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Capital Stock | 12 Months Ended
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Dec. 31, 2018
Capital Stock Disclosure [Abstract] |
Capital Stock Disclosure [Text Block] | 14. Capital Stock Common Stock On February 5, 2008, the Company’s Board of Directors adopted a Shareholder Rights Plan and declared a dividend distribution of one preferred stock purchase right for each outstanding share of the Company’s common stock to shareholders of record as of the close of business on February 6, 2008. These rights were not initially exercisable and would trade with the shares of the Company’s common stock. The rights would become exercisable under various conditions according to the terms of the plan. The Sharehold er Rights Plan expired, with no rights having become exercisable, in accordance with its terms on the close of business on February 6, 2018. Preferred Stock The Company’s Board of Directors has the authority to issue up to 5.0 million shares of preferred stock and to determine the price privileges and other terms of the shares. The Board of Directors may exercise this authority without any further approval of stockholders. As of December 31, 2018, the Company had no preferred stock issued or outs tanding. Employee Stock Purchase Plan (as amended, the ESPP) In 2000, the Company approved the ESPP. Under this ESPP, participating employees can authorize the Company to withhold a portion of their base pay during consecutive six-month payment periods f or the purchase of shares of the Company’s common stock. At the conclusion of the period, participating employees can purchase shares of the Company’s common stock at 85% of the lower of the fair market value of the Company’s common stock at the beginning or end of the period. Shares are iss ued under the ESPP for the six-month periods ending June 30 and December 31. On May 18, 2017, the stockholders of the Company approved an increase of 300,000 shares of common stock in the number of shares available for i ssuance under the ESPP. Following suc h amendment, 1,050,000 shares of common stock are authorized for issuance, of which 890,762 shares were iss ue d as of December 31, 2018. There were 89,308 and 76,215 shares issued under the ESPP during the years ended December 31, 2018 and 2017, respectively. Stock Option and Equity Incentive Plans Third Amended and Restated 2000 Stock Option and Incentive Plan (as amended, the Third A&R Plan) The Third Amendment to the Third A&R Plan (the Amendment) was adopted by the Board of Directors on April 2, 2018. Such Amendment was approved by the stockholders at the Company’s 2018 Annual Meeting of Stockholders. Pursuant to the Amendment, the aggregate number of shares authoriz ed for issuance under the Third A&R Plan was increased by 3,400,000 shares to 20,908,929. Restricted Stock Units with a Market Condition (the Market Condition RSUs) On August 3, 2015, the Compensation Committee of the Board of Directors of the Company ap proved and granted deferred stock awards of Market Condition RSUs (the 2015 Market Condition RSUs) to certain members of the Company’s management team under the Third A&R Plan. The vesting of these 2015 Market Condition RSUs was cliff-based and linked to the achievement of a relative total shareholder return of the Company’s common stock from August 3, 2015 to the earlier of (i) August 3, 2018 or (ii) upon a change of control (measured relative to the Russell 3000 index and based on the 20-day trading aver age price before each such date). As of August 3, 2018, certain of the target total shareholder returns were achieved, and as a result, 69,667 of the 2015 Market Condition RSUs vested. The remaining 2015 Market Condition RSUs did not vest and were canceled. On May 24, 2018, the Compensation Committee of the Board of Directors of the Company approved and granted deferred stock awards of Market Condition RSUs (the 2018 Market Condition RSUs) to certain members of the Company’s management team under the Thir d A&R Plan. The vesting of the 2018 Market Condition RSUs is based on a graded-vesting schedule (one third at the end of each year for three years) and linked to the achievement of a relative total shareholder return of the Company’s common stock from May 24, 2018 to the earlier of (i) May 24, 2019 or (ii) upon a change of control (measured relative to the NASDAQ Biotechnology index and based on the 20-day trading average price before each such date). As of December 31, 2018, t he target number of these restricted stock units that may be earned is 116,944 shares; the maximum amount is 150% of the target number. Stock-Based Payment Awards The Company accounts for stock-based payment awards in accordance with the provisions of FASB ASC 718, which requires it to recognize compensation expense