$ (2,999)	12,011
Balance (in shares) at Jun. 30, 2020	22,150				(1,599)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	$ 0	33	0	0	$ 0	33
Common stock issued for RSUs vested (in shares)	70
Common stock issued for RSUs vested	$ 1	(1)	0	0	0	0
Shares withheld to pay taxes	0	(32)	0	0	0	(32)
Foreign currency translation adjustment	0	0	0	84	0	84
Net income (loss)	0	0	(661)	0	0	(661)
Balance at Sep. 30, 2020	$ 222	79,676	(63,722)	(1,742)	$ (2,999)	11,435
Balance (in shares) at Sep. 30, 2020	22,220				(1,599)
Balance at Dec. 31, 2020	$ 222	79,687	(65,191)	(1,214)	$ (2,999)	10,505
Balance (in shares) at Dec. 31, 2020	22,193				(1,599)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	$ 0	784	0	0	$ 0	784
Common stock issued for RSUs vested (in shares)	306
Common stock issued for RSUs vested	$ 3	(3)	0	0	0	0
Shares withheld to pay taxes	0	(188)	0	0	0	(188)
Foreign currency translation adjustment	0	0	0	1,109	0	1,109
Net income (loss)	0	0	12,464	0	0	12,464
Balance at Sep. 30, 2021	$ 225	80,280	(52,727)	(105)	$ (2,999)	24,674
Balance (in shares) at Sep. 30, 2021	22,499				(1,599)
Balance at Jun. 30, 2021	$ 225	80,024	(64,165)	(82)	$ (2,999)	13,003
Balance (in shares) at Jun. 30, 2021	22,461				(1,599)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Stock-based compensation expense	$ 0	283	0	0	$ 0	283
Common stock issued for RSUs vested (in shares)	38
Common stock issued for RSUs vested	$ 0	0	0	0	0	0
Shares withheld to pay taxes	0	(27)	0	0	0	(27)
Foreign currency translation adjustment	0	0	0	(23)	0	(23)
Net income (loss)	0	0	11,438	0	0	11,438
Balance at Sep. 30, 2021	$ 225	$ 80,280	$ (52,727)	$ (105)	$ (2,999)	$ 24,674
Balance (in shares) at Sep. 30, 2021	22,499				(1,599)

CONSOLIDATED STATEMENTS OF CASH

CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Cash flows from operating activities:
Net income (loss)	$ 12,464	$ (9,068)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Loss on impairment	3	4,302
Depreciation	216	254
Amortization of intangible assets	929	1,528
Amortization of capitalized software development costs	281	248
Amortization of deferred financing costs	8	155
Gain on PPP loan forgiveness	(10,127)	0
Stock-based compensation expense	784	357
Bad debt (recovery) expense	(133)	103
Gain on derivative instruments, net	0	(35)
Deferred income taxes	0	57
Gain on sale of equipment	0	(5)
Changes in assets and liabilities:
Contract receivables, net	(1,888)	6,114
Prepaid expenses and other assets	(5,356)	983
Accounts payable, accrued compensation and accrued expenses	1,409	(1,536)
Billings in excess of revenue earned	(831)	(1,195)
Accrued warranty	(192)	(285)
Other liabilities	2,147	(332)
Net cash (used in) provided by operating activities	(286)	1,645
Cash flows from investing activities:
Capital expenditures	(392)	(4)
Proceeds from sale of equipment	0	11
Capitalized software development costs	(226)	(250)
Net cash used in investing activities	(618)	(243)
Cash flows from financing activities:
Proceeds from line of credit	800	4,200
Repayment of line of credit	(1,739)	(694)
Repayment of insurance premium	(609)	0
Repayment of long-term debt	0	(18,480)
Proceeds from Paycheck Protection Program Loan	0	10,000
Interest rate swap	0	(209)
Shares withheld to pay taxes	(188)	(77)
Deferred financing costs	0	(80)
Net cash used in financing activities	(1,736)	(5,340)
Effect of exchange rate changes on cash	(19)	(93)
Net decrease in cash and cash equivalents	(2,659)	(4,031)
Cash, cash equivalents at beginning of the period	6,702	11,691
Cash and cash equivalents at the end of the period	$ 4,043	$ 7,660

Summary of Significant Accounti

Summary of Significant Accounting Policies	9 Months Ended
	Sep. 30, 2021
Summary of Significant Accounting Policies [Abstract]
Summary of Significant Accounting Policies	Note 1 - Summary of Significant Accounting Policies Basis of Presentation GSE Systems, Inc. is a leading provider of professional and technical engineering, staffing services and simulation software to clients in the power and process industries. References in this report to “GSE” or “we” or “our” or “the Company” are to GSE Systems, Inc. and our subsidiaries, collectively. The consolidated interim financial statements included herein have been prepared by GSE and are unaudited. In the opinion of our management, all adjustments and reclassifications of a normal and recurring nature necessary to present fairly the financial position, results of operations and cash flows for the periods presented, have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been condensed or omitted. All intercompany accounts and transactions have been eliminated in consolidation. The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. The accompanying balance sheet data for the year ended December 31, 2020 was derived from our audited financial statements, but it does not include all disclosures required by U.S. GAAP. The results of operations for interim periods are not necessarily an indication of the results for the full year. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the U.S. Securities and Exchange Commission on April 13, 2021. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as reported amounts of revenues and expenses during the reporting period. Our most significant estimates relate to revenue recognition on contracts with customers, product warranties, valuation of goodwill and intangible assets acquired including the determination of fair value in impairment tests, valuation of long-lived assets to be disposed of, valuation of stock-based compensation awards, and the recoverability of deferred tax assets. Actual results of these and other items not listed could differ from these estimates and those differences could be material. COVID-19 GSE employees began working remotely during the first quarter of 2020 due to the COVID-19 pandemic and will continue to do so when practical and as mandated by local, state and federal directives and regulations. Employees almost entirely work from home within our Performance Improvement Solutions (“Performance”) segment, except when required to be at the client site for essential project work. Our Performance contracts, which are considered an essential service, are permitted to and mostly continue without pause; however, we have experienced certain delays in new business. For our staff augmentation business, we have seen certain contracts for our Workforce Solutions customers paused or delayed as clients reduce their own on-premise workforces to the minimum operating levels in response to the pandemic; as a result, our Workforce Solutions segment has experienced a decline in its billable employee base since the start of the pandemic. Although we cannot fully estimate the length or gravity of the impact of the COVID-19 pandemic to our business at this time, we have experienced delays in commencing new projects and thus our ability to recognize revenue has been delayed for some contracts. Reductions in orders and other negative changes to orders experienced at the beginning of the pandemic have started to reverse in 2021, but not at the level expected as ongoing COVID concerns continue to hinder the pace of recovery. We continue to closely monitor our operating expenses as a result of contract delays and have made adjustments to keep our gross profit at a sustainable level Going Concern In 2020, we had several projects (primarily in our Workforce Solutions business segment) pandemic. We amended our credit facility with Citizens Bank, N.A. (“the Bank”) in based upon expected covenant violations and have been required to curtail term debt in exchange for revised financial covenants. Scheduled term loan repayments and agreed upon curtailment required us to use million in available cash to pay-off our term debt in 2020. We signed a Ninth Amendment and Reaffirmation Agreement (the “ Ninth Amendment”) with the Bank on March 29, 2021 to waive the fixed charge coverage ratio and leverage ratio for the quarters ending March 31 and June 30, 2021, and to adjust the thresholds for future covenants to ease the risk of non-compliance experienced in previous quarters. We have experienced delays in commencing new projects and thus our ability to earn revenue has been delayed for these projects. Reductions in orders and other negative changes to orders experienced at the beginning of the pandemic have started to reverse in 2021, but not at the level expected as ongoing COVID concerns continue to hinder the pace of recovery. This deterioration in the recovery plan has resulted in breaching the Minimum Liquidity ratio subsequent to June 30, 2021 and we project breaching the Leverage and Fixed Charges ratio covenant (See Note 10). Our working capital position on September 30, 2021 was $6.7 million . On August 5, 2021, the Company received approval from Small Business Administration (“SBA”) that the PPP loan including all accrued interest thereon was forgiven . The COVID-19 macroeconomic environment is considered fluid and although recovery is anticipated to steadily occur over the next 12 months, issues that could result from the other COVID variants could cause a further decline in revenue or stress our ability to meet covenant requirements. Jurisdictions where our businesses operate across the country are pushing toward re-opening places of business and government support, through the American Rescue Plan Act of 2021, will continue to support the broader economy. We have recorded of employee retention credits (“ ”) to be refunded from the IRS and recorded an additional $2.2 million of ERCs from unremitted payroll taxes made available under the Coronavirus Aid, Relief and Economic Security Act (the “ ” However, the timing of these elements taking place are not predictable and may not serve to mitigate our situation or improve the Company’s health. Following the Ninth Amendment, our new covenant compliance remains dependent on meeting future projections, which are subject to the variability and unknown speed and extent of post-COVID-19 recovery. On November 12, 2021, due to the violation of Q3 2021 leverage ratio, we signed the Tenth Amendment and Reaffirmation Agreement with an effective date of November 12, 2021 to adjust the thresholds for future covenants to ease the risk of non-compliance (See Note 17) The Company’s management continues to explore raising capital through its access to the public markets or entering into alternative financing arrangements. Furthermore, while recovery has been slower to materialize than expected the Company has experienced an improvement in orders as well as a higher rate of opportunities across business segments. Future negative trends in operating results could be mitigated through various cost cutting measures including adjustments to headcount or compensation, vendor augmentation or delay of investment initiatives in the Company’s corporate office. These actions, which are further supported by positively trending macroeconomic conditions, and the potential of recovery of business and orders may ease the risk of further bank covenant violations. However, when considering the unpredictability of the above, there continues to be substantial doubt the Company will continue as a going concern.

