0001095315-22-000054 | 10-K | XBRL Viewer

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Revenue from Contracts with Clients and Customers - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Revenue from Contract with Customer [Abstract]
Change in costs to fulfill contract assets	$ 1,200
Increase in costs to fulfill contract assets from new projects	7,200
Amortization of costs to fulfill contract assets	8,400
Contract with customer, liability	7,897	$ 7,150
Amortization and recognition of revenue	$ 5,800

Subsequent Events	12 Months Ended
Subsequent Events	Dec. 31, 2021
Subsequent Events [Abstract]
Subsequent Events	Subsequent EventsProduct revenue and the related inventory are dependent on Supplies Distributors' distributor agreements with Ricoh. In March 2022 product revenue model was discontinued as a result of a restructure of Ricoh. In the first half of 2022, the Ricoh distributor agreement was terminated and as a result, the Company does not expect to have inventory following the termination of this agreement.The IBM Credit Facility was subsequently terminated in connection with the transition of our relationship with Ricoh. As a result, the lender waived all compliance requirements with restricted covenants for the quarters ended December 31, 2021 and March 31, 2022.

Significant Accounting Policies - Additional Information (Details) $ in Thousands	12 Months Ended
	Dec. 31, 2021 USD ($) agreement	Dec. 31, 2020 USD ($) agreement
Significant Accounting Policies [Line Items]
Capitalized contract cost, amortization period	1 year
Accrued expenses	$ 31,643	$ 26,242
Employee-related expenses	$ 14,000	$ 14,000
Minimum
Significant Accounting Policies [Line Items]
Project contract period	3 years
Maximum
Significant Accounting Policies [Line Items]
Project contract period	5 years
Customer Concentration Risk \| Revenues
Significant Accounting Policies [Line Items]
Number of customers \| agreement	2	3
Customer Concentration Risk \| Revenues \| Customer One
Significant Accounting Policies [Line Items]
Revenues	$ 37,600	$ 38,900
Concentration risk	14.00%	14.30%
Customer Concentration Risk \| Revenues \| Customer Two
Significant Accounting Policies [Line Items]
Revenues	$ 31,600	$ 34,000
Concentration risk	11.00%	12.40%
Customer Concentration Risk \| Revenues \| Customer Three
Significant Accounting Policies [Line Items]
Revenues		$ 31,700
Concentration risk		12.00%
Credit Concentration Risk \| Accounts Receivable
Significant Accounting Policies [Line Items]
Number of customers \| agreement	1	2

Stock and Stock Options - Summary of Service-Based Restricted Stock and Unit Award Activity (Details) - Service-Based Restricted Stock and Restricted Stock Unit Awards	12 Months Ended
	Dec. 31, 2021 $ / shares shares
Shares
Unvested restricted stock, shares, beginning balance (in shares) \| shares	353,059
Granted (in shares) \| shares	286,469
Vested (in shares) \| shares	(416,395)
Canceled (in shares) \| shares	(35,132)
Unvested restricted stock, shares, ending balance (in shares) \| shares	188,001
Weighted Average Grant Date Fair Value per Share
Unvested restricted stock, beginning balance (in dollars per share) \| $ / shares	$ 5.70
Granted (in dollars per share) \| $ / shares	7.11
Vested (in dollars per share) \| $ / shares	6.55
Canceled (in dollars per share) \| $ / shares	6.93
Unvested restricted stock, ending balance (in dollars per share) \| $ / shares	$ 6.45

Overview and Basis of Presentation - Operation and Comprehensive Loss (Details) - USD ($) $ / shares in Units, $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2021	Dec. 31, 2020
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Income from discontinued operations before income taxes	$ (821)	$ 196,508	$ 1,401
Income tax expense, net	576	35,636	198
Net income from discontinued operations	(1,397)	160,872	1,203
Net loss	$ (2,224)	$ 147,234	$ (4,969)
Basic earnings (loss) per share:
Net income from discontinued operations per share (in dollars per share)	$ (0.07)	$ 7.51	$ 0.06
Basic loss per share (in dollars per share)	(0.10)	6.87	(0.25)
Diluted earnings (loss) per share:
Net income from discontinued operations per share (in dollars per share)	(0.07)	7.51	0.06
Diluted loss per share (in dollars per share)	$ (0.10)	$ 6.87	$ (0.25)
Weighted average number of shares outstanding:
Net loss	$ (2,224)	$ 147,234	$ (4,969)
Total comprehensive loss	(2,579)	$ 146,410	(3,997)
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Income from discontinued operations before income taxes	0		0
Income tax expense, net	0		0
Net income from discontinued operations	0		0
Net loss	$ (2,381)		$ (5,504)
Basic earnings (loss) per share:
Net income from discontinued operations per share (in dollars per share)	$ 0		$ 0
Basic loss per share (in dollars per share)	(0.11)		(0.28)
Diluted earnings (loss) per share:
Net income from discontinued operations per share (in dollars per share)	0		0
Diluted loss per share (in dollars per share)	$ (0.11)		$ (0.28)
Weighted average number of shares outstanding:
Net loss	$ (2,381)		$ (5,504)
Total comprehensive loss	(2,736)		(4,532)
Adjustments \| Discontinued Operations
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Income from discontinued operations before income taxes	(821)		1,401
Income tax expense, net	733		733
Net income from discontinued operations	$ (1,554)		$ 668
Basic earnings (loss) per share:
Net income from discontinued operations per share (in dollars per share)	$ (0.08)		$ 0.03
Diluted earnings (loss) per share:
Net income from discontinued operations per share (in dollars per share)	$ (0.08)		$ 0.03
Adjustments \| Deferred Tax Asset
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Income tax expense, net	$ (157)		$ (535)
Net income from discontinued operations	157		535
Net loss	$ 157		$ 535
Basic earnings (loss) per share:
Net income from discontinued operations per share (in dollars per share)	$ 0.01		$ 0.03
Basic loss per share (in dollars per share)	0.01		0.03
Diluted earnings (loss) per share:
Net income from discontinued operations per share (in dollars per share)	0.01		0.03
Diluted loss per share (in dollars per share)	$ 0.01		$ 0.03
Weighted average number of shares outstanding:
Net loss	$ 157		$ 535
Total comprehensive loss	$ 157		$ 535

Discontinued Operations - Significant Noncash Operating (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash flows from investing activities discontinued operations:
Proceeds from sale of discontinued operations, net of cash divested	$ 236,358	$ 0
Live Area
Cash flows from operating activities discontinued operations:
Depreciation and amortization	457	1,061
Stock-based compensation expense	4,613	3,735
Cash flows from investing activities discontinued operations:
Capital expenditures	159	53
Proceeds from sale of discontinued operations, net of cash divested	$ 236,358	$ 0

Stock and Stock Options

12 Months Ended

Dec. 31, 2021

Share-based Payment Arrangement [Abstract]

Stock and Stock Options

Preferred Stock Purchase Rights

On June 8, 2000, the Company’s Board of Directors declared a dividend distribution of one preferred stock purchase right (a “Right”) for each share of the Company’s common stock outstanding on July 6, 2000 and each share of common stock issued thereafter. Each Right entitles the registered shareholders to purchase from the Company one one-thousandth of a share of preferred stock at an exercise price of $65, subject to adjustment. The Rights are not currently exercisable but would become exercisable if certain events occurred relating to a person or group acquiring or attempting to acquire 20 percent or more of the Company’s outstanding shares of common stock. The Rights Agreement expires 30 days after the Company’s 2022 Annual Meeting unless continuation of the Rights Agreement is approved by the stockholders of the Company at the 2022 Annual Meeting.

Stock Compensation Plans

The Company has an Employee Stock and Incentive Plan (the “Employee Plan”), as amended and restated, under which an aggregate of 10,442,340 shares of common stock have been authorized for issuance. The Employee Plan provides for the granting of incentive awards to directors, executive management, key employees and outside consultants of the Company in a variety of forms of equity-based incentive compensation, such as the award of an option, stock appreciation right, restricted stock award, restricted stock unit, deferred stock unit, among other stock-based awards. The Company has historically issued service-based restricted stock and unit awards, performance-based and market-based stock and unit awards (collectively “Restricted Shares”) and stock options. The Company uses newly issued shares of common stock to satisfy awards under the Employee Plan.

The Company issues Restricted Shares to the Company’s executives and senior management, pursuant to which such employees are eligible to receive future grants of shares of the Company’s stock subject to various vesting and/or performance criteria. The weighted average fair value per share of Restricted Shares granted during the years ended December 31, 2021 and 2020 was $7.11 and $5.45, respectively. The total fair value of Restricted Shares vested under the Employee Plans was $6.4 million and $7.7 million during the years ended December 31, 2021 and 2020, respectively.

The underlying stock certificates for the Restricted Shares that vested December 31, 2021 are expected to be issued during the quarters ended March 31, 2022 and June 30, 2022. The underlying stock certificates for the Restricted Shares that vested December 31, 2020 were issued during the quarters ended March 31, 2021 and June 30, 2021.

Total stock-based compensation expense was $9.4 million and $10.8 million for the years ended December 31, 2021 and 2020, respectively, and was included as a component of selling, general and administrative expenses in the consolidated statements of operations. As of December 31, 2021, there is $1.6 million of total unrecognized compensation costs related to non-vested share-based compensation arrangements granted under the Employee Plan, which is expected to be recognized over a remaining weighted average period of approximately 0.9 years. This expected cost does not include the impact of any future stock-based compensation awards.

As of December 31, 2021, there were 1,350,048 shares available for future grants under the Employee Plan. Each stock option or stock appreciation right award granted reduces the total shares available for grant by one share, while each award granted other than in the form of a stock option or stock appreciation right reduces the shares available for grant by 1.22 shares.

Stock Options

The rights to purchase shares under employee stock option agreements issued under the Employee Plan typically vest over a three year period, one-twelfth each quarter. Stock options must be exercised within 10 years from the date of grant. Stock options are generally issued such that the exercise price is equal to the market value of the Company’s common stock at the date of grant.

The following tables summarize stock option activity under the Employee Plan:


	Shares	Price Per Share	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value (in millions)
Outstanding, December 31, 2020	1,120,717	$2.54 - $14.66	$	6.76
Granted	7,500	$7.51	$	7.51
Exercised	(526,467)	$2.54 - $13.61	$	5.76
Canceled	(91,418)	$4.87 - $14.66	$	10.10
Outstanding, December 31, 2021	510,332	$2.54 - $14.66	$	7.20
Exercisable, December 31, 2021	487,707	$2.54 - $14.66	$	7.34	3.9	$	2.7
Exercisable and expected to vest, December 31, 2021	508,070	$2.54 - $14.66	$	7.21	3.8	$	2.9

The weighted average fair value per share of options granted during the years ended December 31, 2021 and 2020 was $3.92 and $3.51, respectively. The total intrinsic value of options exercised under the Stock Option Plans was $2.9 million and $0.30 million during the years ended December 31, 2021 and 2020, respectively.

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions used for grants of options under the Plans:


	Year Ended December 31,
	2021	2020
Expected dividend yield	—	—
Expected stock price volatility	57%	56%
Risk-free interest rate	0.7%	0.4%
Expected life of options (years)	6	6

The Black-Scholes option valuation model requires the input of highly subjective assumptions, including the expected life of the stock-based award and stock-price volatility. The assumptions listed above represent management’s best estimates, but these estimates involve inherent uncertainties and the application of management judgment. As a result, if other assumptions had been used, the Company’s recorded stock-based compensation expense could have been different. In addition, the Company is required to estimate the expected forfeiture rate and only recognize expense for those shares expected to vest. If the Company’s actual forfeiture rate is materially different from its estimate, the share-based compensation expense could be materially different. The Company calculates the expected stock price volatility using the Company’s historical stock price during the expected term immediately preceding a stock option grant date. The Company has not paid dividends in the past and does not anticipate paying dividends in the future. The Company uses the risk-free interest rates of United States Treasury securities for a comparable term as the expected life of a stock option. The expected life of options has been computed using the simplified method, which the Company uses as it does not believe it has established a consistent exercise pattern to accurately estimate the expected term of stock options.

Service-Based Restricted Stock and Unit Awards

The Company’s service-based restricted stock and unit awards are valued at the quoted market price of the Company’s common stock as of the date of grant and vest over a range of two to four years. Shares that do not vest on a scheduled vesting date due to a failure to satisfy vesting or performance criteria are forfeited and do not vest in future periods.

The following table summarizes the service-based restricted stock and unit award activity for the year ended December 31, 2021:


	Shares	Weighted Average Grant Date Fair Value per Share
Unvested restricted stock at December 31, 2020	353,059	$	5.70
Granted	286,469	$	7.11
Vested	(416,395)	$	6.55
Canceled	(35,132)	$	6.93
Unvested restricted stock at December 31, 2021	188,001	$	6.45

Performance-Based Restricted Stock and Unit Awards

Pursuant to the Employee Plan, the Company grants restricted stock and unit awards that vest upon reaching certain performance targets and individual performance goals, which historically have been based on the Company’s financial performance, Company operating income and other financial metrics for the current and/or future years. Such awards generally are subject to annual vesting of three to four years based upon continued employment and the achievement of the defined performance criteria. If the target set forth in the award agreement is not met, none of the related shares will vest and any compensation expense previously recognized will be reversed. The actual number of shares that will ultimately vest is dependent upon achieving the performance condition or other conditions set forth in the award agreement. The Company recognizes stock-based compensation expense related to performance awards based upon our determination of the likelihood of achieving the performance target or targets at each reporting date, net of estimated forfeitures.

The following table summarizes the performance-based restricted stock and unit award activity for the year ended December 31, 2021:


	Shares	Weighted Average Grant Date Fair Value per Share
Unvested restricted stock at December 31, 2020	455,323	$	4.43
Granted	514,962	$	7.14
Vested	(689,480)	$	7.08
Canceled	(137,249)	$	7.13
Unvested restricted stock at December 31, 2021	143,556	$	6.89

Market-Based Restricted Stock and Unit Awards

Pursuant to the Employee Plan, the Company grants restricted stock and unit awards that vest upon the achievement of certain defined total stockholder return targets using the companies in the Russell Micro Cap Index as a comparative group for current and/or future years. Such awards generally are subject to annual vesting of three to four years based upon continued employment and the achievement of the defined performance criteria. The actual number of shares that will ultimately vest is dependent upon achieving the performance condition or other conditions set forth in the award agreement. Shares that do not vest on a scheduled vesting date due to a failure to satisfy vesting criteria are forfeited and do not vest in future periods. The Company reverses previously recognized compensation cost for market-based restricted stock unit awards only if the requisite service is not rendered.

The following table summarizes the market-based restricted stock and unit award activity for the year ended December 31, 2021:


	Shares	Weighted Average Grant Date Fair Value per Share
Unvested restricted stock at December 31, 2020	243,154	$	6.49
Granted	126,980	$	6.79
Vested	(191,399)	$	6.80
Canceled	2,050	$	5.63
Unvested restricted stock at December 31, 2021	180,785	$	6.59

The fair value of each market-based restricted stock and unit award grant is estimated on the date of grant using a Monte-Carlo simulation with the following assumptions used for grants under the Plans:


	Year Ended December 31,
	2021	2020
Expected dividend yield	—	—
Expected stock price volatility	75.3%	68.2%
Risk-free interest rate	0.3%	0.2%
Expected term (years)	3	3
Weighted average grant date fair value	$7.11	$6.68

Stock Units

Each non-employee Director of the Company’s Board of Directors (the “Board”) receives a quarterly retainer (the “Retainer”), payable on or about the first day of each quarter, through the issuance of an equity-based award under the Employee Plan in the form of a Deferred Stock Unit (a “DSU”). During 2021 and 2020, the Retainer was $30,000. The number of DSUs is determined by dividing the Retainer by the immediately preceding closing price of the Common Stock on the grant date. Each DSU represents the right to receive an equal number of shares of Common Stock upon the retirement, resignation or termination of service from the Board.