for all stock-based payment awards made to employees and directors including stock options, restricted stock units, Market Condition RSUs and employee stock purchases related to the ESPP. The Company ado pted ASU 2016-09 as of January 1, 2017. As a result of this adoption, the Company has elected as an accounting policy to account for forfeitures for service based awards as they occur, with no adjustment for estimated forfeitures. The Company recognized as of January 1, 2017, a cumulative effect adjustment of $0.1 million to reduce retained earnings as required under the modified retrospective approach. Stock option and restricted stock unit activity under the Company’s Third A&R Plan for the years ended December 31, 2017 and 2018 were as follows:
|  |  | Stock Options |  | Restricted Stock Units |  | Market Condition RSU's
|  |  |  |  |  | Weighted |  |  |  |  |  |  |  |  |  |
|  |  | Stock |  |  | Average |  | Restricted |  |  |  |  | Market |  |  |
|  |  | Options |  |  | Exercise |  | Stock Units |  |  | Grant Date |  | Condition RSU's |  |  | Grant Date
|  |  | Outstanding |  |  | Price |  | Outstanding |  |  | Fair Value |  | Outstanding |  |  | Fair Value
Balance at December 31, 2016 |  | 4,096,818 |  |  | 3.94 |  | 1,072,653 |  |  | 3.15 |  | 182,150 |  |  | 4.81
| Granted |  | 237,700 |  |  | 3.24 |  | 1,298,371 |  |  | 2.49 |  | - |  |  | -
| Exercised |  | (143,391) |  |  | 2.48 |  | - |  |  | - |  | - |  |  | -
| Vested (RSUs) |  | - |  |  | - |  | (488,570) |  |  | 3.08 |  | - |  |  | -
| Cancelled / forfeited |  | (410,883) |  |  | 3.93 |  | (85,527) |  |  | 3.05 |  | (18,023) |  |  | 4.81
Balance at December 31, 2017 |  | 3,780,244 |  | $ | 3.95 |  | 1,796,927 |  | $ | 2.69 |  | 164,127 |  | $ | 4.81
| Granted |  | 104,585 |  |  | 4.48 |  | 639,126 |  |  | 4.31 |  | 156,944 |  |  | 4.19
| Exercised |  | (1,696,255) |  |  | 3.50 |  | - |  |  | - |  | - |  |  | -
| Vested (RSUs) |  | - |  |  | - |  | (845,326) |  |  | 2.88 |  | (69,667) |  |  | 4.81
| Cancelled / forfeited |  | (231,842) |  |  | 4.96 |  | (356,965) |  |  | 2.84 |  | (134,460) |  |  | 4.63
Balance at December 31, 2018 |  | 1,956,732 |  | $ | 4.25 |  | 1,233,762 |  | $ | 3.36 |  | 116,944 |  | $ | 4.19
The Company did not capitalize any stock-based compensation. Earnings per share Basic earnings per share is based upon net income divided by the number of weighted average common shares outstanding during the period. The calculation of diluted earnings per share assumes conversion of stock options, restricted stock units and Market Condition RSU s into common stock using the treasury method. The weighted av erage number of shares used to compute basic and diluted earnings per share consists of the following:
|  | Year Ended |
|  | December 31, |
|  | 2018 |  | 2017 |
Basic |  | 36,453,126 |  | 34,753,325 |
Effect of assumed conversion of employee and director stock options, restricted stock units and Market Condition RSUs |  | - |  | - |
Diluted |  | 36,453,126 |  | 34,753,325 |
Excluded from the shares used in calculating the diluted earnings per common share in the above table are options, restricted stock units and Market Condition RSUs of approximately 3,307,438 and 5,741,298 shares of common stock for the years ended December 31, 2018 and 2017, respectively, as the impact of these shares would be anti-dilutive. The Company’s policy is to issue stock available from its registered but unissued stock pool through its transfer agent to satisfy stock option exercises and vesting of the restricted stoc k units. The following table summarizes information concerning currently outstanding and exercisable options as of December 31, 2018 (Aggregate Intrinsic Value, in thousands):
|  |  | Options Outstanding |  | Options Exercisable
|  |  |  |  | Weighted |  |  |  |  |  |  |  | Weighted |  |  |  |
|  |  |  |  | Average |  | Weighted |  |  |  |  |  | Average |  | Weighted |  |
| Range of |  | Shares |  | Remaining |  | Average |  | Aggregate |  | Shares |  | Remaining |  | Average |  | Aggregate
| Exercise |  | Outstanding at |  | Contractual Life |  | Exercise |  | Intrinsic |  | Exercisable at |  | Contractual Life |  | Exercise |  | Intrinsic
| Price |  | Dec. 31, 2018 |  | in Years |  | Price |  | Value |  | Dec. 31, 2018 |  | in Years |  | Price |  | Value
$ | 2.28-3.29 |  | 204,476 |  | 4.74 | $ | 2.71 | $ | 96 |  | 160,851 |  | 3.89 | $ | 2.66 | $ | 84
| 3.30-3.49 |  | 175,200 |  | 8.83 |  | 3.33 |  | - |  | 58,400 |  | 8.83 |  | 3.33 |  | -
| 3.50-3.92 |  | 159,037 |  | 5.95 |  | 3.68 |  | - |  | 114,452 |  | 4.41 |  | 3.64 |  | -
| 3.93-4.08 |  | 79,019 |  | 2.42 |  | 4.04 |  | - |  | 79,019 |  | 2.42 |  | 4.04 |  | -
| 4.09-4.17 |  | 402,325 |  | 5.41 |  | 4.12 |  | - |  | 402,325 |  | 5.41 |  | 4.12 |  | -
| 4.18-4.26 |  | 49,000 |  | 5.75 |  | 4.21 |  | - |  | 49,000 |  | 5.75 |  | 4.21 |  | -