Recent Accounting Pronouncement

Recent Accounting Pronouncements	9 Months Ended
	Sep. 30, 2021
Recent Accounting Pronouncements [Abstract]
Recent Accounting Pronouncements	Note 2 - Recent Accounting Pronouncements Accounting pronouncements recently adopted In January 2020, the FASB issued ASU 2020-01, Investments – Equity Securities, Investments – Equity Method and Joint Ventures, and Derivatives and Hedging, which provides clarity for companies that hold equity securities at cost to first update the fair value of an investment, immediately prior to applying the Equity Method of Accounting; or clarity for companies that enter into forward contracts to purchase additional shares of an equity security that would then require the investee to account for the investment via the Equity Method. This ASU is applicable for public companies starting with fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. The Company adopted ASU 2020-01 on January 1, 2021. This standard did not have a significant impact to our consolidated financial statements since the Company does not currently hold any investments at cost. In September 2020, the FASB issued ASU 2020-10, Codification Improvements, which is part of an ongoing attempt to improve the consistency of the codification. Previously the option to disclose information in the footnotes to the financial statements was in one of two sections: Disclosure Section (Section 50) or Other Presentation Matters (Section 45). ASU 2020-10 conforms the disclosure requirements into Section 50 and provides additional information on specific guidance that was previously unclear or not included in the codification. This ASU is applicable for public companies starting with fiscal years beginning after December 15, 2020, with early adoption available for interim and annual financial statements not already filed and using the retrospective approach. however, the FASB does not believe that this should change any of the current reporting or disclosure requirements. The Company adopted ASU 2020-10 on January 1, 2021. The adoption of this standard did not have a material impact to our consolidated financial statements. Accounting pronouncements not yet adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, which introduces new guidance for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain types of financial instruments, including, but not limited to, trade and other receivables, held-to-maturity debt securities, loans and net investments in leases. The new guidance also modifies the impairment model for available-for-sale debt securities and requires the entities to determine whether all or a portion of the unrealized loss on an available-for-sale debt security is a credit loss. The standard also indicates that entities may not use the length of time a security has been in an unrealized loss position as a factor in concluding whether a credit loss exists. Early adoption is permitted for all entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. On October 16, 2019, the FASB voted to defer the deadlines for private companies and certain small public companies, including smaller reporting companies, to implement the new accounting standards on credit losses. The new effective date is January 1, 2023. As a smaller reporting company, we have elected to defer adoption in line with new deadlines and are currently evaluating the effects, if any, that the adoption of this guidance will have on our consolidated financial position, results of operations and cash flows. Management has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact on our consolidated financial statements and related disclosures.

Basic and Diluted Loss per Shar

Basic and Diluted Loss per Share	9 Months Ended
	Sep. 30, 2021
Basic and Diluted Loss per Share [Abstract]
Basic and Diluted Loss per Share	Note 3 - Basic and Diluted Loss per Share Basic earnings per share is based on the weighted average number of outstanding common shares for the period. Diluted earnings per share adjusts the weighted average shares outstanding for the potential dilution that could occur if outstanding vested stock options were exercised. Basic and diluted earnings per share are based on the weighted average number of outstanding shares for the period. The number of common shares and common share equivalents used in the determination of basic and diluted loss per common share were as follows: (in thousands, except for share data) Three months ended Nine months ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Numerator: Net income (loss) attributed to common stockholders $ 11,438 $ (661 ) $ 12,464 $ (9,068 ) Denominator: Weighted-average shares outstanding for basic earnings per share 20,863,479 20,563,452 20,714,068 20,438,571 Effect of dilutive securities: Employee RSUs - - - - Adjusted weighted-average shares outstanding and assumed conversions for diluted earnings per share 20,863,479 20,563,452 20,714,068 20,438,571 Shares related to dilutive securities excluded because inclusion would be anti-dilutive 14,229 66,261 77,871 12,172

Coronavirus Aid, Relief and Eco

Coronavirus Aid, Relief and Economic Security Act	9 Months Ended
	Sep. 30, 2021
Coronavirus Aid, Relief and Economic Security Act [Abstract]
Coronavirus Aid, Relief and Economic Security Act	Note 4 - Coronavirus Aid, Relief and Economic Security Act Paycheck Protection Program Loan (PPP Loan) On March 27, 2020, the United States enacted the CARES Act. to extend liquidity to small businesses and assist in retaining employees during the COVID-19 pandemic. On April 23, 2020, GSE was approved for and on the next day received a $10 million loan pursuant to a Paycheck Protection Program Note (the “PPP Loan”) from Citizens Bank, N.A. Pursuant to the CARES Act, the PPP Loan was guaranteed by the U.S. Small Business Administration (“SBA”) and eligible for forgiveness under certain circumstances. Repayment of the PPP Loan was scheduled to begin on August 9, 2021. We applied for forgiveness in Q1 of 2021, and, on August 5, 2021, the Company was notified that the PPP loan was forgiven. We recognized other income of $10.1 million related to this forgiveness in the three and nine months ended September 30, 2021. Employee Retention Credits (ERC) Employee $1.0 $1.4 $5.0 $2.2 $2.1 million and $7.2 $0.7 $4.3 million

Contract Receivables

Contract Receivables	9 Months Ended
	Sep. 30, 2021
Contract Receivables [Abstract]
Contract Receivables	Note 5 - Contract Receivables Contract receivables represent our unconditional rights to consideration due from our domestic and international customers. We expect to collect all contract receivables within the next twelve months. The components of contract receivables were as follows: (in thousands) September 30, 2021 December 31, 2020 Billed receivables $ 4,521 $ 5,694 Unbilled receivables 8,221 5,160 Allowance for doubtful accounts (213 ) (360 ) Total contract receivables, net $ 12,529 $ 10,494 Management reviews collectability of receivables periodically and records an allowance for doubtful accounts to reduce the Company’s receivables to their net realizable value when management determines it is probable that we will not be able to collect all amounts due from customers. The allowance for doubtful accounts is based on historical trends of past due accounts, write-offs, specific identification and review of customer accounts. During the nine months ended September 30, 2021 and 2020, we recorded bad debt (recovery) expense of $(133) thousand and $103 thousand, respectively. During the month of October 2021, of the unbilled receivable as of September 30, 2021. As of September 30, 2021, we had one customer that accounted for 10% of our consolidated contract receivables. As of December 31, 2020, we had no customer that accounted for over 10% of our consolidated contract receivables.

Goodwill and Intangible Assets

Goodwill and Intangible Assets	9 Months Ended
	Sep. 30, 2021
Goodwill and Intangible Assets [Abstract]
Goodwill and Intangible Assets	Note 6 - Goodwill and Intangible Assets During the three months ended March 31, 2020, we recognized an impairment charge of $4.3 million of certain intangible assets as a result of the valuation analysis performed. The need for the valuation analysis was triggered by the macroeconomic impact of the COVID-19 pandemic on our operations. This analysis did not indicate impairment of goodwill. Our Step 1 goodwill impairment analysis includes the use of a discounted cash flow model that requires management to make assumptions regarding estimates of growth rates used to forecast revenue, operating margin and terminal value as well as determining the appropriate risk-adjusted discount rates and other factors that impact fair value determinations. The Company monitors operating results and events and circumstances that may indicate potential impairment of intangible assets. The Company performs an annual intangible assets impairment analysis at the year end, which includes the use of undiscounted cash flow and discounted cash flow models that requires management to make assumptions regarding estimates of growth rates used to forecast revenue, operating margin and terminal value as well as determining the appropriate risk adjusted discount rates and other factors that impact fair value determinations. The current assessment has no indication of impairment. Management concluded that there were no triggering events that occurred during the three and nine months ended September 30, 2021. The following table shows the gross carrying amount and accumulated amortization of definite-lived intangible assets: (in thousands) As of September 30, 2021 Gross Carrying Amount Accumulated Amortization Net Amortized intangible assets: Customer relationships $ 8,628 $ (6,219 ) $ 2,409 Trade names 1,689 (1,086 ) 603 Developed technology 471 (471 ) - Non-contractual customer relationships 433 (433 ) - Noncompete agreement 527 (405 ) 122 Alliance agreement 527 (356 ) 171 Others 167 (167 ) - Total $ 12,442 $ (9,137 ) $ 3,305 (in thousands) As of December 31, 2020 Gross Carrying Amount Accumulated Amortization Impact of Impairment Net Amortized intangible assets: Customer relationships $ 11,730 $ (5,504 ) $ (3,102 ) $ 3,124 Trade names 2,467 (1,020 ) (778 ) 669 Developed technology 471 (471 ) - - Non-contractual customer relationships 433 (433 ) - - Noncompete agreement 949 (336 ) (422 ) 191 Alliance agreement 527 (277 ) - 250 Others 167 (167 ) - - Total $ 16,744 $ (8,208 ) $ (4,302 ) $ 4,234 Amortization expense related to definite-lived intangible assets totaled $0.3 million and $0.4 million for the three months ended September 30, 2021 and 2020, respectively, and $0.9 million and $1.5 million for the nine months ended September 30, 2021 and 2020, respectively. The following table shows the estimated amortization expense of the definite-lived intangible assets for the next five years and thereafter: (in thousands) Years ended December 31: 2021 remainder $ 285 2022 910 2023 640 2024 435 2025 335 Thereafter 700 Total $ 3,305

Equipment, Software and Leaseho

Equipment, Software and Leasehold Improvements	9 Months Ended
	Sep. 30, 2021
Equipment, Software and Leasehold Improvements [Abstract]
Equipment, Software and Leasehold Improvements	Note 7 - Equipment, Software and Leasehold Improvements Equipment, software and leasehold improvements, net consist of the following: (in thousands) September 30, 2021 December 31, 2020 Computer and equipment $ 2,246 $ 2,229 Software 2,059 1,695 Leasehold improvements 659 660 Furniture and fixtures 839 848 5,803 5,432 Accumulated depreciation (5,011 ) (4,816 ) Equipment, software and leasehold improvements, net $ 792 $ 616 Depreciation expense was $216 thousand and $254 thousand for the nine months ended September 30, 2021 and 2020, respectively. Capitalization of internal-use software cost of $50 thousand and $365 thousand were recorded in software for the three and nine months ended September 30, 2021.

