0001095315-22-000029 | 10-Q | XBRL Viewer

Cover Page - shares	9 Months Ended
Cover Page - shares	Sep. 30, 2021	Mar. 06, 2022
Cover [Abstract]
Document Type	10-Q
Document Quarterly Report	true
Document Period End Date	Sep. 30, 2021
Document Transition Report	false
Entity File Number	000-28275
Entity Registrant Name	PFSweb, Inc.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	75-2837058
Entity Address, Address Line One	505 Millennium Drive,
Entity Address, City or Town	Allen
Entity Address, State or Province	TX
Entity Address, Postal Zip Code	75013
City Area Code	972
Local Phone Number	881-2900
Title of 12(b) Security	Common Stock, $0.001 par value
Trading Symbol	PFSW
Security Exchange Name	NASDAQ
Current Reporting Status	No
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Shell Company	false
Entity Common Stock, Shares Outstanding		22,160,376
Amendment Flag	false
Document Fiscal Year Focus	2021
Entity Central Index Key	0001095315
Document Fiscal Period Focus	Q3
Current Fiscal Year End Date	--12-31

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 193,999	$ 10,359
Restricted cash	214	214
Accounts receivable, net of allowance for doubtful accounts of $862 and $611 at September 30, 2021 and December 31, 2020, respectively	53,139	69,594
Inventories, net of reserves of $107 and $96 at September 30, 2021 and December 31, 2020, respectively	3,210	3,644
Other receivables	4,164	3,314
Prepaid expenses and other current assets	5,483	7,524
Current assets of discontinued operations	0	13,920
Total current assets	260,209	108,569
Property and equipment:
Cost	98,151	97,343
Less: accumulated depreciation	(79,785)	(79,826)
Property and equipment	18,366	17,517
Operating lease right-of-use assets, net	38,265	34,350
Goodwill	22,195	22,358
Other assets	3,582	385
Long-term assets of discontinued operations	0	31,717
Total assets	342,617	214,896
Current liabilities:
Trade accounts payable	26,595	34,613
Accrued expenses	23,256	25,381
Income taxes payable	31,528	861
Current portion of operating lease liabilities	10,337	9,399
Current portion of long-term debt and finance lease obligations	310	3,411
Deferred revenues	2,211	4,595
Current liabilities of discontinued operations	0	6,285
Total current liabilities	94,237	84,545
Long-term debt and finance lease obligations, less current portion	98	39,069
Deferred revenue, less current portion	1,330	1,341
Operating lease liabilities, less current portion	32,452	30,012
Other liabilities	6,131	5,286
Long-term liabilities of discontinued operations	0	545
Total liabilities	134,248	160,798
Commitments and Contingencies
Shareholders' equity:
Preferred stock, $1.00 par value; 1,000,000 shares authorized; none issued or outstanding	0	0
Common stock, $0.001 par value; 35,000,000 shares authorized; 21,244,350 and 20,408,558 issued and 21,210,883 and 20,375,091 outstanding at September 30, 2021 and December 31, 2020, respectively	21	20
Additional paid-in capital	175,675	168,244
Retained earnings (accumulated deficit)	33,797	(113,712)
Accumulated other comprehensive loss	(999)	(329)
Treasury stock at cost, 33,467 shares	(125)	(125)
Total shareholders’ equity	208,369	54,098
Total liabilities and shareholders’ equity	$ 342,617	$ 214,896

Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Allowance for doubtful accounts	$ 862	$ 611
Inventory reserves	$ 107	$ 96
Preferred stock, par value (in USD per share)	$ 1.00	$ 1.00
Preferred stock, shares authorized (in shares)	1,000,000	1,000,000
Preferred stock, shares issued (in shares)	0	0
Preferred stock, shares outstanding (in shares)	0	0
Common stock, par value (in USD per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	35,000,000	35,000,000
Common stock, shares issued (in shares)	21,244,350	20,408,558
Common stock, shares outstanding (in shares)	21,210,883	20,375,091
Treasury stock, shares (in shares)	33,467	33,467

Unaudited Condensed Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Revenues:
Total revenues	$ 61,341	$ 59,273	$ 183,144	$ 183,691
Cost of service fee revenue
Total costs of revenues	50,248	48,204	148,485	147,142
Gross profit	11,093	11,069	34,659	36,549
Selling, general and administrative expenses	16,161	14,083	44,768	39,159
Loss from operations	(5,068)	(3,014)	(10,109)	(2,610)
Interest expense, net	165	365	873	1,154
Loss on extinguishment of debt	426	0	426	0
Loss from continuing operations before income taxes	(5,659)	(3,379)	(11,408)	(3,764)
Income tax expense, net	1,152	217	1,276	821
Net loss from continuing operations	(6,811)	(3,596)	(12,684)	(4,585)
Income from discontinued operations before income taxes	197,920	1,152	196,508	1,385
Income tax expense (benefit), net	33,758	241	36,315	436
Net income from discontinued operations	164,162	911	160,193	949
Net income (loss)	$ 157,351	$ (2,685)	$ 147,509	$ (3,636)
Basic earnings (loss) per share:
Net loss from continuing operations per share (in USD per share)	$ (0.32)	$ (0.18)	$ (0.60)	$ (0.23)
Net income from discontinued operations per share (in USD per share)	7.71	0.05	7.57	0.05
Basic earning (loss) per share (in USD per share)	7.39	(0.13)	6.97	(0.18)
Diluted earnings (loss) per share:
Net loss from continuing operations per share (in USD per share)	(0.32)	(0.18)	(0.60)	(0.23)
Net income from discontinued operations per share (in USD per share)	7.71	0.05	7.57	0.05
Diluted earnings (loss) per share (in USD per share)	$ 7.39	$ (0.13)	$ 6.97	$ (0.18)
Weighted average number of shares outstanding:
Basic (in shares)	21,282	20,211	21,164	19,899
Diluted (in shares)	21,282	20,211	21,164	19,899
Comprehensive income (loss):
Net income (loss)	$ 157,351	$ (2,685)	$ 147,509	$ (3,636)
Foreign currency translation adjustment	(34)	944	(343)	(77)
Reclassifications of foreign currency translation adjustments realized upon disposal of business	(327)	0	(327)	0
Total comprehensive income (loss)	156,990	(1,741)	146,839	(3,713)
Service fee revenue
Revenues:
Revenues	44,275	42,383	132,804	123,961
Cost of service fee revenue
Total costs of revenues	33,383	31,524	98,776	88,357
Product revenue, net
Revenues:
Revenues	4,096	4,229	12,896	17,677
Cost of service fee revenue
Total costs of revenues	3,895	4,019	12,265	16,732
Pass-through revenue
Revenues:
Revenues	12,970	12,661	37,444	42,053
Cost of service fee revenue
Total costs of revenues	$ 12,970	$ 12,661	$ 37,444	$ 42,053

Unaudited Condensed Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-in Capital	Accumulated Deficit	Accumulated Other Comprehensive Income (Loss)	Treasury Stock
Beginning balance (in shares) at Dec. 31, 2019		19,465,877				(33,467)
Beginning balance at Dec. 31, 2019	$ 48,042	$ 19	$ 158,192	$ (108,743)	$ (1,301)	$ (125)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(3,636)			(3,636)
Stock-based compensation	8,934		8,934
Exercise of stock options (in shares)		76,083
Exercise of stock options	352		352
Issuance of shares under stock-based compensation awards (in shares)		739,678
Issuance of shares under stock-based compensation awards	1
Tax withholding on shares under stock-based compensation awards	(1,274)		(1,274)
Foreign currency translation	(77)				(77)
Ending balance (in shares) at Sep. 30, 2020		20,281,638				(33,467)
Ending balance at Sep. 30, 2020	52,342	$ 20	166,204	(112,379)	(1,378)	$ (125)
Beginning balance (in shares) at Jun. 30, 2020		19,976,731				(33,467)
Beginning balance at Jun. 30, 2020	51,017	$ 19	163,139	(109,694)	(2,322)	$ (125)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	(2,685)			(2,685)
Stock-based compensation	3,235		3,235
Exercise of stock options (in shares)		41,583
Exercise of stock options	226		226
Issuance of shares under stock-based compensation awards (in shares)		263,324
Issuance of shares under stock-based compensation awards	1	$ 1
Tax withholding on shares under stock-based compensation awards	(396)		(396)
Foreign currency translation	944				944
Ending balance (in shares) at Sep. 30, 2020		20,281,638				(33,467)
Ending balance at Sep. 30, 2020	52,342	$ 20	166,204	(112,379)	(1,378)	$ (125)
Beginning balance (in shares) at Dec. 31, 2020		20,408,558				(33,467)
Beginning balance at Dec. 31, 2020	54,098	$ 20	168,244	(113,712)	(329)	$ (125)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	147,509			147,509
Stock-based compensation	8,417		8,417
Exercise of stock options (in shares)		178,133
Exercise of stock options	923		923
Issuance of shares under stock-based compensation awards (in shares)		657,659
Issuance of shares under stock-based compensation awards	0	$ 1	(1)
Tax withholding on shares under stock-based compensation awards	(1,908)		(1,908)
Foreign currency translation	(670)				(670)
Ending balance (in shares) at Sep. 30, 2021		21,244,350				(33,467)
Ending balance at Sep. 30, 2021	208,369	$ 21	175,675	33,797	(999)	$ (125)
Beginning balance (in shares) at Jun. 30, 2021		21,209,300				(33,467)
Beginning balance at Jun. 30, 2021	46,190	$ 21	170,486	(123,554)	(638)	$ (125)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Net income (loss)	157,351			157,351
Stock-based compensation	4,962		4,962
Exercise of stock options (in shares)		35,050
Exercise of stock options	227		227
Issuance of shares under stock-based compensation awards (in shares)		0
Issuance of shares under stock-based compensation awards	0	$ 0	0
Tax withholding on shares under stock-based compensation awards	0		0
Foreign currency translation	(361)				(361)
Ending balance (in shares) at Sep. 30, 2021		21,244,350				(33,467)
Ending balance at Sep. 30, 2021	$ 208,369	$ 21	$ 175,675	$ 33,797	$ (999)	$ (125)

