Document and Entity Information - USD ($) |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2017 |
Mar. 16, 2018 |
Jun. 30, 2017 |
|
Document And Entity Information [Abstract] | |||
Document Type | 10-K | ||
Amendment Flag | false | ||
Document Period End Date | Dec. 31, 2017 | ||
Document Fiscal Year Focus | 2017 | ||
Document Fiscal Period Focus | FY | ||
Trading Symbol | QRHC | ||
Entity Registrant Name | Quest Resource Holding Corporation | ||
Entity Central Index Key | 0001442236 | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Filer Category | Smaller Reporting Company | ||
Entity Well-known Seasoned Issuer | No | ||
Entity Current Reporting Status | Yes | ||
Entity Voluntary Filers | No | ||
Entity Common Stock, Shares Outstanding | 15,302,455 | ||
Entity Public Float | $ 14,949,214 |
CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) |
Dec. 31, 2017 |
Dec. 31, 2016 |
Mar. 30, 2016 |
Dec. 31, 2015 |
---|---|---|---|---|
Statement Of Financial Position [Abstract] | ||||
Allowance for doubtful accounts receivable | $ 699,102 | $ 333,578 | $ 586,941 | |
Preferred stock, par value | $ 0.001 | $ 0.001 | ||
Preferred stock, shares authorized | 10,000,000 | 10,000,000 | ||
Preferred stock, shares issued | 0 | 0 | ||
Preferred stock, shares outstanding | 0 | 0 | ||
Common stock, par value | $ 0.001 | $ 0.001 | ||
Common stock, shares authorized | 200,000,000 | 200,000,000 | ||
Common stock, shares issued | 15,302,455 | 15,272,575 | 861,251 | |
Common stock, shares outstanding | 15,302,455 | 15,272,575 |
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Income Statement [Abstract] | ||
Revenue | $ 138,346,327 | $ 183,811,398 |
Cost of revenue | 122,633,815 | 169,401,718 |
Gross profit | 15,712,512 | 14,409,680 |
Operating expenses: | ||
Selling, general, and administrative | 17,078,033 | 18,170,371 |
Depreciation and amortization | 3,986,725 | 4,044,097 |
Total operating expenses | 21,064,758 | 22,214,468 |
Operating loss | (5,352,246) | (7,804,788) |
Other expense: | ||
Interest expense | (468,030) | (240,798) |
Total other expense, net | (468,030) | (240,798) |
Loss before taxes | (5,820,276) | (8,045,586) |
Net loss | (5,820,276) | (8,045,586) |
Net loss applicable to common stockholders | $ (5,820,276) | $ (8,045,586) |
Net loss per share | ||
Basic and Diluted | $ (0.38) | $ (0.55) |
Weighted average number of common shares outstanding | ||
Basic and Diluted | 15,280,617 | 14,737,885 |
The Company, Description of Business, and Liquidity |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Accounting Policies [Abstract] | |
The Company, Description of Business, and Liquidity | 1. The Company, Description of Business, and Liquidity The accompanying consolidated financial statements include the accounts of Quest Resource Holding Corporation (“QRHC”) and its subsidiaries, Earth911, Inc. (“Earth911”), Quest Resource Management Group, LLC (“Quest”), Landfill Diversion Innovations, LLC, (“LDI”), Youchange, Inc. (“Youchange”), Quest Vertigent Corporation (“QVC”), and Quest Vertigent One, LLC (“QV One”) (collectively, “we,” “us,” or “our company”). As of February 20, 2018, Earth911, Inc. was renamed Quest Sustainability Services, Inc. as further discussed in Note 14. Operations We are a national provider of reuse, recycling, and disposal services that enable our customers to achieve and satisfy their environmental and sustainability goals and responsibilities. We provide businesses across multiple industry sectors with single source solutions for the reuse, recycling, and disposal of a wide variety of waste streams and recyclables generated by their operations. Our customers typically are multi-location businesses for which we create, implement, and manage customer-specific programs for the collection, processing, recycling, disposal, and tracking of waste streams and recyclables. We also provide information and data that tracks and reports the environmental results of our services and provides actionable data to improve business operations. Two customers accounted for an aggregate of 44% and 56% of revenue for the years ended December 31, 2017 and 2016, respectively. Our principal offices are located in The Colony, Texas. Liquidity As of December 31, 2017 and 2016, our working capital balance was $4,243,990 and $3,116,055, respectively. |
Summary of Significant Accounting Policies |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Significant Accounting Policies | 2. Summary of Significant Accounting Policies Principles of Presentation and Consolidation The consolidated financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The accompanying consolidated financial statements include the operating activity of QRHC and its subsidiaries for the years ended December 31, 2017 and 2016. As Quest, Earth911, LDI, Youchange, QVC, and QV One each operate as environmental based service companies, we did not deem segment reporting necessary. On August 10, 2016, we filed amended and restated articles of incorporation with the Secretary of State of the state of Nevada to effect a 1-for-8 reverse stock split of our common stock. The reverse split became effective as of 5:00 p.m. Eastern Time on Wednesday, August 10, 2016, or the Effective Time. At the Effective Time, each lot of eight shares of common stock issued and outstanding immediately prior to the Effective Time were, automatically and without any further action on the part of our stockholders, converted into and became one share of common stock, and each certificate that, immediately prior to the Effective Time represented pre-reverse split shares, was deemed cancelled and, for all corporate purposes, was deemed to evidence ownership of post-reverse split shares. In lieu of issuing any fractional shares, we rounded up to the nearest whole share in the event that a stockholder was entitled to receive less than one share of common stock. As required by GAAP, we retroactively adjusted all share and per share amounts in our consolidated financial statements and notes thereto to reflect the 1-for-8 reverse stock split. Accounting Estimates The preparation of financial statements in conformity with GAAP requires us 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 and the reported amounts of revenue and expenses during the reporting period. Actual results could materially differ from those estimates. We use significant estimates when accounting for the carrying amounts of accounts receivable, long-lived assets, goodwill and other intangible assets, stock-based compensation expense, accrued liabilities, and deferred taxes, all of which are discussed in their respective notes to the consolidated financial statements. Revenue Recognition We recognize revenue only when all of the following criteria have been met: •persuasive evidence of an arrangement exists; •delivery has occurred or services have been rendered; •the fee for the arrangement is fixed or determinable; and •collectibility is reasonably assured. Persuasive Evidence of an Arrangement Exists – We document all terms of an arrangement in a service agreement or quote signed or confirmed by the customer prior to recognizing revenue. Delivery Has Occurred or Services Have Been Rendered – We perform all services or deliver all products prior to recognizing revenue. Services are deemed to be performed when the services are complete. The Fee for the Arrangement is Fixed or Determinable – Prior to recognizing revenue, a customer’s fee is either fixed or determinable under the terms of the quote, service agreement, or accepted customer purchase order. Collectibility is Reasonably Assured – We assess collectibility on a customer by customer basis based on criteria developed by us. We provide businesses with services to reuse, recycle, and dispose of a wide variety of waste streams and recyclables generated by their operations. We utilize third-party subcontractors to execute the collection and recycling or disposal of waste materials, including used motor oil, oil filters, scrap tires, cooking oil, and expired food products. We evaluate the criteria outlined in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 605-45, Revenue Recognition - Principal Agent Considerations, in determining whether it is appropriate to record the gross amount of service revenue and related costs or the net amount earned as management fees. Generally, when we are primarily obligated in a transaction, have latitude in establishing prices and selecting suppliers, have credit risk, or have several but not all of these indicators, we record revenue gross. We record amounts collected from customers for sales tax on a net basis. In situations in which we are not primarily obligated, or we do not have credit risk, we record the net amounts as management fees earned. We had one contract accounted for as management fees with revenue of $78,145 and $307,571 for the years ended December 31, 2017 and 2016, respectively. Our gross billings on this management fee contract were $2,173,022 and $5,042,696 for the years ended December 31, 2017 and 2016, respectively. This management fee contract ended in the second quarter of 2017 and we no longer have any similar contracts. We derive a limited amount of revenue from advertising contracts, which we recognize ratably over the term that the advertisement appears on our website. Cash and Cash Equivalents We consider all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents. Accounts Receivable We follow the allowance method of recognizing uncollectible accounts receivable, which recognizes bad debt expense based on a review of the individual accounts outstanding and our prior history of uncollectible accounts receivable. We extend credit based on an evaluation of each customer’s financial condition, and our receivables are generally unsecured. Accounts receivable are stated net of an allowance for doubtful accounts in the consolidated balance sheets. We consider accounts past due if outstanding longer than contractual payment terms. We record an allowance based on consideration of a number of factors, including the length of time trade accounts are past due, our previous loss history, the creditworthiness of individual customers, economic conditions affecting specific customer industries, and economic conditions in general. We charge-off accounts receivable after all reasonable collection efforts have been exhausted. We credit payments subsequently received on such receivables to bad debt expense in the period we receive the payment. As of December 31, 2017 and 2016, we had established an allowance of $699,102 and $333,578, respectively, for potentially uncollectible accounts receivable. We record delinquent finance charges on outstanding accounts receivable only if they are collected. The changes in our allowance for doubtful accounts for the years ended December 31, 2017 and 2016 were as follows:
Fair Value Measurements ASC Topic 820, Fair Value Measurements, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Topic 820 also specifies a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value as follows: Level 1: Quoted prices in active markets for identical assets or liabilities; Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect our own estimate of assumptions that market participants would use in pricing the asset or liability. Stock Options We estimate the fair value of stock options on grant date in accordance with ASC Topic 718, Stock Compensation, using the Black-Scholes-Merton valuation model. Significant assumptions used in the calculation are as follows:
Property and Equipment We record property and equipment at cost. We provide for depreciation on the straight-line method, over the estimated useful lives of the assets. We amortize leasehold improvements over the shorter of the estimated useful life or the remaining term of the related leases. We charge expenditures for repairs and maintenance to operations as incurred; we capitalize renewals and betterments when they extend the useful life of the asset. We record gains and losses on the disposition of property and equipment in the period incurred. We report assets held for sale, if any, at the lower of the carrying amount or fair value less costs to sell. The useful lives of property and equipment for purposes of computing depreciation are as follows:
Impairment of Long-Lived Assets We analyze long-lived assets, including property and equipment and definite-lived intangible assets, which are held and used in our operations, for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. We review the amortization method and estimated period of useful life at least at each balance sheet date. We record the effects of any revision to operations when the change arises. We recognize impairment when the estimated undiscounted cash flow generated by those assets is less than the carrying amounts of such assets. The amount of impairment is the excess of the carrying amount over the fair value of such assets. We did not recognize any impairment charges for long-lived assets during 2017 and 2016. Goodwill We record as goodwill the excess of (i) the consideration transferred, the amount of any non-controlling interest in the acquiree, and the acquisition date fair value of any previous equity interest in the acquired entity over the (ii) fair value of the net identifiable assets acquired. We do not amortize goodwill; however, annually, or whenever there is an indication that goodwill may be impaired, we evaluate qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. Our test of goodwill impairment includes assessing qualitative factors and the use of judgment in evaluating economic conditions, industry and market conditions, cost factors, and entity-specific events, as well as overall financial performance. We performed our most recent goodwill impairment analysis in the second quarter of 2017, utilizing an income approach with no impairment recorded. We believe that the discounted cash flow method best captures the significant value-creating activities we are undertaking. The primary assumptions in our income approach included estimating cash flows and projections. We determined that the fair value of our goodwill exceeded our carrying value, and consequently, no impairment was deemed to have occurred. However, a continued or prolonged period of declining gross margins could result in the write-off of a portion or all of our goodwill and other intangible assets in future periods. Net Loss Per Share We compute basic net loss per share by dividing net loss applicable to common stockholders by the weighted average number of shares of common stock outstanding during the period. We have other potentially dilutive securities outstanding that are not shown in a diluted net loss per share calculation because their effect in both 2017 and 2016 would be anti-dilutive. These potentially dilutive securities include stock options and warrants and totaled 3,123,381 and 3,256,093 common shares at December 31, 2017 and 2016, respectively. Concentrations Financial instruments that potentially subject us to credit risk consist principally of cash, cash equivalents, and trade accounts receivable. We deposit our cash with commercial banks. Cash deposits at commercial banks are at risk to the extent that the balances exceed the Federal Deposit Insurance Corporation insured level per institution. The bank cash balances on deposit may periodically exceed federally insured limits, including $872,053 at December 31, 2017; however, we have never experienced any losses related to these balances. We sell our services and products primarily to customers without requiring collateral; however, we routinely assess the financial condition of our customers and maintain allowances for anticipated losses. From year to year, the customers that exceed 10% of our annual revenue, if any, may change. The following table discloses the number of customers that accounted for more than 10% of our annual revenue and their related receivable balances for the years ended December 31, 2017 and 2016:
We believe we have no significant credit risk in excess of recorded reserves. Income Taxes We recognize deferred tax assets and liabilities for the future tax consequences of temporary differences between the book and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. We establish valuation allowances to reduce a deferred tax asset to the amount expected to be realized. We assess our ability to realize deferred tax assets based on current earnings performance and on projections of future taxable income in the relevant tax jurisdictions. These projections do not include taxable income from the reversal of deferred tax liabilities and do not reflect a general growth assumption but do consider known or pending events, such as the passage of legislation. We review our estimates of future taxable income annually. We first analyze all tax positions to determine if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of any related appeals or litigation processes. After the initial analysis, we measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. Our income tax returns are subject to adjustment under audit for approximately the last three years. If we are required to pay interest on the underpayment of income taxes, we recognize interest expense in the first period the interest becomes due according to the provisions of the relevant tax law. If we are subject to payment of penalties, we recognize an expense for the amount of the statutory penalty in the period when the position is taken on the income tax return. If we did not recognize the penalty in the period when the position was initially taken, we recognize the expense in the period when we change our judgment about meeting minimum statutory thresholds related to the initial position taken. Advertising We charge our advertising costs to expense when incurred. During the years ended December 31, 2017 and 2016, advertising expense totaled $25,892 and $32,720, respectively. Stock-Based Compensation We expense all share-based grants to employees, including grants of employee stock options, based on their estimated fair values at grant date, in accordance with ASC Topic 718, Stock Compensation. We record compensation expense for stock options over the vesting period using the estimated fair value on the date of grant, as calculated using the Black-Scholes-Merton model. We classify all share-based awards to employees as equity instruments and recognize the vesting of the awards ratably over their respective terms. See Note 11 for a description of our share-based compensation plan and information related to awards granted under the plan. Share-based payment transactions with non-employees are measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable, in accordance with ASC Topic 505-50, Equity-Based Payments to Non-Employees. Recently Issued Accounting Pronouncements Adopted In January 2017, the FASB issued Accounting Standards Update (ASU) 2017-04, Intangibles - Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment, which aims to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Previously, Step 2 measured a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Instead, under the new ASU, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount, and a goodwill impairment charge would be recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value. In no circumstances would the loss recognized exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for us on January 1, 2020, with early adoption permitted. We adopted this ASU in the second quarter of 2017 with our interim impairment test as further discussed in Note 4. Pending Adoption In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This standard replaces existing revenue recognition guidance, which in many cases was tailored for specific industries, with a uniform accounting standard applicable to all industries and transactions. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to correlate with the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. The standard also requires enhanced disclosures regarding revenue recognition. The new standard is effective for us on January 1, 2018. We will adopt the standard on a full retrospective basis for each period presented, and we do not expect a significant impact on the timing of revenue recognition upon the adoption of the standard. However, additional disclosures regarding disaggregated revenue, contract assets and liabilities and performance obligations are expected, and judgment will be used in applying the expanded disclosure requirements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The update improves financial reporting about leasing transactions by requiring a lessee to record on the balance sheet the assets and liabilities for the rights and obligations created by lease terms of more than 12 months. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are still evaluating the impact of adopting ASU 2016-02 on our consolidated financial statements. However, given the material amount of our future minimum payments under non-cancellable operating leases, primarily office rent, at December 31, 2017 discussed in Note 10, we expect to recognize a material right-of-use lease asset and lease liability upon adoption of the ASU. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), which provides guidance on measuring credit losses on financial instruments. The amended guidance replaces current incurred loss impairment methodology of recognizing credit losses when a loss is probable with a methodology that reflects expected credit losses and requires a broader range of reasonable and supportable information to assess credit loss estimates. ASU 2016-13 is effective for us on January 1, 2020, with early adoption permitted on January 1, 2019. We are assessing the provisions of this amended guidance; however, the adoption of the standard is not expected to have a material effect on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which provides guidance on the treatment of cash receipts and cash payments for certain types of cash transactions, to eliminate diversity in practice in the presentation of the cash flow statement. The adoption of ASU 2016-15 will be required on a retrospective basis beginning January 1, 2018, with early adoption permitted. We have not yet determined when we will adopt ASU 2016-15. The adoption of the standard is not expected to have a material effect on our consolidated financial statements. There have been no other recent accounting pronouncements or changes in accounting pronouncements that have been issued but not yet adopted that are of significance, or potential significance to us. |
Property and Equipment, Net, and Other Assets |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property Plant And Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property and Equipment, net, and Other Assets | 3. Property and Equipment, net, and Other Assets At December 31, 2017 and 2016, Property and equipment, net, and other assets consisted of the following:
We compute depreciation using the straight-line method over the estimated useful lives of the property and equipment. Depreciation expense for the year ended December 31, 2017 was $444,498, inclusive of $170,536 of depreciation expense reflected within Cost of Revenue in our consolidated statement of operations as it related to assets used directly in servicing customer contracts. Depreciation expense for the year ended December 31, 2016 was $469,808, with $125,277 depreciation expense recorded in Cost of Revenue. At December 31, 2017, our capital lease assets were $243,778, net of $256,319 of accumulated depreciation. At December 31, 2016, our capital lease assets were $347,135, net of $152,962 of accumulated depreciation. |
Goodwill and Other Intangible Assets |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill and Other Intangible Assets | 4. Goodwill and Other Intangible Assets The components of goodwill and other intangible assets are as follows:
We compute amortization using the straight-line method over the estimated useful lives of the finite lived intangible assets. The amortization expense related to finite lived intangible assets was $3,712,763 and $3,699,566 for the years ended December 31, 2017 and 2016, respectively. We expect amortization expense to be approximately $2.6 million for the year ending December 31, 2018, approximately $1.1 million for the year ending December 31, 2019, approximately $750,000 for the year ending December 31, 2020, approximately $260,000 for the year ending December 31, 2021, approximately $175,000 for the year ending December 31, 2022, and approximately $130,000 thereafter. We have no indefinite-lived intangible assets other than goodwill. The goodwill is not deductible for tax purposes. As required by FASB ASC Topic 350, Intangibles – Goodwill and Other, we performed our goodwill impairment analysis in the second quarter of 2017 and in the third quarter of 2016 with no impairment recorded in either period.