Fair Value of Financial Instrum

Fair Value of Financial Instruments	9 Months Ended
	Sep. 30, 2021
Fair Value of Financial Instruments [Abstract]
Fair Value of Financial Instruments	Note 8 - Fair Value of Financial Instruments ASC 820, Fair Value Measurement The levels of the fair value hierarchy established by ASC 820 are: Level 1: inputs are quoted prices, unadjusted, in active markets for identical assets or liabilities that the reporting entity has the ability to access at the measurement date. Level 2: inputs are other than quoted prices included within Level 1 that are observable for the asset or liability, either directly or indirectly. A Level 2 input must be observable for substantially the full term of the asset or liability. Level 3: inputs are unobservable and reflect the reporting entity’s own assumptions about the assumptions that market participants would use in pricing the asset or liability. As of September 30, 2021 and December 31, 2020, we considered the recorded value of certain of our financial assets and liabilities, which consist primarily of cash and cash equivalents, contract receivable and accounts payable, to approximate fair value based upon their short-term nature. For the nine months ended September 30, 2021, we did not have any transfers into or out of Level 3. The following table presents assets measured at fair value at September 30, 2021: (in thousands) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Money market funds $ 15 $ - $ - $ 15 Total assets 15 - - 15 The following table presents assets and liabilities measured at fair value at December 31, 2020: (in thousands) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Money market funds $ 435 $ - $ - $ 435 Total assets $ 435 $ - $ - $ 435

Stock-Based Compensation

Stock-Based Compensation	9 Months Ended
	Sep. 30, 2021
Stock-Based Compensation [Abstract]
Stock-Based Compensation	Note 9 - Stock-Based Compensation We recognize compensation expense for all equity-based compensation awards issued to employees and directors that are expected to vest. Stock compensation is calculated based upon the fair value of awards as of the grant date. During the three months ended , 2021 and 2020 , we recognized $0.3 million in stock-based compensation expense and $33 thousand of stock-based compensation expense related to equity awards, respectively. We recognized $0.8 million and $0.4 million of stock-based compensation expense related to equity awards for the months ended , 2021 and 2020 , respectively, under the fair value method. In addition to the equity-based compensation expense recognized, the Company recognized stock-based compensation related to the change in the fair value of cash-settled restricted stock units (RSUs) $0 and $6 thousand for the nine months ended September 30, 2021 and 2020, respectively. There was no change in the fair value of cash settled RSUs for the three months ended September 30, 2021 and 2020. During the three and nine months ended , 2021 , we granted approximately 20,000 and 824,661 time-based RSUs with an aggregate fair value of approximately $30 thousand and $1.4 million , respectively. During the three and months ended , 2020 , we granted approximately and 170,000 time-based RSUs with an aggregate fair value of $0.1 million and $0.2 million , respectively. A portion of the time-based RSUs vest quarterly in equal amounts over the course of quarters, and the remainder vest annually in equal amounts over the course of one to three years . GSE’s 1995 long-term incentive program (“LTIP”) provides for the issuance of performance-vesting and time-vesting restricted stock units to certain executives and employees. Vesting of the performance-vesting restricted stock units (“PRSU”) is contingent upon the employee’s continued employment and the Company’s achievement of certain performance goals during designated performance periods as established by the Compensation Committee of the Company’s Board of Directors. We recognize compensation expense, net of estimated forfeitures, for PRSU’s on a straight-line basis over the performance period based on the probable outcome of achievement of the financial targets. At the end of each reporting period, we estimate the number of PRSUs that are expected to vest, based on the probability and extent to which the performance goals will be met, and take into account these estimates when calculating the expense for the period. If the number of shares expected to be earned changes during the performance period, we make a cumulative adjustment to compensation expense based on the revised number of shares expected to be earned. During the three and months ended , 2021 , we did not grant any performance-based RSUs to employees. During the three months ended , 2020 , we did not grant any performance-based RSUs to employees and during the months ended , 2020 , we granted approximately 512,000 performance-based RSUs to key employees with an aggregate fair-value of $0.6 million . These awards vest over based upon achieving certain financial metrics achieved during fiscal 2022 for revenue and Adjusted EBITDA. The Company did not grant any stock options for three and months ended , 2021 and 2020 .

Debt

Debt	9 Months Ended
	Sep. 30, 2021
Debt [Abstract]
Debt	Note 10 - Debt On December 29, 2016, we entered a 3-year $5.0 million revolving line of credit facility (“RLOC”) with the Citizens Bank, N.A. (the “Bank”) to fund general working capital needs and acquisitions. On May 11, 2018, we entered into the Amended and Restated Credit and Security Agreement (the “Credit Agreement” or the “Credit Facility”) to (a) expand the RLOC to include a letter of credit sub-facility and not be subject to a borrowing base and (b) to add a $25 million term loan facility, available to finance permitted acquisitions over the following 18 months. The credit facility was subject to certain financial covenants and reporting requirements and was scheduled to mature on May 11, 2023 and accrue interest at the USD LIBOR, plus a margin that varies depending on our overall leverage ratio. The RLOC had required monthly payments of only interest, with principal due at maturity, while our term loan draws required monthly payments of principal and interest based on an amortization schedule. Our obligations under the Credit Agreement are guaranteed by our wholly owned subsidiaries, now Hyperspring, Absolute, True North, DP Engineering and by any future material domestic subsidiaries (collectively, the "Guarantors"). We subsequently amended and ratified the Credit Agreement a number of times. More recently, during 2020, the COVID-19 pandemic impacted our operations and our projected ability to comply with certain financial covenants. As such, we amended the credit facility at various dates in 2020 to revise our fixed charge ratio and leverage ratio requirements as well as our Adjusted EBITDA requirement. In exchange for relaxed covenants or waivers of covenants for certain periods, we were required by the Bank to curtail our term debt. During 2020, we repaid approximately $18.5 million of term debt and we were required to meet certain liquidity covenants, which are tested bi-weekly. Due to a projected violation of the leverage ratio at the end of the first quarter, we signed the Ninth Amendment and Reaffirmation Agreement with an effective date of March 29, 2021. Pursuant to the Ninth Amendment and Reaffirmation Agreement, the Bank waived the fixed charge coverage ratio and leverage ratio for the quarters ending March 31 and June 30, 2021, and we agreed, for each quarter thereafter, that the fixed charge coverage ratio shall not be less than 1.10 to 1.00. In addition, we agreed to not exceed a maximum leverage ratio starting on September 30, 2021 as follows: (i) 3.25 to 1.00 for the period ending September 30, 2021; (ii) 3.00 to 1.00 for the period ending on December 31, 2021, (iii) 2.75 to 1.00 for the period ending March 31, 2022; (iv) 2.50 to 1.00 for the period ending June 30, 2022 and (v) 2.00 to 1.00 for the periods ending September 30, 2022 and each December 31st, March 31st, June 30th and September 30th thereafter. We were also required to maintain a minimum of $2.5 million in aggregate USA liquidity. As part of the amendment, we agreed, at closing, (i) to make a $0.5 million pay down of RLOC; (ii) RLOC commitment to be reduced to $4.25 million; and (iii) $0.5 million of RLOC will only be available for issuance of Letters of Credit. We also agreed to pay $0.5 million to reduce RLOC to $3.75 million by June 30, 2021 and to $3.5 million by September 30, 2021. Commencing December 31, 2021 and on the last day of each quarter, we will pay $75 thousand to reduce the RLOC. We incurred $25 thousand fees related to this amendment during the year ended December 31, 2020. Following We have experienced delays in commencing new projects and thus our ability to recognize revenue has been delayed for some contracts. Reductions in orders and other negative changes to orders experienced at the beginning of the pandemic have started to reverse in 2021, but not at the level expected as ongoing COVID concerns continue to hinder the pace of recovery. This deterioration in the recovery plan has resulted in breaching the Minimum Liquidity ratio subsequent to both June 30, 2021 and at September 30, 2021 as well as projected breaching of the Leverage and Fixed Charges ratio covenant. On November 12, 2021, due to these covenant violations, we signed the Tenth Amendment and Reaffirmation Agreement with an effective date of November 12, 2021 Revolving Line of Credit (“RLOC”) During the nine months ended September 30, 2021, we paid for $1.7 million and had a draw of $0.8 million on our RLOC. As of September 30, 2021, we had outstanding borrowings of $2.1 million under the RLOC and four letters of credit totaling $1.1 million outstanding to certain of our customers. The total borrowing capacity under RLOC was $3.5 million as of September 30, 2021. After consideration of letters of credit and the $0.5 million reserved for issuance of new letters of credit, there was no amount available for borrowing under the RLOC. We intend to continue using the RLOC for short-term working capital needs when capacity is available and for the issuance of letters of credit in connection with business operations, provided we remain in compliance with our covenants. Letter of credit issuance fees range between 1.25% and 2.00% of the value of the letter of credit, depending on our overall leverage ratio. We pay a fee for unused RLOC quarterly based on the average daily unused balance.

Product Warranty

Product Warranty	9 Months Ended
	Sep. 30, 2021
Product Warranty [Abstract]
Product Warranty	Note 11 - Product Warranty We accrue for estimated warranty costs at the time the related revenue is recognized and based on historical experience and projected claims. Our System Design and Build contracts generally include a one year base warranty on the systems. The portion of our warranty provision expected to be incurred within 12 months is classified as current within accrued warranty and totals $560 thousand, and the remaining $171 thousand is classified as long-term within other liabilities. The activity in the accrued warranty accounts during the current period is as follows: (in thousands) Balance at January 1, 2021 $ 922 Current period recovery (92 ) Current period claims (100 ) Currency adjustment 1 Balance at September 30, 2021 $ 731

Revenue

Revenue	9 Months Ended
	Sep. 30, 2021
Revenue [Abstract]
Revenue	Note 12 - Revenue We account for revenue in accordance with ASC 606, Revenue from Contracts with Customers. We primarily generate revenue through three distinct revenue streams: (1) System Design and Build (“SDB”), (2) Software and (3) Training and Consulting Services across our Performance and Workforce Solutions segments. We recognize revenue from SDB and software contracts mainly through our Performance segment. We recognize training and consulting service contracts through both segments. The following table represents a disaggregation of revenue by type of goods or services for three and nine months ended September 30, 2021 and 2020, along with the reporting segment for each category: (in thousands) Three months ended Nine months ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Performance Improvement Solutions segment System Design and Build $ 1,623 $ 2,473 $ 4,712 $ 9,535 Over time 1,623 2,473 4,712 9,535 Software and Support 814 942 2,393 2,575 Point in time 52 444 274 1,084 Over time 762 498 2,119 1,491 Training and Consulting Services 4,937 3,842 14,212 13,130 Point in time 42 19 126 48 Over time 4,895 3,823 14,086 13,082 Workforce Solutions Training and Consulting Services 7,312 5,665 19,995 19,727 Point in time 126 - 375 - Over time 7,186 5,665 19,620 19,727 Total revenue $ 14,686 $ 12,922 $ 41,312 $ 44,967 The following table reflects revenue recognized in the reporting periods presented that was included in contract liabilities from contracts with customers as of the beginning of the periods presented: ( in thousands Three months ended Nine months ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Revenue recognized in the period from amounts included in billings in excess of revenue earned at the beginning of the period $ 835 $ 1,520 $ 4,139 $ 6,221

