|
Basis of Presentation and Summary of Significant Accounting Policies (Tables)
|
9 Months Ended |
|
Sep. 30, 2013
|
| Accounting Policies [Abstract] |
|
| Schedule of Segment Reporting Information, by Segment |
Segment revenue, expenses and contribution profit for the three and nine month periods ended September 30, 2013 and 2012 derived from the Company's Connectivity and Content segments were as follows (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
September 30, 2013 |
|
September 30, 2013 |
|
Connectivity |
Content |
Consolidated |
|
Connectivity |
Content |
Consolidated |
Revenue: |
|
|
|
|
|
|
|
Licensing |
$ |
— |
|
$ |
44,645 |
|
$ |
44,645 |
|
|
$ |
— |
|
$ |
106,353 |
|
$ |
106,353 |
|
Service |
16,218 |
|
8,796 |
|
25,014 |
|
|
34,893 |
|
18,346 |
|
53,239 |
|
Equipment |
4,859 |
|
— |
|
4,859 |
|
|
20,270 |
|
— |
|
20,270 |
|
Total Revenue |
21,077 |
|
53,441 |
|
74,518 |
|
|
55,163 |
|
124,699 |
|
179,862 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Operating Expenses: |
|
|
|
|
|
|
|
|
|
|
|
Cost of Sales |
15,193 |
|
38,809 |
|
54,002 |
|
|
47,413 |
|
92,158 |
|
139,571 |
|
Contribution Profit |
5,884 |
|
14,632 |
|
20,516 |
|
|
7,750 |
|
32,541 |
|
40,291 |
|
Other Operating Expenses |
|
|
|
|
27,317 |
|
|
|
|
|
|
76,720 |
|
Loss from Operations |
|
|
|
|
$ |
(6,801 |
) |
|
|
|
|
|
$ |
(36,429 |
) |
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
September 30, 2012 |
|
September 30, 2012 |
|
Connectivity |
|
Connectivity |
Revenue: |
|
|
|
Licensing |
$ |
— |
|
|
$ |
— |
|
Service |
3,204 |
|
|
7,887 |
|
Equipment |
16,101 |
|
|
46,761 |
|
Total Revenue |
19,305 |
|
|
54,648 |
|
|
|
|
|
Operating Expenses: |
|
|
|
Cost of Sales |
22,264 |
|
|
58,868 |
|
Contribution Loss |
(2,959 |
) |
|
(4,220 |
) |
Other Operating Expenses |
5,001 |
|
|
14,431 |
|
Loss from Operations |
$ |
(7,960 |
) |
|
$ |
(18,651 |
) |
|
| Business Acquisition, Pro Forma Information |
Supplemental information on an unaudited pro forma basis, as if these acquisitions had been completed as of January 1, 2012, is as follows (in thousands, except per share data):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
Nine Months Ended |
|
September 30, |
|
September 30, |
|
2013 |
2012 |
|
2013 |
2012 |
Revenues |
$ |
77,239 |
|
$ |
79,912 |
|
|
$ |
191,993 |
|
$ |
218,810 |
|
Net Loss |
(5,065 |
) |
(1,125 |
) |
|
(66,009 |
) |
(18,122 |
) |
Basic and diluted net loss per share |
(0.09 |
) |
(0.06 |
) |
|
(1.29 |
) |
(0.89 |
) |
|
| Fair Value Measurements, Recurring and Nonrecurring |
The following tables summarize the Company's financial assets and liabilities measured at fair value on a recurring basis as of September 30, 2013, and December 31, 2012, respectively (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2013 |
Quotes Prices in Active Markets (Level 1) |
Significant Other Observable Inputs (Level 2) |
Significant Other Unobservable Inputs (Level 3) |
Earn-out liability (1)
|
$ |
1,133 |
|
$ |
— |
|
$ |
— |
|
$ |
1,133 |
|
Global Eagle warrants (2)
|
28,157 |
|
28,157 |
|
— |
|
— |
|
Total financial liabilities |
$ |
29,290 |
|
$ |
28,157 |
|
$ |
— |
|
$ |
1,133 |
|
(1) Includes $1.1 million earn-out liability for EIM.
(2) Includes 18,492,500 public warrants and 333,333 sponsor warrants.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31, 2012 |
Quotes Prices in Active Markets (Level 1) |
Significant Other Observable Inputs (Level 2) |
Significant Other Unobservable Inputs (Level 3) |
Series C warrants |
$ |
5,482 |
|
$ |
— |
|
$ |
— |
|
$ |
5,482 |
|
Common stock warrants |
2,696 |
|
— |
|
— |
|
2,696 |
|
Total financial liabilities |
$ |
8,178 |
|
$ |
— |
|
$ |
— |
|
$ |
8,178 |
|
|
| Fair Value, by Balance Sheet Grouping |
The following table shows both the carrying amounts, which are equal to and the fair values, of financial assets and liabilities in the consolidated financial statements at September 30, 2013 and December 31, 2012, respectively (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
September 30, 2013 |
|
December 31, 2012 |
|
Carrying Amount |
Fair Value |
|
Carrying Amount |
Fair Value |
Financial Liabilities: |
|
|
|
|
|
Notes Payable |
$ |
11,482 |
|
$ |
11,482 |
|
|
$ |
— |
|
$ |
— |
|
|
| Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation |
The following tables present the fair value roll-forward reconciliation of level 3 assets and liabilities measured at fair value on a recurring and non-recurring basis for the nine months ended September 30, 2013, and 2012, respectively (in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series C Warrants |
Common Stock Warrants |
Earn-Out Liabilities |
Total |
Balance, January 1, 2013 |
$ |
5,482 |
|
$ |
2,696 |
|
$ |
— |
|
$ |
8,178 |
|
Reclassification to equity |
(2,879 |
) |
(2,696 |
) |
— |
|
(5,575 |
) |
Change in value |
132 |
|
— |
|
— |
|
132 |
|
Elimination of Row 44 Series C-1 Preferred Warrants held by AIA |
(2,735 |
) |
— |
|
— |
|
(2,735 |
) |
Level 3 Liability acquired in AIA Stock Purchase |
— |
|
— |
|
1,299 |
|
1,299 |
|
Balance, September 30, 2013 |
$ |
— |
|
$ |
— |
|
$ |
1,299 |
|
$ |
1,299 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Series C Warrants |
Common Stock Warrants |
Earn-Out Liability |
Total |
Balance, January 1, 2012 |
$ |
— |
|
$ |
— |
|
$ |
— |
|
$ |
— |
|
Issuance of warrants |
4,323 |
|
279 |
|
— |
|
4,602 |
|
Change in value |
— |
|
— |
|
— |
|
— |
|
Balance, September 30, 2012 |
$ |
4,323 |
|
$ |
279 |
|
$ |
— |
|
$ |
4,602 |
|
|