Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2021 | Nov. 10, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2021 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | SMSI | |
Entity Registrant Name | SMITH MICRO SOFTWARE, INC. | |
Entity Central Index Key | 0000948708 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Non-accelerated Filer | |
Entity Small Business | true | |
Entity Emerging Growth Company | false | |
Entity Common Stock, Shares Outstanding | 54,565,351 | |
Entity Current Reporting Status | Yes | |
Entity Shell Company | false | |
Entity File Number | 00-135525 | |
Entity Tax Identification Number | 33-0029027 | |
Entity Address, Address Line One | 5800 CORPORATE DRIVE | |
Entity Address, City or Town | PITTSBURGH | |
Entity Address, State or Province | PA | |
Entity Address, Postal Zip Code | 15237 | |
City Area Code | 412 | |
Local Phone Number | 837-5300 | |
Entity Interactive Data Current | Yes | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Security Exchange Name | NASDAQ | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Incorporation, State or Country Code | DE |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 32,372 | $ 25,754 |
Accounts receivable, net of allowance for doubtful accounts and other adjustments of $0 (2021 and 2020) | 12,616 | 12,347 |
Prepaid expenses and other current assets | 1,926 | 1,189 |
Total current assets | 46,914 | 39,290 |
Equipment and improvements, net | 3,212 | 2,170 |
Right-of-use assets | 6,051 | 5,785 |
Other assets | 700 | 694 |
Intangible assets, net | 38,240 | 12,698 |
Goodwill | 39,591 | 12,266 |
Total assets | 134,708 | 72,903 |
Current liabilities: | ||
Accounts payable | 4,326 | 2,282 |
Accrued payroll and benefits | 3,956 | 2,867 |
Current operating lease liabilities | 1,440 | 1,433 |
Other accrued liabilities | 14,588 | 216 |
Deferred revenue | 701 | 1,572 |
Total current liabilities | 25,011 | 8,370 |
Non-current liabilities: | ||
Operating lease liabilities | 4,860 | 4,805 |
Deferred rent | 892 | 887 |
Deferred tax liabilities, net | 59 | 59 |
Other long term liabilities | 66 | 66 |
Total non-current liabilities | 5,877 | 5,817 |
Commitments and contingencies | ||
Stockholders' equity: | ||
Common stock, par value $0.001 per share; 100,000,000 shares authorized; 54,573,823 and 41,232,804 shares issued and outstanding (2021 and 2020, respectively) | 55 | 41 |
Additional paid-in capital | 352,030 | 279,905 |
Accumulated comprehensive deficit | (248,265) | (221,230) |
Total stockholders’ equity | 103,820 | 58,716 |
Total liabilities and stockholders' equity | $ 134,708 | $ 72,903 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2021 | Dec. 31, 2020 |
Statement Of Financial Position [Abstract] | ||
Allowance for doubtful accounts receivable | $ 0 | $ 0 |
Common stock, par value | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 100,000,000 | 100,000,000 |
Common stock, shares issued | 54,573,823 | 41,232,804 |
Common stock, shares outstanding | 54,573,823 | 41,232,804 |
Consolidated Statements of Oper
Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Income Statement [Abstract] | ||||
Revenues | $ 16,443 | $ 12,629 | $ 43,743 | $ 38,883 |
Cost of revenues | 3,692 | 1,326 | 8,595 | 3,767 |
Gross profit | 12,751 | 11,303 | 35,148 | 35,116 |
Operating expenses: | ||||
Selling and marketing | 5,046 | 2,655 | 14,131 | 8,055 |
Research and development | 8,159 | 5,455 | 21,315 | 13,787 |
General and administrative | 5,143 | 2,997 | 13,746 | 9,741 |
Change in fair value of contingent consideration | 12,864 | 12,864 | ||
Total operating expenses | 31,212 | 11,107 | 62,056 | 31,583 |
Operating (loss) income | (18,461) | 196 | (26,908) | 3,533 |
Other income (expense): | ||||
Interest income, net | 1 | 7 | 25 | 94 |
Other (expense) income | (2) | 3 | 7 | 3 |
(Loss) income before provision for income taxes | (18,462) | 206 | (26,876) | 3,630 |
Provision for income tax expense | 145 | 45 | 159 | 45 |
Net (loss) income | $ (18,607) | $ 161 | $ (27,035) | $ 3,585 |
(Loss) earnings per share: | ||||
Basic | $ (0.34) | $ 0 | $ (0.54) | $ 0.09 |
Diluted | $ (0.34) | $ 0 | $ (0.54) | $ 0.08 |
Weighted average shares outstanding: | ||||
Basic | 53,939 | 41,351 | 50,147 | 40,656 |
Diluted | 53,939 | 43,026 | 50,147 | 42,577 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Accumulated Comprehensive Deficit [Member] |
BALANCE at Dec. 31, 2019 | $ 48,684 | $ 38 | $ 274,041 | $ (225,395) |
BALANCE, Shares at Dec. 31, 2019 | 38,475,000 | |||
Non-cash compensation recognized on stock options and ESPP | 48 | 48 | ||
Restricted stock grants, net of cancellations | 2,204 | $ 1 | 2,203 | |
Restricted stock grants, net of cancellations, shares | 1,000,000 | |||
Cancellation of shares for payment of withholding tax | (1,122) | (1,122) | ||
Cancellation of shares for payment of withholding tax, shares | (242,000) | |||
Employee stock purchase plan | 19 | 19 | ||
Employee stock purchase plan, shares | 6,000 | |||
Exercise of common stock warrants | 4,196 | $ 2 | 4,194 | |
Exercise of common stock warrants, shares | 2,047,000 | |||
Exercise of stock options | 18 | 18 | ||
Exercise of stock options, shares | 9,000 | |||
Net income (loss) | 3,585 | 3,585 | ||
BALANCE at Sep. 30, 2020 | 57,632 | $ 41 | 279,401 | (221,810) |
BALANCE, Shares at Sep. 30, 2020 | 41,295,000 | |||
BALANCE at Jun. 30, 2020 | 56,898 | $ 41 | 278,828 | (221,971) |
BALANCE, Shares at Jun. 30, 2020 | 41,356,000 | |||
Non-cash compensation recognized on stock options and ESPP | 19 | 19 | ||
Restricted stock grants, net of cancellations | 792 | 792 | ||
Cancellation of shares for payment of withholding tax | (254) | (254) | ||
Cancellation of shares for payment of withholding tax, shares | (66,000) | |||
Employee stock purchase plan | 13 | 13 | ||
Employee stock purchase plan, shares | 4,000 | |||
Exercise of stock options | 3 | 3 | ||
Exercise of stock options, shares | 1,000 | |||
Net income (loss) | 161 | 161 | ||
BALANCE at Sep. 30, 2020 | 57,632 | $ 41 | 279,401 | (221,810) |
BALANCE, Shares at Sep. 30, 2020 | 41,295,000 | |||
BALANCE at Dec. 31, 2020 | $ 58,716 | $ 41 | 279,905 | (221,230) |
BALANCE, Shares at Dec. 31, 2020 | 41,232,804 | 41,233,000 | ||
Non-cash compensation recognized on stock options and ESPP | $ 61 | 61 | ||
Restricted stock grants, net of cancellations | 3,561 | $ 1 | 3,560 | |
Restricted stock grants, net of cancellations, shares | 1,222,000 | |||
Cancellation of shares for payment of withholding tax | (1,736) | (1,736) | ||
Cancellation of shares for payment of withholding tax, shares | (298,000) | |||
Employee stock purchase plan | 37 | 37 | ||
Employee stock purchase plan, shares | 10,000 | |||
Common shares issued in stock offering, net of offering costs | 59,711 | $ 10 | 59,701 | |
Common shares issued in stock offering, net offering costs, shares | 9,521,000 | |||
Common shares issued in connection with Avast Family Safety Mobile Software acquisition, net | 8,381 | $ 1 | 8,380 | |
Common shares issued in connection with Avast Family Safety Mobile acquisition, net, shares | 1,460,000 | |||
Exercise of common stock warrants | 2,066 | $ 2 | 2,064 | |
Exercise of common stock warrants, shares | 1,408,000 | |||
Exercise of stock options | 58 | 58 | ||
Exercise of stock options, shares | 18,000 | |||
Net income (loss) | (27,035) | (27,035) | ||
BALANCE at Sep. 30, 2021 | $ 103,820 | $ 55 | 352,030 | (248,265) |
BALANCE, Shares at Sep. 30, 2021 | 54,573,823 | 54,574,000 | ||
BALANCE at Jun. 30, 2021 | $ 119,473 | $ 54 | 349,077 | (229,658) |
BALANCE, Shares at Jun. 30, 2021 | 53,576,000 | |||
Non-cash compensation recognized on stock options and ESPP | 22 | 22 | ||
Restricted stock grants, net of cancellations | 1,305 | 1,305 | ||
Restricted stock grants, net of cancellations, shares | 152,000 | |||
Cancellation of shares for payment of withholding tax | (427) | (427) | ||
Cancellation of shares for payment of withholding tax, shares | (86,000) | |||
Employee stock purchase plan | 22 | 22 | ||
Employee stock purchase plan, shares | 5,000 | |||
Exercise of common stock warrants | 2,025 | $ 1 | 2,024 | |
Exercise of common stock warrants, shares | 924,000 | |||
Exercise of stock options | 7 | 7 | ||
Exercise of stock options, shares | 3,000 | |||
Net income (loss) | (18,607) | (18,607) | ||
BALANCE at Sep. 30, 2021 | $ 103,820 | $ 55 | $ 352,030 | $ (248,265) |
BALANCE, Shares at Sep. 30, 2021 | 54,573,823 | 54,574,000 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2021 | Sep. 30, 2020 | |
Operating activities: | ||
Net (loss) income | $ (27,035) | $ 3,585 |
Adjustments to reconcile net (loss) income to net cash provided by operating activities: | ||
Depreciation and amortization | 8,872 | 2,676 |
Non-cash lease expense | 819 | 805 |
Change in fair value of contingent consideration | 12,864 | |
Provision for doubtful accounts and other adjustments to accounts receivable | (3) | (59) |
Provision for excess and obsolete inventory | (97) | |
Stock based compensation | 3,622 | 2,252 |
Changes in operating accounts: | ||
Accounts receivable | 5,951 | 1,159 |
Prepaid expenses and other assets | (199) | (530) |
Accounts payable and accrued liabilities | (1,648) | (1,785) |
Deferred revenue | (871) | 173 |
Net cash provided by operating activities | 2,275 | 8,276 |
Investing activities: | ||
Acquisitions, net | (56,865) | (13,500) |
Capital expenditures | (738) | (1,212) |
Other investing activities | 74 | (193) |
Net cash used in investing activities | (57,529) | (14,905) |
Financing activities: | ||
Proceeds from common stock offering, net of offering expenses | 59,711 | |