Income Taxes

Income Taxes	9 Months Ended
	Sep. 30, 2021
Income Taxes [Abstract]
Income Taxes	Note 13 - Income Taxes The following table presents the provision for income taxes and our effective tax rates: (in thousands) Three months ended Nine months ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Income (loss) before income taxes $ 11,604 $ (545 ) $ 12,591 $ (8,902 ) Provision for income taxes 166 116 127 166 Effective tax rate 1.4 % (21.3 )% 1.0 % (1.9 )% Our income tax expense for the interim periods presented is determined using an estimate of our annual effective tax rate, adjusted for discrete items arising in that quarter. Total income tax benefit for the nine months ended September 30, 2021 was comprised mainly of foreign and state tax expense. Total income tax expense for the nine months ended September 30, 2020 was comprised mainly of foreign and state tax expense. Our effective income tax rate was 1.4% and 1.0% for the three and nine months ended September 30, 2021, respectively. For the three and nine months ended September 30, 2021, the difference between our income tax expense at an effective tax rate of 1.4% and 1.0% respectively, and the U.S. statutory federal income tax rate of 21% was primarily due to accruals related to uncertain tax positions for certain foreign tax contingencies, a change in tax valuation allowance in our U.S. entity, and discrete item adjustments for U.S. and foreign taxes. For the three months ended September 30, 2020, the difference between our income tax expense at an effective tax rate of (21.3%) and the U.S. statutory federal income tax rate of 21% was primarily due to accruals related to uncertain tax position for certain U.S. and foreign tax contingencies, a change in tax valuation allowance in our U.S. and China subsidiaries and discrete item adjustments for U.S. and foreign taxes. For the nine months ended September 30, 2020, the difference between our income tax expense at an effective tax rate of (1.9%) and the U.S. statutory federal income tax rate of 21% was primarily due to permanent differences, accruals related to uncertain tax positions for certain U.S. and foreign tax contingencies, a change in tax valuation allowance in our U.S. and China subsidiaries, discrete item adjustments for the U.S. and foreign taxes, and the impact of the loss for impairment. Because of our net operating loss carryforwards, we are subject to U.S. federal and state income tax examinations from the year 2000 and forward and are subject to foreign tax examinations by tax authorities for years 2015 and forward. An uncertain tax position taken or expected to be taken in a tax return is recognized in the consolidated financial statements when it is more likely than not (i.e., a likelihood of more than 50%) that the position would be sustained upon examination by tax authorities that have full knowledge of all relevant information. A recognized tax position is then measured at the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement. Interest and penalties related to income taxes are accounted for as income tax expense. The Company has an estimated $0.9 million of tax benefit that will be realized in the fourth quarter of 2021 upon the expiration of the statute of limitations of the tax year in which the uncertain tax position was taken. We recognize deferred tax assets to the extent that it is believed that these assets are more likely than not to be realized. We have evaluated all positive and negative evidence and determined that we will continue to assess a full valuation allowance on our U.S., China, and Slovakia net deferred assets as of September 30, 2021. We have determined that it is not more likely than not that the Company will realize the benefits of its deferred taxes in the U.S. and foreign jurisdictions.

Leases

Leases	9 Months Ended
	Sep. 30, 2021
Leases [Abstract]
Leases	Note 14 - Leases We have lease agreements with lease and non-lease components, which are accounted for as a single lease. We apply a portfolio approach to effectively account for the operating lease ROU assets and liabilities. Lease contracts are evaluated at inception to determine whether they contain a lease and whether we obtain the right to control an identified asset. The following table summarizes the classification of operating ROU assets and lease liabilities on the consolidated balance sheets (in thousands) As of Operating Leases Classification September 30, 2021 December 31, 2020 Leased Assets Operating lease - right of use assets Long term assets $ 1,161 $ 1,562 Lease Liabilities Operating lease liabilities - Current Other current liabilities 1,085 1,138 Operating lease liabilities Long term liabilities 1,036 1,831 $ 2,121 $ 2,969 We executed a sublease agreement with a tenant to sublease 850 square feet from the Sykesville office space on September 13, 2021. This agreement is in addition to the two previous subleases for 3,650 square feet and 3,822 square feet entered into on May 1, 2019 and April 1, 2017, respectively. The addition of the third sublease is for a portion of the space previously abandoned in December 2019. The sublease does not relieve us of our primary lease obligation. The lessor agreements are all considered operating leases, maintaining the historical classification of the underlying lease. We do not recognize any underlying assets for the subleases as a lessor of operating leases. The net amount received from the sublease is recorded within selling, general and administrative expenses. The table below summarizes lease income and expense recorded in the consolidated statements of operations incurred during the three and nine months ended September 30, 2021 and 2020, ( in thousands Three months ended Nine months ended Lease Cost Classification September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Operating lease cost (1) Selling, general and administrative expenses $ 179 $ 207 $ 548 $ 625 Short-term leases costs (2) Selling, general and administrative expenses 15 - 45 1 Sublease income (3) Selling, general and administrative expenses (32 ) (33 ) (96 ) (97 ) Net lease cost $ 162 $ 174 $ 497 $ 529 (1) Includes variable lease costs which are immaterial. (2) Includes leases maturing less than twelve months from the report date. (3) Sublease portfolio consists of three tenants, which sublease parts of our principal executive office located at 1332 Londontown Blvd, Suite 200, Sykesville, MD. The Company is obligated under certain noncancelable operating leases for office facilities and equipment. Future minimum lease payments under noncancelable operating leases as of September 30, 2021 are as follows (in thousands) (in thousands) Gross Future Minimum Lease Payments 2021 remainder $ 291 2022 1,171 2023 638 2024 122 2025 10 Thereafter 3 Total lease payments $ 2,235 Less: Interest 114 Present value of lease payments $ 2,121 We calculated the weighted-average remaining lease term, presented in years below and the weighted-average discount rate for our operating leases. As noted in our lease accounting policy, we use the incremental borrowing rate as the lease discount rate. Lease Term and Discount Rate September 30, 2021 December 31, 2020 Weighted-average remaining lease term (years) Operating leases 2.02 2.64 Weighted-average discount rate Operating leases 5.00 % 5.00 % The table below sets out the classification of lease payments in the consolidated statement of cash flows. (in thousands) Nine months ended Cash paid for amounts included in measurement of liabilities September 30, 2021 September 30, 2020 Operating cash flows used in operating leases $ 958 $ 1,015

Segment Information

Segment Information	9 Months Ended
	Sep. 30, 2021
Segment Information [Abstract]
Segment Information	Note 15 - Segment Information We have two reportable business segments. The Performance Improvement Solutions segment provides simulation, training and engineering products and services delivered across the breadth of industries we serve. Solutions include simulation for both training and engineering applications. Example engineering services include, but are not limited to, plant design verification and validation, thermal performance evaluation and optimization programs, and engineering programs for plants for ASME code and ASME Section XI. The Company provides these services across all market segments through our Performance, True North consulting, and DP Engineering subsidiaries. Example trai ning applications include turnkey and custom training services. Contract terms are typically less than two Workforce Solutions segment provides specialized workforce solutions primarily to the nuclear industry, working at clients’ facilities. This business is managed through our Hyperspring and Absolute subsidiaries. The business model, management focus, margins and other factors clearly separate this business line from the rest of the GSE product and service portfolio. The following table sets forth the revenue and operating results attributable to each reportable segment and includes a reconciliation of segment revenue to consolidated revenue and operating results to consolidated income before income taxes. Inter-segment revenue is eliminated in consolidation and is not significant: Three months ended Nine months ended (in thousands) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Revenue: Performance $ 7,375 $ 7,257 $ 21,318 $ 25,240 Workforce Solutions 7,311 5,665 19,994 19,727 Total revenue 14,686 12,922 41,312 44,967 Operating loss Performance (466 ) (74 ) (3,000 ) (2,041 ) Workforce Solutions (110 ) (1,249 ) (1,124 ) (2,105 ) Litigation - 952 - 91 Loss on impairment (3 ) - (3 ) (4,302 ) Operating loss (579 ) (371 ) (4,127 ) (8,357 ) Interest expense, net (32 ) (128 ) (135 ) (556 ) Gain on derivative instruments, net - 31 - 35 Other income, net 12,215 (77 ) 16,853 (24 ) Income (loss) before income taxes $ 11,604 $ (545 ) $ 12,591 $ (8,902 )

Commitments and Contingencies

Commitments and Contingencies	9 Months Ended
	Sep. 30, 2021
Commitments and Contingencies [Abstract]
Commitments and Contingencies	Note 16 - Commitments and Contingencies Joyce v. Absolute Consulting, Inc. On March 29, 2019, a former employee of Absolute Consulting, Inc., filed a putative class action against Absolute and the Company, Joyce v. Absolute Consulting Inc., case number 1:19 cv 00868 RDB, in the United States District Court for the District of Maryland. The lawsuit alleged that the plaintiff and certain other employees were not properly compensated for overtime hours worked. The Company was subsequently dismissed from the case, leaving Absolute as the sole defendant. On August 17, 2020, Absolute entered into a Settlement Agreement with the plaintiffs, with a maximum settlement amount of $1.5 million, which required Court approval. On September 8, 2020, the Settlement Agreement between Absolute and the plaintiffs was ratified by the Court, and the case was dismissed, although the parties remain bound by the terms of the settlement agreement. Following Court approval, Absolute made an initial payment toward the settlement amount, including legal fees, of $625 thousand. After the passing of an opt-in notice period expired, the final cost of settling this case, including plaintiff’s attorney fees was approximately $1.4 million. On September 29, 2020, the Company received $1.0 million from a general escrow account, originally set up as part of the Company’s purchase of Absolute during fiscal 2017. The Company presented the loss on Joyce legal settlement and the benefit from the proceeds from the release of escrow from the Absolute transaction in selling, general and administrative expenses, in the amount of $0.5 million for the year ended December 31, 2020. Per ASC 450 Accounting for Contingencies , the Company reviews potential items and areas where a loss contingency could arise. In the opinion of management, we are not a party to any legal proceeding, the outcome of which, in ma nagement’s opinion, individually or in the aggregate, would have a material effect on our consolidated results of operations, financial position or cash flows, other than as noted above. We expense legal defense costs as incurred.