The following table summarizes the DSU activity for the year ended December 31, 2021:


	Shares	Weighted Average Grant Date Fair Value per Share
Unvested deferred stock at December 31, 2020	433,785	$	6.06
Granted	64,845	$	6.94
Vested	—	$	—
Unvested deferred stock at December 31, 2021	498,630	$	6.18

Leases

12 Months Ended

Dec. 31, 2021

Leases [Abstract]

Leases

All of our office and warehouse facilities are leased under operating leases. We also lease vehicles primarily as operating leases. Most of our equipment leases are leased under finance leases. Lease costs are included within cost of service fee revenue, selling, general and administrative expenses and interest expense, net in our consolidated statements of operations and comprehensive income (loss).

Total lease costs consist of the following (in thousands):


	Year Ended December 31,
	2021		2020
Lease costs:
Finance lease costs:
Amortization of right-of-use assets	$	875	$	919
Interest on lease liabilities	37		91
Operating lease costs	10,002		9,687
Variable lease costs	5,572		3,277
Short-term lease costs	1,625		1,302
Total lease costs	$	18,111	$	15,276

We had $0.3 million and $0.9 million of finance lease assets that are reported in property and equipment, net as of December 31, 2021 and 2020, respectively. As of December 31, 2021, our weighted-average remaining lease term relating to our operating leases is 4.9 years, with a weighted-average discount of 5.6%. As of December 31, 2020, our weighted-average remaining lease term relating to our operating leases was 5.3 years, with a weighted-average discount of 5.8%. As of December 31, 2021, our weighted-average remaining lease term relating to our finance leases is 1.6 years, with a weighted-average discount of 4.3%. As of December 31, 2020, our weighted-average remaining lease term relating to our finance leases was 1.6 years, with a weighted-average discount of 5.4%. Our leases have remaining lease terms of up to 8.5 years, some of which include options to extend the leases for up to 10 years and some of which include options to terminate the leases within 1 year.

Maturities of lease liabilities are as follows (in thousands):


	December 31, 2021
	Operating Leases		Finance Leases
2022	$	11,504	$	229
2023	10,130		68
2024	8,016		22
2025	6,552		—
2026	5,180		—
Thereafter	5,297		—
Total lease payments	46,679		319
Less interest	(6,182)		(8)
Total lease obligations	$	40,497	$	311

Supplemental consolidated cash flow information related to leases is as follows (in thousands):


	Year Ended December 31,
	2021		2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows arising from operating leases	$	11,446	$	10,803
Operating cash flows arising from finance leases	$	37	$	90
Financing cash flows arising from finance leases	$	871	$	1,173
Right-of-use assets obtained in exchange for operating lease liabilities	$	16,811	$	6,422
Right-of-use assets obtained in exchange for finance lease liabilities	$	114	$	19

As of December 31, 2021, there was one operating lease commitment that had not yet commenced of approximately $8.4 million that is contracted to begin in the second half of 2022 with lease terms of 5 years. There were no additional operating or financing leases that have not yet commenced.

Leases

Total lease costs consist of the following (in thousands):


	Year Ended December 31,
	2021		2020
Lease costs:
Finance lease costs:
Amortization of right-of-use assets	$	875	$	919
Interest on lease liabilities	37		91
Operating lease costs	10,002		9,687
Variable lease costs	5,572		3,277
Short-term lease costs	1,625		1,302
Total lease costs	$	18,111	$	15,276

Maturities of lease liabilities are as follows (in thousands):


	December 31, 2021
	Operating Leases		Finance Leases
2022	$	11,504	$	229
2023	10,130		68
2024	8,016		22
2025	6,552		—
2026	5,180		—
Thereafter	5,297		—
Total lease payments	46,679		319
Less interest	(6,182)		(8)
Total lease obligations	$	40,497	$	311

Supplemental consolidated cash flow information related to leases is as follows (in thousands):


	Year Ended December 31,
	2021		2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows arising from operating leases	$	11,446	$	10,803
Operating cash flows arising from finance leases	$	37	$	90
Financing cash flows arising from finance leases	$	871	$	1,173
Right-of-use assets obtained in exchange for operating lease liabilities	$	16,811	$	6,422
Right-of-use assets obtained in exchange for finance lease liabilities	$	114	$	19

Earnings Per Share	12 Months Ended
Earnings Per Share	Dec. 31, 2021
Earnings Per Share [Abstract]
Earnings Per Share	Earnings 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 shares 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. As of December 31, 2021 and 2020, we had outstanding common stock equivalents of approximately 2.0 million and 3.6 million, respectively, that have been excluded from the calculations of diluted earnings per share attributable to common stockholders because their effect would have been antidilutive.

Leases - Maturities of Lease Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Operating Leases
2022	$ 11,504
2023	10,130
2024	8,016
2025	6,552
2026	5,180
Thereafter	5,297
Total lease payments	46,679
Less interest	(6,182)
Total lease obligations	40,497
Finance Leases
2022	229
2023	68
2024	22
2025	0
2026	0
Thereafter	0
Total lease payments	319
Less interest	(8)
Total lease obligations	$ 311	$ 1,049

Overview and Basis of Presentation - Balance Sheet (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020	Dec. 31, 2019
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Long-term assets of discontinued operations	$ 0	$ 31,717
Total assets	326,466	214,896
Retained earnings (accumulated deficit)	33,522	(113,712)
Total shareholders’ equity	209,776	54,098	$ 48,042
Total liabilities and shareholders’ equity	$ 326,466	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

Discontinued Operations (Tables)

12 Months Ended

Dec. 31, 2021

Discontinued Operations and Disposal Groups [Abstract]

Summary of Disposal Groups Including Discontinued Operations

At December 31, 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 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 consolidated statements of operations and comprehensive income (loss) (in thousands):


	Year ended December 31,
	2021		2020
Revenues:
Service fee revenue	$	50,197	$	68,600
Pass-through revenue	159		—
Related party revenue	574		1,046
Total revenues	50,930		69,646
Costs of revenues:
Cost of service fee revenue	27,173		37,241
Cost of pass-through revenue	159		—
Total costs of revenues	27,332		37,241
Gross profit	23,598		32,405
Selling, general and administrative expenses	(27,906)		(31,004)
Interest expense, net	(1)		—
Gain on sale	200,817		—
Income from discontinued operations before income taxes	196,508		1,401
Income tax expense	35,636		198
Net income from discontinued operations	$	160,872	$	1,203

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):


	Year ended December 31,
	2021		2020
Cash flows from operating activities discontinued operations:
Depreciation and amortization	$	457	$	1,061
Stock-based compensation expense	$	4,613	$	3,735

Cash flows from investing activities discontinued operations:
Capital expenditures	$	159	$	53
Proceeds from sale 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

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 360
-SubTopic 10
-Section 50
-Paragraph 3A
-URI http://asc.fasb.org/extlink&oid=109226691&loc=SL51724579-110230

Reference 2: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 3
-URI http://asc.fasb.org/extlink&oid=109222650&loc=d3e1474-107760

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
-Section 50
-Paragraph 5D
-URI http://asc.fasb.org/extlink&oid=109222650&loc=SL51721677-107760

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 205
-SubTopic 20
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+ Details

Stock and Stock Options - Summary of Performance-Based Restricted Stock and Unit Award Activity (Details) - Performance-Based Restricted Stock and Unit Awards	12 Months Ended
	Dec. 31, 2021 $ / shares shares
Shares
Unvested restricted stock, shares, beginning balance (in shares) \| shares	455,323
Granted (in shares) \| shares	514,962
Vested (in shares) \| shares	(689,480)
Canceled (in shares) \| shares	(137,249)
Unvested restricted stock, shares, ending balance (in shares) \| shares	143,556
Weighted Average Grant Date Fair Value per Share
Unvested restricted stock, beginning balance (in dollars per share) \| $ / shares	$ 4.43
Granted (in dollars per share) \| $ / shares	7.14
Vested (in dollars per share) \| $ / shares	7.08
Canceled (in dollars per share) \| $ / shares	7.13
Unvested restricted stock, ending balance (in dollars per share) \| $ / shares	$ 6.89

Income Taxes - Additional Information (Details) $ in Millions	Dec. 31, 2021 USD ($)
Operating Loss Carryforwards [Line Items]
Unrecognized tax benefits that would impact effective tax rate	$ 0.2
State and Local Jurisdiction
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards relate to taxable losses	6.1
Foreign Country
Operating Loss Carryforwards [Line Items]
Net operating loss carryforwards relate to taxable losses	10.5
Tax credit carryforward, amount	$ 1.6

Leases (Tables)

12 Months Ended

Dec. 31, 2021

Leases [Abstract]

Lease Costs and Supplemental Cash Flow Information

Total lease costs consist of the following (in thousands):


	Year Ended December 31,
	2021		2020
Lease costs:
Finance lease costs:
Amortization of right-of-use assets	$	875	$	919
Interest on lease liabilities	37		91
Operating lease costs	10,002		9,687
Variable lease costs	5,572		3,277
Short-term lease costs	1,625		1,302
Total lease costs	$	18,111	$	15,276

Supplemental consolidated cash flow information related to leases is as follows (in thousands):


	Year Ended December 31,
	2021		2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows arising from operating leases	$	11,446	$	10,803
Operating cash flows arising from finance leases	$	37	$	90
Financing cash flows arising from finance leases	$	871	$	1,173
Right-of-use assets obtained in exchange for operating lease liabilities	$	16,811	$	6,422
Right-of-use assets obtained in exchange for finance lease liabilities	$	114	$	19

Finance Lease Maturity

Maturities of lease liabilities are as follows (in thousands):


	December 31, 2021
	Operating Leases		Finance Leases
2022	$	11,504	$	229
2023	10,130		68
2024	8,016		22
2025	6,552		—
2026	5,180		—
Thereafter	5,297		—
Total lease payments	46,679		319
Less interest	(6,182)		(8)
Total lease obligations	$	40,497	$	311

Operating Lease Maturity

Maturities of lease liabilities are as follows (in thousands):


	December 31, 2021
	Operating Leases		Finance Leases
2022	$	11,504	$	229
2023	10,130		68
2024	8,016		22
2025	6,552		—
2026	5,180		—
Thereafter	5,297		—
Total lease payments	46,679		319
Less interest	(6,182)		(8)
Total lease obligations	$	40,497	$	311

Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Statement of Financial Position [Abstract]
Accounts receivable, net	$ 867	$ 611
Inventory reserves	$ 57	$ 96
Preferred stock, par value (in dollars 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 dollars per share)	$ 0.001	$ 0.001
Common stock, shares authorized (in shares)	35,000,000	35,000,000
Common stock, shares issued (in shares)	22,131,546	20,408,558
Common stock, shares outstanding (in shares)	22,098,079	20,375,091
Treasury stock, shares (in shares)	33,467	33,467

Income Taxes - Summary of Current and Deferred Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Current
Domestic	$ (352)	$ 0
State	700	480
Foreign	180	769
Total Current	528	1,249
Deferred
Domestic	134	0
State	842	(42)
Foreign	26	133
Total Deferred	1,002	91
Provision for income taxes	$ 1,530	$ 1,340

Property and Equipment - Components of Property and Equipment (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 92,168	$ 97,343
Less-accumulated depreciation and amortization	(72,853)	(79,826)
Property and equipment, net	19,315	17,517
Purchased and capitalized software costs
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 35,000	35,575
Purchased and capitalized software costs \| Minimum
Property, Plant and Equipment [Line Items]
Depreciable Life	1 year
Purchased and capitalized software costs \| Maximum
Property, Plant and Equipment [Line Items]
Depreciable Life	10 years
Furniture, fixtures and equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 32,436	29,259
Furniture, fixtures and equipment \| Minimum
Property, Plant and Equipment [Line Items]
Depreciable Life	3 years
Furniture, fixtures and equipment \| Maximum
Property, Plant and Equipment [Line Items]
Depreciable Life	10 years
Computer equipment
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 14,512	14,513
Depreciable Life	3 years
Leasehold improvements
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 8,294	15,915
Leasehold improvements \| Minimum
Property, Plant and Equipment [Line Items]
Depreciable Life	3 years
Leasehold improvements \| Maximum
Property, Plant and Equipment [Line Items]
Depreciable Life	10 years
In-process assets
Property, Plant and Equipment [Line Items]
Property and equipment, gross	$ 1,926	$ 2,081

Consolidated Statements of Cash Flows - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash flows from operating activities:
Net income (loss)	$ 147,234	$ (4,969)
Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:
Depreciation and amortization	8,074	8,666
Loss on extinguishment of debt	426	0
Gain on LiveArea Transaction	(200,817)	0
Deferred income taxes	2,527	(132)
Stock-based compensation expense	9,398	10,785
Other	132	510
Changes in operating assets and liabilities:
Accounts receivable	(19,243)	(7,328)
Related party receivable	0	(730)
Inventories	481	(315)
Prepaid expenses, other receivables and other assets	(1,851)	(1,957)
Operating leases	11	(757)
Trade accounts payable, deferred revenue, accrued expenses and other liabilities	10,977	(1,977)
Net cash provided by (used in) operating activities	(42,651)	1,796
Cash flows from investing activities:
Purchases of property and equipment	(7,614)	(4,196)
Proceeds from LiveArea Transaction, net of cash divested	236,358	0
Proceeds from sale of property and equipment	45	4
Net cash provided (used) by investing activities	228,789	(4,192)
Cash flows from financing activities:
Net proceeds from issuance of common stock	3,030	542
Taxes paid on behalf of employees for withheld shares	(3,161)	(1,275)
Payments on finance lease obligations	(871)	(1,173)
Payments on revolving loan	(160,181)	(102,107)
Borrowings on revolving loan	126,681	105,407
Payments on other debt	(10,051)	(2,700)
Borrowings on other debt	49	1,517
Net cash provided by (used in) financing activities	(44,504)	211
Effect of exchange rates on cash and cash equivalents	(53)	502
Net increase (decrease) in cash and cash equivalents	141,581	(1,683)
Cash and cash equivalents, beginning of period	10,359	11,354
Restricted cash, beginning of period	214	214
Cash and cash equivalents of discontinued operations, beginning of period	392	1,080
Cash and cash equivalents and restricted cash, beginning of period	10,965	12,648
Cash and cash equivalents, end of period	152,332	10,359
Restricted cash, end of period	214	214
Cash and cash equivalents discontinued operations, end of period	0	392
Cash and cash equivalents and restricted cash, end of period	152,546	10,965
Supplemental cash flow information
Cash paid for income taxes	35,776	2,141
Cash paid for interest	766	1,391
Non-cash investing and financing activities:
Property and equipment acquired under long-term debt and finance leases	$ 2,193	$ 4,676

Overview and Basis of Presentation (Tables)

12 Months Ended

Dec. 31, 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

The effect of the above adjustments on the consolidated statement of operations and comprehensive income (loss) for the year ended December 31, 2020 is as follows (in thousands, except per share data):


	Year Ended December 31, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Income from discontinued operations before income taxes	$	—	$	1,401	$	—	$	1,401
Income tax expense, net	—		733		(535)		198
Net income from discontinued operations	—		668		535		1,203
Net loss	$	(5,504)	$	—	$	535	$	(4,969)

Basic earnings (loss) per share:
Net income loss from discontinued operations per share	$	—	$	0.03	$	0.03	$	0.06
Basic loss per share	$	(0.28)	$	—	$	0.03	$	(0.25)
Diluted earnings (loss) per share:
Net income from discontinued operations per share	$	—	$	0.03	$	0.03	$	0.06
Diluted loss per share	$	(0.28)	$	—	$	0.03	$	(0.25)

Comprehensive loss:
Net loss	$	(5,504)	$	—	$	535	$	(4,969)
Total comprehensive loss	$	(4,532)	$	—	$	535	$	(3,997)

The effect of the above adjustments on the consolidated statement of shareholders’ equity for the year ended December 31, 2020 is as follows (in thousands):


	Year Ended December 31, 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	(5,504)		—		535		(4,969)
Balance, December 31, 2020	$	(115,447)	$	—	$	1,735	$	(113,712)

The effect of the above adjustments on the consolidated statement of cash flows for the year ended December 31, 2020 is as follows (in thousands):