Proceeds from exercise of common stock warrants | 2,066 | 4,196 |
Other financing activities | 95 | 37 |
Net cash provided by financing activities | 61,872 | 4,233 |
Net increase (decrease) in cash and cash equivalents | 6,618 | (2,396) |
Cash and cash equivalents, beginning of period | 25,754 | 28,268 |
Cash and cash equivalents, end of period | 32,372 | 25,872 |
Supplemental disclosures of cash flow information: | ||
Cash paid for income taxes | 102 | $ 82 |
Avast Family Safety Mobile Business [Member] | ||
Supplemental disclosures of non-cash activities: | ||
Issuance of common stock in connection with Avast Family Safety Mobile business acquisition | $ 8,381 |
The Company
The Company | 9 Months Ended |
Sep. 30, 2021 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
The Company | 1. The Company Smith Micro Software, Inc. (“Smith Micro”, the “Company”, “we”, “us”, or “our”) develops software to simplify and enhance the mobile experience, providing solutions to some of the leading wireless and cable service providers around the world. From enabling the family digital lifestyle to providing powerful voice messaging capabilities, we strive to enrich today’s connected lifestyles while creating new opportunities to engage consumers via smartphones and consumer IoT devices. Our portfolio includes a wide range of products for creating, sharing and monetizing rich content, such as visual voice messaging, retail content display optimization and performance analytics on any product set. |
Accounting Policies
Accounting Policies | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Accounting Policies | 2. Accounting Policies Basis of Presentation The accompanying interim consolidated balance sheet as of September 30, 2021, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the three and nine months ended September 30, 2021 and 2020, are unaudited. The unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been omitted. In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments which are normal and recurring, and necessary to fairly state the financial position, results of operations, and cash flows of the Company. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 filed with the SEC on March 8, 2021. Intercompany balances and transactions have been eliminated in consolidation. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending December 31, 2021. Impact of COVID-19 In March 2020, the World Health Organization categorized coronavirus disease 2019 (COVID-19) as a pandemic, and the President of the United States declared the COVID-19 outbreak a national emergency. We continue to monitor the spread of COVID-19 throughout the United States and other countries across the world. The duration and severity of its effects continue to be uncertain. While the response to the COVID-19 outbreak continues to rapidly evolve, it has led to stay-at-home orders and social distancing guidelines that have seriously disrupted, and continue to disrupt, activities in large segments of the economy. During the past six quarters, we saw a reduction in the number of SafePath® platform subscribers compared to March 2020 and customer decision delays regarding our ViewSpot® platform, which we believe were largely driven by the COVID-19 related economic slowdown. The Company’s consolidated financial statements presented herein reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenue and expenses during the reporting periods presented. As the impact of the COVID-19 pandemic on the economy and the Company’s operations continue to evolve, we will continue to monitor the impact on the Company’s operations and, if needed, postpone non-essential capital expenditures, reduce operating costs, and substantially reduce discretionary spending . Revenue Recognition In accordance with FASB ASC Topic No. 606, Revenue from Contracts with Customers, W e transfer software licenses to our customers on a royalty free, non-exclusive, non-transferrable, limited use basis during the term of the agreement. In some instances, we perform customization services to ensure the softwar e operates within our customers’ operating platforms as well as the operating platforms of the mobile devices used by their end customers, before transferring the license. Revenue related to these services is recognized at a point in time upon acceptance of the software license by the customer. We also earn usage based revenue on our platforms. Usage based revenue is generated based on active licenses used by our customers’ end customers, the provision of hosting services, revenue share based on media placements on our platform, and use of our cloud based services. We recognize our usage based revenue when we have completed our performance obligation and have the right to invoice the customer. This revenue is generally recognized monthly or quarterly. Finally, we ratably recognize revenue over the contract period when customers pay in advance of our service delivery . In February 2020, we acquired certain assets from Circle Media Labs Inc. (“Circle”), encompassing its operator business, including a source code license to Circle’s parental control software solution and two customer contracts. Pursuant to these contracts, the customer parties thereto license the parental control software solution for distribution to their respective subscribers in designated markets. In each case, the contracts allow the customer to take possession of the software solution and to host it on their platform or with an independent third party hosting service provider without significant cost. We also provide significant services that are required by the customer to ensure they have the utility of the license. As the license to the software solution and the services we provide are highly interrelated, we have concluded that the license and our services are a single performance obligation. The license fee is earned and recognized on a pro-rata basis over the contract term based on our customer’s continued use of the license and our services. In April 2021, as further discussed in Note 3, we acquired certain assets and liabilities from Avast plc (“Avast”). Acquired assets include the source code to Avast’s family safety mobile software solution and cloud-based services (a portion of which was acquired through a perpetual license grant), and its existing contracts for the solution with five customers. Each contract involves the grant of software licenses and provision of cloud-based services. We do not allow our customers to take possession of the software solution, and since the utility of the license comes from the cloud-based services that we provide, we consider the software license and the cloud-based services to be a single performance obligation. We also provide consulting services to develop customer-specified functionality that is generally not on our software development roadmap. We recognize revenue from our consulting services upon delivery and acceptance by the customer of our software enhancements and upgrades. For certain customers we provide maintenance and technology support services for which the customer either pays upfront or as we provide the services. When the customer pays upfront, we record the payments as contract liabilities and recognize revenue ratably over the contract period as this is our stand ready performance obligation that is satisfied ratably over the maintenance and technology services period. We receive upfront payments from customers from services to be provided under our ViewSpot contracts. The advance receipts are deferred and subsequently recognized ratably over the contract period. We also provide consulting services to configure ad hoc targeted promotional content for our customers upon request. These requests are driven by our customers’ marketing initiatives and tend to be short term “bursts” of activity. We recognize these revenues upon delivery of the configured promotional content to the cloud platform. Fair Value Measurements The Company measures and discloses fair value measurements as required by FASB ASC Topic No. 820, Fair Value Measurements and Disclosures Fair value is an exit price, representing the amount that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, the FASB establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: • Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets • Level 2 - Include other inputs that are directly or indirectly observable in the marketplace • Level 3 - Unobservable inputs which are supported by little or no market activity The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. As required by FASB ASC Topic No. 820, we measure our cash and cash equivalents at fair value. Our cash equivalents are classified within Level 1 by using quoted market prices utilizing market observable inputs. As required by FASB ASC Topic No. 350, for goodwill and other intangibles impairment analysis, we utilize fair value measurements which are categorized within Level 3 of the fair value hierarchy . As required by FASB ASC Topic No. 805, we measure acquisition-related contingent consideration at fair value on a recurring basis and may include the use of significant unobservable inputs, and therefore, these instruments represent Level 3 measurements within the fair value hierarchy. The following table presents a reconciliation of the Company’s Level 3 financial liabilities related to contingent consideration that are measured at fair value on a recurring basis (unaudited, in thousands): Balance at January 1, 2021 $ — Contingent consideration 1,136 Change in fair value of contingent consideration 12,864 Contingent consideration payments (338 ) Balance at September 30, 2021 $ 13,662 During the nine months ended September 30, 2021, the Company recorded an increase in the fair value of the contingent consideration of $12.9 million and reported such increase in operating expenses. See Note 3 for additional information. |