|
Accounts Payable and Accrued Liabilities |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounts Payable And Accrued Liabilities Current [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounts Payable and Accrued Liabilities | 5. Accounts Payable and Accrued Liabilities
The components of Accounts payable and accrued liabilities are as follows:
|
Revolving Credit Facility |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Debt Disclosure [Abstract] | |
Revolving Credit Facility | 6. Revolving Credit Facility We entered into a Loan, Security and Guaranty Agreement (the “Citizens Loan Agreement”), dated as of February 24, 2017, with Citizens Bank, National Association as a lender, and as administrative agent, collateral agent, and issuing bank, which provides for an asset-based revolving credit facility (the “ABL Facility”) of up to $20 million and an equipment loan facility in the maximum principal amount of $2.0 million. Available borrowings on the ABL facility are based on formula-determined amounts of eligible trade receivables, as defined in the Citizens Loan Agreement, and are recalculated on a monthly basis. The ABL Facility replaced our Revolving Credit Note and Loan Agreement with Regions Bank, which was paid off and terminated effective February 24, 2017. Each loan under the ABL Facility bears interest, at our option, at either the Base Rate, as defined in the agreement, plus a margin ranging from 1.0% to 1.5% (6.0% as of December 31, 2017), or the LIBOR lending rate for the interest period in effect, plus a margin ranging from 2.0% to 2.5% (4.12% as of December 31, 2017). The maturity date of the revolving credit facility is February 24, 2022. Loans under the equipment loan facility may be requested at any time until February 24, 2019. Each loan under the equipment loan facility bears interest, at our option, at either the Base Rate, as defined in the agreement, plus 2.00%, or the LIBOR lending rate for the interest period in effect, plus 3.00%. The maturity date of the equipment loan facility is February 24, 2022. The ABL Facility contains certain specific financial covenants regarding a minimum liquidity requirement and a minimum fixed charge coverage ratio. The minimum fixed charge coverage ratio covenant will not apply until May 15, 2018, when the trailing 12-month period ending March 31, 2018 has been reported. In addition, the ABL Facility contains negative covenants limiting, among other things, additional indebtedness, transactions with affiliates, additional liens, sales of assets, dividends, investments and advances, mergers and acquisitions, and other matters customarily restricted in such agreements. Quest and LDI are the borrowers under the Citizens Loan Agreement. QRHC and Earth911 are guarantors under the Citizens Loan Agreement. In addition, obligations under the facility are secured by certain first-priority security interests in substantially all of the tangible and intangible personal property of the borrowers, including a pledge of the capital stock and membership interests, as applicable, of certain of their direct and indirect subsidiaries. The guarantors under the Citizens Loan Agreement have granted a first priority lien on the capital stock and membership interests, as applicable, of certain of their direct and indirect subsidiaries. The amount of interest expense related to credit facility borrowings for the years ended December 31, 2017 and 2016 was $378,826 and $221,424, respectively. Debt issuance cost of $469,507 is being amortized to interest expense over the life of the new revolving credit facility beginning March 1, 2017. As of December 31, 2017, the unamortized portion of the debt issuance costs was $391,256. The amount of interest expense related to the amortization of the discount on the revolving credit facility for the year ended December 31, 2017 was $78,251. As of December 31, 2017, the ABL Facility borrowing base availability was $11,189,000 and the outstanding liability was $6,763,497, net of unamortized debt issuance cost of $391,256. There were no draws made on the equipment loan facility as of December 31, 2017. As of December 31, 2017 we were in compliance with the financial covenants included in the agreement. |
Capital Lease Obligations |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Capital Lease Obligations | 7. Capital Lease Obligations Our capital lease obligations are included within Deferred revenue and other current liabilities and Other long-term liabilities in our consolidated balance sheets. At December 31, 2017 and 2016, total capital lease obligations outstanding consisted of the following:
The amount of interest expense related to our capital leases for the years ended December 31, 2017 and 2016 was $5,897 and $14,414, respectively. The following table summarizes future maturities of our capital lease obligations, as of December 31, 2017:
|
Income Taxes |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income Tax Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income Taxes | 8. Income Taxes We compute income taxes using the asset and liability method in accordance with FASB ASC Topic 740, Income Taxes. Under the asset and liability method, we determine deferred income tax assets and liabilities based on the differences between the financial reporting and tax bases of assets and liabilities and measure them using currently enacted tax rates and laws. We provide a valuation allowance for the amount of deferred tax assets that, based on available evidence, are more likely than not to be realized. Realization of our net operating loss carryforward was not reasonably assured as of December 31, 2017 and 2016, and we have recorded a valuation allowance of $12,150,000 and $15,555,000, respectively, against deferred tax assets in excess of deferred tax liabilities in the accompanying consolidated financial statements. The Tax Cuts and Jobs Act (the “2017 Act”) was signed into law on December 22, 2017 and is generally effective for tax years beginning January 1, 2018. The most significant impact to us of the 2017 Act was a decrease in the federal corporate income tax rate from 35% to 21%. As a result of the decrease in the corporate income tax rate, we are required to recognize the effect of the corporate income tax rate change on our deferred tax assets and liabilities in the year ending December 31, 2017, the period in which the legislation was enacted. The components of net deferred taxes are as follows:
The reconciliation between the income tax expense (benefit) calculated by applying statutory rates to net loss and the income tax (benefit) reported in the accompanying consolidated financial statements is as follows:
As of December 31, 2017 and 2016, we had federal income tax net operating loss carryforwards of approximately $19,700,000 and $18,500,000, respectively, which expire at various dates beginning in 2031. We are subject to limitations existing under Internal Revenue Code Section 382 (Change of Control) relating to the availability of the operating loss. Such limitation of the net operating losses may have occurred, which we have not fully analyzed at this time as we have fully reserved the deferred tax asset. As of December 31, 2017 and 2016, we did not recognize any assets or liabilities relative to uncertain tax positions, nor do we anticipate any significant unrecognized tax benefits will be recorded during 2018. It is our policy to classify interest and penalties on income taxes as interest expense or penalties expense. Tax positions are positions taken in a previously filed tax return or positions expected to be taken in a future tax return that are reflected in measuring current or deferred income tax assets and liabilities reported in the financial statements. Tax positions include the following:
We are potentially subject to tax audits for federal and state tax returns for tax years ended 2014 to 2017. Tax audits by their very nature are often complex and can require several years to complete. |
Fair Value of Financial Instruments |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | 9. Fair Value of Financial Instruments Our financial instruments consist of cash and cash equivalents, accounts receivable, accounts payable, accrued liabilities, deferred revenue, revolving credit facility, and capital lease obligations. We do not believe that we are exposed to significant interest, currency, or credit risks arising from these financial instruments. The fair values of these financial instruments approximate their carrying values using Level 3 inputs, based on their short maturities or, for long-term portions of capital lease obligations and revolving credit facility, based on borrowing rates currently available to us for loans with similar terms and maturities. |
Commitments and Contingencies |
12 Months Ended | |||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||
Commitments and Contingencies | 10. Commitments and Contingencies Operating Leases We lease corporate office space in The Colony, Texas under an 84-month, non-cancelable operating lease. The lease expires in October 2022. Lease expense totaled $610,797 and $614,951 for the years ended December 31, 2017 and 2016, respectively. The following is a schedule, by year, of future minimum rental payments required under non-cancelable operating lease agreements as of December 31, 2017:
Indemnifications During the normal course of business, we make certain indemnities and commitments under which we may be required to make payments in relation to certain transactions. These may include (i) intellectual property indemnities to customers in connection with the use, sales, and/or license of products and services; (ii) indemnities to customers in connection with losses incurred while performing services on their premises; (iii) indemnities to vendors and service providers pertaining to claims based on negligence or willful misconduct; and (iv) indemnities involving the representations and warranties in certain contracts. In addition, under our bylaws we are committed to our directors and officers for providing for payments upon the occurrence of certain prescribed events. The majority of these indemnities and commitments do not provide for any limitation on the maximum potential for future payments that we could be obligated to make. We have not incurred costs to defend lawsuits or settle claims related to these indemnification agreements. As a result, we believe the estimated fair value of these agreements is minimal. Accordingly, we had no liabilities recorded for these agreements as of December 31, 2017 and 2016. Defined Contribution Plan We maintain a defined contribution 401(k) plan covering substantially all full-time employees. Employees are permitted to make voluntary contributions, which we match at a certain percentage, to the plan. For the years ended December 31, 2017 and 2016, our plan contribution expense was $112,277 and $123,336, respectively. |
Stockholders' Equity |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stockholders' Equity | 11. Stockholders’ Equity Preferred Stock Our authorized preferred stock includes 10,000,000 shares of preferred stock with a par value of $0.001, of which no shares have been issued or are outstanding as of December 31, 2017 and 2016. Preferred stock is to be designated in classes or series and the number of each class or series and the voting powers, designations, preferences, limitations, restrictions, relative rights, and distinguishing designation of each class or series of stock as the Board of Directors shall determine in its sole discretion. Common Stock Our authorized common stock includes 200,000,000 shares of common stock with a par value of $0.001, of which 15,302,455 and 15,272,575 shares were issued and outstanding as of December 31, 2017 and 2016, respectively. During the year ended December 31, 2017, we issued an aggregate 29,880 shares of common stock for $32,988, all to employees under our 2014 Employee Stock Purchase Plan (“ESPP”), as further discussed below. Shares Issued for Employee Stock Purchase Plan Options
During the year ended December 31, 2016, we issued shares of common stock as follows:
Sale of Common Stock and Warrants
Shares issued for Employee Stock Purchase Plan Options
Shares Issued for Consulting Services
Warrants During the year ended December 31, 2017, we did not issue any warrants, no holders exercised warrants, and warrants to purchase 205,126 shares of common stock expired. During the year ended December 31, 2016, as noted above, we issued warrants to purchase 521,060 shares of common stock, no holders exercised warrants and warrants expired to purchase 56,250 shares of common stock. At December 31, 2017, we had outstanding exercisable warrants to purchase 1,733,565 shares of common stock. The following table summarizes the warrants issued and outstanding as of December 31, 2017:
Incentive Compensation Plan In October 2012, we adopted our 2012 Incentive Compensation Plan (the “2012 Plan”) as the sole plan for providing equity-based incentive compensation to our employees, non-employee directors, and other service providers. The plan allows for the grant of stock options, restricted stock, restricted stock units, stock appreciation rights, performance awards, and other incentive awards to our employees, non-employee directors, and other service providers who are in a position to make a significant contribution to our success and our affiliates. The purpose of the plan is to attract and retain individuals, further align employee and stockholder interests, and closely link compensation with our performance. The plan is administered by the compensation committee of our board of directors. Our policy is to fulfill any exercise of options from common stock that is authorized and unissued. The maximum number of shares of common stock available for grant under the plan is 1,837,500. Stock compensation expense prior to October 2012 related to options granted prior to the Earth911 Merger that was superseded by the 2012 Plan at the time of the Earth911 Merger. The number of shares available for award under the plan is subject to adjustment for certain corporate changes in accordance with the provisions of the plan. Employee Stock Purchase Plan On September 17, 2014, our stockholders approved the ESPP. We recorded expense of $25,930 and $37,844 related to the ESPP during the years ended December 31, 2017 and 2016, respectively. Stock Options The following table summarizes the stock option activity from January 1, 2016 through December 31, 2017:
The weighted-average grant-date fair value of options granted was $1.49 and $2.81 for the years ended December 31, 2017 and 2016, respectively. For the years ended December 31, 2017 and 2016, the intrinsic value of options outstanding was approximately $59,000 and nil, respectively, and the intrinsic value of options exercisable was approximately $47,000 and nil, respectively. The following additional information applies to options outstanding at December 31, 2017:
The following additional information applies to options outstanding at December 31, 2016:
Stock-based compensation expense for stock-based incentive awards was $662,810 and $1,220,917 for the years ended December 31, 2017 and 2016, respectively. At December 31, 2017, the balance of unearned stock-based compensation to be expensed in future periods related to unvested share-based awards was approximately $1.4 million. The weighted-average period over which the unearned stock-based compensation is expected to be recognized is approximately 3 years. Stock-Based Compensation - We account for all stock-based payment awards made to employees and directors, including stock options and employee stock purchases, based on estimated fair values. We estimate the fair value of share-based payment awards on the date of grant using an option-pricing model and the value of the portion of the award is recognized as expense over the requisite service period. We recognize the effects of forfeitures in compensation cost when they occur. We use the Black-Scholes-Merton option-pricing model as our method of valuation. The fair value is amortized on a straight-line basis over the requisite service periods of the awards, which is generally the vesting period. The fair value of share-based payment awards on the date of grant as determined by the Black-Scholes-Merton model is affected by our stock price as well as other assumptions. These assumptions include the expected stock price volatility over the term of the awards, and the actual and projected employee stock option exercise behaviors. The weighted-average estimated value of employee stock options granted during the years ended December 31, 2017 and 2016 were estimated using the Black-Scholes-Merton option pricing model with the following weighted-average assumptions:
|
Net Loss per Share |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Loss per Share | 12. Net Loss per Share We compute basic loss per share by dividing net loss attributable to common stockholders by the weighted-average number of shares of common stock outstanding during the period. We have potentially dilutive securities outstanding that are not shown in a diluted loss per share calculation because their effect in both 2017 and 2016 would be anti-dilutive. These potentially dilutive securities include options and warrants and totaled 3,123,381 and 3,256,093 shares at December 31, 2017 and 2016, respectively. The following table sets forth the anti-dilutive securities excluded from diluted loss per share:
|
Supplemental Cash Flow Information |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Supplemental Cash Flow Elements [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Supplemental Cash Flow Information | 13. Supplemental Cash Flow Information The following is provided as supplemental information to the consolidated statements of cash flows:
|
Subsequent Event |
12 Months Ended |
---|---|
Dec. 31, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Event | 14. Subsequent Event On February 20, 2018 (“Closing Date”), we entered into an Asset Purchase Agreement with Earth Media Partners, LLC to sell certain assets of our wholly owned subsidiary, Earth 911, Inc., in exchange for an aggregate earn-out amount of approximately $350,000 and a 19% interest in Earth Media Partners, LLC. The net assets sold related to the Earth911.com website business and consisted primarily of the website and its content and customers, deferred revenues and accounts receivable as of the Closing Date. Earth911, Inc. was subsequently renamed Quest Sustainability Services, Inc. The net assets sold were immaterial to our balance sheet as of December 31, 2017 and therefore are not shown separately as Assets Held for Sale.