	Year Ended December 31, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Cash flows from operating activities:
Net loss	$	(5,504)	$	—	$	535	$	(4,969)
Deferred income taxes	$	403	$	—	$	(535)	$	(132)
Net cash provided by operating activities	$	1,796	$	—	$	—	$	1,796

The effect of the above adjustments on the unaudited condensed consolidated statement of operations and comprehensive income (loss) for the three months ended March 31, 2021 is as follows (in thousands, except per share data):


	Three Months Ended March 31, 2021
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Loss from discontinued operations before income taxes	$	—	$	(821)	$	—	$	(821)
Income tax expense, net	—		733		(157)		576
Net loss from discontinued operations	—		(1,554)		157		(1,397)
Net loss	$	(2,381)	$	—	$	157	$	(2,224)

Basic loss per share:
Net loss from discontinued operations per share	$	—	$	(0.08)	$	0.01	$	(0.07)
Basic loss per share	$	(0.11)	$	—	$	0.01	$	(0.10)
Diluted loss per share:
Net loss from discontinued operations per share	$	—	$	(0.08)	$	0.01	$	(0.07)
Diluted loss per share	$	(0.11)	$	—	$	0.01	$	(0.10)

Comprehensive loss:
Net loss	$	(2,381)	$	—	$	157	$	(2,224)
Total comprehensive loss	$	(2,736)	$	—	$	157	$	(2,579)

The effect of the above adjustments on the unaudited condensed consolidated statement of shareholders’ equity for the three months ended March 31, 2021 is as follows (in thousands):


	Three Months Ended March 31, 2021
			Adjustments
Accumulated deficit	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Balance, December 31, 2020	$	(115,447)	$	—	$	1,735	$	(113,712)
Net loss	(2,380)		—		157		(2,223)
Balance, March 31, 2021	$	(117,827)	$	—	$	1,892	$	(115,935)

The effect of the above adjustments on the unaudited condensed consolidated statement of cash flows for the three months ended March 31, 2021 is as follows (in thousands):


	Three Months Ended March 31, 2021
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Cash flows from operating activities:
Net loss	$	(2,380)	$	—	$	157	$	(2,223)
Deferred income taxes	$	173	$	—	$	(157)	$	16
Net cash provided by operating activities	$	8,484	$	—	$	—	$	8,484

Revenue from Contracts with Clients and Customers (Tables)

12 Months Ended

Dec. 31, 2021

Revenue from Contract with Customer [Abstract]

Summary of Contract Balances

Contract balances consisted of the following (in thousands):


	December 31, 2021		December 31, 2020
Contract Assets
Costs to Fulfill	4,392		5,575
Total Contract Assets	$	4,392	$	5,575
Contract Liabilities
Accrued Contract Liabilities	$	2,673	$	1,214
Deferred Revenue	5,224		5,936
Total Contract Liabilities	$	7,897	$	7,150

Summary of Revenues Disaggregated by Revenue Source, Timing of Revenue Recognition and Region

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


	Year Ended Year Ended December 31,
	2021		2020
Revenues:
Over time	$	259,690	$	249,995
Point-in-time	17,612		22,865
Total revenues	$	277,302	$	272,860

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


	Year Ended Year Ended December 31,
	2021		2020
Revenues by region:
United States	$	226,097	$	212,908
Canada	5,823		4,780
Europe	45,382		55,172
Total revenues	$	277,302	$	272,860

Inventory Financing	12 Months Ended
Inventory Financing	Dec. 31, 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$5.5 million, as per the amended agreement. The agreement has no stated maturity date and provides either party the ability to exit the facility following a 90 day notice. 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 $3.5 million and $3.6 million as of December 31, 2021 and 2020, respectively, as trade accounts payable in the consolidated balance sheets. As of December 31, 2021, Supplies Distributors had $0.1 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 the 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 December 31, 2021 and 2020, respectively. As of December 31, 2021, the Company was in compliance with all financial covenants under the IBM Credit Facility. In the first half of 2022 the IBM Credit Facility was terminated in connection with the transition of our relationship with Ricoh. See Note 17. Subsequent Events.

Revenue from Contracts with Clients and Customers - Additional Information, Performance Obligations (Details) $ in Millions	Dec. 31, 2021 USD ($)
Revenue from Contract with Customer [Abstract]
Performance obligation	$ 5.6
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2021-01-01
Disaggregation of Revenue [Line Items]
Remaining performance obligations period expected to be recognized	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2022-01-01
Revenue from Contract with Customer [Abstract]
Percentage of remaining performance obligations revenue expected to be recognized	77.00%
Disaggregation of Revenue [Line Items]
Remaining performance obligations period expected to be recognized	1 year
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction, Start Date: 2023-01-01
Revenue from Contract with Customer [Abstract]
Percentage of remaining performance obligations revenue expected to be recognized	100.00%
Disaggregation of Revenue [Line Items]
Remaining performance obligations period expected to be recognized	1 year

Consolidated Balance Sheets - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Cash and cash equivalents	$ 152,332	$ 10,359
Restricted cash	214	214
Accounts receivable, net of allowance for doubtful accounts of $867 and $611 at December 31, 2021 and December 31, 2020, respectively	78,024	69,594
Inventories, net of reserves of $57 and $96 at December 31, 2021 and December 31, 2020, respectively	3,133	3,644
Other receivables	7,005	3,314
Prepaid expenses and other current assets	7,244	7,524
Current assets of discontinued operations	0	13,920
Total current assets	247,952	108,569
Property and equipment, net	19,315	17,517
Operating lease right-of-use assets, net	35,370	34,349
Goodwill	22,218	22,358
Other assets	1,611	386
Long-term assets of discontinued operations	0	31,717
Total assets	326,466	214,896
Current liabilities:
Trade accounts payable	36,450	34,613
Accrued expenses	31,643	26,242
Current portion of operating lease liabilities	10,104	9,399
Current portion of long-term debt and finance lease obligations	222	3,411
Deferred revenue	4,391	4,595
Current liabilities of discontinued operations	0	6,285
Total current liabilities	82,810	84,545
Long-term debt and finance lease obligations, less current portion	89	39,069
Deferred revenue, less current portion	833	1,341
Operating lease liabilities	30,393	30,012
Other liabilities	2,565	5,286
Long-term liabilities of discontinued operations	0	545
Total liabilities	116,690	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; 22,131,546 and 20,408,558 issued at December 31, 2021 and December 31, 2020, respectively; and 22,098,079 and 20,375,091 outstanding at December 31, 2021 and December 31, 2020, respectively	21	20
Additional paid-in capital	177,511	168,244
Retained earnings (accumulated deficit)	33,522	(113,712)
Accumulated other comprehensive loss	(1,153)	(329)
Treasury stock at cost, 33,467 shares	(125)	(125)
Total shareholders’ equity	209,776	54,098
Total liabilities and shareholders’ equity	$ 326,466	$ 214,896

Income Taxes - Income Tax Expense (Benefit) (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Income tax benefit computed at statutory rate	$ (2,433)	$ (1,015)
Items not deductible for tax purposes	502	178
Foreign rate differential	26	188
Change in valuation allowance	(1,341)	1,647
State taxes	823	140
Taxes on foreign earnings	894	0
Losses not benefited for tax	2,608	0
Other	451	202
Provision for income taxes	$ 1,530	$ 1,340

Income Taxes (Tables)

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Consolidated Income (Loss) From Operations before Income Taxes, By Domestic and Foreign Entities

The consolidated income (loss) from operations before income taxes, by domestic and foreign entities, is as follows (in thousands):


	Year Ended December 31,
	2021		2020
Domestic	$	(9,913)	$	(5,021)
Foreign	(2,195)		189
Total	$	(12,108)	$	(4,832)

Reconciliation of the Difference between Expected Income Tax Expense (Benefit) from Operations

A reconciliation of the difference between the expected income tax expense (benefit) from operations at the US federal statutory corporate tax rate of 21% and the Company’s effective tax rate is as follows (in thousands):


	Year Ended December 31,
	2021		2020
Income tax benefit computed at statutory rate	$	(2,433)	$	(1,015)
Items not deductible for tax purposes	502		178
Foreign rate differential	26		188
Change in valuation allowance	(1,341)		1,647
State taxes	823		140
Taxes on foreign earnings	894		—
Losses not benefited for tax	2,608		—
Other	451		202
Provision for income taxes	$	1,530	$	1,340

Summary of Current and Deferred Income Tax Expense (Benefit)

Current and deferred income tax expense (benefit) is summarized as follows (in thousands):


	December 31,
	2021		2020
Current
Domestic	$	(352)	$	—
State	700		480
Foreign	180		769
Total Current	528		1,249
Deferred
Domestic	134		—
State	842		(42)
Foreign	26		133
Total Deferred	1,002		91
Provision for income taxes	$	1,530	$	1,340

Components of the Deferred Tax Asset (Liability)

The components of the deferred tax asset (liability) are as follows (in thousands):


	Year Ended December 31,
	2021		2020
Deferred tax assets:
Allowance for doubtful accounts	$	260	$	182
Inventory reserve	28		23
Property and equipment	—		1,802
Accrued expenses	1,914		705
Deferred revenue	902		269
State tax - deferred	482		946
Net operating loss carryforwards	2,299		14,328
Nonqualified stock options	2,264		2,371
Foreign tax credit carryforwards	1,573		—
Other	515		502
	10,237		21,128
Less - Valuation allowance	5,957		20,045
Total deferred tax assets	4,280		1,083
Deferred tax liabilities:
Property and equipment	(1,359)		—
Goodwill	(4,222)		(5,451)
Deferred tax liability on foreign earnings	(894)		—
Total deferred tax liabilities	(6,475)		(5,451)
Deferred tax liabilities, net	$	(2,195)	$	(4,368)

Debt Obligations - U.S. Credit Agreement - Additional Information (Details) - USD ($)		12 Months Ended
	Aug. 25, 2021	Dec. 31, 2021	Dec. 31, 2020
Line of Credit Facility [Line Items]
Loss on extinguishment of debt		$ 426,000	$ 0
US Credit Agreement \| Revolving loan
Line of Credit Facility [Line Items]
Credit facility maximum borrowing capacity	$ 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, amount	$ 62,500,000
Loss on extinguishment of debt		$ 400,000

Employee Savings Plan - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Retirement Benefits [Abstract]
Vesting term	3 years
Contribution amount	$ 0.5	$ 0.5

Employee Savings Plan	12 Months Ended
Employee Savings Plan	Dec. 31, 2021
Retirement Benefits [Abstract]
Employee Savings Plan	Employee Savings PlanThe Company has a defined contribution employee savings plan under Section 401(k) of the Internal Revenue Code. Substantially all full-time and part-time US employees are eligible to participate in the plan. The Company, at its discretion, may match employee contributions to the plan and also make an additional matching contribution in the form of profit sharing in recognition of the Company’s performance. The employer matching contributions are subject to a three-year vesting schedule based on the participant’s years of service with us. Our employees in Europe and Canada also have defined contribution plans. The Company contributed approximately $0.5 million for each of the years ended December 31, 2021 and 2020 to match an approved percentage of employee contributions.

- Definition

The entire disclosure for retirement benefits.

+ References

Reference 1: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 715
-SubTopic 20
-Section 55
-Paragraph 17
-URI http://asc.fasb.org/extlink&oid=123450688&loc=d3e4179-114921

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-Name Accounting Standards Codification
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Revenue from Contracts with Clients and Customers

12 Months Ended

Dec. 31, 2021

Revenue from Contract with Customer [Abstract]

Revenue from Contracts with Clients and Customers

Performance Obligations and Revenue Recognition Timing

A performance obligation is a promise in a contract to transfer a distinct good or service to the client or customer and is the unit of account in ASC 606. A contract’s transaction price is allocated to each distinct performance obligation and recognized as revenue when, or as, the performance obligation is satisfied.

Our performance obligations include order to cash, fulfillment and customer care services. For arrangements with multiple distinct performance obligations, we allocate consideration among the performance obligations based on their relative standalone selling price. Standalone selling price is the price at which we would sell a promised good or service separately to our clients and customers. Variable consideration, including discounts, rebates, incentives, penalties and other similar items, charged within these contracts is allocated to the individual reporting period in which the service was provided. The Company has determined that the above method provides a reasonable depiction of the transfer of services to the customer.

We typically price our professional services contracts on either a time and materials, fixed-price or a cost-plus margin basis.

For fixed-price arrangements, we typically recognize revenue based on the input method, as we believe that hours expended over time proportionately, based on actual hours to budgeted hours during the period, provides the most relevant measure of progress for these contracts. We measure the progress for our fixed-price arrangements using a proportional performance calculation based on the actual hours worked each month as a percentage of the total estimated project hours because it best depicts the transfer of control to the customer which occurs as we deliver the services and incur costs on our contracts. For time and materials contracts, we recognize revenue monthly based on the actual hours worked at the labor rates by job category and cost of materials plus margin. We recognize revenue for a performance obligation satisfied over time only if we can reasonably measure our progress toward complete satisfaction of the performance obligation. In some circumstances (for example, in the early stages of a contract), we may not be able to reasonably measure the outcome of a performance obligation, but we expect to recover the costs incurred in satisfying the performance obligation. In those circumstances, we will recognize revenue only to the extent of the costs incurred until such time that we can reasonably measure the outcome of the performance obligation.

Contracts that are billed on a time and materials basis typically are structured such that the amount the company bills at each point in time corresponds directly with the value of our performance to date. We have elected the ‘as-invoiced’ practical expedient for these contracts.

In addition, PFS has certain product revenue where it acts as a reseller in which we have determined we do not have ultimate control of the provisioning of the performance obligation. For these agreements, we recognize net revenue at a point in time when control transfers to the customer, typically at FOB shipping point.

Remaining performance obligations represent the transaction price of firm orders for which work has not yet been performed. This amount 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 December 31, 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 $5.6 million. We expect to recognize revenue on approximately 77% of the remaining performance obligations in 2022 and 100% through 2023.

Contract Assets and Contract Liabilities

Contract assets primarily relate to costs to fulfill assets capitalized for implementation services. Costs to fulfill assets are related to deferred costs, which are included within other current assets and other assets, and to software development costs, which are included within property and equipment in our consolidated balance sheets. Contract liabilities primarily relate to the advance consideration received from clients for contracts, including amounts received for implementation services which are not distinct performance obligations.

Our payment terms vary by the type and location of our clients and the type of services offered. The term between invoicing and when payment is due is generally not significant.

Contract balances consisted of the following (in thousands):


	December 31, 2021		December 31, 2020
Contract Assets
Costs to Fulfill	4,392		5,575
Total Contract Assets	$	4,392	$	5,575
Contract Liabilities
Accrued Contract Liabilities	$	2,673	$	1,214
Deferred Revenue	5,224		5,936
Total Contract Liabilities	$	7,897	$	7,150

Costs to fulfill contract assets decreased $1.2 million from December 31, 2020 to December 31, 2021, primarily due to an increase of approximately $7.2 million from new projects, offset by a decrease of approximately $8.4 million due to amortization and recognition of costs in the year ended December 31, 2021.

Contract liabilities were $7.2 million at December 31, 2020, of which $5.8 million was amortized to revenue during the year ended December 31, 2021.

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 consolidated balance sheet.