Acquisitions
Acquisitions | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Acquisitions | 3. Acquisitions On April 16, 2021, the Company acquired substantially all the assets and assumed certain specified liabilities related to Avast’s and its subsidiaries’ family safety mobile software business (the “Family Safety Mobile Business”), including all of the outstanding membership interests of Location Labs, LLC, pursuant to a Membership Interest and Asset Purchase Agreement (the “Purchase Agreement”). The following table summarizes the consideration paid for the acquisition of the Family Safety Mobile Business (unaudited, in thousands): Fair value of assets acquired $ 75,132 Fair value of liabilities assumed 2,399 Total purchase price $ 72,733 Components of purchase price: Cash $ 63,216 Common stock 8,381 Contingent consideration 1,136 Total purchase price $ 72,733 The Company’s preliminary allocation of the purchase price is summarized as follows (unaudited, in thousands): Assets: Cash $ 6,351 Accounts receivable 6,225 Prepaid expenses 513 Fixed assets 1,218 Intangible assets 33,500 Goodwill 27,325 Total assets $ 75,132 Liabilities: Accounts payable $ 392 Accrued payroll and benefits 1,693 Accrued expenses 314 Total liabilities 2,399 Total purchase price $ 72,733 The purchase price allocation presented above has been prepared on a preliminary basis, and changes to the preliminary purchase price allocations may occur as additional information concerning asset and liability valuations are finalized. The Purchase Agreemen t included an earn-out provision that provided for additional future payments to Avast aggregating up to $ 14.0 million. A pproximately $ 1.1 million of the earn-out consideration was included in the orig inal purchase price allocation. During the third quarter of 2021, the Company recorded the remaining $ 12.9 millio n as a charge to operating expenses due to a contract extension becoming probable with a given customer designated in the earn-out provision, resulting in an increase in the contingent consideration due to Avast. A pproximately $ 13.7 million in contingent consideration was included within “ other accrued liabilities ” in the accompan ying consolidated balance sheet as of September 30, 2021. In November 2021, the remainder of the earn-out was earned and paid in full and no further earn-out payments will be due in the future . The goodwill recognized is attributable primarily to expected synergies and the assembled workforce of the Family Safety Mobile Business. None of the goodwill is expected to be deductible for income tax purposes. Approximately $13.0 million in revenues and $3.8 million in cost of revenues from the Family Safety Mobile Business are included in the consolidated statement of operations for the period from April 16, 2021 through September 30, 2021. Unaudited pro forma results of operations for the three and nine months ended September 30, 2021 and 2020 are included below as if the acquisition of the Family Safety Mobile business occurred on January 1, 2020. This summary of the unaudited pro forma results of operations is not necessarily indicative of what the Company’s results of operations would have been had the Family Safety Mobile Business been acquired at the beginning of 2020, nor does it purport to represent results of operations for any future periods. For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited, in thousands, except per share amounts) (unaudited, in thousands, except per share amounts) Revenues $ 16,443 $ 21,781 $ 52,975 $ 66,340 Net (loss) income (5,493 ) (684 ) (13,648 ) 551 (Loss) earnings per share: Basic $ (0.10 ) $ (0.01 ) $ (0.26 ) $ 0.01 Diluted $ (0.10 ) $ (0.01 ) $ (0.26 ) $ 0.01 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 9 Months Ended |
Sep. 30, 2021 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | 4. Goodwill and Intangible Assets In accordance with FASB ASC Topic No. 350, Intangibles-Goodwill and Other During the first quarter of 2021, we received a customer contract termination notice related to a customer contract acquired in the acquisition of Circle’s operator business in February 2020, which was otherwise set to expire in the second quarter of 2024. The contract was terminated effective April 15, 2021; however, in accordance with its terms, we continue to deliver wind-down services under the contract. While the terms of the contract allow for a wind-down period of up to two years post termination, the Company expects to continue services under this contract through the second quarter of 2022. The Company determined the customer contract should be accounted for under the contract modification guidance in Topic 606. As a result, the Company recognized deferred revenue of $0.6 million which was being amortized over the customer contract term and will amortize the remaining $0.3 million over the remaining service period. Additionally, the Company reviewed its customer contract intangible asset associated with this customer contract and determined that the carrying value was in excess of its fair value. Accordingly, the Company recorded a $1.5 million impairment charge within “selling and marketing expenses” in the consolidated statements of operations during the nine months ended September 30, 2021 and will amortize the remaining $0.4 million over the remaining service period. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | 5. Earnings Per Share The Company calculates earnings per share (“EPS”) as required by FASB ASC Topic No. 260, Earnings Per Share subject to repurchase by the Company, options, and warrants are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share when their effect is dilutive. The following table sets forth the details of basic and diluted earnings per share: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited, in thousands, except per share amounts) (unaudited, in thousands, except per share amounts) Numerator: Net (loss) income $ (18,607 ) $ 161 $ (27,035 ) $ 3,585 Denominator: Weighted average shares outstanding – basic 53,939 41,351 50,147 40,656 Potential common shares – options / warrants (treasury stock method) — 1,675 — 1,921 Weighted average shares outstanding – diluted 53,939 43,026 50,147 42,577 Shares excluded (anti-dilutive) 1,279 101 1,333 101 Net (loss) earnings per common share: Basic $ (0.34 ) $ 0.00 $ (0.54 ) $ 0.09 Diluted $ (0.34 ) $ 0.00 $ (0.54 ) $ 0.08 |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2021 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | 6. Stock-Based Compensation Stock Plans During the three and nine months ended September 30, 2021, the Company granted 152,000 and 1,252,000 shares of restricted stock, respectively, and incentive stock options exercisable for 0 and 20,000 shares, respectively, under the Company’s 2015 Omnibus Equity Incentive Plan, as amended (the “2015 Plan”). As of September 30, 2021, there were approximately 3.6 million shares available for future grants under the Company’s 2015 Plan. |
Revenues
Revenues | 9 Months Ended |
Sep. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Revenues | 7. Revenues Revenue Recognition We primarily sell our software solutions, cloud-based services and consulting services to major wireless network and cable operators. We recognize sales of goods and services based on the five-step analysis of transactions as provided in Topic 606. For all contracts with customers, we first identify the contract which usually is established when a contract is fully executed by each party and consideration is expected to be received. Next, we identify the performance obligations in the contract. A performance obligation is a promise in a contract to transfer a distinct good or service to the customer. We then determine the transaction price in the arrangement and allocate the transaction price, if necessary, to each performance obligation identified in the contract. The allocation of the transaction price to the performance obligations is based on the relative standalone selling prices for the goods and services contained in a particular performance obligation. The transaction price is adjusted for the Company’s estimate of variable consideration which may include certain incentives and discounts, product returns, distributor fees, and storage fees. We evaluate the total amount of variable consideration expected to be earned by using the expected value method, as we believe this method represents the most appropriate estimate for this consideration, based on historical service trends, the individual contract considerations and our best judgment at the time. We include estimates of variable consideration in revenues only to the extent that it is probable that a significant reversal in the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. We also generate the majority of our revenue on usage based fees which are variable and depend entirely on our customers’ use of perpetual licenses, transactions processed on our hosted environment, advertisement placements on our service platform, and activity on our cloud-based service platform. On February 12, 2020, we purchased two customer contracts, among other assets, from Circle. Under these contracts, we provide our customers with licenses to software solutions and related services, for