Unaudited Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Cash flows from operating activities:
Net income (loss)	$ 147,509	$ (3,636)
Adjustments to reconcile net loss to net cash provided by (used in) operating activities:
Depreciation and amortization	6,208	6,278
Loss on extinguishment of debt	426	0
Gain on LiveArea Transaction	(200,817)	0
Deferred income taxes	2,717	126
Stock-based compensation expense	8,417	8,934
Other	95	494
Changes in operating assets and liabilities:
Accounts receivable	9,129	15,901
Inventories	410	(1,790)
Prepaid expenses, other receivables and other assets	(617)	(194)
Operating leases	(448)	(1,033)
Income taxes payable	30,211	573
Trade accounts payable, deferred revenues, accrued expenses and other liabilities	(6,409)	(24,150)
Net cash provided by (used in) operating activities	(3,169)	1,503
Cash flows from investing activities:
Purchases of property and equipment	(4,815)	(2,755)
Proceeds from LiveArea Transaction, net of cash divested	236,358	0
Proceeds from sale of property and equipment	31	145
Net cash provided by (used in) investing activities	231,574	(2,610)
Cash flows from financing activities:
Net proceeds from issuance of common stock	923	352
Taxes paid on behalf of employees for withheld shares	(1,908)	(1,274)
Payments on finance lease obligations	(732)	(968)
Payments on revolving loan	(160,181)	(88,407)
Borrowings on revolving loan	126,681	90,407
Payments on other debt	(10,046)	(1,414)
Borrowings on other debt	49	148
Net cash used in financing activities	(45,214)	(1,156)
Effect of exchange rates on cash, cash equivalents and restricted cash	57	226
Net increase (decrease) in cash and cash equivalents	183,248	(2,037)
Cash and cash equivalents, beginning of period	10,359	11,354
Restricted cash, beginning of period	214	214
Cash and cash equivalents discontinued operations, beginning of period	392	1,080
Cash, cash equivalents and restricted cash, beginning of period	10,965	12,648
Cash and cash equivalents, end of period	193,999	8,940
Restricted cash, end of period	214	214
Cash and cash equivalents discontinued operations, end of period	0	1,457
Cash, cash equivalents and restricted cash, end of period	194,213	10,611
Supplemental cash flow information:
Cash paid for income taxes	6,293	1,079
Cash paid for interest	763	1,078
Non-cash investing and financing activities:
Property and equipment acquired under long-term debt and finance leases	$ 2,139	$ 4,454

Basis of Presentation

9 Months Ended

Sep. 30, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Basis of Presentation

The accompanying unaudited condensed consolidated financial statements of PFSweb, Inc. and its subsidiaries have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and include all normal and recurring adjustments necessary to present fairly the unaudited condensed consolidated balance sheets, statements of operations and comprehensive income (loss), statements of shareholders' equity, and statements of cash flows for the periods indicated. Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted pursuant to the rules and regulations of the SEC. This report should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2020. We refer to PFSweb, Inc. and its consolidated subsidiaries collectively as “PFSweb,” the “Company,” “us,” “we” and “our” in these unaudited condensed consolidated financial statements.

In July 2021, we announced an agreement to sell our LiveArea Professional Services business unit ("LiveArea") and the divestiture was completed on August 25, 2021 ("the LiveArea Transaction"). All periods presented in the Company's Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2021 (this "Form 10-Q") have been recast to present LiveArea as a discontinued operation. Results of our operations for interim periods may not be indicative of results for the full fiscal year. See Note 3. Discontinued Operations for additional information on our sale of LiveArea.

Revision of previously issued consolidated financial statements

In connection with the preparation of its financial statements for the quarter ended June 30, 2021, the Company identified an immaterial error related to deferred income taxes that were incorrectly recorded in prior periods. In accordance with Staff Accounting Bulletin (“SAB”) No. 99, Materiality and SAB No. 108, Considering the Effects of Prior Year Misstatements When Quantifying Misstatements in Current Year Financial Statements, the Company evaluated the materiality of this error both quantitatively and qualitatively and determined that it was not material to any previously issued interim or annual consolidated financial statements. However, adjusting for the cumulative effect of this error in the consolidated statement of operations and comprehensive income (loss) for the three months ended June 30, 2021 would be material to the Company’s results for that period as the cumulative amount of the error increased over time. As such, the Company has revised its previously issued consolidated balance sheet as of December 31, 2020 and its unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2020 to correct the error.

The accompanying financial statements and relevant footnotes to the condensed consolidated financial statements in this Form 10-Q have been revised to correct for the immaterial error discussed above. The tables below provide reconciliations of our previously reported amounts to our revised amounts to correct for the immaterial error and to recast certain amounts in order to present LiveArea as a discontinued operation in the Company's consolidated balance sheet as of December 31, 2020 and its unaudited condensed consolidated financial statements for the three and nine months ended September 30, 2020. See Note 3. Discontinued Operations.

The effect of the above adjustments on the consolidated balance sheet at December 31, 2020 is as follows (in thousands):


	December 31, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Long-term assets of discontinued operations	$	—	$	29,982	$	1,735	$	31,717
Total assets	$	213,161	$	—	$	1,735	$	214,896
Accumulated deficit	$	(115,447)	$	—	$	1,735	$	(113,712)
Total shareholders’ equity	$	52,363	$	—	$	1,735	$	54,098
Total liabilities and shareholders’ equity	$	213,161	$	—	$	1,735	$	214,896

The effect of the above adjustments on the consolidated statement of operations and comprehensive income (loss) for the three months ended September 30, 2020 is as follows (in thousands, except per share data):


	Three Months Ended September 30, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Income from discontinued operations before income taxes	$	—	$	1,152	$	—	$	1,152
Income tax expense (benefit), net	—		375		(134)		241
Net income from discontinued operations	—		777		134		911
Net income (loss)	$	(2,819)	$	—	$	134	$	(2,685)

Basic earnings (loss) per share:
Net income (loss) from discontinued operations per share	$	—	$	0.04	$	0.01	$	0.05
Basic income (loss) per share	$	(0.14)	$	—	$	0.01	$	(0.13)
Diluted earnings (loss) per share:
Net income (loss) from discontinued operations per share	$	—	$	0.04	$	0.01	$	0.05
Diluted income (loss) per share	$	(0.14)	$	—	$	0.01	$	(0.13)

Comprehensive income (loss):
Net income (loss)	$	(2,819)	$	—	$	134	$	(2,685)
Total comprehensive income (loss)	$	(1,875)	$	—	$	134	$	(1,741)

The effect of the above adjustments on the consolidated statement of operations and comprehensive income (loss) for the nine months ended September 30, 2020 is as follows (in thousands, except per share data):


	Nine Months Ended September 30, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Income from discontinued operations before income taxes	$	—	$	1,385	$	—	$	1,385
Income tax expense (benefit), net	—		837		(401)		436
Net income from discontinued operations	—		548		401		949
Net income (loss)	$	(4,037)	$	—	$	401	$	(3,636)

Basic earnings (loss) per share:
Net income (loss) from discontinued operations per share	$	—	$	0.03	$	0.02	$	0.05
Basic income (loss) per share	$	(0.20)	$	—	$	0.02	$	(0.18)
Diluted earnings (loss) per share:
Net income (loss) from discontinued operations per share	$	—	$	0.03	$	0.02	$	0.05
Diluted income (loss) per share	$	(0.20)	$	—	$	0.02	$	(0.18)
Comprehensive income (loss):
Net income (loss)	$	(4,037)	$	—	$	401	$	(3,636)
Total comprehensive income (loss)	$	(4,114)	$	—	$	401	$	(3,713)

The effect of the above adjustments on the consolidated statement of shareholders’ equity for the three months ended September 30, 2020 is as follows (in thousands):


	Three Months Ended September 30, 2020
			Adjustments
Accumulated deficit	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Balance, June 30, 2020	$	(111,161)	$	—	$	1,467	$	(109,694)
Net loss	(2,819)		—		134		(2,685)
Balance, September 30 2020	$	(113,980)	$	—	$	1,601	$	(112,379)

The effect of the above adjustments on the consolidated statement of shareholders’ equity for the nine months ended September 30, 2020 is as follows (in thousands):


	Nine Months Ended September 30, 2020
			Adjustments
Accumulated deficit	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Balance, December 31, 2019	$	(109,943)	$	—	$	1,200	$	(108,743)
Net loss	(4,037)		—		401		(3,636)
Balance, September 30 2020	$	(113,980)	$	—	$	1,601	$	(112,379)