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


	Year Ended Year Ended December 31,
	2021		2020
Revenues:
Over time	$	259,690	$	249,995
Point-in-time	17,612		22,865
Total revenues	$	277,302	$	272,860

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


	Year Ended Year Ended December 31,
	2021		2020
Revenues by region:
United States	$	226,097	$	212,908
Canada	5,823		4,780
Europe	45,382		55,172
Total revenues	$	277,302	$	272,860

- 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
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
-URI http://asc.fasb.org/topic&trid=49130388

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 606
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+ Details

Discontinued Operations - Narrative (Details) $ in Thousands		3 Months Ended	12 Months Ended
	Aug. 25, 2021 USD ($) shares	Dec. 31, 2021 USD ($)	Dec. 31, 2021 USD ($) segment	Dec. 31, 2020 USD ($)	Jul. 02, 2021 USD ($)
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Gain on sale			$ 200,817	$ 0
Number of operating segments \| segment			1
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	200,800		$ 200,817	$ 0
Amount of continuing cash flows after disposal			15,000
Tax payments	$ 35,000	$ 30,000
Transaction services			1,300
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
Live Area \| Selling, General and Administrative Expenses
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Transaction services			1,300
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 \| Restricted Stock \| Share-based Payment Arrangement, Employee
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Granted (in shares) \| shares	635,000
Live Area \| Stock Options \| Share-based Payment Arrangement, Employee
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items]
Granted (in shares) \| shares	160,000

Goodwill	12 Months Ended
Goodwill	Dec. 31, 2021
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill	Goodwill During 2021 goodwill decreased by $0.1 million and in 2020 increased by $0.1 million due to the impact of foreign currency translation. The Company’s annual goodwill impairment test as of October 1, 2021 was performed for its reporting unit by completing the qualitative assessment to determine whether it is more likely than not the fair value of a reporting unit is less than its carrying amount. We determined that it was not more likely than not that the fair value of a reporting unit was less than its carrying amount and, therefore, did not result in an impairment as of December 31, 2021.

Stock and Stock Options - Summary of Market-Based Restricted Stock and Unit Award Grant Estimated Under the Plans (Details) - $ / shares	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	0.00%	0.00%
Expected stock price volatility	57.00%	56.00%
Risk-free interest rate	0.70%	0.40%
Expected term (years)	6 years	6 years
Market-Based Restricted Stock and Unit Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Expected dividend yield	0.00%	0.00%
Expected stock price volatility	75.30%	68.20%
Risk-free interest rate	0.30%	0.20%
Expected term (years)	3 years	3 years
Weighted average grant date fair value (in dollars per share)	$ 7.11	$ 6.68

Revenue from Contracts with Clients and Customers - Summary of Revenues Disaggregated by Revenue Source, Timing of Revenue Recognition and Region (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Revenues:
Disaggregated revenue	$ 277,302	$ 272,860
United States
Revenues:
Disaggregated revenue	226,097	212,908
Canada
Revenues:
Disaggregated revenue	5,823	4,780
Europe
Revenues:
Disaggregated revenue	45,382	55,172
Over time
Revenues:
Disaggregated revenue	259,690	249,995
Point-in-time
Revenues:
Disaggregated revenue	$ 17,612	$ 22,865

- 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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-Subparagraph (SX 210.5-03(1))
-URI http://asc.fasb.org/extlink&oid=123367319&loc=SL114868664-224227

+ Details

Long Lived Assets

12 Months Ended

Dec. 31, 2021

Segment Reporting [Abstract]

Long Lived Assets

The following table represents geographic information by area (in thousands):


	December 31,
	2021		2020
Long-lived assets
United States	$	57,376	$	53,096
Europe	18,894		18,426
Canada	1,170		1,725
India	1,074		1,363
Total long-lived assets	$	78,514	$	74,610

- Definition

The entire disclosure for reporting segments including data and tables. Reportable segments include those that meet any of the following quantitative thresholds a) it's reported revenue, including sales to external customers and intersegment sales or transfers is 10 percent or more of the combined revenue, internal and external, of all operating segments b) the absolute amount of its reported profit or loss is 10 percent or more of the greater, in absolute amount of 1) the combined reported profit of all operating segments that did not report a loss or 2) the combined reported loss of all operating segments that did report a loss c) its assets are 10 percent or more of the combined assets of all operating segments.

+ References

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+ Details

Overview and Basis of Presentation

12 Months Ended

Dec. 31, 2021

Organization, Consolidation and Presentation of Financial Statements [Abstract]

Overview and Basis of Presentation

Description of the Company

PFSweb, Inc. and its subsidiaries are collectively referred to as the “Company”, "PFSweb", “us”, “we” or “our”; “Supplies Distributors” collectively refers to Supplies Distributors, Inc. and its subsidiaries; and “PFS” refers to PFSweb, Inc. and its subsidiaries, excluding Supplies Distributors.

PFSweb is a global provider of omnichannel commerce solutions, including a broad range of technology, infrastructure and professional services, to major brand name companies and others seeking to optimize their supply chain and to enhance their online and traditional business channels and initiatives in the United States, Canada and Europe. PFSweb’s service offerings include order fulfillment, fulfillment-as-a-Service, order management and customer care.

Supplies Distributors and PFS operate under distributor agreements with Ricoh Company Limited and Ricoh USA Inc., a strategic business unit within the Ricoh Family Group of Companies (collectively hereafter referred to as “Ricoh”), under which Supplies Distributors acts as a distributor of various Ricoh products. Supplies Distributors sells its products primarily in the United States. Pursuant to agreements between PFS and Supplies Distributors, PFS provides transaction management and fulfillment services to Supplies Distributors. As a result of a restructure of Ricoh, the distributor agreements ended in March 2022. See Note 17 Subsequent Events.

Supplies Distributors also maintains agreements with certain additional clients where it operates as an agent for the resale of product between the client and the customer, and records product revenue net of cost of product revenue as a component of service fee revenue.

Basis of Presentation

The consolidated financial statements contained in this Annual Report on Form 10-K were prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP") for all periods presented and include the accounts of the Company and its majority owned subsidiaries over which the Company exercises control.

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 Annual Report on Form 10-K for the year ended December 31, 2021 (this "Form 10-K") have been recast to present LiveArea as a discontinued operation. 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 consolidated financial statements for the year ended December 31, 2020 to correct the error.

The accompanying financial statements and relevant footnotes to the consolidated financial statements in this Form 10-K 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 consolidated financial statements for the year ended December 31, 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


	Year Ended December 31, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Income from discontinued operations before income taxes	$	—	$	1,401	$	—	$	1,401
Income tax expense, net	—		733		(535)		198
Net income from discontinued operations	—		668		535		1,203
Net loss	$	(5,504)	$	—	$	535	$	(4,969)

Basic earnings (loss) per share:
Net income loss from discontinued operations per share	$	—	$	0.03	$	0.03	$	0.06
Basic loss per share	$	(0.28)	$	—	$	0.03	$	(0.25)
Diluted earnings (loss) per share:
Net income from discontinued operations per share	$	—	$	0.03	$	0.03	$	0.06
Diluted loss per share	$	(0.28)	$	—	$	0.03	$	(0.25)

Comprehensive loss:
Net loss	$	(5,504)	$	—	$	535	$	(4,969)
Total comprehensive loss	$	(4,532)	$	—	$	535	$	(3,997)

The effect of the above adjustments on the consolidated statement of shareholders’ equity for the year ended December 31, 2020 is as follows (in thousands):


	Year Ended December 31, 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	(5,504)		—		535		(4,969)
Balance, December 31, 2020	$	(115,447)	$	—	$	1,735	$	(113,712)

The effect of the above adjustments on the consolidated statement of cash flows for the year ended December 31, 2020 is as follows (in thousands):


	Year Ended December 31, 2020
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Cash flows from operating activities:
Net loss	$	(5,504)	$	—	$	535	$	(4,969)
Deferred income taxes	$	403	$	—	$	(535)	$	(132)
Net cash provided by operating activities	$	1,796	$	—	$	—	$	1,796


	Three Months Ended March 31, 2021
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Loss from discontinued operations before income taxes	$	—	$	(821)	$	—	$	(821)
Income tax expense, net	—		733		(157)		576
Net loss from discontinued operations	—		(1,554)		157		(1,397)
Net loss	$	(2,381)	$	—	$	157	$	(2,224)

Basic loss per share:
Net loss from discontinued operations per share	$	—	$	(0.08)	$	0.01	$	(0.07)
Basic loss per share	$	(0.11)	$	—	$	0.01	$	(0.10)
Diluted loss per share:
Net loss from discontinued operations per share	$	—	$	(0.08)	$	0.01	$	(0.07)
Diluted loss per share	$	(0.11)	$	—	$	0.01	$	(0.10)

Comprehensive loss:
Net loss	$	(2,381)	$	—	$	157	$	(2,224)
Total comprehensive loss	$	(2,736)	$	—	$	157	$	(2,579)

The effect of the above adjustments on the unaudited condensed consolidated statement of shareholders’ equity for the three months ended March 31, 2021 is as follows (in thousands):


	Three Months Ended March 31, 2021
			Adjustments
Accumulated deficit	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Balance, December 31, 2020	$	(115,447)	$	—	$	1,735	$	(113,712)
Net loss	(2,380)		—		157		(2,223)
Balance, March 31, 2021	$	(117,827)	$	—	$	1,892	$	(115,935)

The effect of the above adjustments on the unaudited condensed consolidated statement of cash flows for the three months ended March 31, 2021 is as follows (in thousands):


	Three Months Ended March 31, 2021
			Adjustments
	As Previously Reported		Discontinued Operations		Deferred Tax Asset		As Revised
Cash flows from operating activities:
Net loss	$	(2,380)	$	—	$	157	$	(2,223)
Deferred income taxes	$	173	$	—	$	(157)	$	16
Net cash provided by operating activities	$	8,484	$	—	$	—	$	8,484

COVID-19 Pandemic

We continue to monitor the impact of the COVID-19 pandemic (and any variants thereof) on all aspects of our business. While the COVID-19 pandemic has not had a material adverse impact on our results of operations to date, the future impacts of the pandemic and any resulting economic impact are still uncertain as the pandemic continues to evolve. We have experienced labor rate increases in certain of our markets for fulfillment activities and labor shortages in all markets. We believe this will continue and that this could impact our overall fulfillment related costs and staffing. In the interim, we are leveraging our multi-node network and distributing work to our centers with more available labor and/or lower costs, implementing certain productivity enhancements, working together with our clients to reduce costs, and offsetting the cost increases with price increases where necessary.

We have taken a number of precautionary measures designed to help minimize the risk of the spread of the virus to our employees and adjusted our operations wherever necessary to help ensure a safe environment for our staff across business functions. As a result of the impact of COVID-19, many businesses continue to experience short-term or long-term liquidity issues. Based on our current expectations, we believe we have the appropriate financial structure in place to support our own business operations through the pandemic. However, we do expect ongoing potential risk from the viability of clients and their ability to make payments on time as a result of the pandemic. We have and will continue to closely monitor our clients’ financial results, payment patterns and business updates in an effort to minimize any potential credit risk impact.

While many of the related restrictions have been lifted, we have also seen a resurgence of the virus (including new variants) in many geographic regions, which could have a negative impact on our business and adversely affect the Company’s results of operations, cash flows and financial position as well as that of our clients.

We incurred additional costs related to the enhanced cleaning regimen implemented in our facilities and purchases of personal protective equipment ("PPE") for employees. However, for the years ended December 31, 2021 and 2020, the increased costs related to the COVID-19 pandemic, excluding hourly wage rate related labor cost increases, were not material. We will continue to monitor these for potential impacts to future cash flow.

On March 27, 2020, the Coronavirus Aid, Relief and Economic Security (“CARES”) Act was enacted and signed into law. The Company has made use of the allowance granted under section 2302 of the CARES Act, which permits employers to forgo timely payment of the employer portions of Social Security and RRTA taxes that would otherwise be due from March 27 through December 31, 2020, without penalty or interest charges. We have elected this option and it has resulted in deferred payments totaling $3.7 million, due in equal payments on December 31, 2021 and December 31, 2022. Similarly, the UK and Belgium governments have granted businesses the option to defer the payment of certain value-added tax ("VAT") amounts from calendar year 2020 to calendar year 2021. We have elected to take advantage of the options available to us from these allowances.

Debt Obligations

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Debt Obligations

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


	December 31,
	2021		2020
US Credit Agreement:
Revolving loan	$	—	$	33,500
Equipment loan	—		8,035
Debt issuance costs	—		(224)
Finance leases	311		1,049
Other	—		120
Total	311		42,480
Less current portion of long-term debt	222		3,411
Long-term debt, less current portion	$	89	$	39,069

US 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 revolving loan facility was 2.52%.

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 consolidated statement of operations and comprehensive income (loss) for the year ended December 31, 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.

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+ Details

Goodwill - Additional Information (Details) - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Goodwill and Intangible Assets Disclosure [Abstract]
Goodwill changed due to foreign currency translation	$ (0.1)	$ 0.1

Stock and Stock Options - Additional Information (Details) - USD ($) $ / shares in Units, $ in Thousands		12 Months Ended
	Jun. 08, 2000	Dec. 31, 2021	Dec. 31, 2020
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of preferred stock purchase rights issued per common share (in shares)	1
Number of shares which preferred stock purchase rights are convertible into (in shares)		0.001
Preferred stock purchase rights at exercise price ( in dollars per share)		$ 65
Percentage of outstanding shares of common stock to exercise preferred stock purchase rights		20.00%
Preferred stock purchase rights expiration term after 2021 annual meeting		30 days
Stock-based compensation expense		$ 9,398	$ 10,785
Total unrecognized compensation costs		$ 1,600
Weighted average period		10 months 24 days
Reduction of shares available for grant (in shares)		1.22
Total intrinsic value of options and non-plan options exercised		$ 2,900	300
Directors
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock issued during period		30	30
Selling, General and Administrative Expenses
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock-based compensation expense		$ 9,400	$ 10,800
Stock Options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and stock option plans vesting terms period		3 years
Quarterly vesting percentage		8.33%
Stock options exercised within period		10 years
Service-Based Restricted Stock and Restricted Stock Unit Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share)		$ 7.11
Service-Based Restricted Stock and Restricted Stock Unit Awards \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and stock option plans vesting terms period		2 years
Service-Based Restricted Stock and Restricted Stock Unit Awards \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and stock option plans vesting terms period		4 years
Performance-Based Restricted Stock and Unit Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share)		$ 7.14
Performance-Based Restricted Stock and Unit Awards \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and stock option plans vesting terms period		3 years
Performance-Based Restricted Stock and Unit Awards \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and stock option plans vesting terms period		4 years
Market-Based Restricted Stock and Unit Awards
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share)		$ 6.79
Market-Based Restricted Stock and Unit Awards \| Minimum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and stock option plans vesting terms period		3 years
Market-Based Restricted Stock and Unit Awards \| Maximum
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Stock options and stock option plans vesting terms period		4 years
Employee Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Outstanding stock options authorized for issuance (in shares)		10,442,340
Future grants under the stock option plans (in shares)		1,350,048
Reduction of shares available for grant (in shares)		1
Weighted average fair value per share of options granted (in dollars per share)		$ 3.92	$ 3.51
Employee Plan \| Restricted Shares
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Granted (in dollars per share)		$ 7.11	$ 5.45
Total fair value of performance shares vested		$ 6,400	$ 7,700

Leases - Additional Information (Details) $ in Millions	12 Months Ended
Leases - Additional Information (Details) $ in Millions	Dec. 31, 2021 USD ($) commitment	Dec. 31, 2020 USD ($)
Leases [Abstract]
Finance lease asset	$ 0.3	$ 0.9
Finance lease, right-of-use asset, statement of financial position [Extensible List]	Property and equipment, net	Property and equipment, net
Operating lease, weighted-average remaining lease term	4 years 10 months 24 days	5 years 3 months 18 days
Operating lease, weighted-average discount rate	5.60%	5.80%
Finance lease, weighted-average remaining lease term	1 year 7 months 6 days	1 year 7 months 6 days
Finance lease, weighted-average discount rate	4.30%	5.40%
Remaining lease term	8 years 6 months
Extension term	10 years
Termination period	1 year
Number of operating lease commitment \| commitment	1
Amount of operating lease commitments not commenced	$ 8.4
Term of operating lease commitments not commenced	5 years

Long Lived Assets - Geographic Information By Area (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	$ 78,514	$ 74,610
United States
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	57,376	53,096
Europe
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	18,894	18,426
Canada
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	1,170	1,725
INDIA
Revenues from External Customers and Long-Lived Assets [Line Items]
Total long-lived assets	$ 1,074	$ 1,363

Income Taxes

12 Months Ended

Dec. 31, 2021

Income Tax Disclosure [Abstract]

Income Taxes

The consolidated income (loss) from operations before income taxes, by domestic and foreign entities, is as follows (in thousands):


	Year Ended December 31,
	2021		2020
Domestic	$	(9,913)	$	(5,021)
Foreign	(2,195)		189
Total	$	(12,108)	$	(4,832)


	Year Ended December 31,
	2021		2020
Income tax benefit computed at statutory rate	$	(2,433)	$	(1,015)
Items not deductible for tax purposes	502		178
Foreign rate differential	26		188
Change in valuation allowance	(1,341)		1,647
State taxes	823		140
Taxes on foreign earnings	894		—
Losses not benefited for tax	2,608		—
Other	451		202
Provision for income taxes	$	1,530	$	1,340

Current and deferred income tax expense (benefit) is summarized as follows (in thousands):


	December 31,
	2021		2020
Current
Domestic	$	(352)	$	—
State	700		480
Foreign	180		769
Total Current	528		1,249
Deferred
Domestic	134		—
State	842		(42)
Foreign	26		133
Total Deferred	1,002		91
Provision for income taxes	$	1,530	$	1,340

The components of the deferred tax asset (liability) are as follows (in thousands):


	Year Ended December 31,
	2021		2020
Deferred tax assets:
Allowance for doubtful accounts	$	260	$	182
Inventory reserve	28		23
Property and equipment	—		1,802
Accrued expenses	1,914		705
Deferred revenue	902		269
State tax - deferred	482		946
Net operating loss carryforwards	2,299		14,328
Nonqualified stock options	2,264		2,371
Foreign tax credit carryforwards	1,573		—
Other	515		502
	10,237		21,128
Less - Valuation allowance	5,957		20,045
Total deferred tax assets	4,280		1,083
Deferred tax liabilities:
Property and equipment	(1,359)		—
Goodwill	(4,222)		(5,451)
Deferred tax liability on foreign earnings	(894)		—
Total deferred tax liabilities	(6,475)		(5,451)
Deferred tax liabilities, net	$	(2,195)	$	(4,368)

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 tax assets as of December 31, 2021 and 2020. The remaining net deferred tax assets at both December 31, 2021 and 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 both December 31, 2021 and 2020 primarily relate to goodwill related from a prior acquisition are included in other long-term liabilities on the consolidated balance sheets. The Company has state and foreign net operating loss carryforwards of $6.1 million, and $10.5 million that expire at various dates from 2021 through 2036. The Company also has foreign tax credit carryforwards of $1.6 million that will expire in 2031.