which we earn license fees, managed and hosting service fees, and consulting services which are provided throughout the life of the licensing arrangement. As discussed in Note 3, on April 16, 2021, we purchased customer contracts, among other assets and liabilities, from Avast. Under these contracts, we provide our mobile network operator (MNO) customers and their respective end customers with access to our software licenses and cloud-based services. Our contracts with the MNO customers include promises to transfer multiple products and services. Determining whether products and services are considered distinct performance obligations that should be accounted for separately versus together may require significant judgment. Our cloud-based service includes a software solution license integrated with cloud-based services. Judgment is required to determine whether the software license is considered distinct and accounted for separately, or not distinct and accounted for together with the cloud service and recognized over time. Since we do not allow our customers to take possession of the software solution, and since the utility of the license comes from the could-based services that we provide, we consider the software license and the cloud services to be a single performance obligation. We provide the Circle software solution license together with highly integrated consulting services to generate the utility of the license to the customers. Since the software solution and consulting services provided are highly interrelated, we consider the license and the consulting services to be a single performance obligation. We recognize revenue associated with our MNO customers based on their active subscribers’ access and usage of our software licenses and cloud-based services on our platforms. We also provide consulting services to configure ad hoc targeted promotional content to be presented on our solutions, as well as consulting services to provide additional functionality for our software solutions based on our customers’ request. These requests are driven by our customers’ marketing initiatives and tend to be short term “bursts” of activity or specific incremental functionality to existing software solutions. We recognize these revenues upon delivery and acceptance of the configured promotional content or additional functionality to the software solution. We have made accounting policy elections to exclude all taxes by governmental authorities from the measurement of the transaction price, and since our standard payment terms are less than one year, we have elected the practical expedient not to assess whether a contract has a significant financing component. Deferred Revenue Deferred revenue represents amounts billed to customers for which revenue has not been recognized. Deferred revenue primarily consists of the unearned portion of monthly, quarterly and annually billed service fees and prepayments made by customers for a future period. We recognize revenue upon transfer of control. During the nine months ended September 30, 2021, we recognized $0.8 million of revenue in our consolidated statements of operations that was previously recorded as deferred revenue in the consolidated balance sheet as of December 31, 2020. As of September 30, 2021, our total deferred revenue balance was $0.7 million, of which $0.7 million was related to the acquisition of the Circle operator business. As also discussed in Note 4, during the first quarter of 2021, we received a customer contract termination notice related to a customer contract acquired in the acquisition of Circle’s operator business, which was otherwise set to expire in the second quarter of 2024. The contract was terminated effective April 15, 2021; however, in accordance with its terms, we continue to deliver wind-down services under the contract. While the terms of the contract allow for a wind-down period of up to two years post termination, the Company expects to continue services under this contract through the second quarter of 2022. The Company determined the customer contract should be accounted for under the contract modification guidance in Topic 606. As a result, the Company recognized deferred revenue of $0.6 million which was being amortized over the customer contract term and will amortize the remaining $0.3 million over the remaining service period. Additionally, the Company reviewed its customer contract intangible asset associated with this customer contract and determined that the carrying value was in excess of its fair value. Accordingly, the Company recorded a $1.5 million impairment charge within “selling and marketing expenses” in the consolidated statements of operations during the nine months ended September 30, 2021 and will amortize the remaining $0.4 million over the remaining service period. Disaggregation of Revenues Revenues on a disaggregated basis are as follows (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited) (unaudited) License and service fees $ 818 $ 1,006 $ 3,199 $ 2,569 Hosted environment usage fees 3,475 4,554 11,573 13,444 Cloud based usage fees 11,446 6,068 27,047 20,420 Consulting services and other 704 1,001 1,924 2,450 Total revenues $ 16,443 $ 12,629 $ 43,743 $ 38,883 |
Segment, Customer Concentration
Segment, Customer Concentration and Geographical Information | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Segment, Customer Concentration and Geographical Information | 8. Segment, Customer Concentration and Geographical Information Segment Information Public companies are required to report financial and descriptive information about their reportable operating segments as required by FASB ASC Topic No. 280, Segment Reporting The Company does not separately allocate operating expenses to these business units, nor does it allocate specific assets. Therefore, business unit information reported includes only revenues. The following table presents the Wireless revenues by product (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited) (unaudited) Family Safety Mobile $ 11,969 $ 6,755 $ 29,355 $ 21,948 CommSuite 3,463 4,542 11,535 13,411 ViewSpot 971 1,157 2,717 2,873 Other 40 175 136 651 Total wireless revenues $ 16,443 $ 12,629 $ 43,743 $ 38,883 Customer Concentration Information The Company has certain customers whose revenues individually represented 10% or more of the Company’s total revenues, or whose accounts receivable balances individually represented 10% or more of the Company’s total accounts receivable, as follows: For the three months ended September 30, 2021 and 2020, two customers accounted for 82% and one customer accounted for 76% of revenues, respectively. For the nine months ended September 30, 2021 and 2020, two customers accounted for 80% and one customer accounted for 85% of revenues, respectively. As of September 30, 2021, four customers accounted for 92% of accounts receivable, and at December 31, 2020, one customer accounted for 91% of accounts receivable. Geographical Information During the three and nine months ended September 30, 2021, the Company operated in two geographic locations: the Americas and EMEA (Europe, the Middle East, and Africa). During the three and nine months ended September 30, 2020, the Company operated in three geographic locations: the Americas, EMEA, and Asia Pacific. Revenues attributed to the geographic location of the customers’ bill-to address were as follows (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited) (unaudited) Americas $ 15,825 $ 12,045 $ 41,323 $ 37,451 EMEA 618 581 2,420 1,411 Asia Pacific — 3 — 21 Total revenues $ 16,443 $ 12,629 $ 43,743 $ 38,883 The Company does not separately allocate specific assets to these geographic locations. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2021 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 9. Commitments and Contingencies Litigation The Company may become involved in various legal proceedings arising from its business activities. While management does not believe the ultimate disposition of these matters will have a material adverse impact on the Company’s consolidated results of operations, cash flows, or financial position, litigation is inherently unpredictable, and depending on the nature and timing of these proceedings, an unfavorable resolution could materially affect the Company’s future consolidated results of operations, cash flows, or financial position in a particular period. Other Contingent Contractual Obligations During its normal course of business, the Company has made certain indemnities, commitments, and guarantees under which it may be required to make payments in connection with certain transactions. These include: intellectual property indemnities to the Company’s customers and licensees in connection with the use, sale, and/or license of Company products; indemnities to various lessors in connection with facility leases for certain claims arising from use of such facility or under such lease; indemnities to vendors and service providers pertaining to claims based on the negligence or willful misconduct of the Company; indemnities involving the accuracy of representations and warranties in certain contracts; and indemnities to directors and officers of the Company to the maximum extent permitted under the laws of the State of Delaware. In addition, the Company has made contractual commitments to employees providing for severance payments upon the occurrence of certain prescribed events. The Company may also issue a guarantee in the form of a standby letter of credit as security for contingent liabilities under certain customer contracts. The duration of these indemnities, commitments, and guarantees varies, and in certain cases may be indefinite. The majority of these indemnities, commitments, and guarantees may not provide for any limitation of the maximum potential for future payments the Company could be obligated to make. The Company has not recorded any liability for these indemnities, commitments, and guarantees in the accompanying consolidated balance sheets. |