The effect of the above adjustments on the consolidated statement of cash flows for the nine months ended September 30, 2020 is as follows (in thousands):


	Nine Months Ended September 30, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Cash flows from operating activities:
Net loss	$	(4,037)	$	—	$	401	$	(3,636)
Deferred income taxes	$	527	$	—	$	(401)	$	126
Net cash provided by operating activities	$	1,503	$	—	$	—	$	1,503

Significant Accounting Policies	9 Months Ended
Significant Accounting Policies	Sep. 30, 2021
Accounting Policies [Abstract]
Significant Accounting Policies	Significant Accounting Policies Use of Estimates The preparation of consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities. The recognition and allocation of certain revenues, costs of revenues and selling, general and administrative expenses in these unaudited condensed consolidated financial statements also require management estimates and assumptions. Estimates and assumptions about future events and their effects cannot be determined with certainty. The Company bases its estimates on historical experience and various other assumptions believed to be applicable and reasonable under the circumstances. These estimates may change as new events occur, as additional information is obtained and as the operating environment changes. These changes have been included in the unaudited condensed consolidated financial statements as soon as they became known. In addition, management is periodically faced with uncertainties, the outcomes of which are not within its control and will not be known for prolonged periods of time. Based on a critical assessment of accounting policies and the underlying judgments and uncertainties affecting the application of those policies, management believes the Company’s unaudited condensed consolidated financial statements are fairly stated in accordance with U.S. GAAP and provide a fair presentation of the Company’s financial position and results of operations. Furthermore, we considered the impact of the COVID-19 pandemic on the use of estimates and assumptions used for financial reporting and determined that there was no adverse material impact to our results of operations for the three and nine months ended September 30, 2021; however, the extent and duration of future impacts of the COVID-19 pandemic and any resulting economic impact are largely unknown and difficult to predict due to these unknown factors which may have a material impact on our financial position and results of operations in the future. Income Taxes For the three and nine months ended September 30, 2021 and 2020, we have utilized the discrete effective tax rate method, as allowed by Accounting Standards Codification (“ASC”) 740-270-30-18, “Income Taxes—Interim Reporting,” to calculate the interim income tax provision. The discrete method is applied when the application of the estimated annual effective tax rate is impractical because it is not possible to reliably estimate the annual effective tax rate. The discrete method treats the year to date period as if it was the annual period and determines the income tax expense or benefit on that basis. We believe that, at this time, the use of this discrete method is more appropriate than the annual effective tax rate method as (i) the estimated annual effective tax rate method is not reliable due to the high degree of uncertainty in estimating annual pretax earnings by certain jurisdiction and (ii) our ongoing assessment that the recoverability of our deferred tax assets is not likely in certain jurisdictions. Impact of Recently Issued Accounting Standards Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU No. 2019-12”). The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740, as well as improve consistency of application by clarifying and amending existing guidance. The Company adopted ASU No. 2019-12 on January 1, 2021, the effect of which was not material on its financial position, results of operations, and cash flows. Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," ("ASU 2016-13") which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. ASU 2016-13 is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2019 for all public entities, excluding smaller reporting companies, and after December 15, 2022 for smaller reporting companies. It requires a cumulative effect adjustment to the balance sheet as of the beginning of the first reporting period in which the guidance is effective. We will adopt ASU 2016-13 on January 1, 2023. We are currently in the early phase of evaluating the impact of the adoption of ASU 2016-13 on our condensed consolidated financial statements.

Discontinued Operations

9 Months Ended

Sep. 30, 2021

Discontinued Operations and Disposal Groups [Abstract]

Discontinued Operations

On July 2, 2021, the Company entered into a definitive agreement to sell LiveArea for approximately $250.0 million in cash, subject to certain adjustments and customary closing conditions including receipt of regulatory approvals. As of June 30, 2021, the Company met the criteria set forth in ASC 205-20, "Presentation of Financial Statements - Discontinued Operations," therefore, the LiveArea segment has been presented as a discontinued operation in the Company's June 30, 2021 Form 10-Q and is reported as a discontinued operation in this Form 10-Q for the three and nine months periods ended September 30, 2021 and 2020.

The LiveArea Transaction closed on August 25, 2021 for gross proceeds of approximately $250.0 million in cash, resulting in a pre-tax gain of $200.8 million. The Company incurred approximately $15 million in cash-based transaction related costs during 2021 and used proceeds of approximately $35 million to make estimated income tax payments related to the LiveArea Transaction, of which approximately $30 million was paid during the December 2021 quarter.

In connection with the LiveArea Transaction, the Company entered into a transition services agreement with the purchaser to provide certain accounting and administrative services for a period of up to twelve months. Income generated from transition services provided to the purchaser were $0.4 million for the three and nine months ended September 30, 2021 and are recorded in selling, general and administrative expenses from continuing operations in the condensed consolidated statement of operations and comprehensive income (loss).

Additionally, in connection with the LiveArea Transaction, in July 2021 the Company's Board of Directors approved a modification to the Company's existing stock-based compensation plans to provide for accelerated vesting of certain restricted stock awards and stock options for LiveArea personnel. As a result of the LiveArea Transaction, approximately 635,000 shares of restricted stock and approximately 160,000 stock options previously awarded to certain executives and employees were accelerated and fully vested on August 25, 2021. Also as a result of the LiveArea Transaction, the Company's Board of Directors approved the full payout of the 2021 cash compensation plan to certain LiveArea executives and employees. We recorded incremental compensation expense of $3.3 million and $0.3 million related to the stock-based compensation modification and full targeted payout of the 2021 cash compensation plan, respectively, which is included in net income (loss) from discontinued operations on the condensed consolidated statement of operations and comprehensive income (loss) for the three months ended September 30, 2021.

Furthermore, certain executives and employees of PFSweb, inclusive of certain LiveArea personnel, received cash transaction bonuses as a result of the successful completion of the LiveArea Transaction. We recorded compensation expense of $3.5 million for executives and employees of the LiveArea business segment, which is included in net income (loss) from discontinued operations on the condensed consolidated statement of operations and comprehensive income (loss) for each of the three and nine months ended September 30, 2021. In addition, we recorded compensation expense of $1.0 million for the executives and employees of PFSweb, which is included in selling, general and administrative expense on the condensed consolidated statement of operations and comprehensive income (loss) for each of the three and nine months ended September 30, 2021. Furthermore, a total of $0.7 million of compensation expense will be reflected in the results of continuing operations during the period from October 1, 2021 through March 31, 2022.

As a result of the LiveArea Transaction, we now only operate in one business segment, PFS Operations, and therefore will no longer present segment data.

At September 30, 2021 there were no remaining assets and liabilities of LiveArea following the close of the LiveArea Transaction. The following table presents the carrying amount of major classes of assets and liabilities of LiveArea and a reconciliation to the amounts reported in the condensed consolidated balance sheet (in thousands):


	December 31, 2020
ASSETS
Current assets:
Cash and cash equivalents	$	392
Accounts receivable, net of allowance for doubtful accounts of $854	11,184
Related party receivable	730
Other receivables	444
Prepaid expenses and other current assets	1,170
Current assets of discontinued operations	13,920
Property and equipment, net	1,661
Operating lease right-of use assets	632
Identifiable intangibles, net	665
Goodwill	23,257
Other assets	5,502
Long-term assets of discontinued operations	31,717
Total assets of discontinued operations	$	45,637
LIABILITIES
Current liabilities:
Trade accounts payable	$	1,035
Accrued expenses	4,639
Current portion of operating lease liabilities	88
Current portion of long-term debt and finance lease obligations	3
Deferred revenues	520
Current liabilities of discontinued operations	6,285
Long-term debt and capital lease obligations, less current portion	4
Operating lease liabilities	541
Long-term liabilities of discontinued operations	545
Total liabilities of discontinued operations	$	6,830

The following table presents the major components of net income of LiveArea through the August 25, 2021 LiveArea Transaction close date and a reconciliation to the amounts reported in the unaudited condensed consolidated statements of operations and comprehensive income (loss) (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Revenues:
Service fee revenue	$	13,616	$	17,563	$	50,197	$	52,256
Pass-through revenue	159		—		159		—
Related party revenue	—		248		574		272
Total revenues	13,775		17,811		50,930		52,528
Costs of revenues:
Cost of service fee revenue	7,134		9,353		27,173		28,001
Cost of pass-through revenue	159		—		159		—
Total costs of revenues	7,293		9,353		27,332		28,001
Gross profit	6,482		8,458		23,598		24,527
Selling, general and administrative expenses	(9,379)		(7,306)		(27,906)		(23,142)
Interest expense, net	—		—		(1)		—
Gain on sale	200,817		—		200,817		—
Income from discontinued operations before income taxes	197,920		1,152		196,508		1,385
Income tax expense	33,758		241		36,315		436
Net income from discontinued operations	$	164,162	$	911	$	160,193	$	949

The following table presents the depreciation and amortization, capital expenditures and significant noncash operating items of LiveArea for through the August 25, 2021 LiveArea Transaction close date (in thousands):


	Nine Months Ended September 30,
	2021		2020
Cash flows from operating activities discontinued operations:
Depreciation and amortization	$	457	$	787
Stock-based compensation expense	$	4,613	$	3,316

Cash flows from investing activities discontinued operations:
Capital expenditures	$	159	$	21
Proceeds from sales of discontinued operations, net of cash divested	$	236,358	$	—

Revenue from Contracts with Clients and Customers

9 Months Ended

Sep. 30, 2021

Revenue from Contract with Customer [Abstract]

Revenue from Contracts with Clients and Customers

Contract Assets and Contract Liabilities

Costs to fulfill contract assets decreased $2.6 million from December 31, 2020 to September 30, 2021, due to approximately $4.6 million of amortization and recognition of costs, offset by approximately $2.0 million from new projects in the nine months ended September 30, 2021. Costs to fulfill contract assets relate to deferred costs, which are included within other current assets and/or other assets, and software development costs, which are included within property and equipment, in our condensed consolidated balance sheets.