Subsequent Events

Subsequent Events	9 Months Ended
	Sep. 30, 2021
Subsequent Events [Abstract]
Subsequent Events	Note 17 - Subsequent Events On November 12, 2021, due to the violation of Q3 2021 leverage ratio, we signed the Tenth Amendment and Reaffirmation Agreement with an effective date of November 12, 2021, with our bank to waive the fixed charge coverage ratio and leverage ratio for the quarters ending September 30 and December 31, 2021, and we agreed, (i) interest on the outstanding principal amount of the RLOC shall accrue at the interest rate in effect for the RLOC from time to time, but the interest due and payable on the RLOC on each Interest Payment Date shall be determined by subtracting seventy-five (75) basis points from the Applicable Margin and (ii) the seventy-five (75) basis points of accrued interest on the RLOC not paid on any Interest Payment Date pursuant to clause (i) above shall be due and payable on the Termination Date or the date of payment in full of the RLOC. RLOC Amount” means (i) $3,500,000 (ii) on each date a payment in the amount of $250,000 is made pursuant to Subsection 2.1.5(d), the RLOC Amount immediately prior to such payment reduced by $250,000 and (iii) on March 31, 2022 and on each June 30, September 30, December 31 and March 31 thereafter, the RLOC Amount immediately prior to each such date reduced by $37,500. In addition, we agreed, by December 31, 2021, we will pay the Bank $250,000 to be applied to the principal amount outstanding under the RLOC. Commencing on March 31, 2022 and on each June 30, September 30, December 31 and March 31 thereafter, we will pay the Bank $75,000 to be applied to the principal amount outstanding under the RLOC. In addition, within the fifth (5th) Business Day after we have received, subsequent to November 1, 2021, Employee Retention Credits in an aggregate amount not less than $500,000, we will pay the Bank $250,000 to be applied to the principal amount outstanding under the RLOC. We are also required to maintain a minimum of $2.25 million in aggregate USA liquidity. We incurred $15 thousand of amendment fee related to this amendment.

Summary of Significant Accoun_2

Summary of Significant Accounting Policies (Policies)	9 Months Ended
	Sep. 30, 2021
Summary of Significant Accounting Policies [Abstract]
Basis of Preparation	Basis of Presentation GSE Systems, Inc. is a leading provider of professional and technical engineering, staffing services and simulation software to clients in the power and process industries. References in this report to “GSE” or “we” or “our” or “the Company” are to GSE Systems, Inc. and our subsidiaries, collectively. The consolidated interim financial statements included herein have been prepared by GSE and are unaudited. In the opinion of our management, all adjustments and reclassifications of a normal and recurring nature necessary to present fairly the financial position, results of operations and cash flows for the periods presented, have been made. Certain information and footnote disclosures normally included in financial statements prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) have been condensed or omitted. All intercompany accounts and transactions have been eliminated in consolidation. The accompanying unaudited consolidated financial statements have been prepared in accordance with U.S. GAAP for interim financial information and with the instructions to Form 10-Q and Article 8 of Regulation S-X. The accompanying balance sheet data for the year ended December 31, 2020 was derived from our audited financial statements, but it does not include all disclosures required by U.S. GAAP. The results of operations for interim periods are not necessarily an indication of the results for the full year. These consolidated financial statements should be read in conjunction with the consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2020, filed with the U.S. Securities and Exchange Commission on April 13, 2021. The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as reported amounts of revenues and expenses during the reporting period. Our most significant estimates relate to revenue recognition on contracts with customers, product warranties, valuation of goodwill and intangible assets acquired including the determination of fair value in impairment tests, valuation of long-lived assets to be disposed of, valuation of stock-based compensation awards, and the recoverability of deferred tax assets. Actual results of these and other items not listed could differ from these estimates and those differences could be material.
Going Concern	Going Concern In 2020, we had several projects (primarily in our Workforce Solutions business segment) pandemic. We amended our credit facility with Citizens Bank, N.A. (“the Bank”) in based upon expected covenant violations and have been required to curtail term debt in exchange for revised financial covenants. Scheduled term loan repayments and agreed upon curtailment required us to use million in available cash to pay-off our term debt in 2020. We signed a Ninth Amendment and Reaffirmation Agreement (the “ Ninth Amendment”) with the Bank on March 29, 2021 to waive the fixed charge coverage ratio and leverage ratio for the quarters ending March 31 and June 30, 2021, and to adjust the thresholds for future covenants to ease the risk of non-compliance experienced in previous quarters. We have experienced delays in commencing new projects and thus our ability to earn revenue has been delayed for these projects. Reductions in orders and other negative changes to orders experienced at the beginning of the pandemic have started to reverse in 2021, but not at the level expected as ongoing COVID concerns continue to hinder the pace of recovery. This deterioration in the recovery plan has resulted in breaching the Minimum Liquidity ratio subsequent to June 30, 2021 and we project breaching the Leverage and Fixed Charges ratio covenant (See Note 10). Our working capital position on September 30, 2021 was $6.7 million . On August 5, 2021, the Company received approval from Small Business Administration (“SBA”) that the PPP loan including all accrued interest thereon was forgiven . The COVID-19 macroeconomic environment is considered fluid and although recovery is anticipated to steadily occur over the next 12 months, issues that could result from the other COVID variants could cause a further decline in revenue or stress our ability to meet covenant requirements. Jurisdictions where our businesses operate across the country are pushing toward re-opening places of business and government support, through the American Rescue Plan Act of 2021, will continue to support the broader economy. We have recorded of employee retention credits (“ ”) to be refunded from the IRS and recorded an additional $2.2 million of ERCs from unremitted payroll taxes made available under the Coronavirus Aid, Relief and Economic Security Act (the “ ” However, the timing of these elements taking place are not predictable and may not serve to mitigate our situation or improve the Company’s health. Following the Ninth Amendment, our new covenant compliance remains dependent on meeting future projections, which are subject to the variability and unknown speed and extent of post-COVID-19 recovery. On November 12, 2021, due to the violation of Q3 2021 leverage ratio, we signed the Tenth Amendment and Reaffirmation Agreement with an effective date of November 12, 2021 to adjust the thresholds for future covenants to ease the risk of non-compliance (See Note 17) The Company’s management continues to explore raising capital through its access to the public markets or entering into alternative financing arrangements. Furthermore, while recovery has been slower to materialize than expected the Company has experienced an improvement in orders as well as a higher rate of opportunities across business segments. Future negative trends in operating results could be mitigated through various cost cutting measures including adjustments to headcount or compensation, vendor augmentation or delay of investment initiatives in the Company’s corporate office. These actions, which are further supported by positively trending macroeconomic conditions, and the potential of recovery of business and orders may ease the risk of further bank covenant violations. However, when considering the unpredictability of the above, there continues to be substantial doubt the Company will continue as a going concern.

Recent Accounting Pronounceme_2

Recent Accounting Pronouncements (Policies)	9 Months Ended
	Sep. 30, 2021
Recent Accounting Pronouncements [Abstract]
Recent Accounting Pronouncements Adopted and Not Yet Adopted	Accounting pronouncements recently adopted In January 2020, the FASB issued ASU 2020-01, Investments – Equity Securities, Investments – Equity Method and Joint Ventures, and Derivatives and Hedging, which provides clarity for companies that hold equity securities at cost to first update the fair value of an investment, immediately prior to applying the Equity Method of Accounting; or clarity for companies that enter into forward contracts to purchase additional shares of an equity security that would then require the investee to account for the investment via the Equity Method. This ASU is applicable for public companies starting with fiscal years beginning after December 15, 2020 and interim periods within those fiscal years. The Company adopted ASU 2020-01 on January 1, 2021. This standard did not have a significant impact to our consolidated financial statements since the Company does not currently hold any investments at cost. In September 2020, the FASB issued ASU 2020-10, Codification Improvements, which is part of an ongoing attempt to improve the consistency of the codification. Previously the option to disclose information in the footnotes to the financial statements was in one of two sections: Disclosure Section (Section 50) or Other Presentation Matters (Section 45). ASU 2020-10 conforms the disclosure requirements into Section 50 and provides additional information on specific guidance that was previously unclear or not included in the codification. This ASU is applicable for public companies starting with fiscal years beginning after December 15, 2020, with early adoption available for interim and annual financial statements not already filed and using the retrospective approach. however, the FASB does not believe that this should change any of the current reporting or disclosure requirements. The Company adopted ASU 2020-10 on January 1, 2021. The adoption of this standard did not have a material impact to our consolidated financial statements. Accounting pronouncements not yet adopted In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses, which introduces new guidance for credit losses on instruments within its scope. The new guidance introduces an approach based on expected losses to estimate credit losses on certain types of financial instruments, including, but not limited to, trade and other receivables, held-to-maturity debt securities, loans and net investments in leases. The new guidance also modifies the impairment model for available-for-sale debt securities and requires the entities to determine whether all or a portion of the unrealized loss on an available-for-sale debt security is a credit loss. The standard also indicates that entities may not use the length of time a security has been in an unrealized loss position as a factor in concluding whether a credit loss exists. Early adoption is permitted for all entities for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. On October 16, 2019, the FASB voted to defer the deadlines for private companies and certain small public companies, including smaller reporting companies, to implement the new accounting standards on credit losses. The new effective date is January 1, 2023. As a smaller reporting company, we have elected to defer adoption in line with new deadlines and are currently evaluating the effects, if any, that the adoption of this guidance will have on our consolidated financial position, results of operations and cash flows. Management has evaluated other recently issued accounting pronouncements and does not believe that any of these pronouncements will have a significant impact on our consolidated financial statements and related disclosures.