|
Summary of Significant Accounting Policies (Policies) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Principles of Presentation and Consolidation | Principles of Presentation and Consolidation The consolidated financial statements included herein have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”) and pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). The accompanying consolidated financial statements include the operating activity of QRHC and its subsidiaries for the years ended December 31, 2017 and 2016. As Quest, Earth911, LDI, Youchange, QVC, and QV One each operate as environmental based service companies, we did not deem segment reporting necessary. On August 10, 2016, we filed amended and restated articles of incorporation with the Secretary of State of the state of Nevada to effect a 1-for-8 reverse stock split of our common stock. The reverse split became effective as of 5:00 p.m. Eastern Time on Wednesday, August 10, 2016, or the Effective Time. At the Effective Time, each lot of eight shares of common stock issued and outstanding immediately prior to the Effective Time were, automatically and without any further action on the part of our stockholders, converted into and became one share of common stock, and each certificate that, immediately prior to the Effective Time represented pre-reverse split shares, was deemed cancelled and, for all corporate purposes, was deemed to evidence ownership of post-reverse split shares. In lieu of issuing any fractional shares, we rounded up to the nearest whole share in the event that a stockholder was entitled to receive less than one share of common stock. As required by GAAP, we retroactively adjusted all share and per share amounts in our consolidated financial statements and notes thereto to reflect the 1-for-8 reverse stock split. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Estimates | Accounting Estimates The preparation of financial statements in conformity with GAAP requires us 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 and the reported amounts of revenue and expenses during the reporting period. Actual results could materially differ from those estimates. We use significant estimates when accounting for the carrying amounts of accounts receivable, long-lived assets, goodwill and other intangible assets, stock-based compensation expense, accrued liabilities, and deferred taxes, all of which are discussed in their respective notes to the consolidated financial statements. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Revenue Recognition | Revenue Recognition We recognize revenue only when all of the following criteria have been met: •persuasive evidence of an arrangement exists; •delivery has occurred or services have been rendered; •the fee for the arrangement is fixed or determinable; and •collectibility is reasonably assured. Persuasive Evidence of an Arrangement Exists – We document all terms of an arrangement in a service agreement or quote signed or confirmed by the customer prior to recognizing revenue. Delivery Has Occurred or Services Have Been Rendered – We perform all services or deliver all products prior to recognizing revenue. Services are deemed to be performed when the services are complete. The Fee for the Arrangement is Fixed or Determinable – Prior to recognizing revenue, a customer’s fee is either fixed or determinable under the terms of the quote, service agreement, or accepted customer purchase order. Collectibility is Reasonably Assured – We assess collectibility on a customer by customer basis based on criteria developed by us. We provide businesses with services to reuse, recycle, and dispose of a wide variety of waste streams and recyclables generated by their operations. We utilize third-party subcontractors to execute the collection and recycling or disposal of waste materials, including used motor oil, oil filters, scrap tires, cooking oil, and expired food products. We evaluate the criteria outlined in the Financial Accounting Standards Board (“FASB”) Accounting Standards Codification (“ASC”) Subtopic 605-45, Revenue Recognition - Principal Agent Considerations, in determining whether it is appropriate to record the gross amount of service revenue and related costs or the net amount earned as management fees. Generally, when we are primarily obligated in a transaction, have latitude in establishing prices and selecting suppliers, have credit risk, or have several but not all of these indicators, we record revenue gross. We record amounts collected from customers for sales tax on a net basis. In situations in which we are not primarily obligated, or we do not have credit risk, we record the net amounts as management fees earned. We had one contract accounted for as management fees with revenue of $78,145 and $307,571 for the years ended December 31, 2017 and 2016, respectively. Our gross billings on this management fee contract were $2,173,022 and $5,042,696 for the years ended December 31, 2017 and 2016, respectively. This management fee contract ended in the second quarter of 2017 and we no longer have any similar contracts. We derive a limited amount of revenue from advertising contracts, which we recognize ratably over the term that the advertisement appears on our website. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Cash and Cash Equivalents | Cash and Cash Equivalents We consider all highly liquid instruments with a maturity of three months or less when purchased to be cash equivalents. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounts Receivable | Accounts Receivable We follow the allowance method of recognizing uncollectible accounts receivable, which recognizes bad debt expense based on a review of the individual accounts outstanding and our prior history of uncollectible accounts receivable. We extend credit based on an evaluation of each customer’s financial condition, and our receivables are generally unsecured. Accounts receivable are stated net of an allowance for doubtful accounts in the consolidated balance sheets. We consider accounts past due if outstanding longer than contractual payment terms. We record an allowance based on consideration of a number of factors, including the length of time trade accounts are past due, our previous loss history, the creditworthiness of individual customers, economic conditions affecting specific customer industries, and economic conditions in general. We charge-off accounts receivable after all reasonable collection efforts have been exhausted. We credit payments subsequently received on such receivables to bad debt expense in the period we receive the payment. As of December 31, 2017 and 2016, we had established an allowance of $699,102 and $333,578, respectively, for potentially uncollectible accounts receivable. We record delinquent finance charges on outstanding accounts receivable only if they are collected. The changes in our allowance for doubtful accounts for the years ended December 31, 2017 and 2016 were as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Fair Value Measurements | Fair Value Measurements ASC Topic 820, Fair Value Measurements, defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Topic 820 also specifies a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The standard describes three levels of inputs that may be used to measure fair value as follows: Level 1: Quoted prices in active markets for identical assets or liabilities; Level 2: Observable inputs other than Level 1 prices, such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities; and Level 3: Valuation is generated from model-based techniques that use significant assumptions not observable in the market. These unobservable assumptions reflect our own estimate of assumptions that market participants would use in pricing the asset or liability. Stock Options We estimate the fair value of stock options on grant date in accordance with ASC Topic 718, Stock Compensation, using the Black-Scholes-Merton valuation model. Significant assumptions used in the calculation are as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property and Equipment | Property and Equipment We record property and equipment at cost. We provide for depreciation on the straight-line method, over the estimated useful lives of the assets. We amortize leasehold improvements over the shorter of the estimated useful life or the remaining term of the related leases. We charge expenditures for repairs and maintenance to operations as incurred; we capitalize renewals and betterments when they extend the useful life of the asset. We record gains and losses on the disposition of property and equipment in the period incurred. We report assets held for sale, if any, at the lower of the carrying amount or fair value less costs to sell. The useful lives of property and equipment for purposes of computing depreciation are as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Impairment of Long-Lived Assets | Impairment of Long-Lived Assets We analyze long-lived assets, including property and equipment and definite-lived intangible assets, which are held and used in our operations, for impairment whenever events or changes in circumstances indicate that the carrying amounts may not be recoverable. We review the amortization method and estimated period of useful life at least at each balance sheet date. We record the effects of any revision to operations when the change arises. We recognize impairment when the estimated undiscounted cash flow generated by those assets is less than the carrying amounts of such assets. The amount of impairment is the excess of the carrying amount over the fair value of such assets. We did not recognize any impairment charges for long-lived assets during 2017 and 2016. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill | Goodwill We record as goodwill the excess of (i) the consideration transferred, the amount of any non-controlling interest in the acquiree, and the acquisition date fair value of any previous equity interest in the acquired entity over the (ii) fair value of the net identifiable assets acquired. We do not amortize goodwill; however, annually, or whenever there is an indication that goodwill may be impaired, we evaluate qualitative factors to determine whether it is more likely than not that the fair value of the reporting unit is less than its carrying amount. Our test of goodwill impairment includes assessing qualitative factors and the use of judgment in evaluating economic conditions, industry and market conditions, cost factors, and entity-specific events, as well as overall financial performance. We performed our most recent goodwill impairment analysis in the second quarter of 2017, utilizing an income approach with no impairment recorded. We believe that the discounted cash flow method best captures the significant value-creating activities we are undertaking. The primary assumptions in our income approach included estimating cash flows and projections. We determined that the fair value of our goodwill exceeded our carrying value, and consequently, no impairment was deemed to have occurred. However, a continued or prolonged period of declining gross margins could result in the write-off of a portion or all of our goodwill and other intangible assets in future periods. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Net Loss Per Share | Net Loss Per Share We compute basic net loss per share by dividing net loss applicable to common stockholders by the weighted average number of shares of common stock outstanding during the period. We have other potentially dilutive securities outstanding that are not shown in a diluted net loss per share calculation because their effect in both 2017 and 2016 would be anti-dilutive. These potentially dilutive securities include stock options and warrants and totaled 3,123,381 and 3,256,093 common shares at December 31, 2017 and 2016, respectively. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Concentrations | Concentrations Financial instruments that potentially subject us to credit risk consist principally of cash, cash equivalents, and trade accounts receivable. We deposit our cash with commercial banks. Cash deposits at commercial banks are at risk to the extent that the balances exceed the Federal Deposit Insurance Corporation insured level per institution. The bank cash balances on deposit may periodically exceed federally insured limits, including $872,053 at December 31, 2017; however, we have never experienced any losses related to these balances. We sell our services and products primarily to customers without requiring collateral; however, we routinely assess the financial condition of our customers and maintain allowances for anticipated losses. From year to year, the customers that exceed 10% of our annual revenue, if any, may change. The following table discloses the number of customers that accounted for more than 10% of our annual revenue and their related receivable balances for the years ended December 31, 2017 and 2016:
We believe we have no significant credit risk in excess of recorded reserves. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income Taxes | Income Taxes We recognize deferred tax assets and liabilities for the future tax consequences of temporary differences between the book and tax basis of assets and liabilities that will result in taxable or deductible amounts in the future, based on enacted tax laws and rates applicable to the periods in which the differences are expected to affect taxable income. We establish valuation allowances to reduce a deferred tax asset to the amount expected to be realized. We assess our ability to realize deferred tax assets based on current earnings performance and on projections of future taxable income in the relevant tax jurisdictions. These projections do not include taxable income from the reversal of deferred tax liabilities and do not reflect a general growth assumption but do consider known or pending events, such as the passage of legislation. We review our estimates of future taxable income annually. We first analyze all tax positions to determine if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of any related appeals or litigation processes. After the initial analysis, we measure the tax benefit as the largest amount that is more than 50% likely of being realized upon ultimate settlement. Our income tax returns are subject to adjustment under audit for approximately the last three years. If we are required to pay interest on the underpayment of income taxes, we recognize interest expense in the first period the interest becomes due according to the provisions of the relevant tax law. If we are subject to payment of penalties, we recognize an expense for the amount of the statutory penalty in the period when the position is taken on the income tax return. If we did not recognize the penalty in the period when the position was initially taken, we recognize the expense in the period when we change our judgment about meeting minimum statutory thresholds related to the initial position taken. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Advertising | Advertising We charge our advertising costs to expense when incurred. During the years ended December 31, 2017 and 2016, advertising expense totaled $25,892 and $32,720, respectively. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Stock-Based Compensation | Stock-Based Compensation We expense all share-based grants to employees, including grants of employee stock options, based on their estimated fair values at grant date, in accordance with ASC Topic 718, Stock Compensation. We record compensation expense for stock options over the vesting period using the estimated fair value on the date of grant, as calculated using the Black-Scholes-Merton model. We classify all share-based awards to employees as equity instruments and recognize the vesting of the awards ratably over their respective terms. See Note 11 for a description of our share-based compensation plan and information related to awards granted under the plan. Share-based payment transactions with non-employees are measured at the fair value of the consideration received or the fair value of the equity instruments issued, whichever is more reliably measurable, in accordance with ASC Topic 505-50, Equity-Based Payments to Non-Employees. |
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements Adopted In January 2017, the FASB issued Accounting Standards Update (ASU) 2017-04, Intangibles - Goodwill and Other (Topic 350) Simplifying the Test for Goodwill Impairment, which aims to simplify the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Previously, Step 2 measured a goodwill impairment loss by comparing the implied fair value of a reporting unit’s goodwill with the carrying amount of that goodwill. Instead, under the new ASU, an entity should perform its annual, or interim, goodwill impairment test by comparing the fair value of a reporting unit with its carrying amount, and a goodwill impairment charge would be recognized for the amount by which the carrying amount exceeds the reporting unit’s fair value. In no circumstances would the loss recognized exceed the total amount of goodwill allocated to that reporting unit. ASU 2017-04 is effective for us on January 1, 2020, with early adoption permitted. We adopted this ASU in the second quarter of 2017 with our interim impairment test as further discussed in Note 4. Pending Adoption In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). This standard replaces existing revenue recognition guidance, which in many cases was tailored for specific industries, with a uniform accounting standard applicable to all industries and transactions. The new revenue recognition standard provides a unified model to determine when and how revenue is recognized. The core principle is that a company should recognize revenue to correlate with the transfer of promised goods or services to customers in an amount that reflects the consideration for which the entity expects to be entitled in exchange for those goods or services. The standard also requires enhanced disclosures regarding revenue recognition. The new standard is effective for us on January 1, 2018. We will adopt the standard on a full retrospective basis for each period presented, and we do not expect a significant impact on the timing of revenue recognition upon the adoption of the standard. However, additional disclosures regarding disaggregated revenue, contract assets and liabilities and performance obligations are expected, and judgment will be used in applying the expanded disclosure requirements. In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). The update improves financial reporting about leasing transactions by requiring a lessee to record on the balance sheet the assets and liabilities for the rights and obligations created by lease terms of more than 12 months. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. We are still evaluating the impact of adopting ASU 2016-02 on our consolidated financial statements. However, given the material amount of our future minimum payments under non-cancellable operating leases, primarily office rent, at December 31, 2017 discussed in Note 10, we expect to recognize a material right-of-use lease asset and lease liability upon adoption of the ASU. In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), which provides guidance on measuring credit losses on financial instruments. The amended guidance replaces current incurred loss impairment methodology of recognizing credit losses when a loss is probable with a methodology that reflects expected credit losses and requires a broader range of reasonable and supportable information to assess credit loss estimates. ASU 2016-13 is effective for us on January 1, 2020, with early adoption permitted on January 1, 2019. We are assessing the provisions of this amended guidance; however, the adoption of the standard is not expected to have a material effect on our consolidated financial statements. In August 2016, the FASB issued ASU 2016-15, Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments, which provides guidance on the treatment of cash receipts and cash payments for certain types of cash transactions, to eliminate diversity in practice in the presentation of the cash flow statement. The adoption of ASU 2016-15 will be required on a retrospective basis beginning January 1, 2018, with early adoption permitted. We have not yet determined when we will adopt ASU 2016-15. The adoption of the standard is not expected to have a material effect on our consolidated financial statements. There have been no other recent accounting pronouncements or changes in accounting pronouncements that have been issued but not yet adopted that are of significance, or potential significance to us. |
Summary of Significant Accounting Policies (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounting Policies [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Changes in Allowance for Doubtful Accounts | The changes in our allowance for doubtful accounts for the years ended December 31, 2017 and 2016 were as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Property and Equipment Useful Lives | The useful lives of property and equipment for purposes of computing depreciation are as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Number of Customers that Accounted for More than Ten Percentage of Annual Sales and Receivable Balances | The following table discloses the number of customers that accounted for more than 10% of our annual revenue and their related receivable balances for the years ended December 31, 2017 and 2016:
|