Contract liabilities decreased $0.6 million from December 31, 2020 to September 30, 2021, due to approximately $11.4 million of amortization and recognition of revenue, offset by approximately $10.8 million from new projects in the nine months ended September 30, 2021. Contract losses recognized for the nine months ended September 30, 2021 were not material. Accrued contract liabilities are included within accrued expenses in our condensed consolidated balance sheets.

The timing of revenue recognition, billings and cash collections results in billed accounts receivable, unbilled receivables, and customer advances and deposits (contract liabilities) on the condensed consolidated balance sheets. Changes in the contract asset and liability balances during the nine months ended September 30, 2021 were not materially impacted by any other factors.

Contract balances consist of the following (in thousands):


	September 30, 2021		December 31, 2020
Contract Assets
Costs to fulfill	$	2,975	$	5,575
Total contract assets	$	2,975	$	5,575
Contract Liabilities
Accrued contract liabilities	$	2,968	$	1,214
Deferred revenue	3,541		5,936
Total contract liabilities	$	6,509	$	7,150

Remaining performance obligations represent the transaction price of firm orders for which work has not yet been performed. The amount reported for remaining performance obligations does not include 1) contracts that are less than one year in duration, 2) contracts for which we recognize revenue based on the right to invoice for services performed, or 3) variable consideration allocated entirely to a wholly unsatisfied performance obligation. Much of our revenue qualifies for one of these exemptions. As of September 30, 2021, the aggregate amount of the transaction price allocated to remaining performance obligations for contracts with an original expected duration of one year or more was $5.1 million. We expect to recognize revenue on approximately 46% of the remaining performance obligations in 2021, 42% in 2022, and the remaining recognized thereafter.

Disaggregation of Revenues

The following table presents our revenues, excluding sales and usage-based taxes, disaggregated by timing of revenue recognition (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Revenues:
Over time	$	57,245	$	55,044	$	170,248	$	166,014
Point-in-time	4,096		4,229		12,896		17,677
Total revenues	$	61,341	$	59,273	$	183,144	$	183,691

The following table presents our revenues, excluding sales and usage-based taxes, disaggregated by region (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Revenues by region:
North America	$	55,287	$	47,130	$	154,574	$	147,125
Europe	6,054		12,143		28,570		36,566
Total revenues	$	61,341	$	59,273	$	183,144	$	183,691

- Definition

The entire disclosure of revenue from contract with customer to transfer good or service and to transfer nonfinancial asset. Includes, but is not limited to, disaggregation of revenue, credit loss recognized from contract with customer, judgment and change in judgment related to contract with customer, and asset recognized from cost incurred to obtain or fulfill contract with customer. Excludes insurance and lease contracts.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Inventory Financing	9 Months Ended
Inventory Financing	Sep. 30, 2021
Debt Disclosure [Abstract]
Inventory Financing	Inventory Financing Supplies Distributors, an indirect wholly-owned subsidiary of the Company, has a short-term credit facility with Peridot Financing Solutions (as successor to IBM Credit LLC) and its assignees (“IBM Credit Facility”) to finance its purchase and distribution of Ricoh products in the United States, providing financing for eligible Ricoh inventory and certain receivables up to $7.5 million, as per an amended agreement. The agreement has no stated maturity date and provides either party the ability to exit the facility following a 90-day notice. In December 2021, Supplies Distributors entered into Amendment No. 22 to the IBM Credit Facility. The amended IBM Credit Facility adjusted the maximum borrowing under the facility from $7.5 million to $5.5 million and lowered the collateral insurance amount to $5.5 million. Given the structure of this facility and as outstanding balances, which represent inventory purchases, are repaid within twelve months, we have classified the outstanding amounts under this facility, which were $3.1 million and $3.6 million as of September 30, 2021 and December 31, 2020, respectively, as trade accounts payable in the condensed consolidated balance sheets. As of September 30, 2021, Supplies Distributors had $1.0 million of available credit under this facility. The IBM Credit Facility contains cross default provisions and various restrictions upon the ability of Supplies Distributors to, among other things, merge, consolidate, sell assets, incur indebtedness, make loans and payments to related parties (including entities directly or indirectly owned by PFSweb, Inc.), provide guarantees, make investments and loans, pledge assets, make changes to capital stock ownership structure and pay dividends. The IBM Credit Facility also contains financial covenants, such as annualized revenue to working capital, net profit after tax to revenue, and total liabilities to tangible net worth, as defined, and is secured by certain of the assets of Supplies Distributors, as well as a collateralized guaranty of PFSweb. Additionally, PFSweb is required to maintain a minimum Subordinated Note receivable balance from Supplies Distributors of $1.0 million, as per an amended agreement. Borrowings under the IBM Credit Facility accrue interest, after a defined free financing period, at prime rate plus 0.5%, which resulted in a weighted average interest rate of 3.75% for both September 30, 2021 and December 31, 2020. As of September 30, 2021, the Company was in compliance with all financial covenants under the IBM Credit Facility, however, due to the late filing of its June 30, 2021 Form 10-Q and this Form 10-Q, the Company became in violation of certain of its covenants under the IBM Credit Facility. On December 14, 2021, the Company received a consent from the lender thereunder, which waived the event of default caused by the late filing for an indefinite period of time.

Debt and Finance Lease Obligations

9 Months Ended

Sep. 30, 2021

Debt Disclosure [Abstract]

Debt and Finance Lease Obligations

Outstanding debt and finance lease obligations consist of the following (in thousands):


	September 30, 2021		December 31, 2020
U.S. Credit Agreement
Revolver	$	—	$	33,500
Equipment loan	—		8,035
Debt issuance costs	—		(224)
Finance Leases	322		1,049
Other	86		120
Total	408		42,480
Less current portion of long-term debt	310		3,411
Long-term debt, less current portion	$	98	$	39,069

U.S. Credit Agreement

Until August 25, 2021, we had a credit agreement, which was later amended (“Amended Facility”) with Regions Bank and certain other banking parties. The Amended Facility provided revolving loan availability up to $60.0 million, with the ability for an increase of $20.0 million, and had a maturity date of November 1, 2023. Borrowings under the Amended Facility accrued interest at a variable rate based on prime rate or LIBOR, plus an applicable margin. At December 31, 2020 the weighted average interest rate on the Amended Facility was 2.52%.

Due to the late filing of its Form 10-Q for the period ended June 30, 2021, the Company was in violation of certain of its covenants under the Amended Facility. On August 11, 2021, the Company received a consent from the lenders thereunder, which waived the event of default caused by the late filing, and extended the delivery date of the Form 10-Q until August 31, 2021.

On August 25, 2021, the Company used $62.5 million of the LiveArea Transaction proceeds to fully repay and extinguish its Amended Facility. As a result of the full repayment of our Amended Facility, we recognized a $0.4 million loss on extinguishment of debt on the condensed consolidated statement of operations and comprehensive income (loss) for the three and nine months ended September 30, 2021.

- Definition

The entire disclosure for information about short-term and long-term debt arrangements, which includes amounts of borrowings under each line of credit, note payable, commercial paper issue, bonds indenture, debenture issue, own-share lending arrangements and any other contractual agreement to repay funds, and about the underlying arrangements, rationale for a classification as long-term, including repayment terms, interest rates, collateral provided, restrictions on use of assets and activities, whether or not in compliance with debt covenants, and other matters important to users of the financial statements, such as the effects of refinancing and noncompliance with debt covenants.