Basic and Diluted Loss per Sh_2

Basic and Diluted Loss per Share (Tables)	9 Months Ended
	Sep. 30, 2021
Basic and Diluted Loss per Share [Abstract]
Earnings (Loss) Per Share, Basic and Diluted	The number of common shares and common share equivalents used in the determination of basic and diluted loss per common share were as follows: (in thousands, except for share data) Three months ended Nine months ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Numerator: Net income (loss) attributed to common stockholders $ 11,438 $ (661 ) $ 12,464 $ (9,068 ) Denominator: Weighted-average shares outstanding for basic earnings per share 20,863,479 20,563,452 20,714,068 20,438,571 Effect of dilutive securities: Employee RSUs - - - - Adjusted weighted-average shares outstanding and assumed conversions for diluted earnings per share 20,863,479 20,563,452 20,714,068 20,438,571 Shares related to dilutive securities excluded because inclusion would be anti-dilutive 14,229 66,261 77,871 12,172

Contract Receivables (Tables)

Contract Receivables (Tables)	9 Months Ended
	Sep. 30, 2021
Contract Receivables [Abstract]
Contract Receivables	The components of contract receivables were as follows: (in thousands) September 30, 2021 December 31, 2020 Billed receivables $ 4,521 $ 5,694 Unbilled receivables 8,221 5,160 Allowance for doubtful accounts (213 ) (360 ) Total contract receivables, net $ 12,529 $ 10,494

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	9 Months Ended
	Sep. 30, 2021
Goodwill and Intangible Assets [Abstract]
Schedule of Acquired Finite-Lived Intangible Assets by Major Class	The following table shows the gross carrying amount and accumulated amortization of definite-lived intangible assets: (in thousands) As of September 30, 2021 Gross Carrying Amount Accumulated Amortization Net Amortized intangible assets: Customer relationships $ 8,628 $ (6,219 ) $ 2,409 Trade names 1,689 (1,086 ) 603 Developed technology 471 (471 ) - Non-contractual customer relationships 433 (433 ) - Noncompete agreement 527 (405 ) 122 Alliance agreement 527 (356 ) 171 Others 167 (167 ) - Total $ 12,442 $ (9,137 ) $ 3,305 (in thousands) As of December 31, 2020 Gross Carrying Amount Accumulated Amortization Impact of Impairment Net Amortized intangible assets: Customer relationships $ 11,730 $ (5,504 ) $ (3,102 ) $ 3,124 Trade names 2,467 (1,020 ) (778 ) 669 Developed technology 471 (471 ) - - Non-contractual customer relationships 433 (433 ) - - Noncompete agreement 949 (336 ) (422 ) 191 Alliance agreement 527 (277 ) - 250 Others 167 (167 ) - - Total $ 16,744 $ (8,208 ) $ (4,302 ) $ 4,234
Finite-Lived Intangible Assets, Future Amortization Expense	Amortization expense related to definite-lived intangible assets totaled $0.3 million and $0.4 million for the three months ended September 30, 2021 and 2020, respectively, and $0.9 million and $1.5 million for the nine months ended September 30, 2021 and 2020, respectively. The following table shows the estimated amortization expense of the definite-lived intangible assets for the next five years and thereafter: (in thousands) Years ended December 31: 2021 remainder $ 285 2022 910 2023 640 2024 435 2025 335 Thereafter 700 Total $ 3,305

Equipment, Software and Lease_2

Equipment, Software and Leasehold Improvements (Tables)	9 Months Ended
	Sep. 30, 2021
Equipment, Software and Leasehold Improvements [Abstract]
Equipment, Software and Leasehold Improvements	Equipment, software and leasehold improvements, net consist of the following: (in thousands) September 30, 2021 December 31, 2020 Computer and equipment $ 2,246 $ 2,229 Software 2,059 1,695 Leasehold improvements 659 660 Furniture and fixtures 839 848 5,803 5,432 Accumulated depreciation (5,011 ) (4,816 ) Equipment, software and leasehold improvements, net $ 792 $ 616

Fair Value of Financial Instr_2

Fair Value of Financial Instruments (Tables)	9 Months Ended
	Sep. 30, 2021
Fair Value of Financial Instruments [Abstract]
Assets and Liabilities Measured at Fair Value	The following table presents assets measured at fair value at September 30, 2021: (in thousands) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Money market funds $ 15 $ - $ - $ 15 Total assets 15 - - 15 The following table presents assets and liabilities measured at fair value at December 31, 2020: (in thousands) Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Total Money market funds $ 435 $ - $ - $ 435 Total assets $ 435 $ - $ - $ 435

Product Warranty (Tables)

Product Warranty (Tables)	9 Months Ended
	Sep. 30, 2021
Product Warranty [Abstract]
Activities in the Accrued Warranty Accounts	The activity in the accrued warranty accounts during the current period is as follows: (in thousands) Balance at January 1, 2021 $ 922 Current period recovery (92 ) Current period claims (100 ) Currency adjustment 1 Balance at September 30, 2021 $ 731

Revenue (Tables)

Revenue (Tables)	9 Months Ended
	Sep. 30, 2021
Revenue [Abstract]
Disaggregation of Revenue	The following table represents a disaggregation of revenue by type of goods or services for three and nine months ended September 30, 2021 and 2020, along with the reporting segment for each category: (in thousands) Three months ended Nine months ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Performance Improvement Solutions segment System Design and Build $ 1,623 $ 2,473 $ 4,712 $ 9,535 Over time 1,623 2,473 4,712 9,535 Software and Support 814 942 2,393 2,575 Point in time 52 444 274 1,084 Over time 762 498 2,119 1,491 Training and Consulting Services 4,937 3,842 14,212 13,130 Point in time 42 19 126 48 Over time 4,895 3,823 14,086 13,082 Workforce Solutions Training and Consulting Services 7,312 5,665 19,995 19,727 Point in time 126 - 375 - Over time 7,186 5,665 19,620 19,727 Total revenue $ 14,686 $ 12,922 $ 41,312 $ 44,967
Balance of Contract Liabilities and Revenue Recognized in Reporting Period	The following table reflects revenue recognized in the reporting periods presented that was included in contract liabilities from contracts with customers as of the beginning of the periods presented: ( in thousands Three months ended Nine months ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Revenue recognized in the period from amounts included in billings in excess of revenue earned at the beginning of the period $ 835 $ 1,520 $ 4,139 $ 6,221

Income Taxes (Tables)

Income Taxes (Tables)	9 Months Ended
	Sep. 30, 2021
Income Taxes [Abstract]
Provision For Income Taxes	The following table presents the provision for income taxes and our effective tax rates: (in thousands) Three months ended Nine months ended September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Income (loss) before income taxes $ 11,604 $ (545 ) $ 12,591 $ (8,902 ) Provision for income taxes 166 116 127 166 Effective tax rate 1.4 % (21.3 )% 1.0 % (1.9 )%

Leases (Tables)

Leases (Tables)	9 Months Ended
	Sep. 30, 2021
Leases [Abstract]
Classification of Operating ROU Assets and Lease Liabilities on the Balance Sheet	Lease contracts are evaluated at inception to determine whether they contain a lease and whether we obtain the right to control an identified asset. The following table summarizes the classification of operating ROU assets and lease liabilities on the consolidated balance sheets (in thousands) As of Operating Leases Classification September 30, 2021 December 31, 2020 Leased Assets Operating lease - right of use assets Long term assets $ 1,161 $ 1,562 Lease Liabilities Operating lease liabilities - Current Other current liabilities 1,085 1,138 Operating lease liabilities Long term liabilities 1,036 1,831 $ 2,121 $ 2,969
Lease Income and Expenses	The table below summarizes lease income and expense recorded in the consolidated statements of operations incurred during the three and nine months ended September 30, 2021 and 2020, ( in thousands Three months ended Nine months ended Lease Cost Classification September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Operating lease cost (1) Selling, general and administrative expenses $ 179 $ 207 $ 548 $ 625 Short-term leases costs (2) Selling, general and administrative expenses 15 - 45 1 Sublease income (3) Selling, general and administrative expenses (32 ) (33 ) (96 ) (97 ) Net lease cost $ 162 $ 174 $ 497 $ 529 (1) Includes variable lease costs which are immaterial. (2) Includes leases maturing less than twelve months from the report date. (3) Sublease portfolio consists of three tenants, which sublease parts of our principal executive office located at 1332 Londontown Blvd, Suite 200, Sykesville, MD.
Future Minimum Lease Payments	The Company is obligated under certain noncancelable operating leases for office facilities and equipment. Future minimum lease payments under noncancelable operating leases as of September 30, 2021 are as follows (in thousands) (in thousands) Gross Future Minimum Lease Payments 2021 remainder $ 291 2022 1,171 2023 638 2024 122 2025 10 Thereafter 3 Total lease payments $ 2,235 Less: Interest 114 Present value of lease payments $ 2,121
Operating Lease Weighted Average Remaining Lease Term And Discount Rate	We calculated the weighted-average remaining lease term, presented in years below and the weighted-average discount rate for our operating leases. As noted in our lease accounting policy, we use the incremental borrowing rate as the lease discount rate. Lease Term and Discount Rate September 30, 2021 December 31, 2020 Weighted-average remaining lease term (years) Operating leases 2.02 2.64 Weighted-average discount rate Operating leases 5.00 % 5.00 %
Classification of Lease Payments in the Statement of Cash Flows	The table below sets out the classification of lease payments in the consolidated statement of cash flows. (in thousands) Nine months ended Cash paid for amounts included in measurement of liabilities September 30, 2021 September 30, 2020 Operating cash flows used in operating leases $ 958 $ 1,015

Segment Information (Tables)

Segment Information (Tables)	9 Months Ended
	Sep. 30, 2021
Segment Information [Abstract]
Reconciliation of Segment Revenue to Consolidated Revenue and Operating Results to Consolidated Income Before Income Taxes	The following table sets forth the revenue and operating results attributable to each reportable segment and includes a reconciliation of segment revenue to consolidated revenue and operating results to consolidated income before income taxes. Inter-segment revenue is eliminated in consolidation and is not significant: Three months ended Nine months ended (in thousands) September 30, 2021 September 30, 2020 September 30, 2021 September 30, 2020 Revenue: Performance $ 7,375 $ 7,257 $ 21,318 $ 25,240 Workforce Solutions 7,311 5,665 19,994 19,727 Total revenue 14,686 12,922 41,312 44,967 Operating loss Performance (466 ) (74 ) (3,000 ) (2,041 ) Workforce Solutions (110 ) (1,249 ) (1,124 ) (2,105 ) Litigation - 952 - 91 Loss on impairment (3 ) - (3 ) (4,302 ) Operating loss (579 ) (371 ) (4,127 ) (8,357 ) Interest expense, net (32 ) (128 ) (135 ) (556 ) Gain on derivative instruments, net - 31 - 35 Other income, net 12,215 (77 ) 16,853 (24 ) Income (loss) before income taxes $ 11,604 $ (545 ) $ 12,591 $ (8,902 )

Summary of Significant Accoun_3

Summary of Significant Accounting Policies (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Going Concern [Abstract]
Loan repayment					$ 18,500
Working capital position	$ 6,700		$ 6,700
Tax benefit recognized	$ 166	$ 116	127	$ 166
Paycheck Protection Program [Member]
Going Concern [Abstract]
Amount recorded from the employee retention credit			5,000
Tax benefit recognized			$ 2,200