Property and Equipment, net, and Other Assets (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Property Plant And Equipment [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Components Property and Equipment, Net, and Other Assets | At December 31, 2017 and 2016, Property and equipment, net, and other assets consisted of the following:
|
Goodwill and Other Intangible Assets (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Goodwill And Intangible Assets Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Finite-Lived Intangible Assets | The components of goodwill and other intangible assets are as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Indefinite-Lived Intangible Assets |
|
Accounts Payable and Accrued Liabilities (Tables) |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Accounts Payable And Accrued Liabilities Current [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Components of Accounts Payable and Accrued Liabilities | The components of Accounts payable and accrued liabilities are as follows:
|
Capital Lease Obligations (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Capital Lease Obligations | At December 31, 2017 and 2016, total capital lease obligations outstanding consisted of the following:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Future Maturities of Capital Lease Obligations | The following table summarizes future maturities of our capital lease obligations, as of December 31, 2017:
|
Income Taxes (Tables) |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Income Tax Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Components of Net Deferred Taxes | The components of net deferred taxes are as follows:
|
|||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Effective Income Tax Rate Reconciliation | The reconciliation between the income tax expense (benefit) calculated by applying statutory rates to net loss and the income tax (benefit) reported in the accompanying consolidated financial statements is as follows:
|
Commitments and Contingencies (Tables) |
12 Months Ended | |||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||
Commitments And Contingencies Disclosure [Abstract] | ||||||||||||||||||||||||||||||||||||
Schedule of Future Minimum Rental Payments for Non-Cancelable Operating Leases | The following is a schedule, by year, of future minimum rental payments required under non-cancelable operating lease agreements as of December 31, 2017:
|
Stockholders' Equity (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Equity [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Common Stock Shares Issued | During the year ended December 31, 2016, we issued shares of common stock as follows:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Warrants Issued and Outstanding | The following table summarizes the warrants issued and outstanding as of December 31, 2017:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Stock Option Activity | The following table summarizes the stock option activity from January 1, 2016 through December 31, 2017:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Stock Option Outstanding | The following additional information applies to options outstanding at December 31, 2017:
The following additional information applies to options outstanding at December 31, 2016:
|
||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Weighted-Average Estimated Value of Employee Stock Options Granted | The weighted-average estimated value of employee stock options granted during the years ended December 31, 2017 and 2016 were estimated using the Black-Scholes-Merton option pricing model with the following weighted-average assumptions:
|
Net Loss per Share (Tables) |
12 Months Ended | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Earnings Per Share [Abstract] | |||||||||||||||||||||||||||||||||||||||||||||||||||||||
Schedule of Anti-dilutive Securities Excluded from Diluted Loss Per Share | The following table sets forth the anti-dilutive securities excluded from diluted loss per share:
|
Supplemental Cash Flow Information (Tables) |
12 Months Ended | |||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
Dec. 31, 2017 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Supplemental Cash Flow Elements [Abstract] | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
Summary of Supplemental Information to Consolidated Statements of Cash Flows | The following is provided as supplemental information to the consolidated statements of cash flows:
|
The Company, Description of Business, and Liquidity - Additional Information (Detail) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017
USD ($)
Customer
|
Dec. 31, 2016
USD ($)
Customer
|
|
Concentration Risk [Line Items] | ||
Working Capital | $ | $ 4,243,990 | $ 3,116,055 |
Revenue [Member] | ||
Concentration Risk [Line Items] | ||
Number of customer | Customer | 2 | 2 |
Customer Accounted [Member] | Revenue [Member] | ||
Concentration Risk [Line Items] | ||
Percentage of revenue | 44.00% | 56.00% |
Summary of Significant Accounting Policies - Additional Information (Detail) |
3 Months Ended | 12 Months Ended | ||||
---|---|---|---|---|---|---|
Aug. 10, 2016 |
Jun. 30, 2017
USD ($)
|
Sep. 30, 2016
USD ($)
|
Dec. 31, 2017
USD ($)
Contract
shares
|
Dec. 31, 2016
USD ($)
shares
|
Dec. 31, 2015
USD ($)
|
|
Accounting Policies [Abstract] | ||||||
Reverse stock split ratio of common stock | 0.125 | |||||
Number of contracts accounted for management fees | Contract | 1 | |||||
Management fees earned, net | $ 78,145 | $ 307,571 | ||||
Management fees earned, gross | 2,173,022 | 5,042,696 | ||||
Allowance for doubtful accounts receivable | $ 699,102 | $ 333,578 | $ 586,941 | |||
Impairment of goodwill | $ 0 | $ 0 | ||||
Potentially dilutive securities include options and warrants | shares | 3,123,381 | 3,256,093 | ||||
Bank cash balances on deposit exceeded federally insured limits | $ 872,053 | |||||
Tax benefit percentage of being realized upon ultimate settlement | 50.00% | |||||
Advertising expense | $ 25,892 | $ 32,720 |
Summary of Significant Accounting Policies - Changes in Allowance for Doubtful Accounts (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Receivables [Abstract] | ||
Beginning balance | $ 333,578 | $ 586,941 |
Bad debt expense, net of recoveries | 652,273 | 458,919 |
Uncollectible accounts written off | (286,749) | (712,282) |
Ending balance | $ 699,102 | $ 333,578 |
Summary of Significant Accounting Policies - Schedule of Number of Customers that Accounted for More than Ten Percentage of Annual Sales and Receivable Balances (Detail) - Customer |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Revenue [Member] | ||
Concentration Risk [Line Items] | ||
Number of customer | 2 | 2 |
Customer Accounted [Member] | Revenue [Member] | ||
Concentration Risk [Line Items] | ||
Percentage of revenue | 44.00% | 56.00% |
Customer Accounted [Member] | Accounts Receivable | ||
Concentration Risk [Line Items] | ||
Percentage of revenue | 21.00% | 48.00% |
Property and Equipment, net, and Other Assets - Additional Information (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Property Plant And Equipment [Abstract] | ||
Depreciation | $ 444,498 | $ 469,808 |
Depreciation reflected in cost of revenue | 170,536 | 125,277 |
Capital lease assets, net | 243,778 | 347,135 |
Capital lease assets, accumulated depreciation | $ 256,319 | $ 152,962 |
Goodwill and Other Intangible Assets - Schedule of Indefinite-Lived Intangible Assets (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Goodwill And Intangible Assets Disclosure [Abstract] | ||
Goodwill Useful Life Description | Indefinite | |
Goodwill | $ 58,337,290 | $ 58,337,290 |
Goodwill and Other Intangible Assets - Additional Information (Detail) - USD ($) |
3 Months Ended | 12 Months Ended | ||
---|---|---|---|---|
Jun. 30, 2017 |
Sep. 30, 2016 |
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Goodwill And Intangible Assets Disclosure [Abstract] | ||||
Amortization of intangibles | $ 3,712,763 | $ 3,699,566 | ||
Expected amortization expense 2018, related to intangible assets | 2,600,000 | |||
Expected amortization expense 2019, related to intangible assets | 1,100,000 | |||
Expected amortization expense 2020, related to intangible assets | 750,000 | |||
Expected amortization expense 2021, related to intangible assets | 260,000 | |||
Expected amortization expense 2022, related to intangible assets | 175,000 | |||
Expected amortization expense thereafter, related to intangible assets | 130,000 | |||
Indefinite-lived intangible assets other than goodwill | $ 0 | |||
Impairment of goodwill | $ 0 | $ 0 |
Accounts Payable and Accrued Liabilities - Components of Accounts Payable and Accrued Liabilities (Detail) - USD ($) |
Dec. 31, 2017 |
Dec. 31, 2016 |
---|---|---|
Accounts Payable And Accrued Liabilities Current [Abstract] | ||
Accounts payable | $ 12,739,117 | $ 32,944,202 |
Accrued taxes | 807,037 | 1,272,832 |
Employee compensation | 434,358 | 529,945 |
Other | 273,306 | 558,580 |
Accounts payable and accrued liabilities | $ 14,253,818 | $ 35,305,559 |
Capital Lease Obligations - Summary of Capital Lease Obligations (Detail) - USD ($) |
Dec. 31, 2017 |
Dec. 31, 2016 |
---|---|---|
Leases [Abstract] | ||
Capital lease obligations, imputed interest of 4.88% to 13.29%, with current monthly payments of approximately $6,000, expiring through September 2019, secured by computer, telephone and office equipment | $ 41,664 | $ 315,253 |
Less: current maturities | (39,067) | (106,184) |
Long-term portion | $ 2,597 | $ 209,069 |
Capital Lease Obligations - Summary of Capital Lease Obligations (Parenthetical) (Detail) - Capital lease obligations, imputed interest at 4.88% to 13.29% [Member] - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Debt Instrument [Line Items] | ||
Imputed interest rate for capital lease obligation, minimum | 4.88% | 4.88% |
Imputed interest rate for capital lease obligation, maximum | 13.29% | 13.29% |
Monthly installment capital lease obligation | $ 6,000 | $ 6,000 |
Debt instrument expiring date, description | expiring through September 2019 |
Capital Lease Obligations - Additional Information (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Debt Disclosure [Abstract] | ||
Interest expense related to capital leases | $ 5,897 | $ 14,414 |
Capital Lease Obligations - Summary of Future Maturities of Capital Lease Obligations (Detail) - USD ($) |
Dec. 31, 2017 |
Dec. 31, 2016 |
---|---|---|
Leases Capital [Abstract] | ||
2018 | $ 40,459 | |
2019 | 2,701 | |
Total minimum lease payments | 43,160 | |
Less: amount representing interest | (1,496) | |
Present value of net minimum lease payments | 41,664 | |
Less: current maturities | (39,067) | $ (106,184) |
Long-term portion | $ 2,597 | $ 209,069 |
Income Taxes - Additional Information (Detail) - USD ($) |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2018 |
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Income Tax [Line Items] | |||
Valuation allowance | $ 12,150,000 | $ 15,555,000 | |
Federal corporate income tax rate | 35.00% | ||