+ References

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+ Details

Income Taxes	9 Months Ended
Income Taxes	Sep. 30, 2021
Income Tax Disclosure [Abstract]
Income Taxes	Income Taxes For the three months ended September 30, 2021, loss from continuing operations before income taxes was $5.7 million and income tax expense was $1.2 million resulting in an effective tax rate of (20.4)%. For the nine months ended September 30, 2021, loss from continuing operations before income taxes was $11.4 million and income tax expense was $1.3 million resulting in an effective tax rate of (11.2)%. The effective tax rate varied from the U.S. federal statutory rate for the three months ended September 30, 2021 primarily due to the valuation allowance and a deferred tax true-up to stock-based compensation. The effective tax rate varied from the U.S. federal statutory rate for the nine months ended September 30, 2021 primarily due to nondeductible expenses, the valuation allowance and a deferred tax true-up to stock-based compensation. For the three months ended September 30, 2020, loss from continuing operations before income taxes was $3.4 million and income tax expense was $0.2 million resulting in an effective tax rate of (6.4)%. For the nine months ended September 30, 2020, loss from continuing operations before income taxes was $3.8 million and income tax expense was $0.8 million resulting in an effective tax rate of (21.8)%. The effective tax rate varied from the U.S. federal statutory rate for the three months ended September 30, 2020 primarily due to state tax expense. The effective tax rate varied from the U.S. federal statutory rate for the nine months ended September 30, 2020 primarily due to nondeductible expenses, valuation allowance and state tax expense. In response to the COVID-19 pandemic, many governments have enacted or are contemplating measures to provide aid and economic stimulus. These measures may include deferring the due dates of tax payments or other changes to their income and non-income-based tax laws. The Coronavirus Aid, Relief, and Economic Security Act (“CARES Act”), which was enacted on March 27, 2020 in the U.S., includes measures to assist companies, including temporary changes to income and non-income-based tax laws. For the three and nine months ended September 30, 2021, there were no material tax impacts to our condensed consolidated financial statements as they relate to the CARES Act or any other global COVID-19 measures. We continue to monitor additional guidance issued by the U.S. Treasury Department, the Internal Revenue Service and others. We believe that we have not established a sufficient history of earnings, on a stand-alone basis, to support the more likely than not realization of certain deferred tax assets in excess of existing taxable temporary differences. A valuation allowance has been provided for the majority of these net deferred income tax assets as of September 30, 2021 and December 31, 2020. The remaining net deferred tax assets at both September 30, 2021 and December 31, 2020 primarily relate to the Company’s European operations and certain state tax benefits and are included in other non-current assets on the consolidated balance sheets. The remaining net deferred tax liabilities at September 30, 2021 primarily relate to the tax amortization of goodwill related to a prior acquisition and anticipated repatriation of earnings from our Indian subsidiary and are reported in other long-term liabilities. The remaining net deferred tax liabilities at December 31, 2020 primarily relate to the tax amortization of goodwill related to a prior acquisition reported in other long-term liabilities. The Company has state and foreign net operating loss carryforwards of $6.3 million and $14.7 million that expire at various dates from 2021 through 2034. The Company recognizes the tax benefit from an uncertain tax position only if it is more-likely-than-not that the tax position will be sustained on examination by taxing authorities, based on the technical merits of the position. The tax benefits recognized in the financial statements from such a position are measured based on the largest benefit that has a greater than 50% likelihood of being realized upon ultimate settlement. The liability accrued for uncertain tax positions was $0.2 million at September 30, 2021. For federal income tax purposes, tax years that remain subject to examination include years 2017 through 2020. However, the utilization of net operating loss carryforwards that arose prior to 2016 remains subject to examination through the years such carryforwards are utilized. For Europe, tax years that remain subject to examination include years 2016 to 2020. For Canada, tax years that remain subject to examination include years 2013 to 2020, depending on the subsidiary. For state income tax purposes, the tax years that remain subject to examination include years 2016 to 2020, depending upon the jurisdiction in which the Company files tax returns. The Company and its subsidiaries have various income tax returns in the process of examination. The Company does not expect these examinations will result in material unrecognized tax expense.

- Definition

The entire disclosure for income taxes. Disclosures may include net deferred tax liability or asset recognized in an enterprise's statement of financial position, net change during the year in the total valuation allowance, approximate tax effect of each type of temporary difference and carryforward that gives rise to a significant portion of deferred tax liabilities and deferred tax assets, utilization of a tax carryback, and tax uncertainties information.

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+ Details

Earnings (Loss) Per Share	9 Months Ended
Earnings (Loss) Per Share	Sep. 30, 2021
Earnings Per Share [Abstract]
Earnings (Loss) Per Share	Earnings (Loss) Per ShareBasic earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common shares outstanding for the reporting period. Diluted earnings (loss) per share is computed by dividing net income (loss) available to common stockholders by the weighted-average number of common stock and common stock equivalents outstanding for the reporting period. In periods when we recognize a net loss from continuing operations, we exclude the impact of outstanding common stock equivalents from the diluted loss per share calculation as their inclusion would have an antidilutive effect. For each of the three and nine month periods ended September 30, 2021 we had outstanding common stock equivalents of approximately 2.5 million that have been excluded from the calculations of diluted earnings per share attributable to common stockholders because their effect would have been antidilutive. For each of the three and nine months ended September 30, 2020 we had outstanding common stock equivalents of approximately 3.7 million that have been excluded from the calculations of diluted earnings per share attributable to common stockholders because their effect would have been antidilutive.

Commitments and Contingencies	9 Months Ended
Commitments and Contingencies	Sep. 30, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and Contingencies The Company is subject to claims in the ordinary course of business, including claims of alleged infringement by the Company or its subsidiaries of the patents, trademarks and other intellectual property rights of third parties as well as confidentiality and data privacy matters. The Company is generally required to indemnify its service fee clients against any third party claims asserted against such clients alleging infringement by the Company of the patents, trademarks and other intellectual property rights of third parties. While we are unable to determine the ultimate outcome of any liabilities resulting from these claims, we do not believe the resolution of any particular matter will have a material adverse effect on the Company’s financial position or results of operations.

Related Party Transactions	9 Months Ended
Related Party Transactions	Sep. 30, 2021
Related Party Transactions [Abstract]
Related Party Transactions	Related Party Transactions In December 2020, on behalf of a client, the Company entered into an agreement with Pilot Freight Services ("Pilot") under which Pilot provides the Company various freight services. David Beatson, a member of our Board of Directors is also on the Board of Directors of Pilot and holds less than 1% of the outstanding shares in Pilot. Pilot is a portfolio company of ATL Partners, LLC, where Mr. Beatson serves on the Executive Board and is a shareholder of its two funds (less than 1% holdings of each). We recognized $0.9 million of related party cost of revenues in nine months ended September 30, 2021 which is recorded in cost of pass-through revenue in the condensed consolidated statement of operations and comprehensive income (loss) for the three and nine months ended September 30, 2021. As of September 30, 2021, we had a trade accounts payable balance of $0.2 million to Pilot.

Significant Accounting Policies (Policies)	9 Months Ended
Significant Accounting Policies (Policies)	Sep. 30, 2021
Accounting Policies [Abstract]
Basis of Presentation	The accompanying unaudited condensed consolidated financial statements of PFSweb, Inc. and its subsidiaries have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”) and include all normal and recurring adjustments necessary to present fairly the unaudited condensed consolidated balance sheets, statements of operations and comprehensive income (loss), statements of shareholders' equity, and statements of cash flows for the periods indicated. Certain information and note disclosures normally included in annual financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted pursuant to the rules and regulations of the SEC. This report should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2020. We refer to PFSweb, Inc. and its consolidated subsidiaries collectively as “PFSweb,” the “Company,” “us,” “we” and “our” in these unaudited condensed consolidated financial statements. In July 2021, we announced an agreement to sell our LiveArea Professional Services business unit ("LiveArea") and the divestiture was completed on August 25, 2021 ("the LiveArea Transaction"). All periods presented in the Company's Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2021 (this "Form 10-Q") have been recast to present LiveArea as a discontinued operation. Results of our operations for interim periods may not be indicative of results for the full fiscal year. See Note 3. Discontinued Operations for additional information on our sale of LiveArea.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements and related disclosures in conformity with U.S. GAAP requires management to make judgments, estimates and assumptions that affect the reported amounts of assets, liabilities, revenues and expenses and disclosure of contingent assets and liabilities. The recognition and allocation of certain revenues, costs of revenues and selling, general and administrative expenses in these unaudited condensed consolidated financial statements also require management estimates and assumptions. Estimates and assumptions about future events and their effects cannot be determined with certainty. The Company bases its estimates on historical experience and various other assumptions believed to be applicable and reasonable under the circumstances. These estimates may change as new events occur, as additional information is obtained and as the operating environment changes. These changes have been included in the unaudited condensed consolidated financial statements as soon as they became known. In addition, management is periodically faced with uncertainties, the outcomes of which are not within its control and will not be known for prolonged periods of time. Based on a critical assessment of accounting policies and the underlying judgments and uncertainties affecting the application of those policies, management believes the Company’s unaudited condensed consolidated financial statements are fairly stated in accordance with U.S. GAAP and provide a fair presentation of the Company’s financial position and results of operations. Furthermore, we considered the impact of the COVID-19 pandemic on the use of estimates and assumptions used for financial reporting and determined that there was no adverse material impact to our results of operations for the three and nine months ended September 30, 2021; however, the extent and duration of future impacts of the COVID-19 pandemic and any resulting economic impact are largely unknown and difficult to predict due to these unknown factors which may have a material impact on our financial position and results of operations in the future.
Income Taxes	Income Taxes For the three and nine months ended September 30, 2021 and 2020, we have utilized the discrete effective tax rate method, as allowed by Accounting Standards Codification (“ASC”) 740-270-30-18, “Income Taxes—Interim Reporting,” to calculate the interim income tax provision. The discrete method is applied when the application of the estimated annual effective tax rate is impractical because it is not possible to reliably estimate the annual effective tax rate. The discrete method treats the year to date period as if it was the annual period and determines the income tax expense or benefit on that basis. We believe that, at this time, the use of this discrete method is more appropriate than the annual effective tax rate method as (i) the estimated annual effective tax rate method is not reliable due to the high degree of uncertainty in estimating annual pretax earnings by certain jurisdiction and (ii) our ongoing assessment that the recoverability of our deferred tax assets is not likely in certain jurisdictions.
Impact of Recently Issued Accounting Standards	Impact of Recently Issued Accounting Standards Recently Adopted Accounting Pronouncements In December 2019, the FASB issued ASU No. 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes (“ASU No. 2019-12”). The amendments in this update simplify the accounting for income taxes by removing certain exceptions to the general principles in Topic 740, as well as improve consistency of application by clarifying and amending existing guidance. The Company adopted ASU No. 2019-12 on January 1, 2021, the effect of which was not material on its financial position, results of operations, and cash flows. Pronouncements Not Yet Adopted In June 2016, the FASB issued ASU 2016-13, "Financial Instruments-Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments," ("ASU 2016-13") which requires the measurement and recognition of expected credit losses for financial assets held at amortized cost. ASU 2016-13 replaces the existing incurred loss impairment model with an expected loss methodology, which will result in more timely recognition of credit losses. ASU 2016-13 is effective for annual reporting periods, and interim periods within those years, beginning after December 15, 2019 for all public entities, excluding smaller reporting companies, and after December 15, 2022 for smaller reporting companies. It requires a cumulative effect adjustment to the balance sheet as of the beginning of the first reporting period in which the guidance is effective. We will adopt ASU 2016-13 on January 1, 2023. We are currently in the early phase of evaluating the impact of the adoption of ASU 2016-13 on our condensed consolidated financial statements.