Leases
Leases | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Leases | 10. Leases The Company leases office space and equipment, and certain office space is subleased. Management determines if a contract is a lease at the inception of the arrangement and reviews all options to extend, terminate, or purchase its right-of-use assets at the inception of the lease and accounts for these options when they are reasonably certain of being exercised. Leases with an initial term of greater than twelve months are recorded on the consolidated balance sheet. Lease expense is recognized on a straight-line basis over the lease term. The Company’s lease contracts generally do not provide a readily determinable implicit rate. For these contracts, the estimated incremental borrowing rate is based on information available at the inception of the lease. Operating lease cost consists of the following (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited) Lease cost $ 609 $ 558 $ 1,724 $ 1,673 Sublease income (151 ) (151 ) (452 ) (452 ) Total lease cost $ 458 $ 407 $ 1,272 $ 1,221 The maturity of operating lease liabilities is presented in the following table (in thousands): As of September 30, 2021 (unaudited) 2021 $ 488 2022 1,722 2023 1,707 2024 1,541 2025 1,182 Thereafter 491 Total lease payments 7,131 Less imputed interest (831 ) Present value of lease liabilities $ 6,300 Additional information relating to the Company’s operating leases follows: As of September 30, 2021 (unaudited) Weighted average remaining lease term (years) 4.20 Weighted average discount rate 6.20 % |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 11. Income Taxes We account for income taxes as required by FASB ASC Topic No. 740, Income Taxes The Company assesses whether a valuation allowance should be recorded against its deferred tax assets based on the consideration of all available evidence, using a “more likely than not” realization standard. The four sources of taxable income that must be considered in determining whether deferred tax assets will be realized are: (1) future reversals of existing taxable temporary differences (i.e., offset of gross deferred tax liabilities against gross deferred tax assets); (2) taxable income in prior carryback years, if carryback is permitted under the applicable tax law; (3) tax planning strategies; and (4) future taxable income exclusive of reversing temporary differences and carryforwards. In assessing whether a valuation allowance is required, significant weight is to be given to evidence that can be objectively verified. A significant factor in the Company’s assessment is that the Company was in a five-year After a review of the four sources of taxable income as of December 31, 2020, and after consideration of the Company’s cumulative loss position as of December 31, 2020, the Company will continue to reserve its U.S.-based deferred tax amounts, which total $49.4 million as of September 30, 2021. The Company is subject to U.S. federal income tax as well as income tax of multiple state jurisdictions. Currently there are no audits in process or pending from Federal or state tax authorities. State income tax returns are subject to examination for a period of three to four years after filing. As of December 31, 2020, the company had no outstanding tax audits. The outcome of tax audits cannot be predicted with certainty. If any issues addressed in the Company’s tax audits are resolved in a manner not consistent with management’s expectations, the Company could be required to adjust its provision for income tax in the period such resolution occurs. We may from time to time be assessed interest or penalties by major tax jurisdictions, although any such assessments historically have been minimal and immaterial to our consolidated financial results. It is the Company’s policy to classify any interest and/or penalties in the consolidated financial statements as a component of income tax expense. On March 27, 2020, the Coronavirus Aid, Relief and Economic Security Act (CARES Act) was enacted in response to the COVID-19 pandemic. The CARES Act, among other things, permits NOL carryovers and carrybacks to offset taxable income for years beginning before 2021. The CARES Act also made modifications to IRC Sec. 163(j) to increase the allowable interest from 30% of adjusted taxable income to 50% of adjusted taxable income. The CARES Act changes in NOL carrybacks interest expense limitation had no impact on the Company’s tax provision. We continue to analyze the different aspects of the CARES Act to determine whether any specific provisions may impact us. |
Equity Transactions
Equity Transactions | 9 Months Ended |
Sep. 30, 2021 | |
Equity [Abstract] | |
Equity Transactions | 12. Equity Transactions On March 15, 2021, the Company completed a registered public offering (“Offering”), wherein a total of 9,520,787 shares of the Company’s common stock were issued at a purchase price of $6.85 per share, for a total purchase price of $65.2 million. The Offering raised net cash proceeds of approximately $59.7 million after deducting the underwriting discount and fees and expenses of the Offering. The Company used the net cash proceeds from the Offering to fund, in part, the acquisition of the Family Safety Mobile Business completed on April 16, 2021 (see Note 3 for additional information). |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Events | 13. Subsequent Events The Company evaluates and discloses subsequent events as required by FASB ASC Topic No. 855, Subsequent Events |
Accounting Policies (Policies)
Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
The Company | The Company Smith Micro Software, Inc. (“Smith Micro”, the “Company”, “we”, “us”, or “our”) develops software to simplify and enhance the mobile experience, providing solutions to some of the leading wireless and cable service providers around the world. From enabling the family digital lifestyle to providing powerful voice messaging capabilities, we strive to enrich today’s connected lifestyles while creating new opportunities to engage consumers via smartphones and consumer IoT devices. Our portfolio includes a wide range of products for creating, sharing and monetizing rich content, such as visual voice messaging, retail content display optimization and performance analytics on any product set. |
Basis of Presentation | Basis of Presentation The accompanying interim consolidated balance sheet as of September 30, 2021, and the related consolidated statements of operations, stockholders’ equity, and cash flows for the three and nine months ended September 30, 2021 and 2020, are unaudited. The unaudited consolidated financial statements have been prepared according to the rules and regulations of the Securities and Exchange Commission (“SEC”) and, therefore, certain information and disclosures normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”) have been omitted. In the opinion of management, the accompanying unaudited consolidated financial statements for the periods presented reflect all adjustments which are normal and recurring, and necessary to fairly state the financial position, results of operations, and cash flows of the Company. These unaudited consolidated financial statements should be read in conjunction with the audited financial statements included in our Annual Report on Form 10-K for the fiscal year ended December 31, 2020 filed with the SEC on March 8, 2021. Intercompany balances and transactions have been eliminated in consolidation. Operating results for the three and nine months ended September 30, 2021 are not necessarily indicative of the results that may be expected for any other interim period or for the fiscal year ending December 31, 2021. |
Impact of COVID-19 | Impact of COVID-19 In March 2020, the World Health Organization categorized coronavirus disease 2019 (COVID-19) as a pandemic, and the President of the United States declared the COVID-19 outbreak a national emergency. We continue to monitor the spread of COVID-19 throughout the United States and other countries across the world. The duration and severity of its effects continue to be uncertain. While the response to the COVID-19 outbreak continues to rapidly evolve, it has led to stay-at-home orders and social distancing guidelines that have seriously disrupted, and continue to disrupt, activities in large segments of the economy. During the past six quarters, we saw a reduction in the number of SafePath® platform subscribers compared to March 2020 and customer decision delays regarding our ViewSpot® platform, which we believe were largely driven by the COVID-19 related economic slowdown. The Company’s consolidated financial statements presented herein reflect estimates and assumptions made by management that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and reported amounts of revenue and expenses during the reporting periods presented. As the impact of the COVID-19 pandemic on the economy and the Company’s operations continue to evolve, we will continue to monitor the impact on the Company’s operations and, if needed, postpone non-essential capital expenditures, reduce operating costs, and substantially reduce discretionary spending . |