| 4.27-4.38 |  | 350,000 |  | 4.88 |  | 4.31 |  | - |  | 350,000 |  | 4.88 |  | 4.31 |  | -
| 4.39-5.39 |  | 146,550 |  | 6.65 |  | 4.95 |  | - |  | 121,550 |  | 6.09 |  | 5.05 |  | -
| 5.40-5.54 |  | 203,625 |  | 6.18 |  | 5.51 |  | - |  | 144,375 |  | 6.18 |  | 5.51 |  | -
| 5.55-5.75 |  | 187,500 |  | 6.77 |  | 5.58 |  | - |  | 125,625 |  | 6.43 |  | 5.56 |  | -
$ | 2.28-5.75 |  | 1,956,732 |  | 5.79 | $ | 4.25 | $ | 96 |  | 1,605,597 |  | 5.26 | $ | 4.26 | $ | 84
The aggregate intrinsic value in the preceding table represents the total pre-tax intrinsic value, based on the Company’s closing stock price of $3.18 as of December 31, 2018, which would have been received by the option holders had all option holders exercised their options as of that date. T he aggregate intrinsic value of options exercised for the years ended December 31, 2018 and 2017 was approximately $2.6 million and $0.1 million, respectively. The total number of in-the-money options that were exercisable as of December 31, 2018 was 160,851. For the year ended December 31, 2018, t he total compensation costs related to unvested awards not yet recognized is $3.2 million and the weighted average period over which it is expected to be recognized is 2.12 years. Valuation and Expense Information under St ock-Based-Payment Accounting Stock-based compensation expense related to stock options, restricted stock units, Market Condition RSU’s and the employee stock purchase plan for the years ended December 31, 2018 and 2017 was allocated as follows:
|  | Year Ended
|  | December 31,
|  | 2018 |  |  | 2017
| (in thousands)
Cost of revenues | $ | 64 |  | $ | 61
Sales and marketing |  | 431 |  |  | 488
General and administrative |  | 2,232 |  |  | 2,695
Research and development |  | 167 |  |  | 139
Discontinued operations |  | 150 |  |  | 117
Total stock-based compensation | $ | 3,044 |  | $ | 3,500
The Company did not capitalize any stock-based compensation. The weighted-average estimated fair value per share of stock options granted during 2018 and 2017 was $1.83 and $1.32, respectively, using the Black Scholes option-pricing model with the following weighted-average assumptions:
|  | Year Ended
|  | December 31,
|  | 2018 |  | 2017
Volatility |  | 43.28 | % |  | 41.63 | %
Risk-free interest rate |  | 2.84 | % |  | 2.03 | %
Expected holding period (in years) |  | 4.83 | years |  | 5.41 | years
Dividend yield |  | - | % |  | - | %
The weighted average fair value of the 2018 Market Condition RSU s which were granted under the Third A&R Plan during the year ended December 31, 2018 was $4.19. There were no Market Condition RSUs granted during the year ended December 31, 2017. The following assumptions were used to estimate the fair value, using a Monte-Carlo valuation simulation, of the Market Condition RSUs granted during the year ended December 31, 2018:
| Year Ended |
| December 31, |
| 2018 |
Volatility | 44.02 | % |
Risk-free interest rate | 2.27 | % |
Correlation coefficient | 0.07 | % |
Dividend yield | - | % |
The Company used historical volatility to calculate the expected volatility as of December 31, 2018. Historical volatility was determined by calculating the mean reversion of the daily adjusted closing stock price. The risk-free interest rate assumption is based upon observed U.S. Treasury bill interest rates (risk-free) appropriate for the term of the Company’s stock options. The expected holding period of stock options represents the period of time options are expected to be outstanding and w ere based on historical experience. The vesting period ranges from one to four years and the contractual life is ten years. Stock-based compensation expense recognized in the consolidated statement s of operations for the years ended December 31, 2018 and 2017 is recognized on awards as they vest and following the adoption of ASU 2016-09 in January 2017, is not reduced for annualized estimated forfeitures

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- Definition The entire disclosure for accounts comprising shareholders' equity, comprised of portions attributable to the parent entity and noncontrolling interest, including other comprehensive income, and compensation-related costs for equity-based compensation. Includes, but is not limited to, disclosure of policies, compensation plan details, equity-based arrangements to obtain goods and services, deferred compensation arrangements, and employee stock purchase plan details. + References Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 505 -URI http://asc.fasb.org/topic&trid=2208762 Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef -Publisher FASB -Name Accounting Standards Codification -Topic 718 -URI http://asc.fasb.org/topic&trid=2228938 + Details
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