XML 30 R15.htm IDEA: XBRL DOCUMENT
v3.20.4

Fair Value Measurements | 12 Months Ended
--- | ---
Dec. 31, 2020
Fair Value Disclosures [Abstract] |
Fair Value Measurements | Note 7 - Fair Value Measurements The Company has certain financial assets and liabilities which have been classified as either Level 1, 2, or 3 within the fair value hierarchy as described below. Level 1 — Fair value based on quoted prices in active markets for identical assets or liabilities. Level 2 — Fair value based on inputs other than Level 1 inputs that are observable, either directly or indirectly, 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. Level 3 — Fair value based on unobservable inputs that are supported by little or no market activity and such inputs are significant to the fair value of the assets or liabilities. The following table represents the Company’s fair value hierarchy for its financial assets and liabilities that are measured at fair value on a recurring basis (in thousands):
|  | Fair Value Measurements |
|  | As of December 31, 2020 |
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |
Assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Money market funds (1) |  | $ | 503 |  |  | $ | — |  |  | $ | — |  |  | $ | 503 |
Total Assets |  | $ | 503 |  |  | $ | — |  |  | $ | — |  |  | $ | 503 |
Liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest rate swap (2) |  | $ | — |  |  | $ | (1,144 | ) |  | $ | — |  |  | $ | (1,144 | )
Total Liabilities |  | $ | — |  |  | $ | (1,144 | ) |  | $ | — |  |  | $ | (1,144 | )
|  | Fair Value Measurements |
|  | As of December 31, 2019 |
|  | Level 1 |  |  | Level 2 |  |  | Level 3 |  |  | Total |
Assets: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Money market funds (1) |  | $ | 2,354 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,354 |
Total Assets |  | $ | 2,354 |  |  | $ | — |  |  | $ | — |  |  | $ | 2,354 |
Liabilities: |  |  |  |  |  |  |  |  |  |  |  |  |  |  |  |
Interest rate swap (2) |  | $ | — |  |  | $ | (144 | ) |  | $ | — |  |  | $ | (144 | )
Contingent purchase price (3) |  |  | — |  |  |  | — |  |  |  | (2,511 | ) |  |  | (2,511 | )
Total Liabilities |  | $ | — |  |  | $ | (144 | ) |  | $ | (2,511 | ) |  | $ | (2,655 | )
(1) | Included in cash and cash equivalents in the Consolidated Balance Sheets.
(2) | The Company has an interest rate swap contract that hedges the risk of variability from interest payments on its borrowings (refer to Note 4 – Debt and Note 6 – Derivatives and Hedging). The fair value of the interest rate swap is based on mark-to-market valuations prepared by a third-party broker. Those valuations are based on observable interest rates and other observable market data, which the Company considers Level 2 inputs.
(3) | Included in accrued expenses and other current liabilities in the Consolidated Balance Sheets.
During the years ended December 31, 2020 and 2019, the Company did not transfer assets or liabilities between levels of the fair value hierarchy. Additionally, there have been no changes to the valuation techniques for Level 2 or Level 3 liabilities. Level 3 activity consist s entirely of the contingent purchase price related to the acquisition of FeedbackNow (s ee Note 2 – Acquisitions). Changes in the fair value of Level 3 contingent consideration were as follows (in thousands):
|  | Contingent |
|  | Consideration |
Balance at December 31, 2017 |  | $ | — |
Acquisition of FeedbackNow (1) |  |  | (3,388 | )
Fair value adjustment of contingent purchase price (2) |  |  | (780 | )
Foreign exchange effect |  |  | (28 | )
Balance at December 31, 2018 |  |  | (4,196 | )
Fair value adjustment of contingent purchase price (2) |  |  | (68 | )
Payment of contingent purchase price (3) |  |  | 1,769 |
Foreign exchange effect |  |  | (16 | )
Balance at December 31, 2019 |  |  | (2,511 | )
Fair value adjustment of contingent purchase price (2) |  |  | (22 | )
Payment of contingent purchase price (4) |  |  | 2,680 |
Foreign exchange effect |  |  | (147 | )
Balance at December 31, 2020 |  | $ | — |
(1) | Refer to Note 2 – Acquisitions for a discussion of the fair value of the contingent purchase price as of the acquisition date.
(2) | Subsequent to the acquisition of FeedbackNow, the increases in the fair value of the contingent consideration were primarily due to the achievement of contract bookings during these periods. T he Monte Carlo simulation was used to determine the fair value and increases or decreases in the simulation’s inputs would have resulted in higher or lower fair value measurements. These amounts were recognized as acquisition and integration costs in the Consolidated Statements of Operations.
(3) | During the third quarter of 2019, the first year financial targets were met and $1.8 million was paid to the sellers during the same period.
(4) | During the third quarter of 2020, the second year financial targets were met and $2.7 million was paid to the sellers during the fourth quarter of 2020.

X
- References No definition available. + Details
Name: | us-gaap_FairValueDisclosuresAbstract
Namespace Prefix: | us-gaap_
Data Type: | xbrli:stringItemType
Balance Type: | na
Period Type: | duration

X
- Definition The entire disclosure for the fair value of financial instruments (as defined), including financial assets and financial liabilities (collectively, as defined), and the measurements of those instruments as well as disclosures related to the fair value of non-financial assets and liabilities. Such disclosures about the financial instruments, assets, and liabilities would include: (1) the fair value of the required items together with their carrying amounts (as appropriate); (2) for items for which it is not practicable to estimate fair value, disclosure would include: (a) information pertinent to estimating fair value (including, carrying amount, effective interest rate, and maturity, and (b) the reasons why it is not practicable to estimate fair value; (3) significant concentrations of credit risk including: (a) information about the activity, region, or economic characteristics identifying a concentration, (b) the maximum amount of loss the entity is exposed to based on the gross fair value of the related item, (c) policy for requiring collateral or other security and information as to accessing such collateral or security, and (d) the nature and brief description of such collateral or security; (4) quantitative information about market risks and how such risks are managed; (5) for items measured on both a recurring and nonrecurring basis information regarding the inputs used to develop the fair value measurement; and (6) for items presented in the financial statement for which fair value measurement is elected: (a) information necessary to understand the reasons for the election, (b) discussion of the effect of fair value changes on earnings, (c) a description of [similar groups] items for which the election is made and the relation thereof to the balance sheet, the aggregate carrying value of items included in the balance sheet that are not eligible for the election; (7) all other required (as defined) and desired information. + References Reference 1: http://www.xbrl.org/2003/role/disclosureRef -Publisher FASB -Name Accounting Standards Codification -Topic 820 -SubTopic 10 -Section 50 -Paragraph 2 -URI http://asc.fasb.org/extlink&oid=117815213&loc=d3e19207-110258 + Details
Name: | us-gaap_FairValueDisclosuresTextBlock
Namespace Prefix: | us-gaap_
Data Type: | nonnum:textBlockItemType
Balance Type: | na
Period Type: | duration