Revenue Recognition | Revenue Recognition In accordance with FASB ASC Topic No. 606, Revenue from Contracts with Customers, W e transfer software licenses to our customers on a royalty free, non-exclusive, non-transferrable, limited use basis during the term of the agreement. In some instances, we perform customization services to ensure the softwar e operates within our customers’ operating platforms as well as the operating platforms of the mobile devices used by their end customers, before transferring the license. Revenue related to these services is recognized at a point in time upon acceptance of the software license by the customer. We also earn usage based revenue on our platforms. Usage based revenue is generated based on active licenses used by our customers’ end customers, the provision of hosting services, revenue share based on media placements on our platform, and use of our cloud based services. We recognize our usage based revenue when we have completed our performance obligation and have the right to invoice the customer. This revenue is generally recognized monthly or quarterly. Finally, we ratably recognize revenue over the contract period when customers pay in advance of our service delivery . In February 2020, we acquired certain assets from Circle Media Labs Inc. (“Circle”), encompassing its operator business, including a source code license to Circle’s parental control software solution and two customer contracts. Pursuant to these contracts, the customer parties thereto license the parental control software solution for distribution to their respective subscribers in designated markets. In each case, the contracts allow the customer to take possession of the software solution and to host it on their platform or with an independent third party hosting service provider without significant cost. We also provide significant services that are required by the customer to ensure they have the utility of the license. As the license to the software solution and the services we provide are highly interrelated, we have concluded that the license and our services are a single performance obligation. The license fee is earned and recognized on a pro-rata basis over the contract term based on our customer’s continued use of the license and our services. In April 2021, as further discussed in Note 3, we acquired certain assets and liabilities from Avast plc (“Avast”). Acquired assets include the source code to Avast’s family safety mobile software solution and cloud-based services (a portion of which was acquired through a perpetual license grant), and its existing contracts for the solution with five customers. Each contract involves the grant of software licenses and provision of cloud-based services. We do not allow our customers to take possession of the software solution, and since the utility of the license comes from the cloud-based services that we provide, we consider the software license and the cloud-based services to be a single performance obligation. We also provide consulting services to develop customer-specified functionality that is generally not on our software development roadmap. We recognize revenue from our consulting services upon delivery and acceptance by the customer of our software enhancements and upgrades. For certain customers we provide maintenance and technology support services for which the customer either pays upfront or as we provide the services. When the customer pays upfront, we record the payments as contract liabilities and recognize revenue ratably over the contract period as this is our stand ready performance obligation that is satisfied ratably over the maintenance and technology services period. We receive upfront payments from customers from services to be provided under our ViewSpot contracts. The advance receipts are deferred and subsequently recognized ratably over the contract period. We also provide consulting services to configure ad hoc targeted promotional content for our customers upon request. These requests are driven by our customers’ marketing initiatives and tend to be short term “bursts” of activity. We recognize these revenues upon delivery of the configured promotional content to the cloud platform. |
Fair Value Measurements | Fair Value Measurements The Company measures and discloses fair value measurements as required by FASB ASC Topic No. 820, Fair Value Measurements and Disclosures Fair value is an exit price, representing the amount that would be received to sell an asset, or paid to transfer a liability, in an orderly transaction between market participants. As such, fair value is a market-based measurement that is determined based on assumptions that market participants would use in pricing an asset or a liability. As a basis for considering such assumptions, the FASB establishes a three-tier value hierarchy, which prioritizes the inputs used in the valuation methodologies in measuring fair value: • Level 1 - Observable inputs that reflect quoted prices (unadjusted) for identical assets or liabilities in active markets • Level 2 - Include other inputs that are directly or indirectly observable in the marketplace • Level 3 - Unobservable inputs which are supported by little or no market activity The fair value hierarchy also requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. As required by FASB ASC Topic No. 820, we measure our cash and cash equivalents at fair value. Our cash equivalents are classified within Level 1 by using quoted market prices utilizing market observable inputs. As required by FASB ASC Topic No. 350, for goodwill and other intangibles impairment analysis, we utilize fair value measurements which are categorized within Level 3 of the fair value hierarchy . As required by FASB ASC Topic No. 805, we measure acquisition-related contingent consideration at fair value on a recurring basis and may include the use of significant unobservable inputs, and therefore, these instruments represent Level 3 measurements within the fair value hierarchy. The following table presents a reconciliation of the Company’s Level 3 financial liabilities related to contingent consideration that are measured at fair value on a recurring basis (unaudited, in thousands): Balance at January 1, 2021 $ — Contingent consideration 1,136 Change in fair value of contingent consideration 12,864 Contingent consideration payments (338 ) Balance at September 30, 2021 $ 13,662 During the nine months ended September 30, 2021, the Company recorded an increase in the fair value of the contingent consideration of $12.9 million and reported such increase in operating expenses. See Note 3 for additional information. |
Goodwill and Intangible Assets | In accordance with FASB ASC Topic No. 350, Intangibles-Goodwill and Other During the first quarter of 2021, we received a customer contract termination notice related to a customer contract acquired in the acquisition of Circle’s operator business in February 2020, which was otherwise set to expire in the second quarter of 2024. The contract was terminated effective April 15, 2021; however, in accordance with its terms, we continue to deliver wind-down services under the contract. While the terms of the contract allow for a wind-down period of up to two years post termination, the Company expects to continue services under this contract through the second quarter of 2022. The Company determined the customer contract should be accounted for under the contract modification guidance in Topic 606. As a result, the Company recognized deferred revenue of $0.6 million which was being amortized over the customer contract term and will amortize the remaining $0.3 million over the remaining service period. Additionally, the Company reviewed its customer contract intangible asset associated with this customer contract and determined that the carrying value was in excess of its fair value. Accordingly, the Company recorded a $1.5 million impairment charge within “selling and marketing expenses” in the consolidated statements of operations during the nine months ended September 30, 2021 and will amortize the remaining $0.4 million over the remaining service period. |
Earnings Per Share | Earnings Per Share The Company calculates earnings per share (“EPS”) as required by FASB ASC Topic No. 260, Earnings Per Share subject to repurchase by the Company, options, and warrants are considered to be common stock equivalents and are only included in the calculation of diluted earnings per share when their effect is dilutive. The following table sets forth the details of basic and diluted earnings per share: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited, in thousands, except per share amounts) (unaudited, in thousands, except per share amounts) Numerator: Net (loss) income $ (18,607 ) $ 161 $ (27,035 ) $ 3,585 Denominator: Weighted average shares outstanding – basic 53,939 41,351 50,147 40,656 Potential common shares – options / warrants (treasury stock method) — 1,675 — 1,921 Weighted average shares outstanding – diluted 53,939 43,026 50,147 42,577 Shares excluded (anti-dilutive) 1,279 101 1,333 101 Net (loss) earnings per common share: Basic $ (0.34 ) $ 0.00 $ (0.54 ) $ 0.09 Diluted $ (0.34 ) $ 0.00 $ (0.54 ) $ 0.08 |
Segment Information | Segment Information Public companies are required to report financial and descriptive information about their reportable operating segments as required by FASB ASC Topic No. 280, Segment Reporting |