For federal income tax purposes, tax years that remain subject to examination include years 2018 through 2021. 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 2017 to 2021. For Canada, tax years that remain subject to examination include years 2014 to 2021, depending on the subsidiary. For state income tax purposes, the tax years that remain subject to examination include years 2017 to 2021, depending upon the jurisdiction in which the Company files tax returns. The Company and its subsidiaries has one income tax return in the process of examination. The Company does not expect these examinations will result in material unrecognized tax expense.

At both December 31, 2021 and 2020, we had immaterial amounts of accrued interest and penalties related to unrecognized tax benefits.

Gross unrecognized tax benefits, all of which, if recognized, would affect our effective tax rate were $0.2 million as of December 31, 2021, all of which arose in the current year. We do not believe that it is reasonably possible that our unrecognized tax benefits will significantly change in the next twelve months.

On December 22, 2017, the Tax Cuts and Jobs Act ("Tax Act") was enacted. The Tax Act imposes a mandatory transition tax on accumulated foreign earnings as of December 31, 2017. Effective January 1, 2018, the Tax Act creates a new territorial tax system in which we recognize the tax impact of including certain foreign earnings in U.S. taxable income as a period cost. For the year ended December 31, 2021, we do not anticipate incurring a global intangible low-taxed income or GILTI liability; however, to the extent that we incur expense under the GILTI provisions, we will treat it as a component of income tax expense in the period incurred. As of December 31, 2021, there were no undistributed earnings of certain foreign subsidiaries to be permanently reinvested. Accordingly, no provision for foreign or state income taxes associated with these foreign subsidiaries has been made. We have recorded deferred income taxes related to the earnings that are not indefinitely reinvested.

- 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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 21
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32857-109319

Reference 2: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 11.C)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330215-122817

Reference 3: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 17
-Subparagraph (b)
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32809-109319

Reference 4: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SAB TOPIC 6.I.5.Q1)
-URI http://asc.fasb.org/extlink&oid=122134291&loc=d3e330036-122817

Reference 5: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 10
-Section 50
-Paragraph 14
-URI http://asc.fasb.org/extlink&oid=121826272&loc=d3e32705-109319

Reference 6: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 270
-Section 50
-Paragraph 1
-URI http://asc.fasb.org/extlink&oid=6424409&loc=d3e44925-109338

Reference 7: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-URI http://asc.fasb.org/topic&trid=2144680

Reference 8: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 740
-SubTopic 30
-Section 50
-Paragraph 2
-Subparagraph (a)
-URI http://asc.fasb.org/extlink&oid=6424122&loc=d3e41874-109331

Reference 9: http://www.xbrl.org/2003/role/disclosureRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(h)(2))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

+ Details

Earnings Per Share - Additional Information (Details) - shares shares in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Earnings Per Share [Abstract]
Outstanding common stock excluded from calculations of diluted earnings per share (in shares)	2.0	3.6

Property and Equipment

12 Months Ended

Dec. 31, 2021

Property, Plant and Equipment [Abstract]

Property and Equipment

The components of property and equipment as of December 31, 2021 and 2020 are as follows (in thousands):


	December 31,				Depreciable Life
	2021		2020
Purchased and capitalized software costs	$	35,000	$	35,575	1-10 years
Furniture, fixtures and equipment	32,436		29,259		3-10 years
Computer equipment	14,512		14,513		3 years
Leasehold improvements	8,294		15,915		3-10 years
In-process assets	1,926		2,081
	92,168		97,343
Less-accumulated depreciation and amortization	(72,853)		(79,826)
Property and equipment, net	$	19,315	$	17,517

Depreciation and amortization expense related to property and equipment, excluding finance leases, for the years ended December 31, 2021 and 2020 was $6.7 million in both years.

The Company’s property and equipment held under finance leases amount to approximately $0.3 million and $0.9 million, net of accumulated amortization of approximately $3.3 million and $2.3 million, at December 31, 2021 and 2020, respectively. Depreciation and amortization expense related to finance leases for the years ended December 31, 2021 and 2020 was $0.9 million in both years.

Property and Equipment - Additional Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Property, Plant and Equipment [Abstract]
Depreciation	$ 6,700	$ 6,700
Property and equipment held under finance leases	300	900
Property and equipment held under finance leases, accumulated amortization	3,300	2,300
Depreciation and amortization	$ 875	$ 919

Related Party Transactions (Details) $ in Millions	12 Months Ended
Related Party Transactions (Details) $ in Millions	Dec. 31, 2021 USD ($)
Directors
Related Party Transaction [Line Items]
Cost of revenue	$ 1.1
Accounts payable	$ 0.2
Pilot Freight Services
Related Party Transaction [Line Items]
Ownership percentage (less than)	1.00%

Revenue from Contracts with Clients and Customers - Summary of Contract Balances (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Contract Assets
Costs to Fulfill	$ 4,392	$ 5,575
Contract Liabilities
Accrued Contract Liabilities	2,673	1,214
Deferred Revenue	5,224	5,936
Total Contract Liabilities	$ 7,897	$ 7,150

Significant Accounting Policies (Policies)	12 Months Ended
Significant Accounting Policies (Policies)	Dec. 31, 2021
Accounting Policies [Abstract]
Basis of Presentation	Basis of Presentation The consolidated financial statements contained in this Annual Report on Form 10-K were prepared in accordance with accounting principles generally accepted in the United States of America ("US GAAP") for all periods presented and include the accounts of the Company and its majority owned subsidiaries over which the Company exercises control. 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 Annual Report on Form 10-K for the year ended December 31, 2021 (this "Form 10-K") have been recast to present LiveArea as a discontinued operation. See Note 3. Discontinued Operations for additional information on our sale of LiveArea.
Revision of Previously Issued Consolidated Financial Statements	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 consolidated financial statements for the year ended December 31, 2020 to correct the error. The accompanying financial statements and relevant footnotes to the consolidated financial statements in this Form 10-K 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 consolidated financial statements for the year ended December 31, 2020.
Principles of Consolidation	Principles of Consolidation All intercompany accounts and transactions have been eliminated in consolidation.
Use of Estimates	Use of Estimates The preparation of consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America (“US 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, selling, general and administrative expenses and income tax expense in these 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 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 consolidated financial statements are fairly stated in accordance with US GAAP and provide a fair presentation of the Company’s financial position and results of operations.
Revenue and Cost Recognition	Revenue and Cost Recognition The Company derives revenue primarily from services provided under contractual arrangements with our clients or from the sale of products under our distributor agreements. The majority of our revenue is derived from contracts and projects that can span from a few months to three to five years. The Company recognizes revenue when control of the promised goods or services is transferred to its clients and customers, in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. Control is transferred to a client or customer when, or as, the client or customer obtains control over that asset. The transaction price includes fixed and, in certain contracts, variable consideration. Variable consideration contained within our contracts includes discounts, rebates, incentives, penalties and other similar items. When a contract includes variable consideration, the Company estimates the variable consideration to determine whether any of it needs to be constrained. The Company includes the variable consideration in the transaction price only to the extent that it is probable that a significant reversal of the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. We estimate variable consideration and constraints based on our review of the contract terms and conditions. Variable consideration and constraint amounts also consider the most likely amounts based on our history with the customer. If no history is available, then we will recognize the most likely amount based on the range of possible consideration amounts. Variable consideration was not significant for the years ended December 31, 2021 and 2020. Variable consideration and constraints are updated at each reporting date. The Company’s billings for reimbursement of out-of-pocket expenses related to our Service Fee Revenues, consisting primarily of freight and shipping supplies, are included in pass-through revenues. Other items included in pass-through revenues include travel and certain third-party vendor expenses such as telecommunication charges. These other pass-through revenues are not deemed a material percentage of total revenues. In certain of our contracts, our clients elect to handle their shipping related costs directly with the carriers. Therefore, we present pass-through revenues separately, as we believe it provides better transparency to our core services. Incremental costs to obtain a contract (such as sales commissions) are expensed when incurred when the amortization period is one year or less; otherwise, incremental contract costs are expensed over time as promised goods and services are transferred to a customer. Recurring operating costs for contracts with clients and customers are recognized as incurred. Certain eligible, nonrecurring costs incurred in the initial phases of our contracts are capitalized when such costs (1) relate directly to the contract, (2) generate or enhance resources that will be used in satisfying the performance obligation in the future and (3) are expected to be recovered. Capitalized amounts are monitored regularly for impairment. The Company enters into contracts with clients and customers that contain multiple promises to transfer control of multiple products and/or services. To the extent a contract includes provisioning multiple products or services, judgment is applied to determine whether promised deliverables are distinct and are distinct in the context of the contract. If this criterion is not met, sales of different products or services are accounted for as a combined performance obligation. For arrangements with multiple distinct performance obligations, consideration is allocated among the performance obligations based on their relative standalone selling price. Standalone selling price is the price at which we would sell a promised good or service separately to the client or customer. Our warranties generally provide a client or customer with assurance that the related deliverable will function as the parties intended because it complies with agreed-upon specifications and is therefore not considered an additional performance obligation in the contract. The Company may execute more than one contract or agreement with a single client or customer. The separate contracts or agreements may be viewed as one combined arrangement or separate agreements for revenue recognition purposes. In order to reach appropriate conclusions regarding whether such agreements should be combined, the Company evaluates whether the agreements were negotiated as a package with a single commercial objective, whether the amount of consideration to be paid in one agreement depends on the price and/or performance of another agreement, or whether the good or services promised in the agreements represent a single performance obligation. The conclusions reached can impact the identification of distinct performance obligations, allocation of the transaction price to each performance obligation and the timing of revenue recognition related to those arrangements. For contracts recognized over time, we recognize the estimated loss to the extent the project has been completed based on actual hours incurred compared to the total estimated hours. A loss is recognized when the current estimate of the consideration we expect to receive, modified to include any variable consideration, is less than the current estimate of total costs for the contract. Service Fee Revenue The Company’s service fee revenue primarily relates to our order to cash, fulfillment, and customer care services. The Company typically charges its service fee revenue on either a time and materials, fixed price, cost-plus a margin, a percent of shipped revenue, or retainer basis for professional services, or a per transaction basis, such as a per item basis for fulfillment services or a per labor hour basis for customer contact center services. Additional fees are billed for other services. Product Revenue Depending on the terms of the customer arrangement, product revenue and product cost is recognized at the point the customer gains control of the asset. The specific point in time when control transfers depends on the contract with the customer. Typically, our terms are Freight on Board (“FOB”) Shipping point, which we believe to be indicative of when control is transferred. We permit our customers to return product. Product revenue is reported net of projected future returns. Future returns are estimated based on historical return information. Management also considers any other current information and trends in making estimates. Gross versus Net Revenue In instances where revenue is derived from product sales from a third-party, we record revenue on a gross basis when we are a principal to the transaction and net of costs when we are acting as an agent between the customer or client and the vendor. We are the principal and record revenue on a gross basis if we control a promised good or service before transferring that good or service to the customer. We are an agent and record revenue on a net basis for what we retain for agency services if our role is to arrange for another entity to control the promised goods or services. Practical expedients Accounting Standards Codification 606, Revenue from Contracts with Customers ("ASC 606") allows entities to use several practical expedients, including the as-invoiced practical expedient, determining whether a significant financing component exists, treatment of sales and usage-based taxes, and the recognition of certain incremental costs of obtaining a contract with a client or customer. Contracts of less than a year with a financing component will be expensed in that period as a practical expedient. Our current contracts do not have a financing component. Commissions on contracts of less than one year will be expensed as a practical expedient. Commissions will be capitalized on contracts over one year. As of December 31, 2021 and 2020, we did not have any material commissions on contracts in excess of one year. We present our revenues net of sales and usage-based tax as a practical expedient. Contract modifications Contract modifications are routine in our industry. For each modification, the Company assesses whether the modification changes the scope and or price of the original agreement and whether those changes are commensurate with stand-alone selling price. Based on the results of this assessment, the Company either accounts for the modification as a separate contract, as a change in the original contract, or as a termination of the old contract and creation of a new contract in accordance with Accounting Standards Codification (“ASC”) 606-10-25-12.
Cash and Cash Equivalents	Cash and Cash Equivalents Cash equivalents are defined as short-term highly liquid investments with original maturities, when acquired, of three months or less. At times, the Company has cash balances in domestic bank accounts that exceed Federal Deposit Insurance Corporation insured limits. The Company has not experienced any losses related to these cash concentrations.
Accounts Receivable	Accounts Receivable The Company recognizes revenue and records trade accounts receivable, pursuant to the methods described above, when collectability is reasonably assured. Collectability is evaluated in the aggregate and on an individual customer or client basis taking into consideration payment due date, historical payment trends, current financial position, results of independent credit evaluations and payment terms. Related reserves are determined by either using percentages applied to certain aged receivable categories based on historical results, reevaluated and adjusted as additional information is received, or a specific identification method. After all attempts to collect a receivable have failed, the receivable is written off against the allowance for doubtful accounts.
Other Receivables	Other Receivables Other receivables primarily include amounts due from Ricoh for costs incurred by the Company under the distributor agreements and value added tax receivables.
Inventories	Inventories Inventories (all of which are finished goods) are stated at the lower of weighted average cost and net realizable value. The Company establishes inventory reserves based upon estimates of declines in values due to inventories that are slow moving or obsolete, excess levels of inventory or values assessed at lower than cost. Supplies Distributors assumes responsibility for slow-moving inventory under its Ricoh distributor agreements, subject to certain termination rights, but has the right to return product rendered obsolete by engineering changes, as defined. In the event PFSweb, Supplies Distributors and Ricoh terminate the distributor agreements, the agreements provide for the parties to mutually agree on a plan of disposition of Supplies Distributors’ then existing inventory. In the first half of 2022, Ricoh distributor agreement was terminated as a result of the restructuring of our client and as a result, the Company does not expect to have inventory following the termination of this agreement. See Note 17. Subsequent Events.
Property and Equipment	Property and Equipment The Company makes judgments and estimates in conjunction with the carrying value of property and equipment, including amounts to be capitalized, depreciation and amortization methods and useful lives. Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the respective assets. Capitalized implementation costs are depreciated over the respective client expected performance period. Leasehold improvements are amortized over the shorter of the useful life of the related asset or the remaining lease term. When events or changes in circumstances indicate that the carrying amount of our property and equipment might not be recoverable, the expected future undiscounted cash flows from the asset are estimated and compared with the carrying amount of the asset. If the sum of the estimated undiscounted cash flows is less than the carrying amount of the asset, an impairment loss is recorded. The impairment loss is measured by comparing the fair value of the asset with its carrying amount. Fair value is generally determined based on discounted cash flows or appraised values, as appropriate.
Leases	Leases Lease assets and liabilities are recognized at the commencement date of an arrangement where it is determined at inception that a lease exists. Lease assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. These assets and liabilities are initially recognized based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use an incremental borrowing rate based on the information available at the lease commencement date to discount payments to the present value. Some of these leases contain rent escalation clauses either fixed or adjusted periodically for inflation or market rates that are factored into our determination of lease payments. We also have variable lease payments that do not depend on a rate or index, primarily for items such as common area maintenance and real estate taxes, which are recorded as variable costs when incurred. The lease asset excludes incentives and initial direct costs incurred. Lease terms include options to extend or terminate the lease when it is reasonably certain that we will exercise that option.Our operating leases are included in operating lease right-of-use assets, current portion of operating lease liabilities and operating lease liabilities on the consolidated balance sheets. Our finance leases are included in property and equipment, long-term debt and finance lease obligations and current portion of long-term debt and finance lease obligations on the consolidated balance sheets. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheets. The expense for these short-term leases and operating leases is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components and have elected to combine as a single lease component. In addition, we utilized the portfolio approach to group leases with similar characteristics and did not use hindsight to determine lease term.
Goodwill	Goodwill Goodwill represents the excess of the purchase price over the fair value of the identifiable net assets acquired. Goodwill and other intangible assets with indefinite lives are not amortized to operations, but instead are reviewed for impairment at least annually on October 1, or more frequently when there is an indicator of impairment. Goodwill impairment exists when a reporting unit’s goodwill carrying value exceeds its implied fair value. The Company has no intangible asset with indefinite useful lives, other than goodwill. Accounting Standards Update (“ASU”) Topic 350: Testing Goodwill for Impairment (“ASU Topic 350”) permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the one-step quantitative goodwill impairment test. When performing the qualitative analysis, an entity evaluates relevant events and circumstances, including but not limited to, macroeconomic conditions, industry and market conditions, overall financial performance, reporting unit specific events and entity specific events. If, after completing the qualitative analysis, an entity concludes that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, it would not be required to perform the one-step quantitative impairment test for that reporting unit. In the event that the based on the results of the qualitative analysis, it is concluded that it is not more likely than not that the fair value of a reporting unit or indefinite-lived asset exceeds its carrying value, the one-step quantitative impairment test is performed. Under the quantitative test, the Company compares the fair value of the reporting unit with its carrying value, including goodwill. If the fair value of the reporting unit is less than its carrying value, the Company records an impairment charge equal to the excess of the carrying value over the related fair value. Fair value of the reporting unit is determined using a discounted cash flow analysis. If the Company is required to perform the quantitative test described in the preceding paragraph, it would determine fair value using generally accepted valuation techniques, including discounted cash flows and market multiple analyses. These types of analyses contain uncertainties because they require management to make assumptions and to apply judgment to estimate industry economic factors and the profitability of future business strategies. The Company’s valuation methodology for assessing impairment would require management to make judgments and assumptions based on historical experience and projections of future operating performance. If these assumptions differ materially from future results, the Company may record impairment charges in the future.
Foreign Currency Translation and Transactions	Foreign Currency Translation and Transactions The functional currency of each of the Company’s foreign subsidiaries is local currency. Assets and liabilities are translated at exchange rates in effect at the end of the period and income and expense items are translated at the average exchange rates on a monthly basis. Translation adjustments are accumulated and reported as a component of accumulated other comprehensive income (loss) in the consolidated statements of shareholders’ equity. The Company includes currency gains and losses on short-term intercompany advances in the determination of net income and loss. The Company reports gains and losses on intercompany foreign currency transactions that are of a long-term investment nature as a component of accumulated other comprehensive income (loss) in the consolidated statements of shareholders’ equity.
Stock-Based Compensation	Stock-Based Compensation The Company uses stock-based compensation, including stock options, deferred stock units and other market and performance stock-based awards to provide long-term performance incentives for its executives, key employees and non-employee directors. From the service inception date to the grant date, the Company recognizes compensation cost for all share-based payments based on the reporting date fair value of the award. After the grant date, compensation cost is measured based on the grant date fair value. Depending on the conditions associated with the vesting of the award, compensation cost is recognized on a straight-line or graded basis, net of estimated forfeitures, over the requisite service period of each award. The Company records compensation cost as a component of selling, general and administrative expenses in the consolidated statements of operations. The Company estimates the fair value of each option grant on the date of grant using the Black-Scholes option-pricing model and estimates the compensation cost for certain of the awards that have a market condition using a Monte-Carlo simulation. The estimated fair value for awards involves assumptions for expected dividend yield, stock price volatility, risk-free interest rates and the expected life of the award.
Income Taxes	Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amount more likely than not to be realized. The Company recognizes interest and penalties related to certain tax positions in income tax expense and monitors uncertain tax positions and recognizes tax benefits only when management believes the relevant tax positions would more likely than not be sustained upon examination.
Fair Value of Financial Instruments	Fair Value of Financial Instruments In accordance with ASC 825, Financial Instruments, fair value is determined utilizing a hierarchy of valuation techniques. The three levels of the fair value hierarchy are as follows: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs, other than quoted prices, that are observable for the asset or liability, either directly or indirectly; these include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. The carrying value of the Company’s financial instruments, which include cash and cash equivalents, accounts receivable, other receivables, trade accounts payable and debt, approximate their fair values at December 31, 2021 and 2020 based on short terms to maturity or current market prices and interest rates or observable inputs such as quoted prices in active markets. Nonrecurring Fair Value Measurements The purchase price of business acquisitions is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition dates, with any excess recorded as goodwill. The Company utilizes Level 3 inputs in the determination of the initial fair value of assets and liabilities. Non-financial assets such as goodwill, intangible assets, software development costs and property and equipment are subsequently measured at fair value when there is an indicator of impairment and recorded at fair value only when impairment is recognized.
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 consolidated financial statements.