Basic and Diluted Loss per Sh_3

Basic and Diluted Loss per Share (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Numerator [Abstract]
Net income (loss) attributed to common stockholders	$ 11,438	$ (661)	$ 12,464	$ (9,068)
Denominator [Abstract]
Weighted-average shares outstanding for basic earnings per share (in shares)	20,863,479	20,563,452	20,714,068	20,438,571
Effect of dilutive securities [Abstract]
Employee RSUs (in shares)	0	0	0	0
Adjusted weighted-average shares outstanding and assumed conversions for diluted earnings per share (in shares)	20,863,479	20,563,452	20,714,068	20,438,571
Shares related to dilutive securities excluded because inclusion would be anti-dilutive (in shares)	14,229	66,261	77,871	12,172

Coronavirus Aid, Relief and E_2

Coronavirus Aid, Relief and Economic Security Act (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Employee Retention Credits [Abstract]
Tax benefit recognized	$ 166	$ 116	$ 127	$ 166
Paycheck Protection Program [Member]
Debt Instruments [Abstract]
Other income	10,100		10,100
Paycheck Protection Program Loan [Abstract]
Amount received from Paycheck Protection Program	10,000		10,000
Employee Retention Credits [Abstract]
Tax benefit recognized			2,200
Employee Retention Credits [Member]
Debt Instruments [Abstract]
Other income	2,100		7,200
Employee Retention Credits [Abstract]
Refund of employee retention credit	1,000		5,000
Tax benefit recognized	1,400		2,200
Refund of employee retention credit received			700
Refund of employee retention credit receivable	$ 4,300		$ 4,300

Contract Receivables (Details)

Contract Receivables (Details) $ in Thousands	1 Months Ended	9 Months Ended
	Oct. 31, 2021USD ($)	Sep. 30, 2021USD ($)Customer	Sep. 30, 2020USD ($)	Dec. 31, 2020USD ($)
Components of contract receivables [Abstract]
Billed receivables		$ 4,521		$ 5,694
Unbilled receivables		8,221		5,160
Allowance for doubtful accounts		(213)		(360)
Total contract receivables, net		12,529		$ 10,494
Bad debt (recovery) expense		(133)	$ 103
Unbilled Contract Receivables [Abstract]
Unbilled contract receivables invoiced		$ (831)	$ (1,195)
Contract Receivable [Member]
Concentration Risk [Abstract]
Number of customers accounting for contract receivables | Customer		1
Contract Receivable [Member] | Customer Concentration Risk [Member] | Customer [Member]
Concentration Risk [Abstract]
Percentage of contract receivables accounted by major customers		10.00%
Subsequent Event [Member]
Unbilled Contract Receivables [Abstract]
Unbilled contract receivables invoiced	$ 2,600

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended			9 Months Ended		12 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Mar. 31, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Goodwill and Intangible Assets [Abstract]
Impairment charges	$ 3	$ 0	$ 4,300	$ 3	$ 4,302
Amortized Intangible Assets [Abstract]
Gross carrying amount	12,442			12,442		$ 16,744
Accumulated amortization	(9,137)			(9,137)		(8,208)
Impact of Impairment						(4,302)
Total	3,305			3,305		4,234
Amortization of intangible assets	286	$ 414		929	$ 1,528
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
2021 remainder	285			285
2022	910			910
2023	640			640
2024	435			435
2025	335			335
Thereafter	700			700
Total	3,305			3,305		4,234
Customer Relationships [Member]
Amortized Intangible Assets [Abstract]
Gross carrying amount	8,628			8,628		11,730
Accumulated amortization	(6,219)			(6,219)		(5,504)
Impact of Impairment						(3,102)
Total	2,409			2,409		3,124
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Total	2,409			2,409		3,124
Trade Names [Member]
Amortized Intangible Assets [Abstract]
Gross carrying amount	1,689			1,689		2,467
Accumulated amortization	(1,086)			(1,086)		(1,020)
Impact of Impairment						(778)
Total	603			603		669
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Total	603			603		669
Developed Technology [Member]
Amortized Intangible Assets [Abstract]
Gross carrying amount	471			471		471
Accumulated amortization	(471)			(471)		(471)
Impact of Impairment						0
Total	0			0		0
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Total	0			0		0
Non-Controlling Customer Relationships [Member]
Amortized Intangible Assets [Abstract]
Gross carrying amount	433			433		433
Accumulated amortization	(433)			(433)		(433)
Impact of Impairment						0
Total	0			0		0
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Total	0			0		0
Noncompete Agreement [Member]
Amortized Intangible Assets [Abstract]
Gross carrying amount	527			527		949
Accumulated amortization	(405)			(405)		(336)
Impact of Impairment						(422)
Total	122			122		191
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Total	122			122		191
Alliance Agreement [Member]
Amortized Intangible Assets [Abstract]
Gross carrying amount	527			527		527
Accumulated amortization	(356)			(356)		(277)
Impact of Impairment						0
Total	171			171		250
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Total	171			171		250
Others [Member]
Amortized Intangible Assets [Abstract]
Gross carrying amount	167			167		167
Accumulated amortization	(167)			(167)		(167)
Impact of Impairment						0
Total	0			0		0
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract]
Total	$ 0			$ 0		$ 0

Equipment, Software and Lease_3

Equipment, Software and Leasehold Improvements (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Equipment, Software and Leasehold Improvements, Net [Abstract]
Equipment, software and leasehold improvements	$ 5,803		$ 5,803		$ 5,432
Accumulated depreciation	(5,011)		(5,011)		(4,816)
Equipment, software and leasehold improvements, net	792		792		616
Depreciation expense	69	$ 76	216	$ 254
Computer and Equipment [Member]
Equipment, Software and Leasehold Improvements, Net [Abstract]
Equipment, software and leasehold improvements	2,246		2,246		2,229
Software [Member]
Equipment, Software and Leasehold Improvements, Net [Abstract]
Equipment, software and leasehold improvements	2,059		2,059		1,695
Capitalization of internal-use software cost	50		365
Leasehold Improvements [Member]
Equipment, Software and Leasehold Improvements, Net [Abstract]
Equipment, software and leasehold improvements	659		659		660
Furniture and Fixtures [Member]
Equipment, Software and Leasehold Improvements, Net [Abstract]
Equipment, software and leasehold improvements	$ 839		$ 839		$ 848

Fair Value of Financial Instr_3

Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Assets and Liabilities Measured at Fair Value [Abstract]
Money market funds	$ 15	$ 435
Total assets	15	435
Quoted Prices in Active Markets for Identical Assets (Level 1) [Member]
Assets and Liabilities Measured at Fair Value [Abstract]
Money market funds	15	435
Total assets	15	435
Significant Other Observable Inputs (Level 2) [Member]
Assets and Liabilities Measured at Fair Value [Abstract]
Money market funds	0	0
Total assets	0	0
Significant Unobservable Inputs (Level 3) [Member]
Assets and Liabilities Measured at Fair Value [Abstract]
Money market funds	0	0
Total assets	$ 0	$ 0

Stock-Based Compensation (Detai

Stock-Based Compensation (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021USD ($)shares	Sep. 30, 2020USD ($)shares	Sep. 30, 2021USD ($)qtrshares	Sep. 30, 2020USD ($)shares
Share-based Compensation [Abstract]
Stock options granted (in shares) | shares	0	0	0	0
Stock Option [Member]
Share-based Compensation [Abstract]
Stock-based compensation expense	$ 300	$ 33	$ 800	$ 400
Restricted Stock Units [Member]
Share-based Compensation [Abstract]
Stock-based compensation expense	$ 0	$ 0	$ 0	$ 6
Granted time-based RSUs (in shares) | shares	20,000	130,000	824,661	170,000
Aggregate fair value for time-based RSUs	$ 30	$ 100	$ 1,400	$ 200
Number of quarters time-based RSU's will vest quarterly | qtr			8
Granted performance-based RSUs (in shares) | shares	0	0	0	512,000
Aggregate fair value for performance-based RSUs				$ 600
Vesting period of performance based RSU's				3 years
Restricted Stock Units [Member] | Minimum [Member]
Share-based Compensation [Abstract]
Period in which time-based RSU's will vest annually in equal amounts			1 year
Restricted Stock Units [Member] | Maximum [Member]
Share-based Compensation [Abstract]
Period in which time-based RSU's will vest annually in equal amounts			3 years

Debt (Details)

Debt (Details) $ in Thousands

May 11, 2018USD ($)

Dec. 29, 2016USD ($)

Mar. 29, 2021USD ($)

Sep. 30, 2021USD ($)Letter

Sep. 30, 2020USD ($)

Dec. 31, 2020USD ($)

Sep. 30, 2023

Jun. 30, 2023

Mar. 31, 2023

Dec. 31, 2022

Sep. 30, 2022

Jun. 30, 2022

Mar. 31, 2022

Dec. 31, 2021USD ($)

Jun. 30, 2021USD ($)

Mar. 31, 2021USD ($)

Line of Credit Facility [Abstract]

Repayments of debt

$ 18,500

Repayment on line of credit

$ 1,739

$ 694

Amount drawn on revolving line of credit

800

$ 4,200

Revolving Credit Facility [Member]

Line of Credit Facility [Abstract]

Line of credit facility expiration period

3 years

Line of credit

$ 5,000

3,500

Repayment on line of credit

1,700

Amount drawn on revolving line of credit

800

Long-term debt

$ 2,100

Number of letters of credit | Letter

4

Outstanding letter of credit balance

$ 1,100

Amount available at the reporting date

0

Letters of credit reserved for issuance

$ 500

Revolving Credit Facility [Member] | Minimum [Member]

Line of Credit Facility [Abstract]

Percentage of letter of credit fees per annum

1.25%

Revolving Credit Facility [Member] | Maximum [Member]

Line of Credit Facility [Abstract]

Percentage of letter of credit fees per annum

2.00%

Ninth Amendment and Reaffirmation Agreement [Member]

Line of Credit Facility [Abstract]

Fixed charge coverage ratio

1.10

1.10

Amendment fee amount

$ 25

Ninth Amendment and Reaffirmation Agreement [Member] | Plan [Member]

Line of Credit Facility [Abstract]

Fixed charge coverage ratio

3.25

2

2

2

2

2

2.50

2.75

3

Ninth Amendment and Reaffirmation Agreement [Member] | Revolving Credit Facility [Member]

Line of Credit Facility [Abstract]

Liquidity

$ 2,500

Line of credit

$ 3,750

$ 4,250

Repayment on line of credit

500

Amount available at the reporting date

500

Periodic payment

$ 500

Ninth Amendment and Reaffirmation Agreement [Member] | Revolving Credit Facility [Member] | Plan [Member]