Federal income tax net operating loss carry forward | $ 19,700,000 | $ 18,500,000 | |
Net operating loss carry forwards expiration beginning year | 2031 | ||
Scenario Plan [Member] | |||
Income Tax [Line Items] | |||
Federal corporate income tax rate | 21.00% |
Income Taxes - Components of Net Deferred Taxes (Detail) - USD ($) |
Dec. 31, 2017 |
Dec. 31, 2016 |
---|---|---|
Income Tax Disclosure [Abstract] | ||
Net operating loss | $ 5,115,000 | $ 7,199,000 |
Depreciation and amortization | 4,435,000 | 5,204,000 |
Stock-based compensation | 2,627,000 | 3,683,000 |
Capitalized software costs | (244,000) | (753,000) |
Accrued interest expense | 52,000 | 14,000 |
Allowance for doubtful accounts | 138,000 | 130,000 |
Deferred lease liability | 27,000 | 78,000 |
Total deferred tax assets, net | 12,150,000 | 15,555,000 |
Less: valuation allowance | $ (12,150,000) | $ (15,555,000) |
Income Taxes - Schedule of Effective Income Tax Rate Reconciliation (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Income Tax Disclosure [Abstract] | ||
U.S. federal statutory rate applied to pretax income | $ (2,037,097) | $ (2,735,499) |
Permanent differences | 13,342 | 17,155 |
State taxes and other | (155,245) | (523,656) |
Impact of 2017 Tax Act | 5,584,000 | |
Change in valuation allowance | $ (3,405,000) | $ 3,242,000 |
Commitments and Contingencies - Additional Information (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Payment Of Commitment And Contingencies [Line Items] | ||
Operating lease expense | $ 610,797 | $ 614,951 |
Liabilities incurred to defend lawsuits | 0 | 0 |
Plan contribution expense | $ 112,277 | $ 123,336 |
Texas [Member] | ||
Payment Of Commitment And Contingencies [Line Items] | ||
Operating lease period | 84 months | |
Operating leases expiring period | 2022-10 |
Commitments and Contingencies - Schedule of Future Minimum Rental Payments for Non-Cancelable Operating Leases (Detail) |
Dec. 31, 2017
USD ($)
|
---|---|
Operating Leases Future Minimum Payments Due [Abstract] | |
2018 | $ 606,780 |
2019 | 631,260 |
2020 | 664,200 |
2021 | 664,200 |
2022 | 498,150 |
Operating lease total | $ 3,064,590 |
Stockholders' Equity - Additional Information - Shares Issued for Employee Stock Purchase Plan Options (Detail) - USD ($) |
12 Months Ended | |||||
---|---|---|---|---|---|---|
Nov. 14, 2017 |
May 23, 2017 |
Nov. 14, 2016 |
May 16, 2016 |
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Schedule Of Stockholders Equity [Line Items] | ||||||
Shares issued for Employee Stock Purchase Plan options, Shares | 18,977 | |||||
Shares issued for Employee Stock Purchase Plan options, Value | $ 32,988 | $ 40,491 | ||||
2014 Employee Stock Purchase Plan [Member] | ||||||
Schedule Of Stockholders Equity [Line Items] | ||||||
Shares issued for Employee Stock Purchase Plan options, Shares | 21,131 | 8,749 | 9,253 | 9,724 | 29,880 | |
Shares issued for Employee Stock Purchase Plan options, Value | $ 21,016 | $ 11,972 | $ 13,056 | $ 27,435 | $ 32,988 |
Stockholders' Equity - Schedule of Common Stock Shares Issued (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Equity [Abstract] | ||
Sale of common stock and warrants, net of issuance costs, Shares | 861,251 | |
Shares issued for Employee Stock Purchase Plan options, Shares | 18,977 | |
Shares issued for consulting services, Shares | 418,750 | |
Total common stock shares | 1,298,978 | |
Sale of common stock and warrants, net of issuance costs, Value | $ 2,889,350 | |
Shares issued for Employee Stock Purchase Plan options, Value | $ 32,988 | 40,491 |
Shares issued for consulting services, Value | 1,675,000 | |
Total common stock amount | $ 4,604,841 |
Stockholders' Equity - Schedule of Common Stock Shares Issued (Parenthetical) (Detail) |
12 Months Ended |
---|---|
Dec. 31, 2016
USD ($)
| |
Equity [Abstract] | |
Common stock and warrants issued, issuance cost | $ 452,300 |
Stockholders' Equity - Additional Information - Sale of Common Stock and Warrants (Detail) |
Mar. 30, 2016
$ / shares
$ / Warrant
shares
|
Dec. 31, 2017
shares
|
Dec. 31, 2016
shares
|
---|---|---|---|
Schedule Of Stockholders Equity [Line Items] | |||
Common stock, shares issued | 861,251 | 15,302,455 | 15,272,575 |
Warrants issued | 0 | 521,060 | |
Common stock, stock price | $ / shares | $ 3.88 | ||
Common stock at a price per warrant | $ / Warrant | 3.88 | ||
Warrants exercised period | 5 years | ||
Warrants exercise price | $ / shares | $ 3.88 | ||
Warrants To Purchase Common Stock [Member] | |||
Schedule Of Stockholders Equity [Line Items] | |||
Warrants issued | 430,628 | ||
Underwriters Warrants To Purchase Common Stock [Member] | |||
Schedule Of Stockholders Equity [Line Items] | |||
Warrants issued | 90,432 |
Stockholders' Equity - Additional Information - Shares Issued for Consulting Services (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Sep. 28, 2016 |
Dec. 31, 2016 |
|
Schedule Of Stockholders Equity [Line Items] | ||
Fully-vested restricted shares of common stock issued to third party consulting services, Shares | 418,750 | |
Common Stock [Member] | ||
Schedule Of Stockholders Equity [Line Items] | ||
Fully-vested restricted shares of common stock issued to third party consulting services, Shares | 418,750 | 418,750 |
Fully-vested restricted shares of common stock issued to third party consulting services, contract period | 1 year | |
Prepaid Expenses and Other Current Assets [Member] | ||
Schedule Of Stockholders Equity [Line Items] | ||
Remaining expenses recorded for consulting services | $ 1,046,875 | |
Selling, General and Administrative Expenses [Member] | ||
Schedule Of Stockholders Equity [Line Items] | ||
Expenses recorded for consulting services | $ 628,125 |
Stockholders' Equity - Additional Information - Warrants (Detail) - shares |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Class Of Warrant Or Right [Line Items] | ||
Warrants issued | 0 | 521,060 |
Number of exercised warrants | 0 | 0 |
Number of warrants expired | 205,126 | 56,250 |
Warrants outstanding | 1,733,565 | |
Exercisable Warrants [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Warrants outstanding | 1,733,565 |
Stockholders' Equity - Summary of Warrants Issued and Outstanding (Detail) - $ / shares |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Mar. 30, 2016 |
|
Class Of Warrant Or Right [Line Items] | ||
Exercise Price | $ 3.88 | |
Shares of Common Stock | 1,733,565 | |
Exercisable Warrants [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Shares of Common Stock | 1,733,565 | |
Exercisable Warrants [Member] | Warrants One [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Date of Issuance | Sep. 24, 2014 | |
Date of Expiration | Sep. 24, 2019 | |
Exercise Price | $ 20.00 | |
Shares of Common Stock | 1,125,005 | |
Exercisable Warrants [Member] | Warrant Two [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Date of Issuance | Oct. 20, 2014 | |
Date of Expiration | Oct. 20, 2019 | |
Exercise Price | $ 20.00 | |
Shares of Common Stock | 87,500 | |
Exercisable Warrants [Member] | Warrants Three [Member] | ||
Class Of Warrant Or Right [Line Items] | ||
Date of Issuance | Mar. 30, 2016 | |
Date of Expiration | Mar. 30, 2021 | |
Exercise Price | $ 3.88 | |
Shares of Common Stock | 521,060 |
Stockholders' Equity - Additional Information - Stock Option (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Schedule Of Stockholders Equity [Line Items] | ||
Options outstanding, intrinsic value | $ 59,000 | $ 0 |
Options exercisable, intrinsic value | 47,000 | 0 |
Stock-based compensation expense | 662,810 | $ 1,220,917 |
Unvested share-based awards | $ 1,400,000 | |
Expected weighted average period to recognize unearned stock-based compensation | 3 years | |
Stock Options [Member] | ||
Schedule Of Stockholders Equity [Line Items] | ||
Weighted-average grant-date fair value | $ 1.49 | $ 2.81 |
Stockholders' Equity - Summary of Stock Option Outstanding (Detail) - $ / shares |
12 Months Ended | ||
---|---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
Dec. 31, 2015 |
|
Equity [Abstract] | |||
Option Outstanding - Range of Exercise Prices, Lower Limit | $ 1.17 | $ 2.08 | |
Option Outstanding - Range of Exercise Prices, Upper Limit | $ 26.00 | $ 26.00 | |
Option Outstanding - Number of Shares | 1,389,816 | 1,317,402 | 742,997 |
Option Outstanding - Weighted-Average Remaining Contractual Life | 7 years 3 months 18 days | 7 years 10 months 24 days | |
Option Outstanding - Weighted Average Exercise Price | $ 8.39 | $ 9.09 | $ 16.32 |
Option Exercisable | 766,858 | 603,956 | |
Option Exercisable - Weighted Average Exercise Price | $ 12.24 | $ 15.00 |
Stockholders' Equity - Schedule of Weighted-Average Estimated Value of Employee Stock Options Granted (Detail) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Equity [Abstract] | ||
Expected volatility | 91.00% | 100.00% |
Risk-free interest rate | 1.81% | 1.38% |
Expected dividends | 0.00% | 0.00% |
Expected term in years | 4 years 9 months 18 days | 6 years 1 month 6 days |
Net Loss per Share - Additional Information (Detail) - shares |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Earnings Per Share [Abstract] | ||
Potentially dilutive securities include options and warrants | 3,123,381 | 3,256,093 |
Net Loss per Share - Schedule of Anti-dilutive Securities Excluded from Diluted Loss Per Share (Detail) - shares |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted loss per share | 3,123,381 | 3,256,093 |
Stock options [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted loss per share | 1,389,816 | 1,317,402 |
Warrants [Member] | ||
Antidilutive Securities Excluded From Computation Of Earnings Per Share [Line Items] | ||
Anti-dilutive securities excluded from diluted loss per share | 1,733,565 | 1,938,691 |
Supplemental Cash Flow Information - Summary of Supplemental Information to Consolidated Statements of Cash Flows (Detail) - USD ($) |
12 Months Ended | |
---|---|---|
Dec. 31, 2017 |
Dec. 31, 2016 |
|
Supplemental cash flow information: | ||
Cash paid for interest | $ 346,658 | $ 218,309 |
Supplemental non-cash activities: | ||
Repayment of Regions line of credit | (9,250,000) | |
Common stock issued for consulting services | 1,675,000 | |
Acquisition of equipment under capital leases | $ 33,107 | |
ABL Facility [Member] | ||
Supplemental non-cash activities: | ||
Draw on Citizens ABL facility | 9,250,000 | |
Draw on Citizens ABL facility for repayment of capital lease obligation | 212,609 | |
Debt issuance costs financed with Citizens ABL facility | $ 235,173 |
Subsequent Event - Additional Information (Detail) - Asset Purchase Agreement [Member] - Earth Media Partners, LLC [Member] - Subsequent Event [Member] |
Feb. 20, 2018
USD ($)
|
---|---|
Subsequent Event [Line Items] | |
Percentage of ownership interest | 19.00% |
Wholly Owned Subsidiary and Earth 911, Inc. [Member] | Disposal Group, Not Discontinued Operations [Member] | |
Subsequent Event [Line Items] | |
Aggregate earn-out amount | $ 350,000 |