Income Taxes | We account for income taxes as required by FASB ASC Topic No. 740, Income Taxes |
Accounting Policies (Tables)
Accounting Policies (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Accounting Policies [Abstract] | |
Schedule of company’s Level 3 financial liabilities related to contingent consideration | The following table presents a reconciliation of the Company’s Level 3 financial liabilities related to contingent consideration that are measured at fair value on a recurring basis (unaudited, in thousands): Balance at January 1, 2021 $ — Contingent consideration 1,136 Change in fair value of contingent consideration 12,864 Contingent consideration payments (338 ) Balance at September 30, 2021 $ 13,662 |
Acquisitions (Tables)
Acquisitions (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Business Combinations [Abstract] | |
Summary of Consideration Paid for Acquisitions | The following table summarizes the consideration paid for the acquisition of the Family Safety Mobile Business (unaudited, in thousands): Fair value of assets acquired $ 75,132 Fair value of liabilities assumed 2,399 Total purchase price $ 72,733 Components of purchase price: Cash $ 63,216 Common stock 8,381 Contingent consideration 1,136 Total purchase price $ 72,733 |
Summary of Preliminary Allocation of Purchase Price | The Company’s preliminary allocation of the purchase price is summarized as follows (unaudited, in thousands): Assets: Cash $ 6,351 Accounts receivable 6,225 Prepaid expenses 513 Fixed assets 1,218 Intangible assets 33,500 Goodwill 27,325 Total assets $ 75,132 Liabilities: Accounts payable $ 392 Accrued payroll and benefits 1,693 Accrued expenses 314 Total liabilities 2,399 Total purchase price $ 72,733 |
Summary of Unaudited Proforma Results of Operation | Unaudited pro forma results of operations for the three and nine months ended September 30, 2021 and 2020 are included below as if the acquisition of the Family Safety Mobile business occurred on January 1, 2020. This summary of the unaudited pro forma results of operations is not necessarily indicative of what the Company’s results of operations would have been had the Family Safety Mobile Business been acquired at the beginning of 2020, nor does it purport to represent results of operations for any future periods. For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited, in thousands, except per share amounts) (unaudited, in thousands, except per share amounts) Revenues $ 16,443 $ 21,781 $ 52,975 $ 66,340 Net (loss) income (5,493 ) (684 ) (13,648 ) 551 (Loss) earnings per share: Basic $ (0.10 ) $ (0.01 ) $ (0.26 ) $ 0.01 Diluted $ (0.10 ) $ (0.01 ) $ (0.26 ) $ 0.01 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Earnings Per Share [Abstract] | |
Details of Basic and Diluted Earnings Per Share | The following table sets forth the details of basic and diluted earnings per share: For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited, in thousands, except per share amounts) (unaudited, in thousands, except per share amounts) Numerator: Net (loss) income $ (18,607 ) $ 161 $ (27,035 ) $ 3,585 Denominator: Weighted average shares outstanding – basic 53,939 41,351 50,147 40,656 Potential common shares – options / warrants (treasury stock method) — 1,675 — 1,921 Weighted average shares outstanding – diluted 53,939 43,026 50,147 42,577 Shares excluded (anti-dilutive) 1,279 101 1,333 101 Net (loss) earnings per common share: Basic $ (0.34 ) $ 0.00 $ (0.54 ) $ 0.09 Diluted $ (0.34 ) $ 0.00 $ (0.54 ) $ 0.08 |
Revenues (Tables)
Revenues (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Revenue From Contract With Customer [Abstract] | |
Schedule of Revenues on Disaggregated Basis | Revenues on a disaggregated basis are as follows (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited) (unaudited) License and service fees $ 818 $ 1,006 $ 3,199 $ 2,569 Hosted environment usage fees 3,475 4,554 11,573 13,444 Cloud based usage fees 11,446 6,068 27,047 20,420 Consulting services and other 704 1,001 1,924 2,450 Total revenues $ 16,443 $ 12,629 $ 43,743 $ 38,883 |
Segment, Customer Concentrati_2
Segment, Customer Concentration and Geographical Information (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Segment Reporting [Abstract] | |
Wireless Revenues by Product | The following table presents the Wireless revenues by product (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited) (unaudited) Family Safety Mobile $ 11,969 $ 6,755 $ 29,355 $ 21,948 CommSuite 3,463 4,542 11,535 13,411 ViewSpot 971 1,157 2,717 2,873 Other 40 175 136 651 Total wireless revenues $ 16,443 $ 12,629 $ 43,743 $ 38,883 |
Company Revenue in Different Geographic Locations | Revenues attributed to the geographic location of the customers’ bill-to address were as follows (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited) (unaudited) Americas $ 15,825 $ 12,045 $ 41,323 $ 37,451 EMEA 618 581 2,420 1,411 Asia Pacific — 3 — 21 Total revenues $ 16,443 $ 12,629 $ 43,743 $ 38,883 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Summary of Operating Lease Cost | Operating lease cost consists of the following (in thousands): For the Three Months Ended September 30, For the Nine Months Ended September 30, 2021 2020 2021 2020 (unaudited) Lease cost $ 609 $ 558 $ 1,724 $ 1,673 Sublease income (151 ) (151 ) (452 ) (452 ) Total lease cost $ 458 $ 407 $ 1,272 $ 1,221 |
Summary of Maturity of Operating Lease Liabilities | The maturity of operating lease liabilities is presented in the following table (in thousands): As of September 30, 2021 (unaudited) 2021 $ 488 2022 1,722 2023 1,707 2024 1,541 2025 1,182 Thereafter 491 Total lease payments 7,131 Less imputed interest (831 ) Present value of lease liabilities $ 6,300 |
Summary of Additional Information Relating to Company's Operating Leases | Additional information relating to the Company’s operating leases follows: As of September 30, 2021 (unaudited) Weighted average remaining lease term (years) 4.20 Weighted average discount rate 6.20 % |
Accounting Policies - Additiona
Accounting Policies - Additional Information (Details) $ in Thousands | Feb. 12, 2020Customer | Sep. 30, 2021USD ($) | Sep. 30, 2021USD ($) |
Business Acquisition [Line Items] | |||
Change in fair value of contingent consideration | $ | $ 12,864 | $ 12,864 | |
Circle [Member] | |||
Business Acquisition [Line Items] | |||
Number of customer contracts | Customer | 2 |
Accounting Policies - Schedule
Accounting Policies - Schedule of Company's Level 3 Financial Liabilities Related to Contingent Consideration (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021 | Sep. 30, 2021 | |
Business Acquisition Contingent Consideration [Line Items] | ||
Change in fair value of contingent consideration | $ 12,864 | $ 12,864 |
Purchase Price Allocation [Member] | Level 3 [Member] | ||
Business Acquisition Contingent Consideration [Line Items] | ||
Contingent consideration | 1,136 | |
Change in fair value of contingent consideration | 12,864 | |
Contingent consideration payments | (338) | |
Balance at September 30, 2021 | $ 13,662 | $ 13,662 |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) | Apr. 16, 2021 | Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2021 | Sep. 30, 2020 |
Business Acquisition [Line Items] | ||||||
Revenues | $ 16,443,000 | $ 12,629,000 | $ 43,743,000 | $ 38,883,000 | ||
Cost of revenues | 3,692,000 | $ 1,326,000 | 8,595,000 | $ 3,767,000 | ||
Avast PLC Family Safety Mobile Software Business [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Date of acquisition agreement | Apr. 16, 2021 | |||||
Goodwill expected tax deductible amount | $ 0 | |||||
Revenues | $ 13,000,000 | |||||
Cost of revenues | 3,800,000 | |||||
Avast PLC Family Safety Mobile Software Business [Member] | Maximum [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Earn-out provision for additional future payments | 14,000,000 | |||||
Avast PLC Family Safety Mobile Software Business [Member] | Other Accrued Liabilities [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Contingent consideration | 13,700,000 | 13,700,000 | 13,700,000 | |||
Avast PLC Family Safety Mobile Software Business [Member] | Operating Expense [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Earn-out provision for additional future payments | $ 12,900,000 | $ 12,900,000 | $ 12,900,000 | |||
Avast PLC Family Safety Mobile Software Business [Member] | Purchase Price Allocation [Member] | ||||||
Business Acquisition [Line Items] | ||||||
Earn-out provision for additional future payments | $ 1,100,000 |
Acquisitions - Summary of Consi
Acquisitions - Summary of Consideration Paid for Acquisitions (Detail) - Avast PLC Family Safety Mobile Software Business [Member] $ in Thousands | Apr. 16, 2021USD ($) |
Business Acquisition [Line Items] | |
Fair value of assets acquired | $ 75,132 |
Fair value of liabilities assumed | 2,399 |
Total purchase price | 72,733 |
Components of purchase price: | |
Cash | 63,216 |
Common stock | 8,381 |
Contingent consideration | 1,136 |
Total purchase price | $ 72,733 |
Acquisitions - Summary of Preli
Acquisitions - Summary of Preliminary Allocation of Purchase Price (Detail) - USD ($) $ in Thousands | Sep. 30, 2021 | Apr. 16, 2021 | Dec. 31, 2020 |
Business Acquisition [Line Items] | |||
Goodwill | $ 39,591 | $ 12,266 | |
Avast PLC Family Safety Mobile Software Business [Member] | |||
Business Acquisition [Line Items] | |||
Cash | $ 6,351 | ||
Accounts receivable | 6,225 | ||
Prepaid expenses | 513 | ||
Fixed assets | 1,218 | ||
Intangible assets | 33,500 | ||
Goodwill | 27,325 | ||
Total assets | 75,132 | ||
Accounts payable | 392 | ||