- Definition

Disclosure of accounting policy for income taxes, which may include its accounting policies for recognizing and measuring deferred tax assets and liabilities and related valuation allowances, recognizing investment tax credits, operating loss carryforwards, tax credit carryforwards, and other carryforwards, methodologies for determining its effective income tax rate and the characterization of interest and penalties in the financial statements.

+ References + Details

Basis of Presentation (Tables)

9 Months Ended

Sep. 30, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Schedule of Error Corrections and Prior Period Adjustments

The effect of the above adjustments on the consolidated balance sheet at December 31, 2020 is as follows (in thousands):


	December 31, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Long-term assets of discontinued operations	$	—	$	29,982	$	1,735	$	31,717
Total assets	$	213,161	$	—	$	1,735	$	214,896
Accumulated deficit	$	(115,447)	$	—	$	1,735	$	(113,712)
Total shareholders’ equity	$	52,363	$	—	$	1,735	$	54,098
Total liabilities and shareholders’ equity	$	213,161	$	—	$	1,735	$	214,896


	Three Months Ended September 30, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Income from discontinued operations before income taxes	$	—	$	1,152	$	—	$	1,152
Income tax expense (benefit), net	—		375		(134)		241
Net income from discontinued operations	—		777		134		911
Net income (loss)	$	(2,819)	$	—	$	134	$	(2,685)

Basic earnings (loss) per share:
Net income (loss) from discontinued operations per share	$	—	$	0.04	$	0.01	$	0.05
Basic income (loss) per share	$	(0.14)	$	—	$	0.01	$	(0.13)
Diluted earnings (loss) per share:
Net income (loss) from discontinued operations per share	$	—	$	0.04	$	0.01	$	0.05
Diluted income (loss) per share	$	(0.14)	$	—	$	0.01	$	(0.13)

Comprehensive income (loss):
Net income (loss)	$	(2,819)	$	—	$	134	$	(2,685)
Total comprehensive income (loss)	$	(1,875)	$	—	$	134	$	(1,741)


	Nine Months Ended September 30, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Income from discontinued operations before income taxes	$	—	$	1,385	$	—	$	1,385
Income tax expense (benefit), net	—		837		(401)		436
Net income from discontinued operations	—		548		401		949
Net income (loss)	$	(4,037)	$	—	$	401	$	(3,636)

Basic earnings (loss) per share:
Net income (loss) from discontinued operations per share	$	—	$	0.03	$	0.02	$	0.05
Basic income (loss) per share	$	(0.20)	$	—	$	0.02	$	(0.18)
Diluted earnings (loss) per share:
Net income (loss) from discontinued operations per share	$	—	$	0.03	$	0.02	$	0.05
Diluted income (loss) per share	$	(0.20)	$	—	$	0.02	$	(0.18)
Comprehensive income (loss):
Net income (loss)	$	(4,037)	$	—	$	401	$	(3,636)
Total comprehensive income (loss)	$	(4,114)	$	—	$	401	$	(3,713)

The effect of the above adjustments on the consolidated statement of shareholders’ equity for the three months ended September 30, 2020 is as follows (in thousands):


	Three Months Ended September 30, 2020
			Adjustments
Accumulated deficit	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Balance, June 30, 2020	$	(111,161)	$	—	$	1,467	$	(109,694)
Net loss	(2,819)		—		134		(2,685)
Balance, September 30 2020	$	(113,980)	$	—	$	1,601	$	(112,379)

The effect of the above adjustments on the consolidated statement of shareholders’ equity for the nine months ended September 30, 2020 is as follows (in thousands):


	Nine Months Ended September 30, 2020
			Adjustments
Accumulated deficit	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Balance, December 31, 2019	$	(109,943)	$	—	$	1,200	$	(108,743)
Net loss	(4,037)		—		401		(3,636)
Balance, September 30 2020	$	(113,980)	$	—	$	1,601	$	(112,379)

The effect of the above adjustments on the consolidated statement of cash flows for the nine months ended September 30, 2020 is as follows (in thousands):


	Nine Months Ended September 30, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Cash flows from operating activities:
Net loss	$	(4,037)	$	—	$	401	$	(3,636)
Deferred income taxes	$	527	$	—	$	(401)	$	126
Net cash provided by operating activities	$	1,503	$	—	$	—	$	1,503

Discontinued Operations (Tables)

9 Months Ended

Sep. 30, 2021

Discontinued Operations and Disposal Groups [Abstract]

Summary of Disposal Groups Including Discontinued Operations


	December 31, 2020
ASSETS
Current assets:
Cash and cash equivalents	$	392
Accounts receivable, net of allowance for doubtful accounts of $854	11,184
Related party receivable	730
Other receivables	444
Prepaid expenses and other current assets	1,170
Current assets of discontinued operations	13,920
Property and equipment, net	1,661
Operating lease right-of use assets	632
Identifiable intangibles, net	665
Goodwill	23,257
Other assets	5,502
Long-term assets of discontinued operations	31,717
Total assets of discontinued operations	$	45,637
LIABILITIES
Current liabilities:
Trade accounts payable	$	1,035
Accrued expenses	4,639
Current portion of operating lease liabilities	88
Current portion of long-term debt and finance lease obligations	3
Deferred revenues	520
Current liabilities of discontinued operations	6,285
Long-term debt and capital lease obligations, less current portion	4
Operating lease liabilities	541
Long-term liabilities of discontinued operations	545
Total liabilities of discontinued operations	$	6,830


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Revenues:
Service fee revenue	$	13,616	$	17,563	$	50,197	$	52,256
Pass-through revenue	159		—		159		—
Related party revenue	—		248		574		272
Total revenues	13,775		17,811		50,930		52,528
Costs of revenues:
Cost of service fee revenue	7,134		9,353		27,173		28,001
Cost of pass-through revenue	159		—		159		—
Total costs of revenues	7,293		9,353		27,332		28,001
Gross profit	6,482		8,458		23,598		24,527
Selling, general and administrative expenses	(9,379)		(7,306)		(27,906)		(23,142)
Interest expense, net	—		—		(1)		—
Gain on sale	200,817		—		200,817		—
Income from discontinued operations before income taxes	197,920		1,152		196,508		1,385
Income tax expense	33,758		241		36,315		436
Net income from discontinued operations	$	164,162	$	911	$	160,193	$	949


	Nine Months Ended September 30,
	2021		2020
Cash flows from operating activities discontinued operations:
Depreciation and amortization	$	457	$	787
Stock-based compensation expense	$	4,613	$	3,316

Cash flows from investing activities discontinued operations:
Capital expenditures	$	159	$	21
Proceeds from sales of discontinued operations, net of cash divested	$	236,358	$	—

- Definition

Tabular disclosure of information related to a disposal group. Includes, but is not limited to, a discontinued operation, disposal classified as held-for-sale or disposed of by means other than sale or disposal of an individually significant component.