Line of Credit Facility [Abstract]

Line of credit

$ 3,500

Amount available at the reporting date

$ 75

Term Loan [Member]

Line of Credit Facility [Abstract]

Line of credit facility expiration period

18 months

Line of credit

$ 25,000

Maturity date

May 11, 2023

Product Warranty (Details)

Product Warranty (Details) $ in Thousands	9 Months Ended
	Sep. 30, 2021USD ($)
Product warranty provision [Abstract]
Warranty terms for SDB contracts	1 year
Accrued warranty, current	$ 560
Accrued warranty, noncurrent	171
Activities in product warranty account [Abstract]
Balance at beginning of period	922
Current period recovery	(92)
Current period claims	(100)
Currency adjustment	1
Balance at end of period	$ 731

Revenue (Details)

Revenue (Details) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021USD ($)	Sep. 30, 2020USD ($)	Sep. 30, 2021USD ($)Stream	Sep. 30, 2020USD ($)
Disaggregation of Revenue [Abstract]
Revenue	$ 14,686	$ 12,922	$ 41,312	$ 44,967
Number of distinct revenue streams | Stream			3
Contract with Customer, Asset and Liability [Abstract]
Revenue recognized in the period from amounts included in billings in excess of revenue earned at the beginning of the period	835	1,520	$ 4,139	6,221
Performance Improvement Solutions [Member]
Disaggregation of Revenue [Abstract]
Revenue	7,375	7,257	21,318	25,240
Performance Improvement Solutions [Member] | System Design and Build [Member]
Disaggregation of Revenue [Abstract]
Revenue	1,623	2,473	4,712	9,535
Performance Improvement Solutions [Member] | System Design and Build [Member] | Over Time [Member]
Disaggregation of Revenue [Abstract]
Revenue	1,623	2,473	4,712	9,535
Performance Improvement Solutions [Member] | Software and Support [Member]
Disaggregation of Revenue [Abstract]
Revenue	814	942	2,393	2,575
Performance Improvement Solutions [Member] | Software and Support [Member] | Point in Time [Member]
Disaggregation of Revenue [Abstract]
Revenue	52	444	274	1,084
Performance Improvement Solutions [Member] | Software and Support [Member] | Over Time [Member]
Disaggregation of Revenue [Abstract]
Revenue	762	498	2,119	1,491
Performance Improvement Solutions [Member] | Training and Consulting [Member]
Disaggregation of Revenue [Abstract]
Revenue	4,937	3,842	14,212	13,130
Performance Improvement Solutions [Member] | Training and Consulting [Member] | Point in Time [Member]
Disaggregation of Revenue [Abstract]
Revenue	42	19	126	48
Performance Improvement Solutions [Member] | Training and Consulting [Member] | Over Time [Member]
Disaggregation of Revenue [Abstract]
Revenue	4,895	3,823	14,086	13,082
Workforce Solutions [Member]
Disaggregation of Revenue [Abstract]
Revenue	7,311	5,665	19,994	19,727
Workforce Solutions [Member] | Training and Consulting [Member]
Disaggregation of Revenue [Abstract]
Revenue	7,312	5,665	19,995	19,727
Workforce Solutions [Member] | Training and Consulting [Member] | Point in Time [Member]
Disaggregation of Revenue [Abstract]
Revenue	126	0	375	0
Workforce Solutions [Member] | Training and Consulting [Member] | Over Time [Member]
Disaggregation of Revenue [Abstract]
Revenue	$ 7,186	$ 5,665	$ 19,620	$ 19,727

Income Taxes (Details)

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Income Taxes [Abstract]
Income (loss) before income taxes	$ 11,604	$ (545)	$ 12,591	$ (8,902)
Provision for income taxes	$ 166	$ 116	$ 127	$ 166
Effective tax rate	1.40%	(21.30%)	1.00%	(1.90%)
Statutory federal income tax rate			21.00%	21.00%
Income Tax Examination [Abstract]
Probability of uncertain tax position to be recognized			50.00%
Percentage of tax position realized upon ultimate settlement			50.00%
Estimated tax benefits	$ 900		$ 900
Federal [Member]
Income Tax Examination [Abstract]
Income tax examination, year under examination			2000
State [Member]
Income Tax Examination [Abstract]
Income tax examination, year under examination			2000
Foreign [Member]
Income Tax Examination [Abstract]
Income tax examination, year under examination			2015

Leases (Details)

Leases (Details) $ in Thousands		3 Months Ended		9 Months Ended
		Sep. 30, 2021USD ($)	Sep. 30, 2020USD ($)	Sep. 30, 2021USD ($)ft²SubleaseTenant	Sep. 30, 2020USD ($)	Dec. 31, 2020USD ($)
Leased Assets [Abstract]
Operating lease - right of use assets		$ 1,161		$ 1,161		$ 1,562
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration]		Operating lease - right of use assets		Operating lease - right of use assets		Operating lease - right of use assets
Lease Liabilities [Abstract]
Operating lease liabilities - current		$ 1,085		$ 1,085		$ 1,138
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration]		Other current liabilities		Other current liabilities		Other current liabilities
Operating lease liabilities - Noncurrent		$ 1,036		$ 1,036		$ 1,831
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration]		Operating lease liabilities - Noncurrent		Operating lease liabilities - Noncurrent		Operating lease liabilities - Noncurrent
Operating lease liability		$ 2,121		$ 2,121		$ 2,969
Sublease Agreement [Abstract]
Sublease square feet | ft²				850
Sublease date				Sep. 13, 2021
Number of previous subleases | Sublease				2
Number of tenants | Tenant				3
Consolidated Statement of Operations Information [Abstract]
Operating lease cost	[1]	179	$ 207	$ 548	$ 625
Short-term leases costs	[2]	15	0	45	1
Sublease income	[3]	(32)	(33)	(96)	(97)
Net lease cost		162	$ 174	497	529
Minimum Lease Payments [Abstract]
2021 remainder		291		291
2022		1,171		1,171
2023		638		638
2024		122		122
2025		10		10
Thereafter		3		3
Total lease payments		2,235		2,235
Less: Interest		114		114
Present value of lease payments		$ 2,121		$ 2,121		$ 2,969
Lease Term and Discount Rate [Abstract]
Weighted-average remaining lease term (in years)		2 years 7 days		2 years 7 days		2 years 7 months 20 days
Weighted-average discount rate		5.00%		5.00%		5.00%
Other Information [Abstract]
Operating cash flows used in operating leases				$ 958	$ 1,015
First Sublease [Member]
Sublease Agreement [Abstract]
Previously subleased square feet | ft²				3,822
Previous sublease date				Apr. 1, 2017
Second Sublease [Member]
Sublease Agreement [Abstract]
Previously subleased square feet | ft²				3,650
Previous sublease date				May 1, 2019
[1]	Includes variable lease costs which are immaterial.
[2]	Includes leases maturing less than twelve months from the report date.
[3]	Sublease portfolio consists of three tenants, which sublease parts of our principal executive office located at 1332 Londontown Blvd, Suite 200, Sykesville, MD.

Segment Information (Details)

Segment Information (Details) $ in Thousands	3 Months Ended			9 Months Ended
	Sep. 30, 2021USD ($)	Sep. 30, 2020USD ($)	Mar. 31, 2020USD ($)	Sep. 30, 2021USD ($)Segment	Sep. 30, 2020USD ($)
Segment Reporting, Disclosure of Entity's Reportable Segments [Abstract]
Number of reportable business segments | Segment				2
Contract term				2 years
Segment Reporting Information, Profit (Loss) [Abstract]
Revenue	$ 14,686	$ 12,922		$ 41,312	$ 44,967
Operating loss	(579)	(371)		(4,127)	(8,357)
Litigation	0	952		0	91
Loss on impairment	(3)	0	$ (4,300)	(3)	(4,302)
Interest expense, net	(32)	(128)		(135)	(556)
Gain on derivative instruments, net	0	31		0	35
Other income, net	12,215	(77)		16,853	(24)
Income (loss) before income taxes	11,604	(545)		12,591	(8,902)
Performance [Member]
Segment Reporting Information, Profit (Loss) [Abstract]
Revenue	7,375	7,257		21,318	25,240
Operating loss	(466)	(74)		(3,000)	(2,041)
Workforce Solutions [Member]
Segment Reporting Information, Profit (Loss) [Abstract]
Revenue	7,311	5,665		19,994	19,727
Operating loss	$ (110)	$ (1,249)		$ (1,124)	$ (2,105)

Commitments and Contingencies (

Commitments and Contingencies (Details) - USD ($) $ in Thousands	Sep. 08, 2020	Aug. 17, 2020	Dec. 31, 2020	Sep. 29, 2020
Loss Contingency, Estimate [Abstract]
Initial payment on settlement	$ 625
Settlement expense		$ 1,400
Escrow balance				$ 1,000
Provision for loss on legal settlement			$ 500
Maximum [Member]
Loss Contingency, Estimate [Abstract]
Estimated gross settlement		$ 1,500

Subsequent Events (Details)

Subsequent Events (Details) - USD ($)	Mar. 31, 2022	Dec. 31, 2021	Nov. 12, 2021	Nov. 01, 2021	Sep. 30, 2021	Sep. 30, 2020	Dec. 29, 2016
Line of Credit Facility [Abstract]
Repayment on line of credit					$ 1,739,000	$ 694,000
Revolving Credit Facility [Member]
Line of Credit Facility [Abstract]
Line of credit					3,500,000		$ 5,000,000
Repayment on line of credit					$ 1,700,000
Tenth Amendment and Reaffirmation Agreement [Member] | Revolving Credit Facility [Member] | Plan [Member]
Line of Credit Facility [Abstract]
Decrease forgiveness of line of credit future payments	$ 37,500
Periodic payment	$ 75,000	$ 250,000
Tenth Amendment and Reaffirmation Agreement [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member]
Line of Credit Facility [Abstract]
Basis points			0.75%
Line of credit			$ 3,500,000
Repayment on line of credit			250,000
Decrease forgiveness of line of credit			$ 250,000
Periodic payment				$ 250,000
Liquidity				2,250,000
Amendment fee amount				15,000
Tenth Amendment and Reaffirmation Agreement [Member] | Revolving Credit Facility [Member] | Subsequent Event [Member] | Maximum [Member]
Line of Credit Facility [Abstract]
Employee retention credits aggregate amount				$ 500,000