Accrued payroll and benefits | 1,693 | ||
Accrued expenses | 314 | ||
Total liabilities | 2,399 | ||
Total purchase price | $ 72,733 |
Acquisitions - Summary of Unaud
Acquisitions - Summary of Unaudited Proforma Results of Operation (Detail) - Avast PLC Family Safety Mobile Software Business [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Business Acquisition [Line Items] | ||||
Revenues | $ 16,443 | $ 21,781 | $ 52,975 | $ 66,340 |
Net (loss) income | $ (5,493) | $ (684) | $ (13,648) | $ 551 |
(Loss) earnings per share: | ||||
Basic | $ (0.10) | $ (0.01) | $ (0.26) | $ 0.01 |
Diluted | $ (0.10) | $ (0.01) | $ (0.26) | $ 0.01 |
Goodwill and Intangible Assets
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |||
Goodwill impairment | $ 0 | $ 0 | |
Goodwill [Line Items] | |||
Deferred revenue, recognized | $ 800,000 | ||
Circle [Member] | |||
Goodwill [Line Items] | |||
Contract termination date | Apr. 15, 2021 | ||
Deferred revenue, recognized | $ 600,000 | ||
Amortization of intangible assets remaining | $ 300,000 | ||
Finite lived intangible assets remaining amortization | $ 400,000 | ||
Circle [Member] | Selling and Marketing Expense [Member] | |||
Goodwill [Line Items] | |||
Impairment charge of intangible assets | $ 1,500,000 |
Earnings Per Share - Details of
Earnings Per Share - Details of Basic and Diluted Earnings Per Share (Detail) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Numerator: | ||||
Net (loss) income | $ (18,607) | $ 161 | $ (27,035) | $ 3,585 |
Denominator: | ||||
Weighted average shares outstanding – basic | 53,939 | 41,351 | 50,147 | 40,656 |
Potential common shares – options / warrants (treasury stock method) | 1,675 | 1,921 | ||
Weighted average shares outstanding – diluted | 53,939 | 43,026 | 50,147 | 42,577 |
Shares excluded (anti-dilutive) | 1,279 | 101 | 1,333 | 101 |
Net (loss) earnings per common share: | ||||
Basic | $ (0.34) | $ 0 | $ (0.54) | $ 0.09 |
Diluted | $ (0.34) | $ 0 | $ (0.54) | $ 0.08 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - 2015 Omnibus Equity Incentive Plan [Member] | 3 Months Ended | 9 Months Ended |
Sep. 30, 2021shares | Sep. 30, 2021shares | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Number of shares available for future grants | 3,600,000 | 3,600,000 |
Restricted Stock [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Restricted stock, granted | 152,000 | 1,252,000 |
Incentive Stock Options [Member] | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Incentive stock options, exercisable | 0 | 20,000 |
Revenues - Additional Informati
Revenues - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |
Mar. 31, 2021 | Sep. 30, 2021 | Dec. 31, 2020 | |
Disaggregation Of Revenue [Line Items] | |||
Deferred revenue, recognized | $ 800 | ||
Deferred revenue | 701 | $ 1,572 | |
Circle [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Deferred revenue, recognized | $ 600 | ||
Deferred revenue | $ 700 | ||
Contract termination date | Apr. 15, 2021 | ||
Amortization of intangible assets remaining | $ 300 | ||
Finite lived intangible assets remaining amortization | $ 400 | ||
Circle [Member] | Selling and Marketing Expense [Member] | |||
Disaggregation Of Revenue [Line Items] | |||
Impairment charge of intangible assets | $ 1,500 |
Revenues - Schedule of Revenues
Revenues - Schedule of Revenues on Disaggregated Basis (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 16,443 | $ 12,629 | $ 43,743 | $ 38,883 |
Wireless [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 16,443 | 12,629 | 43,743 | 38,883 |
Wireless [Member] | License and Service Fees [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 818 | 1,006 | 3,199 | 2,569 |
Wireless [Member] | Hosted Environment Usage Fees [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 3,475 | 4,554 | 11,573 | 13,444 |
Wireless [Member] | Cloud Based Usage Fees [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | 11,446 | 6,068 | 27,047 | 20,420 |
Wireless [Member] | Consulting Services and Other [Member] | ||||
Disaggregation Of Revenue [Line Items] | ||||
Revenues | $ 704 | $ 1,001 | $ 1,924 | $ 2,450 |
Segment, Customer Concentrati_3
Segment, Customer Concentration and Geographical Information - Additional Information (Detail) | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021CustomerLocation | Sep. 30, 2020CustomerLocation | Sep. 30, 2021CustomerBusiness_UnitLocation | Sep. 30, 2020CustomerLocation | |
Revenue, Major Customer [Line Items] | ||||
Number of primary business units | Business_Unit | 1 | |||
Number of customers concentrated | Customer | 2 | 1 | 2 | 1 |
Number of geographic locations | Location | 2 | 3 | 2 | 3 |
Customer Concentration Risk | Revenues [Member] | Two Customer [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 82.00% | 80.00% | ||
Customer Concentration Risk | Revenues [Member] | One Customer [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 76.00% | 85.00% | ||
Customer Concentration Risk | Accounts Receivable [Member] | Four Customer [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 92.00% | |||
Customer Concentration Risk | Accounts Receivable [Member] | One Customer [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 91.00% | |||
Customer Concentration Risk | Minimum [Member] | Revenues [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 10.00% | |||
Customer Concentration Risk | Minimum [Member] | Accounts Receivable [Member] | ||||
Revenue, Major Customer [Line Items] | ||||
Concentration percentage | 10.00% |
Segment, Customer Concentrati_4
Segment, Customer Concentration and Geographical Information - Wireless Revenues by Product (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 16,443 | $ 12,629 | $ 43,743 | $ 38,883 |
Wireless [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 16,443 | 12,629 | 43,743 | 38,883 |
Wireless [Member] | Family Safety Mobile [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 11,969 | 6,755 | 29,355 | 21,948 |
Wireless [Member] | CommSuite [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 3,463 | 4,542 | 11,535 | 13,411 |
Wireless [Member] | ViewSpot [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 971 | 1,157 | 2,717 | 2,873 |
Wireless [Member] | Other [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 40 | $ 175 | $ 136 | $ 651 |
Segment, Customer Concentrati_5
Segment, Customer Concentration and Geographical Information - Company Revenue in Different Geographic Locations (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 16,443 | $ 12,629 | $ 43,743 | $ 38,883 |
Americas [Member] | Reportable Geographical Components [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | 15,825 | 12,045 | 41,323 | 37,451 |
EMEA [Member] | Reportable Geographical Components [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 618 | 581 | $ 2,420 | 1,411 |
Asia Pacific [Member] | Reportable Geographical Components [Member] | ||||
Revenue from External Customer [Line Items] | ||||
Total revenues | $ 3 | $ 21 |
Leases - Additional Information
Leases - Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2021 | |
Leases [Abstract] | |
Operating lease description | The Company leases office space and equipment, and certain office space is subleased. Management determines if a contract is a lease at the inception of the arrangement and reviews all options to extend, terminate, or purchase its right-of-use assets at the inception of the lease and accounts for these options when they are reasonably certain of being exercised. |
Leases - Summary of Operating L
Leases - Summary of Operating Lease Cost (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2021 | Sep. 30, 2020 | Sep. 30, 2021 | Sep. 30, 2020 | |
Lease Cost [Abstract] | ||||
Lease cost | $ 609 | $ 558 | $ 1,724 | $ 1,673 |
Sublease income | (151) | (151) | (452) | (452) |
Total lease cost | $ 458 | $ 407 | $ 1,272 | $ 1,221 |
Leases - Summary of Maturity of
Leases - Summary of Maturity of Operating Lease Liabilities (Detail) $ in Thousands | Sep. 30, 2021USD ($) |
Operating Lease Liabilities Payments Due [Abstract] | |
2021 | $ 488 |
2022 | 1,722 |
2023 | 1,707 |
2024 | 1,541 |
2025 | 1,182 |
Thereafter | 491 |
Total lease payments | 7,131 |
Less imputed interest | (831) |
Present value of lease liabilities | $ 6,300 |
Leases - Summary of Additional
Leases - Summary of Additional Information Relating to Company's Operating Leases (Detail) | Sep. 30, 2021 |
Leases [Abstract] | |
Weighted average remaining lease term (years) | 4 years 2 months 12 days |
Weighted average discount rate | 6.20% |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 9 Months Ended | |
Sep. 30, 2021 | Dec. 31, 2020 | |
Operating Loss Carryforwards [Line Items] | ||
Cumulative loss period | 5 years | |
Valuation allowance | $ 49,400,000 | |
Outstanding tax audit | $ 0 | |
State [Member] | ||
Operating Loss Carryforwards [Line Items] | ||
Federal income tax returns subject to examination description | State income tax returns are subject to examination for a period of three to four years after filing |
Equity Transactions - Additiona
Equity Transactions - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands | Mar. 15, 2021 | Sep. 30, 2021 |
Class Of Stock [Line Items] | ||
Purchase price | $ 59,711 | |
Common Stock [Member] | ||
Class Of Stock [Line Items] | ||
Number of common shares issued | 9,521,000 | |
Purchase price | $ 10 | |
IPO | ||
Class Of Stock [Line Items] | ||
Proceeds from initial public offering | $ 59,700 | |
IPO | Common Stock [Member] | ||
Class Of Stock [Line Items] | ||
Number of common shares issued | 9,520,787 | |
Shares issued, price per share | $ 6.85 | |
Purchase price | $ 65,200 |