Stock and Stock Options - Summary of Stock Option Activity Under the Plans (Details)	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Share-based Payment Arrangement [Abstract]
Expected dividend yield	0.00%	0.00%
Expected stock price volatility	57.00%	56.00%
Risk-free interest rate	0.70%	0.40%
Expected life of options (years)	6 years	6 years

Leases - Lease Cost (Details) - USD ($) $ in Thousands	12 Months Ended
Leases - Lease Cost (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Finance lease costs:
Amortization of right-of-use assets	$ 875	$ 919
Interest on lease liabilities	37	91
Operating lease costs	10,002	9,687
Variable lease costs	5,572	3,277
Short-term lease costs	1,625	1,302
Total lease costs	$ 18,111	$ 15,276

Commitments and Contingencies	12 Months Ended
Commitments and Contingencies	Dec. 31, 2021
Commitments and Contingencies Disclosure [Abstract]
Commitments and Contingencies	Commitments and ContingenciesThe 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. 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. In the opinion of management, any liabilities resulting from these claims would not have a material adverse effect on the Company’s financial position or results of operations.

Stock and Stock Options (Tables)

12 Months Ended

Dec. 31, 2021

Share-based Payment Arrangement [Abstract]

Summary of Stock Option Activity Under the Stock Option Plans

The following tables summarize stock option activity under the Employee Plan:


	Shares	Price Per Share	Weighted Average Exercise Price		Weighted Average Remaining Contractual Life (in years)	Aggregate Intrinsic Value (in millions)
Outstanding, December 31, 2020	1,120,717	$2.54 - $14.66	$	6.76
Granted	7,500	$7.51	$	7.51
Exercised	(526,467)	$2.54 - $13.61	$	5.76
Canceled	(91,418)	$4.87 - $14.66	$	10.10
Outstanding, December 31, 2021	510,332	$2.54 - $14.66	$	7.20
Exercisable, December 31, 2021	487,707	$2.54 - $14.66	$	7.34	3.9	$	2.7
Exercisable and expected to vest, December 31, 2021	508,070	$2.54 - $14.66	$	7.21	3.8	$	2.9

Schedule of Expected Life of the Stock Based Award and Stock Price Volatility

The fair value of each option grant is estimated on the date of grant using the Black-Scholes option-pricing model with the following assumptions used for grants of options under the Plans:


	Year Ended December 31,
	2021	2020
Expected dividend yield	—	—
Expected stock price volatility	57%	56%
Risk-free interest rate	0.7%	0.4%
Expected life of options (years)	6	6

Summary of Restricted Stock and Unit Award Activity

The following table summarizes the service-based restricted stock and unit award activity for the year ended December 31, 2021:


	Shares	Weighted Average Grant Date Fair Value per Share
Unvested restricted stock at December 31, 2020	353,059	$	5.70
Granted	286,469	$	7.11
Vested	(416,395)	$	6.55
Canceled	(35,132)	$	6.93
Unvested restricted stock at December 31, 2021	188,001	$	6.45

The following table summarizes the performance-based restricted stock and unit award activity for the year ended December 31, 2021:


	Shares	Weighted Average Grant Date Fair Value per Share
Unvested restricted stock at December 31, 2020	455,323	$	4.43
Granted	514,962	$	7.14
Vested	(689,480)	$	7.08
Canceled	(137,249)	$	7.13
Unvested restricted stock at December 31, 2021	143,556	$	6.89

The following table summarizes the market-based restricted stock and unit award activity for the year ended December 31, 2021:


	Shares	Weighted Average Grant Date Fair Value per Share
Unvested restricted stock at December 31, 2020	243,154	$	6.49
Granted	126,980	$	6.79
Vested	(191,399)	$	6.80
Canceled	2,050	$	5.63
Unvested restricted stock at December 31, 2021	180,785	$	6.59

The following table summarizes the DSU activity for the year ended December 31, 2021:


	Shares	Weighted Average Grant Date Fair Value per Share
Unvested deferred stock at December 31, 2020	433,785	$	6.06
Granted	64,845	$	6.94
Vested	—	$	—
Unvested deferred stock at December 31, 2021	498,630	$	6.18

Summary of Market-Based Restricted Stock and Unit Award Grant Estimated Under the Plans


	Year Ended December 31,
	2021	2020
Expected dividend yield	—	—
Expected stock price volatility	75.3%	68.2%
Risk-free interest rate	0.3%	0.2%
Expected term (years)	3	3
Weighted average grant date fair value	$7.11	$6.68

Discontinued Operations - Assets and Liabilities (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Current assets:
Accounts receivable, net	$ 867	$ 611
Current assets of discontinued operations	0	13,920
Long-term assets of discontinued operations	0	31,717
Current liabilities:
Trade accounts payable	36,450	34,613
Current liabilities of discontinued operations	0	6,285
Long-term liabilities of discontinued operations	$ 0	545
Live Area
Current assets:
Cash and cash equivalents		392
Accounts receivable, net		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
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

Inventory Financing - Additional Information (Details) - I B M Credit Facility - Line of Credit - USD ($) $ in Millions	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Line of Credit Facility [Line Items]
Credit facility maximum borrowing capacity	$ 5.5
Termination notice period	90 days
Short-term debt	$ 3.5	$ 3.6
Available credit under credit agreement	0.1
Subordinated note outstanding, minimum limit	$ 1.0
Weighted average interest rate	3.75%	3.75%
Prime Rate
Line of Credit Facility [Line Items]
Variable rate basis	0.50%	0.50%

Income Taxes - Consolidated Income (Loss) From Operations before Income Taxes, By Domestic and Foreign Entities (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Income Tax Disclosure [Abstract]
Domestic	$ (9,913)	$ (5,021)
Foreign	(2,195)	189
Loss from continuing operations before income taxes	$ (12,108)	$ (4,832)

- 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.

+ References

Reference 1: http://www.xbrl.org/2003/role/disclosureRef
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-Name Accounting Standards Codification
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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-Topic 280
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
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Reference 5: http://www.xbrl.org/2003/role/disclosureRef
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Reference 9: http://www.xbrl.org/2003/role/exampleRef
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+ Details

Stock and Stock Options - Summary of Stock Option Activity Under the Stock Option Plans (Details) $ / shares in Units, $ in Millions	12 Months Ended
	Dec. 31, 2021 USD ($) $ / shares shares
Shares
Outstanding shares, beginning balance (in shares) \| shares	1,120,717
Shares granted (in shares) \| shares	7,500
Shares exercised (in shares) \| shares	(526,467)
Shares canceled (in shares) \| shares	(91,418)
Outstanding shares, ending balance (in shares) \| shares	510,332
Shares exercisable (in shares) \| shares	487,707
Shares exercisable and expected to vest (in shares) \| shares	508,070
Price Per Share
Price per share granted (in dollars per share)	$ 7.51
Weighted Average Exercise Price
Weighted average exercise price, outstanding beginning balance (in dollars per share)	6.76
Weighted average exercise price granted (in dollars per share)	7.51
Weighted average exercise price exercised (in dollars per share)	5.76
Weighted average exercise price canceled (in dollars per share)	10.10
Weighted average exercise price, outstanding ending balance (in dollars per share)	7.20
Weighted average exercise price exercisable (in dollars per share)	7.34
Weighted average exercise price exercisable and expected to vest (in dollars per share)	$ 7.21
Share-based Compensation Arrangement by Share-based Payment Award, Options, Additional Disclosures [Abstract]
Weighted average remaining contractual life exercisable (in years)	3 years 10 months 24 days
Weighted average remaining contractual life exercisable and expected to vest (in years)	3 years 9 months 18 days
Aggregate intrinsic value exercisable \| $	$ 2.7
Aggregate intrinsic value exercisable and expected to vest \| $	$ 2.9
Minimum
Price Per Share
Outstanding price per share, beginning balance (in dollars per share)	$ 2.54
Price per share exercised (in dollars per share)	2.54
Price per share canceled (in dollars per share)	4.87
Outstanding price per share, ending balance (in dollars per share)	2.54
Price per share exercisable (in dollars per share)	2.54
Price per share exercisable and expected to vest (in dollars per share)	2.54
Maximum
Price Per Share
Outstanding price per share, beginning balance (in dollars per share)	14.66
Price per share exercised (in dollars per share)	13.61
Price per share canceled (in dollars per share)	14.66
Outstanding price per share, ending balance (in dollars per share)	14.66
Price per share exercisable (in dollars per share)	14.66
Price per share exercisable and expected to vest (in dollars per share)	$ 14.66

Discontinued Operations

12 Months Ended

Dec. 31, 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. 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, the Company's September 30, 2021 Form 10-Q and is reported as a discontinued operation.

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 was $1.3 million for the year ended December 31, 2021 and is recorded in selling, general and administrative expenses in the 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. Due to the acceleration of stock based compensation awards, we recorded 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 consolidated statement of operations and comprehensive income (loss) for the year ended December 31, 2021.

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 consolidated statement of operations and comprehensive income (loss) for each of the year ended December 31, 2021. Due to the acceleration of stock based compensation awards, we recorded compensation expense of $1.3 million for the executives and employees of PFSweb, which is included in selling, general and administrative expense on the consolidated statement of operations and comprehensive income (loss) for the year ended December 31, 2021.

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.