+ References

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+ Details

Revenue from Contracts with Clients and Customers (Tables)

9 Months Ended

Sep. 30, 2021

Revenue from Contract with Customer [Abstract]

Summary of Contract Balances

Contract balances consist of the following (in thousands):


	September 30, 2021		December 31, 2020
Contract Assets
Costs to fulfill	$	2,975	$	5,575
Total contract assets	$	2,975	$	5,575
Contract Liabilities
Accrued contract liabilities	$	2,968	$	1,214
Deferred revenue	3,541		5,936
Total contract liabilities	$	6,509	$	7,150

Summary of Revenues Disaggregated by Revenue Source and Region

The following table presents our revenues, excluding sales and usage-based taxes, disaggregated by timing of revenue recognition (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Revenues:
Over time	$	57,245	$	55,044	$	170,248	$	166,014
Point-in-time	4,096		4,229		12,896		17,677
Total revenues	$	61,341	$	59,273	$	183,144	$	183,691

The following table presents our revenues, excluding sales and usage-based taxes, disaggregated by region (in thousands):


	Three Months Ended September 30,				Nine Months Ended September 30,
	2021		2020		2021		2020
Revenues by region:
North America	$	55,287	$	47,130	$	154,574	$	147,125
Europe	6,054		12,143		28,570		36,566
Total revenues	$	61,341	$	59,273	$	183,144	$	183,691

Debt and Finance Lease Obligations (Tables)

9 Months Ended

Sep. 30, 2021

Debt Disclosure [Abstract]

Summary of Debt and Finance Lease Obligations

Outstanding debt and finance lease obligations consist of the following (in thousands):


	September 30, 2021		December 31, 2020
U.S. Credit Agreement
Revolver	$	—	$	33,500
Equipment loan	—		8,035
Debt issuance costs	—		(224)
Finance Leases	322		1,049
Other	86		120
Total	408		42,480
Less current portion of long-term debt	310		3,411
Long-term debt, less current portion	$	98	$	39,069

Basis of Presentation - Balance Sheet (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Jun. 30, 2021	Dec. 31, 2020	Sep. 30, 2020	Jun. 30, 2020	Dec. 31, 2019
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Long-term assets of discontinued operations	$ 0		$ 31,717
Total assets	342,617		214,896
Retained earnings (accumulated deficit)	33,797		(113,712)
Total shareholders’ equity	208,369	$ 46,190	54,098	$ 52,342	$ 51,017	$ 48,042
Total liabilities and shareholders’ equity	$ 342,617		214,896
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Long-term assets of discontinued operations			0
Total assets			213,161
Retained earnings (accumulated deficit)			(115,447)
Total shareholders’ equity			52,363
Total liabilities and shareholders’ equity			213,161
Adjustments \| Discontinued Operations
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Long-term assets of discontinued operations			29,982
Adjustments \| Deferred Tax Asset
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Long-term assets of discontinued operations			1,735
Total assets			1,735
Retained earnings (accumulated deficit)			1,735
Total shareholders’ equity			1,735
Total liabilities and shareholders’ equity			$ 1,735

Basis of Presentation - Operation and Comprehensive Loss (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Income from discontinued operations before income taxes	$ 197,920	$ 1,152	$ 196,508	$ 1,385
Income tax expense (benefit), net	33,758	241	36,315	436
Net income from discontinued operations	164,162	911	160,193	949
Net income (loss)	$ 157,351	$ (2,685)	$ 147,509	$ (3,636)
Basic earnings (loss) per share:
Net income from discontinued operations per share (in USD per share)	$ 7.71	$ 0.05	$ 7.57	$ 0.05
Basic income (loss) per share (in USD per share)	7.39	(0.13)	6.97	(0.18)
Diluted earnings (loss) per share:
Net income from discontinued operations per share (in USD per share)	7.71	0.05	7.57	0.05
Diluted income (loss) per share (in USD per share)	$ 7.39	$ (0.13)	$ 6.97	$ (0.18)
Comprehensive income (loss):
Net income (loss)	$ 157,351	$ (2,685)	$ 147,509	$ (3,636)
Total comprehensive income (loss)	$ 156,990	(1,741)	$ 146,839	(3,713)
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Income from discontinued operations before income taxes		0		0
Income tax expense (benefit), net		0		0
Net income from discontinued operations		0		0
Net income (loss)		$ (2,819)		$ (4,037)
Basic earnings (loss) per share:
Net income from discontinued operations per share (in USD per share)		$ 0		$ 0
Basic income (loss) per share (in USD per share)		(0.14)		(0.20)
Diluted earnings (loss) per share:
Net income from discontinued operations per share (in USD per share)		0		0
Diluted income (loss) per share (in USD per share)		$ (0.14)		$ (0.20)
Comprehensive income (loss):
Net income (loss)		$ (2,819)		$ (4,037)
Total comprehensive income (loss)		(1,875)		(4,114)
Adjustments \| Discontinued Operations
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Income from discontinued operations before income taxes		1,152		1,385
Income tax expense (benefit), net		375		837
Net income from discontinued operations		$ 777		$ 548
Basic earnings (loss) per share:
Net income from discontinued operations per share (in USD per share)		$ 0.04		$ 0.03
Diluted earnings (loss) per share:
Net income from discontinued operations per share (in USD per share)		$ 0.04		$ 0.03
Adjustments \| Deferred Tax Asset
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Income tax expense (benefit), net		$ (134)		$ (401)
Net income from discontinued operations		134		401
Net income (loss)		$ 134		$ 401
Basic earnings (loss) per share:
Net income from discontinued operations per share (in USD per share)		$ 0.01		$ 0.02
Basic income (loss) per share (in USD per share)		0.01		0.02
Diluted earnings (loss) per share:
Net income from discontinued operations per share (in USD per share)		0.01		0.02
Diluted income (loss) per share (in USD per share)		$ 0.01		$ 0.02
Comprehensive income (loss):
Net income (loss)		$ 134		$ 401
Total comprehensive income (loss)		$ 134		$ 401

Basis of Presentation - Stockholder Equity (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	$ 46,190	$ 51,017	$ 54,098	$ 48,042
Net income (loss)	157,351	(2,685)	147,509	(3,636)
Ending balance	208,369	52,342	208,369	52,342
Accumulated Deficit
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	(123,554)	(109,694)	(113,712)	(108,743)
Net income (loss)	157,351	(2,685)	147,509	(3,636)
Ending balance	$ 33,797	(112,379)	33,797	(112,379)
As Previously Reported
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance			52,363
Net income (loss)		(2,819)		(4,037)
As Previously Reported \| Accumulated Deficit
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance		(111,161)		(109,943)
Net income (loss)		(2,819)		(4,037)
Ending balance		(113,980)		(113,980)
Adjustments \| Deferred Tax Asset
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance			$ 1,735
Net income (loss)		134		401
Adjustments \| Deferred Tax Asset \| Accumulated Deficit
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance		1,467		1,200
Net income (loss)		134		401
Ending balance		$ 1,601		$ 1,601

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

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+ Details

- Definition

Total of all stockholders' equity (deficit) items, net of receivables from officers, directors, owners, and affiliates of the entity which are attributable to the parent. The amount of the economic entity's stockholders' equity attributable to the parent excludes the amount of stockholders' equity which is allocable to that ownership interest in subsidiary equity which is not attributable to the parent (noncontrolling interest, minority interest). This excludes temporary equity and is sometimes called permanent equity.

+ References

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+ Details

Basis of Presentation - Cash Flow (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss)	$ 157,351	$ (2,685)	$ 147,509	$ (3,636)
Deferred income taxes			2,717	126
Net cash provided by operating activities			$ (3,169)	1,503
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss)		(2,819)		(4,037)
Deferred income taxes				527
Net cash provided by operating activities				1,503
Adjustments \| Deferred Tax Asset
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss)		$ 134		401
Deferred income taxes				(401)
Net cash provided by operating activities				$ 0

- Definition

The portion of profit or loss for the period, net of income taxes, which is attributable to the parent.

+ References

+ Details

Discontinued Operations - Narrative (Details) - USD ($) shares in Thousands, $ in Thousands		3 Months Ended			6 Months Ended	9 Months Ended
	Aug. 25, 2021	Dec. 31, 2021	Sep. 30, 2021	Sep. 30, 2020	Mar. 31, 2022	Sep. 30, 2021	Sep. 30, 2020	Jul. 02, 2021
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain on sale						$ 200,817	$ 0
Income tax expense (benefit), net			$ 33,758	$ 241		36,315	436
Live Area
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Disposal consideration	$ 250,000							$ 250,000
Gain on sale	200,817			0		200,817	0
Amount of continuing cash flows after disposal						15,000
Tax payments	$ 35,000
Income tax expense (benefit), net			33,758	$ 241		36,315	$ 436
Transaction services			400			400
Live Area \| Selling, General and Administrative Expenses
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Transaction services			1,000			1,000
Live Area \| Net Income (Loss) From Discontinued Operations
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Transaction services			3,500			3,500
Live Area \| Subsequent Event
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Tax payments		$ 30,000
Live Area \| Share-based Payment Arrangement, Employee
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Transaction services			$ 3,300			$ 300
Live Area \| Share-based Payment Arrangement, Employee \| Restricted stock
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Awards granted (in shares)	635
Live Area \| Share-based Payment Arrangement, Employee \| Stock options
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Awards granted (in shares)	160
Live Area \| Share-based Payment Arrangement, Employee \| Forecast
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Transaction services					$ 700

