Balance Sheet Components

9 Months Ended

Sep. 30, 2020

Balance Sheet Related Disclosures [Abstract]

BALANCE SHEET COMPONENTS

Accounts Receivable, Net

Accounts receivable are contract assets that arise from the performance of our performance obligation pursuant to our contracts with our customers and represent our unconditional right to payment for the satisfaction of our performance obligations. They are recorded at invoiced amount and do not bear interest when recorded or accrue interest when past due. Accounts receivable are stated net of an allowance for doubtful accounts, which is maintained for estimated losses that may result from the inability of our customers to make required payments.

Accounts receivable consists of the following:


	September 30, 2020		December 31, 2019
Accounts receivable, gross	$	5,444	$	10,938
Less: allowance for doubtful accounts	(27)		(23)
Accounts receivable, net	$	5,417	$	10,915

The following is the change in our allowance for doubtful accounts:


	Nine Months Ended
	September 30,
	2020		2019
Balance at beginning of period	$	23	$	21
Additions charged (reductions credited)	4		36

Balance at end of period	$	27	$	57

Inventories

Inventories consist of finished goods and work-in-process, and are stated at the lower of standard cost (which approximates actual cost on a first-in, first-out basis) or market (net realizable value).

Inventories consist of the following:


	September 30, 2020		December 31, 2019
Finished goods	$	1,640	$	1,630
Work-in-process	2,255		3,771
Inventories	$	3,895	$	5,401

Property and Equipment, Net

Property and equipment, net consists of the following:


	September 30, 2020		December 31, 2019
Gross carrying amount	$	26,373	$	22,866
Less: accumulated depreciation and amortization	(20,742)		(18,258)
Property and equipment, net	$	5,631	$	4,608

Acquired Intangible Assets, Net

In connection with the acquisition of ViXS (the "Acquisition"), we recorded certain identifiable intangible assets. Acquired intangible assets resulting from this transaction were assigned to Pixelworks, Inc., and consist of the following:


	September 30, 2020		December 31, 2019
Developed technology	$	5,050	$	5,050
Customer relationships	1,270		1,270
Backlog and tradename	410		410
	6,730		6,730
Less: accumulated amortization	(5,149)		(4,026)
Acquired intangible assets, net	$	1,581	$	2,704

Developed technology and customer relationships are amortized over a useful life of 3 to 5 years. Backlog was fully amortized as of September 30, 2018 and tradename was fully amortized as of March 31, 2019.

Amortization expense for intangible assets was $374 and $1,122 for the three and nine months ended September 30, 2020, respectively, $298 and $894 were included in cost of revenue for the three and nine months ended September 30, 2020, respectively, and $76 and $228 were included in selling, general and administrative for the three and nine months ended September 30, 2020, respectively, in the condensed consolidated statements of operations. As of September 30, 2020, future estimated amortization expense is as follows:


Three months ending December 31:
2020	$	374
Years ending December 31:
2021	1,117
2022	90
	$	1,581

Acquired intangible assets are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. Conditions that would trigger an impairment assessment include, but are not limited to, past, current, or expected cash flow or operating losses associated with the asset. There were no such triggering events requiring an impairment assessment of other intangible assets during the nine months ended September 30, 2020.

Goodwill

Goodwill resulted from the Acquisition, whereby we recorded goodwill of $18,407.

Goodwill is not amortized; however, we review goodwill for impairment annually and whenever events or changes in circumstances indicate that the fair value of the reporting unit may be less than it's carrying value. Conditions that would trigger an impairment assessment include, but are not limited to, a significant adverse change in our business climate or a current period operating or cash flow loss combined with a history of operating or cash flow losses or a projection or forecast that demonstrates continued losses or adverse changes in legal factors, regulation or business environment. There were no such triggering events requiring a goodwill impairment assessment during the nine months ended September 30, 2020. We perform our annual impairment assessment for goodwill on November 30 of each year.

Accrued Liabilities and Current Portion of Long-Term Liabilities

Accrued liabilities and current portion of long-term liabilities consist of the following:


	September 30, 2020		December 31, 2019
Accrued payroll and related liabilities	$	3,097	$	3,440
Operating lease liabilities, current	1,939		1,545
Accrued costs related to restructuring	1,132		66
Current portion of accrued liabilities for asset financings	880		483
Accrued commissions and royalties	525		663
Accrued interest payable	423		397
Deferred revenue	10		146


Other	1,643		1,952
Accrued liabilities and current portion of long-term liabilities	$	9,649	$	8,692

Deferred revenues are contract liabilities that arise when cash payments are received or due in advance of the satisfaction of our performance obligations. Any increase in deferred revenues is driven by cash payments received or due in advance of satisfying our performance obligation pursuant to the contract with the customer. Any decrease in deferred revenues is due to the recognition of revenue related to satisfying our performance obligation.