	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


	Year ended December 31,
	2021		2020
Revenues:
Service fee revenue	$	50,197	$	68,600
Pass-through revenue	159		—
Related party revenue	574		1,046
Total revenues	50,930		69,646
Costs of revenues:
Cost of service fee revenue	27,173		37,241
Cost of pass-through revenue	159		—
Total costs of revenues	27,332		37,241
Gross profit	23,598		32,405
Selling, general and administrative expenses	(27,906)		(31,004)
Interest expense, net	(1)		—
Gain on sale	200,817		—
Income from discontinued operations before income taxes	196,508		1,401
Income tax expense	35,636		198
Net income from discontinued operations	$	160,872	$	1,203


	Year ended December 31,
	2021		2020
Cash flows from operating activities discontinued operations:
Depreciation and amortization	$	457	$	1,061
Stock-based compensation expense	$	4,613	$	3,735

Cash flows from investing activities discontinued operations:
Capital expenditures	$	159	$	53
Proceeds from sale of discontinued operations, net of cash divested	$	236,358	$	—

Consolidated Statements of Operations and Comprehensive Income (Loss) - USD ($) shares in Thousands, $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Revenues:
Total revenues	$ 277,302	$ 272,860
Costs of Revenues:
Total costs of revenues	227,065	221,858
Gross profit	50,237	51,002
Selling, general and administrative expenses	61,040	54,348
Loss from operations	(10,803)	(3,346)
Interest expense, net	879	1,486
Loss on extinguishment of debt	426	0
Loss from continuing operations before income taxes	(12,108)	(4,832)
Income tax expense, net	1,530	1,340
Net loss from continuing operations	(13,638)	(6,172)
Income from discontinued operations before income taxes	196,508	1,401
Income tax expense, net	35,636	198
Net income from discontinued operations	160,872	1,203
Net income (loss)	$ 147,234	$ (4,969)
Basic earnings (loss) per share:
Net loss from continuing operations per share (in dollars per share)	$ (0.64)	$ (0.31)
Net income from discontinued operations per share (in dollars per share)	7.51	0.06
Basic earnings (loss) per share (in dollars per share)	6.87	(0.25)
Diluted earnings (loss) per share:
Net loss from continuing operations per share (in dollars per share)	(0.64)	(0.31)
Net income from discontinued operations per share (in dollars per share)	7.51	0.06
Diluted earnings (loss) per share (in dollars per share)	$ 6.87	$ (0.25)
Weighted average number of shares outstanding:
Basic (in shares)	21,410	20,005
Diluted (in shares)	21,410	20,005
Comprehensive income
Net income (loss)	$ 147,234	$ (4,969)
Foreign currency translation adjustment, net of taxes	(497)	972
Reclassifications of foreign currency translation adjustment realized upon disposal of business	(327)	0
Total comprehensive income (loss)	146,410	(3,997)
Service fee revenue
Revenues:
Revenues	195,516	188,016
Costs of Revenues:
Total costs of revenues	146,311	138,285
Product revenue, net
Revenues:
Revenues	17,612	22,865
Costs of Revenues:
Total costs of revenues	16,580	21,594
Pass-through revenue
Revenues:
Revenues	64,174	61,979
Costs of Revenues:
Total costs of revenues	$ 64,174	$ 61,979

Related Party Transactions	12 Months Ended
Related Party Transactions	Dec. 31, 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 $1.1 million of related party cost of revenues the year ended December 31, 2021 which is recorded in cost of pass-through revenue in the consolidated statement of operations and comprehensive income (loss) for the year ended December 31, 2021. As of December 31, 2021, we had a trade accounts payable balance of $0.2 million to Pilot.

Long Lived Assets (Tables)

12 Months Ended

Dec. 31, 2021

Segment Reporting [Abstract]

Long-lived Assets by Geographic Areas

The following table represents geographic information by area (in thousands):


	December 31,
	2021		2020
Long-lived assets
United States	$	57,376	$	53,096
Europe	18,894		18,426
Canada	1,170		1,725
India	1,074		1,363
Total long-lived assets	$	78,514	$	74,610

Overview and Basis of Presentation - Cash Flow (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2021	Dec. 31, 2020
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss)	$ (2,224)	$ 147,234	$ (4,969)
Deferred income taxes	16	2,527	(132)
Net cash provided by (used in) operating activities	8,484	$ (42,651)	1,796
As Previously Reported
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss)	(2,381)		(5,504)
Deferred income taxes	173		403
Net cash provided by (used in) operating activities	8,484		1,796
Adjustments \| Deferred Tax Asset
Error Corrections and Prior Period Adjustments Restatement [Line Items]
Net income (loss)	157		535
Deferred income taxes	(157)		(535)
Net cash provided by (used in) operating activities	$ 0		$ 0

- Definition

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

+ References

Reference 1: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
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-SubTopic 220
-Section S99
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Reference 2: http://www.xbrl.org/2003/role/disclosureRef
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Reference 3: http://www.xbrl.org/2003/role/disclosureRef
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+ Details

Discontinued Operations - Reconciliation Amount (Details) - USD ($) $ in Thousands		3 Months Ended	12 Months Ended
	Aug. 25, 2021	Mar. 31, 2021	Dec. 31, 2021	Dec. 31, 2020
Costs of revenues:
Gain on sale			$ 200,817	$ 0
Income from discontinued operations before income taxes		$ (821)	196,508	1,401
Income tax expense, net		576	35,636	198
Net income from discontinued operations		$ (1,397)	160,872	1,203
Live Area
Revenues:
Revenue from disposal			50,930	69,646
Costs of revenues:
Disposal Group, Including Discontinued Operation, Costs of Goods Sold			27,332	37,241
Gross profit			23,598	32,405
Selling, general and administrative expenses			(27,906)	(31,004)
Interest expense, net			(1)	0
Gain on sale	$ 200,800		200,817	0
Income from discontinued operations before income taxes			196,508	1,401
Income tax expense, net			35,636	198
Net income from discontinued operations			160,872	1,203
Service fee revenue \| Live Area
Revenues:
Revenue from disposal			50,197	68,600
Costs of revenues:
Disposal Group, Including Discontinued Operation, Costs of Goods Sold			27,173	37,241
Pass-through revenue \| Live Area
Revenues:
Revenue from disposal			159	0
Costs of revenues:
Disposal Group, Including Discontinued Operation, Costs of Goods Sold			159	0
Related party revenue \| Live Area
Revenues:
Revenue from disposal			$ 574	$ 1,046

Leases - Supplemental Consolidated Cash Flows (Details) - USD ($) $ in Thousands	12 Months Ended
	Dec. 31, 2021	Dec. 31, 2020
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows arising from operating leases	$ 11,446	$ 10,803
Operating cash flows arising from finance leases	37	90
Financing cash flows arising from finance leases	871	1,173
Right-of-use assets obtained in exchange for operating lease liabilities	16,811	6,422
Right-of-use assets obtained in exchange for finance lease liabilities	$ 114	$ 19

Debt Obligations - Summary of Outstanding Debt and Capital Lease Obligations (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Debt Instrument [Line Items]
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration]	Total	Total
Finance leases	$ 311	$ 1,049
Other	0	120
Total	311	42,480
Less current portion of long-term debt	222	3,411
Long-term debt, less current portion	89	39,069
US Credit Agreement
Debt Instrument [Line Items]
Debt issuance costs	0	(224)
US Credit Agreement \| Revolving loan
Debt Instrument [Line Items]
Credit facility	0	33,500
US Credit Agreement \| Equipment loan
Debt Instrument [Line Items]
Credit facility	$ 0	$ 8,035

Income Taxes - Components of the Deferred Tax Asset (Liability) (Details) - USD ($) $ in Thousands	Dec. 31, 2021	Dec. 31, 2020
Deferred tax assets:
Allowance for doubtful accounts	$ 260	$ 182
Inventory reserve	28	23
Property and equipment	0	1,802
Accrued expenses	1,914	705
Deferred revenue	902	269
State tax - deferred	482	946
Net operating loss carryforwards	2,299	14,328
Nonqualified stock options	2,264	2,371
Foreign tax credit carryforwards	1,573	0
Other	515	502
Deferred tax assets, gross	10,237	21,128
Less - Valuation allowance	5,957	20,045
Total deferred tax assets	4,280	1,083
Deferred tax liabilities:
Property and equipment	(1,359)	0
Goodwill	(4,222)	(5,451)
Deferred tax liability on foreign earnings	(894)	0
Total deferred tax liabilities	(6,475)	(5,451)
Deferred tax liabilities, net	$ (2,195)	$ (4,368)

Overview and Basis of Presentation - Narrative (Details) $ in Millions	Dec. 31, 2021 USD ($)
Covid 19 Pandemic
Unusual or Infrequent Item, or Both [Line Items]
Unusual or infrequent item, or both, deferred charges	$ 3.7