Discontinued Operations - Assets and Liabilities (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Current assets:
Allowance for doubtful accounts	$ 862	$ 611
Current assets of discontinued operations	0	13,920
Long-term assets of discontinued operations	0	31,717
Current liabilities:
Trade accounts payable	26,595	34,613
Total current liabilities	0	6,285
Long-term liabilities of discontinued operations	$ 0	545
Live Area
Current assets:
Cash and cash equivalents		392
Allowance for doubtful accounts		854
Accounts receivable, net of allowance for doubtful accounts of $854		11,184
Related party receivable		730
Other receivables		444
Prepaid expenses and other current assets		1,170
Current assets of discontinued operations		13,920
Property and equipment, net		1,661
Operating lease right-of use assets		632
Identifiable intangibles, net		665
Goodwill		23,257
Other assets		5,502
Long-term assets of discontinued operations		31,717
Total assets of discontinued operations		45,637
Current liabilities:
Trade accounts payable		1,035
Accrued expenses		4,639
Current portion of operating lease liabilities		88
Current portion of long-term debt and finance lease obligations		3
Deferred revenues		520
Total current liabilities		6,285
Long-term debt and capital lease obligations, less current portion		4
Operating lease liabilities		541
Long-term liabilities of discontinued operations		545
Long-term liabilities of discontinued operations		$ 6,830

Discontinued Operations - Reconciliation Amount (Details) - USD ($) $ in Thousands		3 Months Ended		9 Months Ended
	Aug. 25, 2021	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Costs of revenues:
Gain on sale				$ 200,817	$ 0
Income from discontinued operations before income taxes		$ 197,920	$ 1,152	196,508	1,385
Income tax expense		33,758	241	36,315	436
Net income from discontinued operations		164,162	911	160,193	949
Live Area
Revenues:
Revenue from disposal		13,775	17,811	50,930	52,528
Costs of revenues:
Cost of service fee revenue		7,293	9,353	27,332	28,001
Gross profit		6,482	8,458	23,598	24,527
Selling, general and administrative expenses		(9,379)	(7,306)	(27,906)	(23,142)
Interest expense, net		0	0	(1)	0
Gain on sale	$ 200,817		0	200,817	0
Income from discontinued operations before income taxes		197,920	1,152	196,508	1,385
Income tax expense		33,758	241	36,315	436
Net income from discontinued operations		164,162	911	160,193	949
Service fee revenue \| Live Area
Revenues:
Revenue from disposal		13,616	17,563	50,197	52,256
Costs of revenues:
Cost of service fee revenue		7,134	9,353	27,173	28,001
Pass-through revenue \| Live Area
Revenues:
Revenue from disposal		159	0	159	0
Costs of revenues:
Cost of service fee revenue		159	0	159	0
Related party revenue \| Live Area
Revenues:
Revenue from disposal		$ 0	$ 248	$ 574	$ 272

Discontinued Operations - Significant Noncash Operating (Details) - USD ($) $ in Thousands	9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020
Cash flows from investing activities discontinued operations:
Proceeds from sales of discontinued operations, net of cash divested	$ 236,358	$ 0
Live Area
Cash flows from operating activities discontinued operations:
Depreciation and amortization	457	787
Stock-based compensation expense	4,613	3,316
Cash flows from investing activities discontinued operations:
Capital expenditures	159	21
Proceeds from sales of discontinued operations, net of cash divested	$ 236,358	$ 0

Revenue from Contracts with Clients and Customers - Additional Information (Details) $ in Millions	9 Months Ended
	Sep. 30, 2021 USD ($)
Revenue from Contract with Customer [Abstract]
Changes in costs to fulfill contract assets	$ 2.6
Amortization of costs to fulfill contract assets	4.6
Costs to fulfill contracts with customers from new costs	2.0
Change in contract liabilities	0.6
Change in contract liabilities from amortization and recognition and recognition of revenue	11.4
Contract liabilities for new costs	$ 10.8

Revenue from Contracts with Clients and Customers - Summary of Contract Balances (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Contract Assets
Costs to fulfill	$ 2,975	$ 5,575
Contract Liabilities
Accrued contract liabilities	2,968	1,214
Deferred revenue	3,541	5,936
Total contract liabilities	$ 6,509	$ 7,150

Revenue from Contracts with Clients and Customers - Additional Information, Performance Obligation (Details) $ in Millions	Sep. 30, 2021 USD ($)
Revenue from Contract with Customer [Abstract]
Performance obligation, amount	$ 5.1
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2021-10-01
Revenue from Contract with Customer [Abstract]
Performance obligation, percentage	46.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation, expected timing of satisfaction	3 years
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date [Axis]: 2022-01-01
Revenue from Contract with Customer [Abstract]
Performance obligation, percentage	42.00%
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items]
Performance obligation, expected timing of satisfaction	1 year

Revenue from Contracts with Clients and Customers - Summary of Revenues Disaggregated (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Disaggregation of Revenue [Line Items]
Revenues	$ 61,341	$ 59,273	$ 183,144	$ 183,691
North America
Disaggregation of Revenue [Line Items]
Revenues	55,287	47,130	154,574	147,125
Europe
Disaggregation of Revenue [Line Items]
Revenues	6,054	12,143	28,570	36,566
Over time
Disaggregation of Revenue [Line Items]
Revenues	57,245	55,044	170,248	166,014
Point-in-time
Disaggregation of Revenue [Line Items]
Revenues	$ 4,096	$ 4,229	$ 12,896	$ 17,677

- Definition

Amount of revenue recognized from goods sold, services rendered, insurance premiums, or other activities that constitute an earning process. Includes, but is not limited to, investment and interest income before deduction of interest expense when recognized as a component of revenue, and sales and trading gain (loss).

+ References

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+ Details

Inventory Financing - Additional Information (Details) - Line of Credit - Short Term Credit Facility - USD ($)	9 Months Ended
	Sep. 30, 2021	Dec. 31, 2021	Dec. 31, 2020
Line of Credit Facility [Line Items]
Maximum credit under credit agreement	$ 7,500,000
Termination notice period	90 days
Outstanding borrowings	$ 3,100,000		$ 3,600,000
Available credit under credit agreement	1,000,000
Subordinated note outstanding, minimum limit	$ 1,000,000
Weighted average interest rate	3.75%		3.75%
Subsequent Event
Line of Credit Facility [Line Items]
Maximum credit under credit agreement		$ 5,500,000
Collateral amount		$ 5,500,000
Prime Rate
Line of Credit Facility [Line Items]
Variable rate basis	0.50%

Debt and Finance Lease Obligations - Summary of Outstanding Debt and Capital Lease Obligations (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Finance Leases	$ 322	$ 1,049
Other	86	120
Total	408	42,480
Less current portion of long-term debt	310	3,411
Long-term debt, less current portion	98	39,069
U.S. Credit Agreement
Debt Instrument [Line Items]
Debt issuance costs	0	(224)
U.S. Credit Agreement \| Revolver
Debt Instrument [Line Items]
U.S. Credit Agreement	0	33,500
U.S. Credit Agreement \| Equipment loan
Debt Instrument [Line Items]
U.S. Credit Agreement	$ 0	$ 8,035

Debt and Finance Lease Obligations - U.S. Credit Agreement - Additional Information (Details) - USD ($)		3 Months Ended		9 Months Ended
	Aug. 25, 2021	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020	Dec. 31, 2020
Line of Credit Facility [Line Items]
Loss on extinguishment of debt		$ 426,000	$ 0	$ 426,000	$ 0
U.S. Credit Agreement \| Revolving Loan Facility
Line of Credit Facility [Line Items]
Availability under credit agreement	$ 60,000,000
Available increase under credit agreement	20,000,000
Weighted average interest rate on outstanding borrowings						2.52%
Amended Credit Facility
Line of Credit Facility [Line Items]
Extinguishment of debt	$ 62,500,000
Loss on extinguishment of debt		$ 400,000

Income Taxes (Details) - USD ($) $ in Thousands	3 Months Ended		9 Months Ended
Income Taxes (Details) - USD ($) $ in Thousands	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Tax Credit Carryforward [Line Items]
Loss from continuing operations before income taxes	$ (5,659)	$ (3,379)	$ (11,408)	$ (3,764)
Income tax expense, net	$ 1,152	$ 217	$ 1,276	$ 821
Effective income tax rate reconciliation, percent	(20.40%)	(6.40%)	(11.20%)	(21.80%)
Uncertain tax positions	$ 200		$ 200
State and Local Jurisdiction
Tax Credit Carryforward [Line Items]
Operating loss carryforwards	6,300		6,300
Foreign Tax Authority
Tax Credit Carryforward [Line Items]
Operating loss carryforwards	$ 14,700		$ 14,700

- Definition

Amount of income (loss) from continuing operations, including income (loss) from equity method investments, before deduction of income tax expense (benefit), and income (loss) attributable to noncontrolling interest.

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+ Details

- Definition

Amount of current income tax expense (benefit) and deferred income tax expense (benefit) pertaining to continuing operations.

+ References + Details

Earnings (Loss) Per Share - Additional Information (Details) - shares shares in Millions	3 Months Ended		9 Months Ended
	Sep. 30, 2021	Sep. 30, 2020	Sep. 30, 2021	Sep. 30, 2020
Earnings Per Share [Abstract]
Outstanding common stock excluded from calculations of diluted earnings per share (in shares)	2.5	3.7	2.5	3.7

Related Party Transactions (Details) $ in Millions	9 Months Ended
Related Party Transactions (Details) $ in Millions	Sep. 30, 2021 USD ($)
Pilot Freight Services \| David Beatson
Related Party Transaction [Line Items]
Ownership percentage	1.00%
Director
Related Party Transaction [Line Items]
Cost of revenue	$ 0.9
Accounts payable	$ 0.2