The change in deferred revenue is as follows:


	Nine Months Ended
	September 30,
	2020		2019
Deferred revenue:
Balance at beginning of period	$	146	$	96
Revenue deferred	645		401
Revenue recognized	(781)		(365)
Balance at end of period	$	10	$	132

Short-Term Line of Credit

On December 21, 2010, we entered into a Loan and Security Agreement with Silicon Valley Bank (the "Bank"), which was amended on December 14, 2012, December 4, 2013, December 18, 2015, December 15, 2016, July 21, 2017, December 21, 2017, December 18, 2018, December 18, 2019 and April 17, 2020 (as amended, the "Revolving Loan Agreement"). The Revolving Loan Agreement provides a secured working capital-based revolving line of credit (the "Revolving Line") in an aggregate amount of up to the lesser of (i) $10,000, or (ii) $2,500 plus 80% of eligible domestic accounts receivable and certain foreign accounts receivable of both Pixelworks and ViXS Systems, Inc., subject to certain limitations on the amount of accounts receivables attributable to ViXS. The Revolving Line has a maturity date of December 27, 2020. In addition, the Revolving Loan Agreement provides for non-formula advances of up to $10,000 which may be made solely during the last five business days of any fiscal month or quarter and which must be repaid by us on or before the fifth business day after the applicable fiscal month or quarter end. Due to their repayment terms, non-formula advances do not provide us with usable liquidity.

The Revolving Loan Agreement, as amended, contains customary affirmative and negative covenants as well as customary events of default. The occurrence of an event of default could result in the acceleration of our obligations under the Revolving Loan Agreement, as amended, and an increase to the applicable interest rate, and would permit the Bank to exercise remedies with respect to its security interest. As of September 30, 2020, we were in compliance with all of the terms of the Revolving Loan Agreement, as amended.

As of September 30, 2020, short-term borrowings outstanding under the Revolving Line consisted of $3,954. The weighted-average interest rate on short-term borrowings outstanding as of September 30, 2020 was 3.5%.

As of December 31, 2019, we had no outstanding borrowings under the Revolving Line.

Paycheck Protection Program Loan

On April 25, 2020, we entered into a loan with Silicon Valley Bank as the lender in an aggregate principal amount of $796 (the “Loan”) pursuant to the Paycheck Protection Program (the “PPP”) under the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”).

The Loan is evidenced by a promissory note (the “Note”) dated April 25, 2020, and matures 2 years from the disbursement date. The Note bears interest at a rate of 1.000% per annum, with the first six months of interest deferred. Principal and interest are payable monthly commencing 6 months after the disbursement date and may be prepaid by the Company at any time prior to maturity with no prepayment penalties. The Note contains customary events of default relating to, among other things, payment defaults or breaches of the terms of the Note. Upon the occurrence of an event of default, the Lender may require immediate repayment of all amounts outstanding under the Note.

Under the terms of the CARES Act, PPP loan recipients can apply for and be granted forgiveness for all or a portion of loans granted under the PPP. The Loan is subject to forgiveness to the extent proceeds are used for payroll costs, including payments required to continue group health care benefits, and certain rent, utility, and mortgage interest expenses (collectively, “Qualifying Expenses”), pursuant to the terms and limitations of the PPP. The Company has used the Loan amount for Qualifying Expenses and we have applied for forgiveness, however, no assurance is provided that the Company will obtain forgiveness of the Loan in whole or in part.

We have elected to account for the Loan as Debt under ASC 470. The Loan proceeds are included within other long-term liabilities, net of current portion in our condensed consolidated balance sheets and we recognize interest expense at 1% per annum within interest income (expense) and other, net in our condensed consolidated statements of operations.

At the Market Offering

On June 5, 2020, we entered into a sales agreement (the "Sales Agreement") with Cowen and Company, LLC ("Cowen"), pursuant to which we may issue and sell shares of the Company's common stock, par value $0.001 per share, having an aggregate offering price of up to $25,000, from time to time, through an "at the market" equity offering program under which Cowen will act as sales agent. Under the Sales Agreement, Cowen may sell the shares by methods deemed to be an "at the market offering" as defined in Rule 415(a)(4) promulgated under the Securities Act of 1933, as amended, including sales made by means of ordinary brokers’ transactions on the Nasdaq Global Market or on any other existing trading market for the common stock or otherwise at market prices prevailing at the time of sale, in block transactions, or as otherwise directed by the Company. We pay Cowen a commission equal to three percent (3.0%) of the gross sales proceeds of any common stock sold through Cowen under the Sales Agreement. The Sales Agreement may be terminated by us upon prior notice to Cowen or by Cowen upon prior notice to us, or at any time under certain circumstances, including but not limited to the occurrence of a material adverse change in the Company. We are not obligated to sell any shares under the Sales Agreement.

During the nine months ended September 30, 2020, we sold an aggregate of 1,374,517 shares of our common stock under this at the market offering, resulting in aggregate net proceeds to us of approximately $3,641, and gross proceeds of approximately $4,071, and paid Cowen commissions and fees of approximately $172, and other expenses of $258. As of September 30, 2020, the remaining availability under the at the market offering is $20,929.