Significant Accounting Policies	12 Months Ended
Significant Accounting Policies	Dec. 31, 2021
Accounting Policies [Abstract]
Significant Accounting Policies	Significant Accounting Policies Principles of Consolidation All intercompany accounts and transactions have been eliminated in consolidation. Use of Estimates The preparation of consolidated financial statements and related disclosures in conformity with accounting principles generally accepted in the United States of America (“US 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, selling, general and administrative expenses and income tax expense in these 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 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 consolidated financial statements are fairly stated in accordance with US GAAP and provide a fair presentation of the Company’s financial position and results of operations. Revenue and Cost Recognition The Company derives revenue primarily from services provided under contractual arrangements with our clients or from the sale of products under our distributor agreements. The majority of our revenue is derived from contracts and projects that can span from a few months to three to five years. The Company recognizes revenue when control of the promised goods or services is transferred to its clients and customers, in an amount that reflects the consideration that we expect to receive in exchange for those goods or services. Control is transferred to a client or customer when, or as, the client or customer obtains control over that asset. The transaction price includes fixed and, in certain contracts, variable consideration. Variable consideration contained within our contracts includes discounts, rebates, incentives, penalties and other similar items. When a contract includes variable consideration, the Company estimates the variable consideration to determine whether any of it needs to be constrained. The Company includes the variable consideration in the transaction price only to the extent that it is probable that a significant reversal of the amount of cumulative revenue recognized will not occur when the uncertainty associated with the variable consideration is subsequently resolved. We estimate variable consideration and constraints based on our review of the contract terms and conditions. Variable consideration and constraint amounts also consider the most likely amounts based on our history with the customer. If no history is available, then we will recognize the most likely amount based on the range of possible consideration amounts. Variable consideration was not significant for the years ended December 31, 2021 and 2020. Variable consideration and constraints are updated at each reporting date. The Company’s billings for reimbursement of out-of-pocket expenses related to our Service Fee Revenues, consisting primarily of freight and shipping supplies, are included in pass-through revenues. Other items included in pass-through revenues include travel and certain third-party vendor expenses such as telecommunication charges. These other pass-through revenues are not deemed a material percentage of total revenues. In certain of our contracts, our clients elect to handle their shipping related costs directly with the carriers. Therefore, we present pass-through revenues separately, as we believe it provides better transparency to our core services. Incremental costs to obtain a contract (such as sales commissions) are expensed when incurred when the amortization period is one year or less; otherwise, incremental contract costs are expensed over time as promised goods and services are transferred to a customer. Recurring operating costs for contracts with clients and customers are recognized as incurred. Certain eligible, nonrecurring costs incurred in the initial phases of our contracts are capitalized when such costs (1) relate directly to the contract, (2) generate or enhance resources that will be used in satisfying the performance obligation in the future and (3) are expected to be recovered. Capitalized amounts are monitored regularly for impairment. The Company enters into contracts with clients and customers that contain multiple promises to transfer control of multiple products and/or services. To the extent a contract includes provisioning multiple products or services, judgment is applied to determine whether promised deliverables are distinct and are distinct in the context of the contract. If this criterion is not met, sales of different products or services are accounted for as a combined performance obligation. For arrangements with multiple distinct performance obligations, consideration is allocated among the performance obligations based on their relative standalone selling price. Standalone selling price is the price at which we would sell a promised good or service separately to the client or customer. Our warranties generally provide a client or customer with assurance that the related deliverable will function as the parties intended because it complies with agreed-upon specifications and is therefore not considered an additional performance obligation in the contract. The Company may execute more than one contract or agreement with a single client or customer. The separate contracts or agreements may be viewed as one combined arrangement or separate agreements for revenue recognition purposes. In order to reach appropriate conclusions regarding whether such agreements should be combined, the Company evaluates whether the agreements were negotiated as a package with a single commercial objective, whether the amount of consideration to be paid in one agreement depends on the price and/or performance of another agreement, or whether the good or services promised in the agreements represent a single performance obligation. The conclusions reached can impact the identification of distinct performance obligations, allocation of the transaction price to each performance obligation and the timing of revenue recognition related to those arrangements. For contracts recognized over time, we recognize the estimated loss to the extent the project has been completed based on actual hours incurred compared to the total estimated hours. A loss is recognized when the current estimate of the consideration we expect to receive, modified to include any variable consideration, is less than the current estimate of total costs for the contract. Service Fee Revenue The Company’s service fee revenue primarily relates to our order to cash, fulfillment, and customer care services. The Company typically charges its service fee revenue on either a time and materials, fixed price, cost-plus a margin, a percent of shipped revenue, or retainer basis for professional services, or a per transaction basis, such as a per item basis for fulfillment services or a per labor hour basis for customer contact center services. Additional fees are billed for other services. Product Revenue Depending on the terms of the customer arrangement, product revenue and product cost is recognized at the point the customer gains control of the asset. The specific point in time when control transfers depends on the contract with the customer. Typically, our terms are Freight on Board (“FOB”) Shipping point, which we believe to be indicative of when control is transferred. We permit our customers to return product. Product revenue is reported net of projected future returns. Future returns are estimated based on historical return information. Management also considers any other current information and trends in making estimates. Gross versus Net Revenue In instances where revenue is derived from product sales from a third-party, we record revenue on a gross basis when we are a principal to the transaction and net of costs when we are acting as an agent between the customer or client and the vendor. We are the principal and record revenue on a gross basis if we control a promised good or service before transferring that good or service to the customer. We are an agent and record revenue on a net basis for what we retain for agency services if our role is to arrange for another entity to control the promised goods or services. Practical expedients Accounting Standards Codification 606, Revenue from Contracts with Customers ("ASC 606") allows entities to use several practical expedients, including the as-invoiced practical expedient, determining whether a significant financing component exists, treatment of sales and usage-based taxes, and the recognition of certain incremental costs of obtaining a contract with a client or customer. Contracts of less than a year with a financing component will be expensed in that period as a practical expedient. Our current contracts do not have a financing component. Commissions on contracts of less than one year will be expensed as a practical expedient. Commissions will be capitalized on contracts over one year. As of December 31, 2021 and 2020, we did not have any material commissions on contracts in excess of one year. We present our revenues net of sales and usage-based tax as a practical expedient. Contract modifications Contract modifications are routine in our industry. For each modification, the Company assesses whether the modification changes the scope and or price of the original agreement and whether those changes are commensurate with stand-alone selling price. Based on the results of this assessment, the Company either accounts for the modification as a separate contract, as a change in the original contract, or as a termination of the old contract and creation of a new contract in accordance with Accounting Standards Codification (“ASC”) 606-10-25-12. Concentration of Business and Credit Risk During 2021, two clients represented more than 10% of the Company’s total revenues. These clients represented $37.6 million, or 14% and $31.6 million, or 11% of total revenues. During 2020, three clients each represented more than 10% of the Company’s total revenues. These clients represented $38.9 million or 14.3%, $34.0 million or 12.4%, and $31.7 million or 12.0% of total revenues. As of December 31, 2021, one client exceeded 10% of the Company’s total accounts receivable. As of December 31, 2020, two clients each exceeded 10% of the Company’s total accounts receivable. Cash and Cash Equivalents Cash equivalents are defined as short-term highly liquid investments with original maturities, when acquired, of three months or less. At times, the Company has cash balances in domestic bank accounts that exceed Federal Deposit Insurance Corporation insured limits. The Company has not experienced any losses related to these cash concentrations. Accounts Receivable The Company recognizes revenue and records trade accounts receivable, pursuant to the methods described above, when collectability is reasonably assured. Collectability is evaluated in the aggregate and on an individual customer or client basis taking into consideration payment due date, historical payment trends, current financial position, results of independent credit evaluations and payment terms. Related reserves are determined by either using percentages applied to certain aged receivable categories based on historical results, reevaluated and adjusted as additional information is received, or a specific identification method. After all attempts to collect a receivable have failed, the receivable is written off against the allowance for doubtful accounts. Other Receivables Other receivables primarily include amounts due from Ricoh for costs incurred by the Company under the distributor agreements and value added tax receivables. Inventories Inventories (all of which are finished goods) are stated at the lower of weighted average cost and net realizable value. The Company establishes inventory reserves based upon estimates of declines in values due to inventories that are slow moving or obsolete, excess levels of inventory or values assessed at lower than cost. Supplies Distributors assumes responsibility for slow-moving inventory under its Ricoh distributor agreements, subject to certain termination rights, but has the right to return product rendered obsolete by engineering changes, as defined. In the event PFSweb, Supplies Distributors and Ricoh terminate the distributor agreements, the agreements provide for the parties to mutually agree on a plan of disposition of Supplies Distributors’ then existing inventory. In the first half of 2022, Ricoh distributor agreement was terminated as a result of the restructuring of our client and as a result, the Company does not expect to have inventory following the termination of this agreement. See Note 17. Subsequent Events. Property and Equipment The Company makes judgments and estimates in conjunction with the carrying value of property and equipment, including amounts to be capitalized, depreciation and amortization methods and useful lives. Property and equipment are stated at cost and are depreciated using the straight-line method over the estimated useful lives of the respective assets. Capitalized implementation costs are depreciated over the respective client expected performance period. Leasehold improvements are amortized over the shorter of the useful life of the related asset or the remaining lease term. When events or changes in circumstances indicate that the carrying amount of our property and equipment might not be recoverable, the expected future undiscounted cash flows from the asset are estimated and compared with the carrying amount of the asset. If the sum of the estimated undiscounted cash flows is less than the carrying amount of the asset, an impairment loss is recorded. The impairment loss is measured by comparing the fair value of the asset with its carrying amount. Fair value is generally determined based on discounted cash flows or appraised values, as appropriate. Leases Lease assets and liabilities are recognized at the commencement date of an arrangement where it is determined at inception that a lease exists. Lease assets represent the right to use an underlying asset for the lease term and lease liabilities represent the obligation to make lease payments arising from the lease. These assets and liabilities are initially recognized based on the present value of lease payments over the lease term. As most of our leases do not provide an implicit rate, we use an incremental borrowing rate based on the information available at the lease commencement date to discount payments to the present value. Some of these leases contain rent escalation clauses either fixed or adjusted periodically for inflation or market rates that are factored into our determination of lease payments. We also have variable lease payments that do not depend on a rate or index, primarily for items such as common area maintenance and real estate taxes, which are recorded as variable costs when incurred. The lease asset excludes incentives and initial direct costs incurred. Lease terms include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Our operating leases are included in operating lease right-of-use assets, current portion of operating lease liabilities and operating lease liabilities on the consolidated balance sheets. Our finance leases are included in property and equipment, long-term debt and finance lease obligations and current portion of long-term debt and finance lease obligations on the consolidated balance sheets. Leases with an initial term of 12 months or less are not recorded on the consolidated balance sheets. The expense for these short-term leases and operating leases is recognized on a straight-line basis over the lease term. We have lease agreements with lease and non-lease components and have elected to combine as a single lease component. In addition, we utilized the portfolio approach to group leases with similar characteristics and did not use hindsight to determine lease term. Goodwill Goodwill represents the excess of the purchase price over the fair value of the identifiable net assets acquired. Goodwill and other intangible assets with indefinite lives are not amortized to operations, but instead are reviewed for impairment at least annually on October 1, or more frequently when there is an indicator of impairment. Goodwill impairment exists when a reporting unit’s goodwill carrying value exceeds its implied fair value. The Company has no intangible asset with indefinite useful lives, other than goodwill. Accounting Standards Update (“ASU”) Topic 350: Testing Goodwill for Impairment (“ASU Topic 350”) permits an entity to make a qualitative assessment of whether it is more likely than not that a reporting unit’s fair value is less than its carrying amount before applying the one-step quantitative goodwill impairment test. When performing the qualitative analysis, an entity evaluates relevant events and circumstances, including but not limited to, macroeconomic conditions, industry and market conditions, overall financial performance, reporting unit specific events and entity specific events. If, after completing the qualitative analysis, an entity concludes that it is not more likely than not that the fair value of the reporting unit is less than its carrying amount, it would not be required to perform the one-step quantitative impairment test for that reporting unit. In the event that the based on the results of the qualitative analysis, it is concluded that it is not more likely than not that the fair value of a reporting unit or indefinite-lived asset exceeds its carrying value, the one-step quantitative impairment test is performed. Under the quantitative test, the Company compares the fair value of the reporting unit with its carrying value, including goodwill. If the fair value of the reporting unit is less than its carrying value, the Company records an impairment charge equal to the excess of the carrying value over the related fair value. Fair value of the reporting unit is determined using a discounted cash flow analysis. If the Company is required to perform the quantitative test described in the preceding paragraph, it would determine fair value using generally accepted valuation techniques, including discounted cash flows and market multiple analyses. These types of analyses contain uncertainties because they require management to make assumptions and to apply judgment to estimate industry economic factors and the profitability of future business strategies. The Company’s valuation methodology for assessing impairment would require management to make judgments and assumptions based on historical experience and projections of future operating performance. If these assumptions differ materially from future results, the Company may record impairment charges in the future. Accrued Expenses The Company had $31.6 million and $26.2 million of accrued expenses on the consolidated balance sheets as of December 31, 2021 and 2020, respectively. Of these amounts, internal and contract labor costs and related employee benefit costs were approximately $14 million for both December 31, 2021 and 2020. Foreign Currency Translation and Transactions The functional currency of each of the Company’s foreign subsidiaries is local currency. Assets and liabilities are translated at exchange rates in effect at the end of the period and income and expense items are translated at the average exchange rates on a monthly basis. Translation adjustments are accumulated and reported as a component of accumulated other comprehensive income (loss) in the consolidated statements of shareholders’ equity. The Company includes currency gains and losses on short-term intercompany advances in the determination of net income and loss. The Company reports gains and losses on intercompany foreign currency transactions that are of a long-term investment nature as a component of accumulated other comprehensive income (loss) in the consolidated statements of shareholders’ equity. Stock-Based Compensation The Company uses stock-based compensation, including stock options, deferred stock units and other market and performance stock-based awards to provide long-term performance incentives for its executives, key employees and non-employee directors. From the service inception date to the grant date, the Company recognizes compensation cost for all share-based payments based on the reporting date fair value of the award. After the grant date, compensation cost is measured based on the grant date fair value. Depending on the conditions associated with the vesting of the award, compensation cost is recognized on a straight-line or graded basis, net of estimated forfeitures, over the requisite service period of each award. The Company records compensation cost as a component of selling, general and administrative expenses in the consolidated statements of operations. The Company estimates the fair value of each option grant on the date of grant using the Black-Scholes option-pricing model and estimates the compensation cost for certain of the awards that have a market condition using a Monte-Carlo simulation. The estimated fair value for awards involves assumptions for expected dividend yield, stock price volatility, risk-free interest rates and the expected life of the award. Income Taxes Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between the financial statement carrying amounts of existing assets and liabilities and their respective tax bases. Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the enactment date. Valuation allowances are established when necessary to reduce deferred tax assets to the amount more likely than not to be realized. The Company recognizes interest and penalties related to certain tax positions in income tax expense and monitors uncertain tax positions and recognizes tax benefits only when management believes the relevant tax positions would more likely than not be sustained upon examination. Fair Value of Financial Instruments In accordance with ASC 825, Financial Instruments, fair value is determined utilizing a hierarchy of valuation techniques. The three levels of the fair value hierarchy are as follows: Level 1: Observable inputs such as quoted prices (unadjusted) in active markets for identical assets or liabilities. Level 2: Inputs, other than quoted prices, that are observable for the asset or liability, either directly or indirectly; these include quoted prices for similar assets or liabilities in active markets and quoted prices for identical or similar assets or liabilities in markets that are not active. Level 3: Unobservable inputs that reflect the reporting entity’s own assumptions. The carrying value of the Company’s financial instruments, which include cash and cash equivalents, accounts receivable, other receivables, trade accounts payable and debt, approximate their fair values at December 31, 2021 and 2020 based on short terms to maturity or current market prices and interest rates or observable inputs such as quoted prices in active markets. Nonrecurring Fair Value Measurements The purchase price of business acquisitions is allocated to the tangible and identifiable intangible assets acquired and liabilities assumed based on their estimated fair values on the acquisition dates, with any excess recorded as goodwill. The Company utilizes Level 3 inputs in the determination of the initial fair value of assets and liabilities. Non-financial assets such as goodwill, intangible assets, software development costs and property and equipment are subsequently measured at fair value when there is an indicator of impairment and recorded at fair value only when impairment is recognized. 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 consolidated financial statements.

Stock and Stock Options - Summary of Market-Based Restricted Stock and Unit Award Activity (Details) - Market-Based Restricted Stock and Unit Awards	12 Months Ended
	Dec. 31, 2021 $ / shares shares
Shares
Unvested restricted stock, shares, beginning balance (in shares) \| shares	243,154
Granted (in shares) \| shares	126,980
Vested (in shares) \| shares	(191,399)
Canceled (in shares) \| shares	2,050
Unvested restricted stock, shares, ending balance (in shares) \| shares	180,785
Weighted Average Grant Date Fair Value per Share
Unvested restricted stock, beginning balance (in dollars per share) \| $ / shares	$ 6.49
Granted (in dollars per share) \| $ / shares	6.79
Vested (in dollars per share) \| $ / shares	6.80
Canceled (in dollars per share) \| $ / shares	5.63
Unvested restricted stock, ending balance (in dollars per share) \| $ / shares	$ 6.59

Consolidated Statements of Shareholders' Equity - USD ($) $ in Thousands	Total	Common Stock	Additional Paid-In Capital	Retained Earnings (Accumulated Deficit)	Accumulated Other Comprehensive 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)
Net income (loss)	(4,969)			(4,969)
Stock-based compensation expense	10,785		10,785
Exercise of stock options (in shares)		113,583
Exercise of stock options	542		542
Issuance of shares under stock-based compensation awards (in shares)		829,098
Issuance of shares under stock-based compensation awards	1	$ 1
Taxes paid on behalf of employees for withheld shares	(1,275)		(1,275)
Foreign currency translation adjustment, net of taxes	972				972
Ending balance (in shares) at Dec. 31, 2020		20,408,558				33,467
Ending balance at Dec. 31, 2020	54,098	$ 20	168,244	(113,712)	(329)	$ (125)
Net income (loss)	(2,224)			(2,223)
Ending balance at Mar. 31, 2021				(115,935)
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)
Net income (loss)	147,234			147,234
Stock-based compensation expense	$ 9,398		9,398
Exercise of stock options (in shares)	526,467	526,467
Exercise of stock options	$ 3,030		3,030
Issuance of shares under stock-based compensation awards (in shares)		1,196,521
Issuance of shares under stock-based compensation awards	1	$ 1
Taxes paid on behalf of employees for withheld shares	(3,161)		(3,161)
Foreign currency translation adjustment, net of taxes	(824)				(824)
Ending balance (in shares) at Dec. 31, 2021		22,131,546				33,467
Ending balance at Dec. 31, 2021	$ 209,776	$ 21	$ 177,511	$ 33,522	$ (1,153)	$ (125)

Overview and Basis of Presentation - Stockholder's Equity (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Mar. 31, 2021	Dec. 31, 2021	Dec. 31, 2020
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	$ 54,098	$ 54,098	$ 48,042
Net income (loss)	(2,224)	147,234	(4,969)
Ending balance		209,776	54,098
Retained Earnings (Accumulated Deficit)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	(113,712)	(113,712)	(108,743)
Net income (loss)	(2,223)	147,234	(4,969)
Ending balance	(115,935)	33,522	(113,712)
As Previously Reported
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	52,363	52,363
Net income (loss)	(2,381)		(5,504)
Ending balance			52,363
As Previously Reported \| Retained Earnings (Accumulated Deficit)
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	(115,447)	(115,447)	(109,943)
Net income (loss)	(2,380)		(5,504)
Ending balance	(117,827)		(115,447)
Adjustments \| Deferred Tax Asset
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	1,735	1,735
Net income (loss)	157		535
Ending balance			1,735
Adjustments \| Retained Earnings (Accumulated Deficit) \| Deferred Tax Asset
Increase (Decrease) in Stockholders' Equity [Roll Forward]
Beginning balance	1,735	$ 1,735	1,200
Net income (loss)	157		535
Ending balance	$ 1,892		$ 1,735

- Definition

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

+ References

+ 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

Reference 1: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 235
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.4-08(g)(1)(ii))
-URI http://asc.fasb.org/extlink&oid=120395691&loc=d3e23780-122690

Reference 2: http://www.xbrl.org/2003/role/exampleRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 852
-SubTopic 10
-Section 55
-Paragraph 10
-URI http://asc.fasb.org/extlink&oid=84165509&loc=d3e56426-112766

Reference 3: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 310
-SubTopic 10
-Section S99
-Paragraph 2
-Subparagraph (SAB Topic 4.E)
-URI http://asc.fasb.org/extlink&oid=122038336&loc=d3e74512-122707

Reference 4: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(31))
-URI http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 5: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(29))
-URI http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 6: http://fasb.org/us-gaap/role/ref/legacyRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 210
-SubTopic 10
-Section S99
-Paragraph 1
-Subparagraph (SX 210.5-02(30))
-URI http://asc.fasb.org/extlink&oid=120391452&loc=d3e13212-122682

Reference 7: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 825
-SubTopic 10
-Section 50
-Paragraph 28
-Subparagraph (f)
-URI http://asc.fasb.org/extlink&oid=123596393&loc=d3e14064-108612

Reference 8: http://www.xbrl.org/2009/role/commonPracticeRef
-Publisher FASB
-Name Accounting Standards Codification
-Topic 323
-SubTopic 10
-Section 50
-Paragraph 3
-Subparagraph (c)
-URI http://asc.fasb.org/extlink&oid=114001798&loc=d3e33918-111571

+ Details

Stock and Stock Options - Summary of Deferred Stock Unit Activity (Details) - DSU Award	12 Months Ended
	Dec. 31, 2021 $ / shares shares
Shares
Unvested restricted stock, shares, beginning balance (in shares) \| shares	433,785
Granted (in shares) \| shares	64,845
Vested (in shares) \| shares	0
Unvested restricted stock, shares, ending balance (in shares) \| shares	498,630
Weighted Average Grant Date Fair Value per Share
Unvested restricted stock, beginning balance (in dollars per share) \| $ / shares	$ 6.06
Granted (in dollars per share) \| $ / shares	6.94
Vested (in dollars per share) \| $ / shares	0
Unvested restricted stock, ending balance (in dollars per share) \| $ / shares	$ 6.18

Debt Obligations (Tables)

12 Months Ended

Dec. 31, 2021

Debt Disclosure [Abstract]

Summary of Outstanding Debt and Capital Lease Obligations

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


	December 31,
	2021		2020
US Credit Agreement:
Revolving loan	$	—	$	33,500
Equipment loan	—		8,035
Debt issuance costs	—		(224)
Finance leases	311		1,049
Other	—		120
Total	311		42,480
Less current portion of long-term debt	222		3,411
Long-term debt, less current portion	$	89	$	39,069

Property and Equipment (Tables)

12 Months Ended

Dec. 31, 2021

Property, Plant and Equipment [Abstract]

Summary of Property and Equipment

The components of property and equipment as of December 31, 2021 and 2020 are as follows (in thousands):


	December 31,				Depreciable Life
	2021		2020
Purchased and capitalized software costs	$	35,000	$	35,575	1-10 years
Furniture, fixtures and equipment	32,436		29,259		3-10 years
Computer equipment	14,512		14,513		3 years
Leasehold improvements	8,294		15,915		3-10 years
In-process assets	1,926		2,081
	92,168		97,343
Less-accumulated depreciation and amortization	(72,853)		(79,826)
Property and equipment, net	$	19,315	$	17,517